Nominations committee report
Dear Stakeholder,
As the chair of the nominations committee, I am delighted to present to you a brief summary of the activities and resolutions of the committee during the 2020 financial year.
The key function of the nominations committee is to ensure that the Board comprises the appropriate balance, knowledge, skills, experience, diversity and independence for it to discharge its governance role and responsibility
objectively and effectively, as well as to monitor and evaluate the performance of individual directors and the governing body as a whole. The committee consists of three nonexecutive directors and met thrice during the financial year.
Our mandate is to maintain a Board size that promotes accountability and encourages healthy, constructive debate and decision-making, while meeting regulatory and MOI requirements. With the rapid growth of AYO in the three
years since listing and the Group’s ambitious growth strategy founded on aggressive acquisition expansion, the committee felt that the Board would strongly benefit from the addition of specialised skills and input that would enable it to make headway with its strategy delivery. Thus, two new Board
members were nominated and appointed during the year.
During the period 6 May 2019 to 12 March 2020, the Chief Financial Officer for the AYO Group, Mr Tatenda Bundo, acted as a Chief Investment Officer in addition to his mandated responsibilities on an interim basis. Due to the excessive demands of these crucial roles and the dual responsibility, corporate finance advisors were regularly engaged to assist with the initial screening, detailed assessment and valuation of potential investments, prior to presenting the opportunities to the AYO executive team and investment committee to assess the alignment of the proposal with the Group’s investment strategy.
The nominations committee was of the opinion that the role of identifying, screening, assessing and valuating potential acquisitions is critical to the execution of the Group’s strategy and resolved to expand the Board with an additional executive director who would carry out this important function. On 12 March 2020, Mr Khalid Abdulla was officially appointed as the Executive Deputy Chairman for the Group with the principle responsibility of spearheading the execution of the Group’s investments identification and assessments.
Technology advances at a rapid rate and keeping abreast of the latest developments in the field is particularly important for the Group. It enables us to identify new technologies worth investing in, that will drive exponential, yet sustainable future growth for our business and promote the advancement of life, business and economics in our country and community. This was the rationale behind the appointment of Professor Louis Fourie as a non-executive independent director to the AYO Board, effective 7 July 2020. Professor Fourie is a respected academic in the fields of science and technology. He is currently an adjunct professor in information science at the Graduate School of Business at the University of Arkansas and has held a number of illustrious posts in academia over a long successful career. Professor Fourie’s deep understanding of technology and progressive future outlook provide a rich background for the Board’s deliberations and enable informed decision-making in terms of our strategy implementation. We are honoured and proud to have a director of such high calibre in our team and are impressed by the quality and value of his input in the short time since his appointment.
With these new appointments, AYO boasted a knowledgeable, strong and diverse Board by the end of the reporting period, comprising of 12 members, eight of whom – non-executive and six – independent, in line with the Group’s policy for promotion of broader diversity at Board level. The composition of the governing body was more than satisfactory with 87% HDI membership and 25% female representation.
The nominations committee will continue to assess the composition of the Board against its evolving skills, expertise and demographic diversity needs and recommend appointments of directors with due regard to the potential contribution such new appointments can make at Board level to the promotion and execution of the Group’s strategy and objectives. We will continue to monitor, discuss and annually agree to measurable targets in terms of diversity and contributions of Board members and report our findings and recommendations. The Group’s strategic plan and skills requirements, as well as diversity policy, will continue to inform our nominations in 2021 and beyond. Full Board diversity policy is available to interested parties on the Company’s website at www.ayotsl.com
Dr Wallace Mgoqi
Chair of Nominations Committee
22 December 2020
NOMINATIONS COMMITTEE MEETING STATISTICS
