Botswana Development Corporation (BDC) Board Chairperson and Founder and Managing Partner of Desai Law Group, Rizwan Desai, has cautioned businesses seeking investment to address governance weaknesses.
Desai warning that poor corporate structures can undermine investor confidence and limit access to capital. He was speaking during a panel discussion on Governance and Investment Readiness: Building Confidence, Protecting Capital and Driving Growth at the Botswana Investment Forum 2026.
Desai identified several red flags investors look out for, including weak board oversight, excessive concentration of decision-making powers, inadequate financial controls, poor risk management, unresolved regulatory compliance issues and undisclosed related-party transactions.
He emphasised that businesses must move beyond founder-driven management models and embrace independent non-executive directors who bring diverse expertise, strengthen accountability and support strategic decision-making.
Desai, however, noted that governance shortcomings do not necessarily make a business an unattractive investment.
Investors can work with commercially viable companies to strengthen their governance structures as a condition for investment.
He stressed that businesses must demonstrate a willingness to change, arguing that a shift in mindset is essential for companies seeking to attract capital, expand regionally and eventually pursue public listings.
He added that effective governance, supported by specialised board committees such as audit, risk and human capital, enables businesses to anticipate challenges, manage crises and protect shareholder value.

