FINANCIAL REPORTING COUNCIL OF NIGERIA
(Federal Ministry of Industry, Trade & Investment)
FRC/CG/001: TEMPLATE FOR REPORTING COMPLIANCE WITH THE NIGERIAN
CODE OF CORPORATE GOVERNANCE 2018
Section A: Introduction
Corporate Governance is a key driver of corporate accountability and business prosperity. The Nigerian Code of Corporate Governance, 2018 (NCCG 2018) seeks to institutionalize corporate governance best practices in Nigerian companies. It is also aimed at increasing entities' levels of transparency, trust and integrity, and create an environment for sustainable business operations.
The Code adopts a principle-based approach in specifying minimum standards of practice that companies should adopt. Where so required, companies are required to adopt the "Apply and Explain" approach in reporting on compliance with the Code. The 'Apply and Explain' approach assumes application of all principles and requires entities to explain how the principles are applied. This requires companies to demonstrate how the specific activities they have undertaken best achieve the outcomes intended by the corporate governance principles specified in the Code.
This will help to prevent a 'box ticking' exercise as companies deliberately consider how they have (or have not) achieved the intended outcomes. Although, the Code recommends practices to enable companies apply the principles, it recognises that these practices can be tailored to meet industry or company needs. The Code is thus scalable to suit the type, size and growth phase of each company while still achieving the outcomes envisaged by the principles.
This form seeks to assess the company's level of compliance with the principles in the NCCG 2018. Entities should explain how these principles have been applied, specify areas of deviation from the principles and give reasons for these deviations and any alternative practice(s) adopted.
Please read the instructions below carefully before completing this form:
- Every line item and indicator must be completed.
- Respond to each question with "Yes" where you have applied the principle, and "No" Where you are yet to apply the principle.
- An explanation on how you are applying the principle, or otherwise should be included as part of your response.
- Not Applicable (N/A) is not a valid response.
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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018
Section B - General Information
S/No. | Items | Details |
i. | Company Name | IKEJA HOTEL PLC |
ii. | Date of Incorporation | NOVEMBER 18, 1972 |
iii. | RC Number | 10845 |
iv. | License Number | |
v. | Company Physical Address | 84 OPEBI ROAD, IKEJA, LAGOS |
vi. | Company Website Address | www.ikejahotelplc.com |
vii. | Financial Year End | DECEMBER 31, 2022 |
viii. | Is the Company a part of a Group/Holding | YES |
Company? | ||
Yes/No | IKEJA HOTEL PLC | |
If yes, please state the name of the | ||
Group/Holding Company | ||
ix. | Name and Address of Company Secretary | PUNUKA NOMINEES LIMITED, PLOT 45 OYIBO ADJARHO |
STREET, LEKKI PAHSE 1, LAGOS | ||
x. | Name and Address of External Auditor(s) | MESSRS UGOCHUKWU IKE & CO, 1 OBALODU STREET, |
ILUPEJU, LAGOS | ||
AHMED ZAKARI & CO, 2B OLADIPO DIYA CRESCENT, 2ND | ||
AVENUE ESTATE, IKOYI, LAGOS | ||
xi. | Name and Address of Registrar(s) | GREENWICH REGISTRARS AND DATA SOLUTIONS, 274 |
MURTALA MOHAMMED WAY, YABA, LAGOS | ||
xii. | Investor Relations Contact Person | None |
(E-mail and Phone No.) | ||
xiii. | Name of the Governance Evaluation | Emmanuel Otaigbe |
Consultant | Planet Governance Advisory Ltd | |
eotaigbe@planetcapitalltd.com | ||
+234(0)8033570695; +234(0)9025747446 | ||
xiv. | Name of the Board Evaluation Consultant | PUNUKA Nominees Limited |
Section C - Details of Board of the Company and Attendance at Meetings
1. Board Details:
S/No. | Names of Board Members | Designation | Gender | Date First | Remark |
(Chairman, MD, INED, NED, | Appointed/ Elected | ||||
ED) | |||||
1 | CHIEF ANTHONY IDIGBE | CHAIRMAN/INED | MALE | 2017 | |
2 | MR ABATCHA BULAMA | INED | MALE | 2017 | |
3 | MS NGOZI EDOZIEN | NED | FEMALE | 2022 | Appointed to |
replace Dr | |||||
Alexander | |||||
Thomopulos | |||||
effective | |||||
September 1, | |||||
2022 | |||||
4 | MRS FADEKE OLUGBEMI | NED | MALE | 2017 | |
5 | MR KUNLE ALUKO | NED | MALE | 2017 | |
6 | MR UFUOMA IBRU | NED | MALE | 2017 | |
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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018
7 | MR TOKE ALEX-IBRU | NED | MALE | 2017 | |
8 | MR THEOPHILUS ENIOLA | MD | MALE | 2020 | |
NETUFO | |||||
9 | DR ALEXANDER | NED | MALE | 2017 | He resigned |
THOMOPULOS | effective | ||||
September 1, | |||||
2022 |
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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018
2. Attendance at Board and Committee Meetings:
