Other regulations should be amended to make them compatible with the Code in order to avoid regulatory burden
and duplication. To begin with, many problems are already in existence in adopting CG in listed companies, to name
a few; lack of sincerity in the enforcement at board level is one of the many problems. In other words, there is lack
of self-regulation by the board to ensure good governance. Composition of audit committee (AC) members are not
all independent in most companies whereas independence is a very element to support the effectiveness of internal
audit functions (Barac and Staden, 2009). Audit Committee is also responsible to recruit the Chief Audit Executive,
ensure adequate resources of internal audit function as well as approving internal audit plan and report (FRC, 2012)
One other main issue faced in ensuring good governance is the lack of good surveillance and supervision by
regulators, for example, SC. Finally, we are facing a problem of lack of qualified independent directors who really
understands the business and lack of good quality internal auditors. It is not surprising that these problems will be
more evident in SMEs which are trying to adopt GRC.
So far this paper has summarized findings of past literatures on CG and SMEs and found that CG does benefit
SMEs however, not without adjusting the code to suit the requirements of SMEs which are significantly different
from that of listed companies. To date, the MCCG are only applicable for listed companies and these set of codes
may be too burdensome on SMEs. It is also noted that internal audit function is important in the success of SMEs.