Corporate governance is the system of rules, practices, and processes by which an organization is directed and controlled. Corporate governance essentially involves  balancing the interests of an organization’s stakeholders and provides the framework for attaining an organisation's objectives, it encompasses practically every sphere of  management, from action plans and internal controls to performance measurement and corporate disclosure. Good corporate governance is important in enabling the Board to fulfill the organisation’s mandate, to tackle challenges and to seize opportunities, in an environment of continual change, both internal and external to the RA. Therefore the Board keeps the governance structures and arrangements under review on an on-going basis in order to ensure that the organisation’s processes remain at the forefront of best practice, are aligned to the needs of the organisation, manage risks and provide ​assurance and accountability in a transparent way for the benefit of the organisation’s shareholders and all stakeholders

The Board is the ultimate governing body of the RA, responsible for the long-term strategy of the organisation. It oversees the organisation’s financial sustainability, sets and monitors policies that govern the organisation’s activities. The Board also ensures compliance with applicable legislation, documents, directives and ensures accountability.

The Board of Directors for the RA are appointed by the Minister of Works & Transport.The current Board has been appointed for the period 01 September 2021 – 31 August 2024. The Board is comprised of seven (7) independent non-executive directors, including the Chairperson of the Board. The Board is guided by the Board Charter.

The below table indicates the current directors of the Roads Authority.

​Name	​Position on Board
​	​
​1. Ms. L. Brandt	​Chairperson
2. ​Mr. P. Muluti	​Deputy Chairperson
​3. Ms. H. Amupolo	​Director
​4. Dr. G. Tshoopara	​Director
​5. Mr. P. Greef	​Director
​6. Mr G. Kadhikwa	​Director
​7. Mr T. Hamata	​ Director

The RA has a governance structure comprised of the Board of Directors, with 3 (three) sub-Committees that assist the Directors in the execution of their mandate. The sub-Committees are: Audit, Risk and Compliance Committee, Human Capital Committee and Roads Network Strategy and Projects Committee. The Committees continue to work effectively, thus enabling the Board to concentrate on matters of strategic importance.

Each Committee has four scheduled annual meetings; however, the frequency may vary depending on the needs of the Organization. The sub-Committees are guided by their respective Terms of Reference, which are reviewed annually.

The Audit, Risk and Compliance Committee assists the Board in discharging its duties by ensuring that there are adequate controls and systems in place for the reliability of the financial results and accountability for the organisation’s assets. The Committee is tasked to deal with risk management, internal controls, financial reporting processes, auditing processes, anti-corruption, fraud and theft.

The Committee comprises of Ms H Amupolo (Chairperson), Mr T Hamata, Mr P Greeff, Mr. G Kadhikwa

The Human Capital Committee is mandated by the Board to create an organisational culture, structure and process that supports the development of employees and actualization of potential performance.

The Committee comprises of Mr P Muluti (Chairperson), Dr G Tshoopara, Mr T Hamata

The Committee comprises of Mr P Greeff (Chairperson), Mr P Muluti, Dr G Tshoopara,Mr G. Kadhikwa

The RA considers it important that the Board must make all its decisions independently,transparently and without any conflict of interests which could affect judgment or decisions. Disclosure of interest is a standard agenda item at every Board and Committee meetings.

In the event that there is a conflict of interest, the Director must recuse himself/herself from the deliberations and decisions, after providing all the relevant information at his/her disposal.

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The Board Remuneration is paid as per the directives of Government Notice No. 174 of 2010: Directives in Relation to Remuneration Levels for Chief Executive Officers and Senior Managers of State – Owned Enterprises and Annual Fees and Sitting Allowance for the Board Members: Public Enterprises Governance Act, 2006 as amended.