S/No. | Names of Board Members | No. of Board | No. of | Membership of | Designation | Number of | Number of |
Meetings | Board | Board | (Member or | Committee Meetings | Committee | ||
Held in the | Meetings | Committees | Chairman) | Held in the Reporting | Meetings | ||
Reporting | Attended | Year | Attended in | ||||
Year | in the | the | |||||
Reporting | Reporting | ||||||
Year | Year | ||||||
1 | CHIEF ANTHONY IDIGBE | 7 | 7 | NIL | NIL | NIL | NIL |
2 | MR ABATCHA BULAMA | 7 | 7 | STATUTORY AUDIT | CHAIRMAN | 4 | 4 |
COMMITTEE | |||||||
FINANCE, RISK | CHAIRMAN | 4 | 4 | ||||
AND GENERAL- | |||||||
PURPOSE | |||||||
COMMITTEE | |||||||
NOMINATIONS, | MEMBER | 4 | 4 | ||||
ESTABLISHMENT | |||||||
AND | |||||||
GOVERNANCE | |||||||
COMMITTEE | |||||||
3 | DR ALEXANDER THOMOPULOUS | 7 | 2 | AUDIT | MEMBER | 4 | 2 |
COMMITTEE | |||||||
FINANCE, RISK | MEMBER | 4 | 1 | ||||
AND GENERAL - | |||||||
PURPOSE | |||||||
COMMITTEE | |||||||
(Dr Thomopulos | |||||||
resigned from the | |||||||
Board in Q3 | |||||||
2022) | |||||||
4 | MRS FADEKE OLUGBEMI | 7 | 6 | NOMINATIONS, | CHAIRMAN | 4 | 4 |
ESTABLISHMENT | |||||||
AND | |||||||
GOVERNANCE | |||||||
COMMITTEE | |||||||
FINANCE, RISK | MEMBER | 4 | 4 | ||||
AND GENERAL- | |||||||
PURPOSE | |||||||
COMMITTEE | |||||||
5 | MR KUNLE ALUKO | 7 | 7 | NOMINATIONS, | MEMBER | 4 | 4 |
ESTABLISHMENT | |||||||
AND | |||||||
GOVERNANCE | |||||||
COMMITTEE | |||||||
AUDIT | MEMBER | 4 | 4 | ||||
COMMITTEE | |||||||
FINANCE, RISK | OBSERVER | 4 | 4 | ||||
AND GENERAL- | |||||||
PURPOSE | |||||||
COMMITTEE | |||||||
6 | MR UFUOMA IBRU | 7 | 7 | FINANCE, RISK | MEMBER | 4 | 4 |
AND GENERAL- | |||||||
PURPOSE | |||||||
COMMITTEE | |||||||
NOMINATIONS, | MEMBER | 4 | 4 | ||||
ESTABLISHMENT | |||||||
AND | |||||||
GOVERNANCE | |||||||
COMMITTEE | |||||||
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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018
7 | MR TOKE ALEX-IBRU | 7 | 6 | NOMINATIONS, | MEMBER | 4 | 4 |
ESTABLISHMENT | |||||||
AND | |||||||
GOVERNANCE | |||||||
COMMITTEE | |||||||
FINANCE, RISK | 4 | 4 | |||||
AND GENERAL- | |||||||
PURPOSE | |||||||
COMMITTEE | |||||||
8 | MR THEOPHILUS ENIOLA NETUFO | 7 | 7 | WAS IN | |||
ATTENDANCE AT | |||||||
ALL COMMITTEE | |||||||
MEETINGS | |||||||
9 | MS NGOZI EDOZIEN | 2 | 2 | (Ms Edozien | NO COMMITTEE | ||
joined the Board | |||||||
in Q4 2022) |
Section D - Details of Senior Management of the Company | ||||
1. | Senior Management: | |||
S/No. | Names | Position Held | Gender | |
1 | MR THEOPHILUS ENIOLA NETUFO | MANAGING DIRECTOR | MALE | |
2 | MR ZACCHEUS ADEYEMO | FINANCIAL CONTROLLER | MALE | |
3 | MR VICTOR UMUKORO | INTERNAL AUDITOR | MALE | |
Section E - Application
Principles | Reporting Questions | Explanation on application or deviation | ||||||
Part A - Board of Directors and Officers of the Board | ||||||||
Principle 1: Role of the Board | i) Does the Board have an approved Charter | Yes. The Board has an approved Charter which sets out | ||||||
"A | successful | Company is | which sets out its responsibilities and terms of | the responsibilities of the Board and incorporates its | ||||
reference? Yes/No | corporate governance practices and procedures. The | |||||||
headed | by | an | effective | |||||
If yes, when was it last reviewed? | Charter helps the Bard in providing strategic leadership | |||||||
Board which is responsible for | ||||||||
to the Company, guides its oversight function and | ||||||||
providing entrepreneurial and | ||||||||
effective stakeholder management. | ||||||||
strategic leadership as well as | ||||||||
promoting ethical culture and | The Board Charter was last reviewed in 2021 | |||||||
responsible | corporate | |||||||
citizenship. As a link between | ||||||||
stakeholders | and | the | ||||||
Company, the | ||||||||
Board is to exercise oversight | ||||||||
and control to ensure that | ||||||||
management acts in the best | ||||||||
interest | of the | shareholders | ||||||
and other stakeholders while | ||||||||
sustaining the | prosperity | of | ||||||
the Company" | ||||||||
Principle | 2: | Board | Structure | i) What are the qualifications and experiences | The Directors are appointed to ensure an appropriate | |||
and Composition | of the directors? | balance of skills, qualifications and experience, as | ||||||
"The | effective | discharge | of | detailed in Appendix 1- Directors' Profile, which is | ||||
attached for your reference. | ||||||||
the | responsibilities | of | the | |||||
Board and its committees is | ||||||||
assured | by | an | appropriate | |||||
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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018
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Ikeja Hotel plc published this content on 31 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 31 March 2023 11:44:05 UTC.