Governance

The Board

The Board is responsible for supervising and advising our Management Team and overseeing the general course of affairs, strategy, operational performance and corporate governance of the Company.

Key Design Principles​​

Lean/optimal structure that drives efficiency

Aligns with the strategic objectives of the company.

Provides the required oversight functions, in line with regulatory requirements/ leading practices.

Promotes the alignment of interests of all shareholders.

Promotes accountability, with an inbuilt system of checks and balances​.

Aligns with similar retail supermarkets in Nigeria​.

Committees​​

Audit and Risk Committee (BARC)​

Governance Committee (BGC)​​

Strategy and Finance Committee (BSFC)​​

Key Considerations​

Consistency with leading governance practices and corporate governance requirements of NCCG 2018, SEC corporate governance guidelines and CAMA 2020.

Minimum of 5 (five) Board members.​

Inclusion of a clear majority of Non-Executive Directors on the Board.​

Inclusion of at least two (2) Indepense Non-Executive Directors to provide unbiased views on matters deliberated by the Board.​

Membership of the committees are to be limited to Directors on the Board.

Exclusion of the Board Chairman as a member of any Committee.​

Each Director should be in a maximum of two (2) Board Committees​.

Audit & Risk and Governance Committees to comprise only Non-Executive Directors and be chaired by an Independent Non-Executive Director.

At least one Non-Executive Director who will be in both the Audit & Risk and Strategy & Finance Committees​.

Board of Directors

Operational Management

Board Purpose

The primary purpose of the Board is to represent and promote the interest of shareholders effectively and relevant stakeholders by adding value to the Company

Composition

The Board shall be a minimum of five (5) Directors, a majority of whom shall be Non-Executive Directors (NEDs). At least two (2) of the NEDs shall be Independent.

Meeting Frequency

The Board holds frequent meetings all year round. In attendance of these meetings are the Directors. These meetings are occasionally attended by the other Executive Committee members. Additionally, invitations to these sessions are frequently extended to Senior Management.

Committee Structure

The Board shall be assisted by the following Committees: Audit & Risk management, Governance, and Strategy & Finance.