Integrated Report 2020

1. COMPLIANCE STATEMENT CIM Financial Services Ltd (“CFSL” or the “Company”), a company listed on the Official Market of The Stock Exchange of Mauritius (“SEM”), is classified as a public interest entity under the Financial Reporting Act 2004. In accordance with the National Code of Corporate Governance (2016) (the “Code”), CFSL is required to adopt and report on its corporate governance practices and this Corporate Governance Report thus sets out how the Code’s principles have been applied throughout the Company. 2. GOVERNANCE STRUCTURE 2.1. The Board According to the Constitution of the Company, the Board shall consist of a minimum of six and a maximum of twelve directors. The Company was headed by a unitary Board and throughout most of the financial year, the Board was comprised of nine members under the chairmanship of Mr. Colin Taylor. In July 2020, in order to ensure a smooth transition as part of the imminent amalgamation of the Company with Cim Finance Ltd, Mrs Aisha Timol and Mr. Denis Motet, who served as independent directors of Cim Finance Ltd, were appointed as independent directors of the Company. Subsequently, Mrs Timol was appointed as Chairperson of the Board of the Company. Following such changes, the Board is now composed of ten directors comprising of four non-executive directors, one executive director and five independent directors, including the Chairperson. The Board assumes responsibility for leading and controlling the organisation, providing strategic guidance, reviewing financial plans and monitoring performance, ensuring that a robust risk management system is in place and providing accurate information to shareholders, the public and regulators. It also ensures that the Company adheres to all legal, regulatory requirements and applicable corporate governance practices. The Risk Management and Audit Committee assisted the Board in fulfilling the responsibilities on risk management and audit-related issues. The profiles and the full directorship lists of the members of the board are set out on pages 16 to 20 of the Annual Report. Except for Mr. David Somen, all the directors reside in Mauritius. The Board is of the view that there is an adequate balance between independent, non-executive and executive directors on the board and that the board members have the necessary skills, expertise, experience and knowledge to discharge their respective duties and responsibilities effectively. Although there is only one executive director on the Board, the Board is of view that the input of the Group Chief Financial Officer and the Group Chief Operating Officer who are in attendance at Board meetings provides an appropriate balance to Board deliberations. In addition, the composition of the Board meets the requirements of the Code in terms of gender and the Board is considering appointing additional women directors to further improve its gender balance. The Board has adopted an Equal Opportunity Policy pursuant to the requirements of the Equal Opportunity Act 2008. The Policy provides for the promotion of equal opportunity between persons, prohibits discrimination on the ground of status and by victimisation. The Policy sets out the Company’s position on equal opportunity in each and every stage of the employment process and is applicable to all Board members and employees. The Company will regularly review its procedures and selection criteria to ensure that individuals are selected, promoted and treated according to their individual abilities and merits. The skills set of the members of the board is set out in the chart below. INTEGRATED REPORT 2020 CIM FINANCIAL SERVICES LTD Corporate Governance Report 100% 100% 50% 100% 80% 0 100 80 60 40 20 Commercial and Investment Banking/ Quasi Banking International Business and Regional Risk, Compliance and Legal Accounting and Finance 48