corporategovernance
MUA Ltd (‘MUA’ or ‘the Company’) is a public company listed on the Official List of the Stock Exchange of Mauritius (‘SEM’) since 8 January 2019 and is a Public Interest Entity as defined by the Financial Reporting Act 2004. The Board of Directors (‘Board’) of MUA is committed to uphold the highest standards of integrity, accountability and transparency in the governance of MUA and its subsidiaries (‘MUA Group’ or ‘the Group’) and acknowledges its responsibility for applying and implementing the eight principles set out in the National Code of Corporate Governance (2016) (‘the Code’) as explained in appropriate sections of the Annual Report:
- Governance Structure
- The Structure of the Board and its Committees
- Director Appointment Procedures
- Director Duties, Remuneration and Performance
- Risk Governance and Internal Control
- Reporting with Integrity
- Audit
- Relations with Shareholders and Other Key Stakeholders
The Role of the Board
The Board is responsible for leading effectively the Group and the Company by establishing strategies and policies to enhance the long-term value for its shareholders and other stakeholders.
The Board validates and monitors strategies, policies and business plans as well as considers all statutory matters, including the approval of financial statements, the declaration of dividends, the review of the Company’s performance through budgets and forecasts and the Chief Executive Officer’s report. It also ensures that all legal and regulatory requirements are met.
Structure Of Board And Committees
The Company’s constitution states that the Board shall consist of a minimum of seven and a maximum of twelve Directors. As at 31 December 2020, the Company was headed by a unitary Board consisting of ten Directors, three of whom are Independent Non-Executives, five Non-Executives and two Executives.
The Directors come from different professional backgrounds with varied skills, expertise and strong business experience. Taking into account the sophistication of the Group’s operations, the Board is satisfied that its actual size and composition is well balanced for it to assume fully its responsibilities while discharging its duties effectively. The Board Charter stipulates that composition of the Board shall include at least two Executive Directors, two Independent Directors and gender balance with at least one female Director.
| Directors | Category | Date Appointed | Gender | Country of Residence | Board Attendance |
|---|---|---|---|---|---|
| Vincent Ah Chuen * | Category: NED | Date Appointed: 2019 | Gender: M | Country of Residence: Mauritius | Board Attendance: 8/8 |
| Alfred Bouckaert | Category: IND | Date Appointed: 2019 | Gender: M | Country of Residence: Belgium | Board Attendance: 7/8 |
| Bertrand Casteres – Chief Executive Officer | Category: ED | Date Appointed: 2018 | Gender: M | Country of Residence: Mauritius | Board Attendance: 8/8 |
| Melanie Faugier | Category: NED | Date Appointed: 2019 | Gender: F | Country of Residence: Mauritius | Board Attendance: 7/8 |
| Bruno de Froberville | Category: NED | Date Appointed: 2019 | Gender: M | Country of Residence: Mauritius | Board Attendance: 8/8 |
| Dominique Galea * Chairman | Category: NED | Date Appointed: 2018 | Gender: M | Country of Residence: Mauritius | Board Attendance: 8/8 |
| Catherine McIlraith | Category: IND | Date Appointed: 2019 | Gender: F | Country of Residence: Mauritius | Board Attendance: 8/8 |
| Ashraf Musbally | Category: ED | Date Appointed: 2019 | Gender: M | Country of Residence: Kenya | Board Attendance: 8/8 |
| Mushtaq Oosman | Category: NED | Date Appointed: 2019 | Gender: M | Country of Residence: Mauritius | Board Attendance: 8/8 |
| Olivier De Grivel | Category: IND | Date Appointed: 2019 | Gender: M | Country of Residence: Mauritius | Board Attendance: 7/8 |
| * Brian Ah-Chuen (Alternate to Mr Vincent Ah-Chuen) | Category: -- | Date Appointed: 2019 | Gender: M | Country of Residence: Mauritius | Board Attendance: N/A |
| *Celine Gormand (Alternate to Mr Dominique Galea) | Category: -- | Date Appointed: 2020 | Gender: F | Country of Residence: Mauritius | Board Attendance: N/A |
Definitions: NED: Non-Executive Director – IND: Independent Non-Executive Director – ED: Executive Director
Dominique Galea
Non-Executive Director and Group Chairman
Bertrand Casteres
Executive Director and Group CEO
Vincent Ah Chuen
Non-Executive Director
Alfred Bouckaert
Independent Non-Executive Director
Bruno De Froberville
Non-Executive Director
Olivier De Grivel
Independent Non-Executive Director
Mélanie Faugier
Non-Executive Director
Catherine Mcilraith
Independent Non-Executive Director
Ashraf Musbally
Executive Director and CEO Kenya & East Africa
Mushtaq Oosman
Non-Executive Director
Brian Ah Chuen
Alternate Director
Celine Gormand
Alternate Director
Delphine Ahnee
Non-Executive Director and Group Chairman
Mehtab Aly
Non-Executive Director and Group Chairman
Jérôme Katz
Non-Executive Director and Group Chairman
Clarel Marie
Non-Executive Director and Group Chairman
Latimer Kagimu Mukasa
Non-Executive Director and Group Chairman
Nathalie André
Non-Executive Director and Group Chairman
Jean Christophe Cluzeau
Non-Executive Director and Group Chairman
Rishi Sewnundun
Non-Executive Director and Group Chairman
Kenny Wong
Non-Executive Director and Group Chairman
Sin Cham (Laval) Foo-Kune
Non-Executive Director and Group Chairman
Naresh Gokulsing
Non-Executive Director and Group Chairman
Key Stakeholders
The Company is committed towards an open communication with its key stakeholders and to take into account their expectations in the decision-making process. Our various stakeholders are involved in a dialogue on aspects of the MUA’s organisational position, performance and outlook, where appropriate.
The key stakeholders of the Group and the principle ways in which we engage with them are detailed below:
| Shareholders & Institutional Investors | The importance of transparency in our shareholder communication is vital and is reflected in various initiatives: the company website (company information, statutory disclosures & updated news); Annual Report; media communiqués (Statement of Accounts, Notice of Dividends & Press Releases); investor meetin (presentation available online); Annual General Meeting. |
|---|---|
| Employees | Employee engagement is a pillar of the organisation and this is articulated in weekly communication via various channels (email, staff portal & social media); training & development sessions; monthly management and quarterly staff meetings; internal publications. |
| Customers | Co-ordinated media campaigns across various channels; dynamic social media presence; informative company website; marketing & communication supports available through our offices and representatives; direct communications (email, post & text messages); |
| Regulators | Regular meetings and interactions with various departments of the Financial Services Commission and ongoing interaction on new products, marketing materials, compliance issues and the financial services sector. |
| Suppliers & Partners | We prioritise communications with our business partners and service providers, including brokers, agents and our reinsurers. The aim is to build solid and enduring partnerships by exchanging insights, best-practices and experience to empower the respective teams. |
Group Shareholding Structure
