CFSL - Annual report 2018

CORPORATE GOVERNANCE REPORT 1. COMPLIANCE STATEMENT CIM Financial Services Ltd (‘CFSL’ or the ‘Company’) is classified as a public interest entity under the Financial Reporting Act and is listed on The Stock Exchange of Mauritius. It is required to adopt and report on its corporate governance practices in accordance with the National Code of Corporate Governance (2016) (the ‘Code’). 2. GOVERNANCE STRUCTURE 2.1. The Board During the year under review, the Company was headed by a unitary Board, comprised of nine members under the chairmanship of Mr. Colin Taylor. The status of each director is set out in the table on page 28. The Board assumes responsibility for leading and controlling the organisation and meeting all legal and regulatory requirements. The profiles and the full directorship lists of the members of the Board are set out on pages 12 to 15 of the Annual Report. Except for Mr David Somen and Ms Teresa Clarke, all the directors reside in Mauritius. After having considered its responsibilities, the Group’s committee structure, the level of maturity of the business as well as the need to maintain a manageable group, the Board has determined that its ideal size is at least 5 directors and not more than 12 directors. The Board is also of the view that there is an adequate balance between independent and non-executive directors on the Board and that the Board members have the necessary skills to discharge their respective duties and responsibilities effectively. To further improve Board deliberations, the Board will consider the proposed appointment of an additional executive director. In terms of diversity, and although there is already one female director on the Board, the Board will continue to strive to improve its gender balance with the appointment of further female directors. The skills set of the members of the Board is set out in the chart below. 56% 89% 100% 100% 44% Accounting Commercial and Investment Financial International Business and Regional Risk, Compliance and Legal The Board has approved the following documents in accordance with requirements of the Code: • Organisational chart (https://www.cim.mu/governance-cfsl.html ) • Statement of accountabilities (https://www.cim.mu/governance-cfsl.html ) • Position statement of Chairman and Company Secretary (https://www.cim.mu/governance-cfsl.html ) • Code of Ethics: The Board will regularly monitor and evaluate compliance with the Code of Ethics (https://www.cim.mu/governance-cfsl.html ) 26 CIM FINANCIAL SERVICES LTD ANNUAL REPORT 2018