By Yakubu LAAH InvestAdvocate
Lagos (INVESTADVOCATE)- Pan-Africa lender Ecobank Transnational Incorporated (ETI) Friday said its set to reconstitute its board of directors.
This is coming on the heels of a proposed extraordinary general meeting (EGM) of the bank scheduled for Monday, March 03, 2014 in Lome, Togo.
Apart from reconstituting its board, the pan-Africa lender is expected to adopt an action plan to implement the recommendations of the Securities and Exchange Commission (SEC), Nigeria on governance improvement of the bank.
ETI at the EGM will amend its Articles of Association to include the following: provision on mergers, acquisitions and disposals. Others are reduction of the maximum size of the board of directors, limitation of the tenure of directors and revision of the quorum for meetings of the board.
SEC had on Thursday January 09, 2014 advised the pan-Africa bank, to appoint a substantive board Chairman who will lead the effort to attain an improved governance climate in the bank.
This came on the heels of an investigation into the alleged breaches and corporate governance practices within the organisation.
Nigeria’s SEC had said such an appointment should be a result of a credible selection process. ‘’Such a chairman also needs to have the relevant experience and skills to guide this remedial plan. The chairman should have integrity, independence and should not have the potential for conflict of interest in the discharge of the role,’’ SEC said.
Also, the commission said steps should be taken to ensure that ETI has board members and management team that have the requisite skills and experience to oversee or manage its affairs at this time.
SEC had said its investigations shows that the ETI board lacks the ability to manage its own activities; its role in monitoring management and evaluating its performance against defined goals, overseeing the achievement of ethical behaviour in the organisation and responsibility towards shareholders and other stakeholders and accountability for their interest.
The commission had directed that the EGM should be held before the end of February 2014 and expects ETI to develop a one year remedial plan with measures to address the specific governance gaps observed. In the public interest, it will also expect a quarterly report from ETI on progress being made.
As earlier reported sometime in mid June 2013, the Thierry Tanoh, group chief executive officer (GCEO) of the pan-Africa lender had requested Laurence Do Rego (an Executive Director since 2010) to step down based on a lack of trust and a lack of confidence in her professional competence.
Tanoh on July 02, 2013, formerly met with Do Rego to request that she voluntarily resign this she objected to and subsequently challenged in a memo to all directors of the board where she sought protection from the GCEO’s position.
