This report assesses the corporategovernance practices of listed companies in South Africa,within the broader context of the institutional capacityneeded to ensure compliance and enforcement. The diagnosticreflects the corporate governance framework as of December2001. South Africa has a well developed equity market with amarket capitalization of 154 percent of GDP. Listedcompanies account for half of the corporate sector by value.As of 2001, on average, listed firms used equity financingfor 35 percent of total funding. Given capital accountrestrictions, issuers operate largely in a captive marketfor domestic institutional investors. Institutionalinvestors, however, take a passive attitude with respect tocorporate governance. The policy recommendations herewith,can be grouped under three broad categories: legislativereform, institutional strengthening and voluntary/privateinitiatives. The legislative and regulatory frameworkdealing with corporate governance practices is undergoingsubstantial changes, and it is anticipated that most of thepending legislative and regulatory issues will be resolved.The most serious problems are compliance and enforcement.Hence, one of the key recommendations for policymakers is tostrengthen the enforcement powers of the securities regulator.