In pursuance of the Code of Best Practices on Corporate Governance in Nigeria, 2003 (“the Code”) we hereby report as follows:
By the Articles of Association of the Company, the business of the Company shall be controlled and managed by the Directors, who may exercise all such powers of the Company as are not by statute or the articles to be exercised by the Company in General Meeting.
The Board of Directors is composed of a non-Executive Chairman, the Group Managing Director/Chief Executive Officer, an Executive Director and five non-executive directors with an alternate director for two of the non-executive directors.
The Board functions through two standing Committees, to wit, the General Purposes Committee and the Remuneration and Compensation Committee.
The General Purposes Committee
The General Purposes Committee (GPC) reviews the monthly operational performance of the Company; approves capital and revenue expenditure and disposal of fixed assets, sealing of share certificates, share transfers and indemnities, banking transactions, sealing of legal documents and related matters.
The GPC is made up of:
Lt Gen Mohammed I Wushishi(rtd) -------Chairman
Mr Larry E Ettah ------------------------------Member
Mr Olayiwola A Adetomiwa -----------------Member
Mr Victor G Hammond -----------------------Member
Mr Simon G Harford --------------------------Member
Chief Samuel O Bolarinde ------------------Member
The Compensation and Remuneration Committee
The Compensation and Remuneration Committee deals with and approve the appointment and remuneration package of senior managers and Executive Directors of the Company. The Committee meets at such time or times as it deems fit and regulates its own proceedings as appropriate.
The Committee is made up of:
Lt Gen Mohammed I Wushishi (rtd) ---------Chairman
Mr Simon G Harford -----------------------------Member
Mr Victor G Hammond --------------------------Member
Senator Udoma U Udoma ---------------------Member
Mr Larry E Ettah ---------------------------------Member
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