Introduction
At CFG-Holdings Plc, we are dedicated to maintaining the highest standards of corporate governance in line with the Rwanda Stock Exchange (RSE) Listing Rules. Our governance framework emphasizes transparency, accountability, and the protection of shareholder interests, thereby promoting confidence and stability in the capital markets.
- Corporate Governance Structure
1.1 Board of Directors
• CFG-Holdings will maintain a competent and diverse Board of Directors responsible for overseeing the management and strategic direction of the company.
• The board will consist of a majority of independent non-executive directors to ensure unbiased decision-making and governance practices.
1.2 Committees of the Board
• The Board will establish key committees, including an Audit Committee, Remuneration Committee, and Nomination Committee, to oversee specific areas of governance and ensure effective oversight.
• Each committee will have clear terms of reference and will report regularly to the Board on their activities and findings.
- Disclosure and Transparency
2.1 Financial Reporting
• CFG-Holdings will comply with the International Financial Reporting Standards (IFRS) for financial reporting, ensuring the integrity and transparency of our financial statements.
• We will publish our annual financial reports and interim financial statements on the Rwanda Stock Exchange and our corporate website.
2.2 Material Information Disclosure
• The company will ensure timely disclosure of any material information that may affect the trading of its shares or the interests of shareholders, in accordance with RSE regulations.
• We will communicate openly with stakeholders regarding our business performance, strategic initiatives, and any risks that may impact our operations.
- Shareholder Rights and Equitable Treatment
3.1 Protection of Shareholder Rights
• CFG-Holdings is committed to protecting the rights of all shareholders, including minority shareholders, ensuring that they can participate in key company decisions.
• Shareholders will have access to relevant information, enabling them to make informed decisions regarding their investments.
3.2 Voting Procedures
• The company will implement clear and transparent voting procedures for all significant corporate decisions, including the election of directors and approval of major transactions.
• Shareholders will be provided with the opportunity to vote in person or by proxy at general meetings.
- Stakeholder Engagement
4.1 Engagement with Stakeholders
• CFG-Holdings will engage regularly with its stakeholders, including shareholders, employees, and the community, to understand their concerns and expectations.
• We will establish mechanisms for stakeholder feedback and incorporate their input into our decision-making processes.
4.2 Corporate Social Responsibility (CSR)
• The company is committed to conducting its business ethically and contributing positively to the communities in which it operates.
• CFG-Holdings will integrate CSR initiatives into its business strategy, focusing on sustainable development and social impact.
- Risk Management and Internal Controls
5.1 Risk Management Framework
• CFG-Holdings will implement a comprehensive Risk Management Framework to identify, assess, and mitigate risks that could affect the company’s performance and sustainability.
• The Board will oversee the effectiveness of the risk management practices to ensure alignment with the company’s strategic objectives.
5.2 Internal Control Systems
• We will maintain robust internal control systems to safeguard company assets and ensure compliance with relevant laws and regulations.
• The effectiveness of internal controls will be regularly reviewed and assessed by the Audit Committee.
- Compliance with Regulations
6.1 Regulatory Compliance
• CFG-Holdings is committed to complying with all applicable laws, regulations, and guidelines set forth by the Rwanda Stock Exchange and other regulatory bodies.
• The company will establish a compliance program to monitor adherence to these regulations and ensure timely reporting of any violations.
6.2 Whistleblower Protections
• We will implement mechanisms to encourage employees and stakeholders to report unethical behavior or violations of laws and regulations without fear of retaliation.
• A confidential reporting system will be established to protect the identities of whistleblowers and ensure appropriate investigation of reported concerns.
Conclusion
CFG-Holdings Plc is dedicated to upholding the Rwanda Stock Exchange (RSE) Listing Rules as part of our commitment to corporate governance excellence. By prioritizing transparency, accountability, and stakeholder engagement, we aim to build a strong foundation for sustainable growth and shareholder value.
