Overview

Effective, transparent corporate governance is a core component of our culture.

On 17 December 2013, Atlas Mara achieved an important milestone in its short history with its listing on the London Stock Exchange by way of an initial public offering.


Effective, transparent corporate governance is a core component of our culture. We recognise that it is absolutely critical to our business and that sound structures and processes will support our business objectives and benefit all of our stakeholders. We seek to achieve excellence in corporate governance, as we view it as not just a “qualifier” but a “differentiator” and a hallmark for what Atlas Mara stands.

Since inception, we have stated our intention to voluntarily comply with the UK Corporate Governance Code (the “Code”) issued by the Financial Reporting Council (“FRC”) in September 2012, and we continue to make progress in this respect such that we will voluntarily comply in the future. At the time of our initial public offering, I was appointed as Chairman, together with my fellow Non-Executive Directors, Rachel F. Robbins and Tonye Cole, alongside the Founders, Robert E. Diamond, Jr. and Ashish J. Thakkar, and a detailed Financial Policies and Procedures Memorandum was adopted codifying the roles and responsibilities of the Board.

“We seek to achieve excellence in corporate governance, as we view it as not just a “qualifier” but a “differentiator” and a hallmark for what Atlas Mara stands.”

Following our IPO, a comprehensive selection process was undertaken to identify our senior management team. We were delighted to have identified John Vitalo early in our process and he joined Atlas Mara as our CEO on 4 July 2014. In connection with our re-admission in August 2014 (following completion of our acquisitions of ADC and BancABC), we revised our Financial Position and Prospects Procedures Memorandum to incorporate the evolution of Atlas Mara from a special purpose acquisition company to an increasingly full-fledged operating company. At this time, we established selected Board Committees, including the Nomination Committee, Remuneration Committee, and Audit and Risk Committee, and approved their terms of reference.

More recently, following an extensive review process during which we sought to recruit additional Board members with the breadth of African and/or financial services experience to assist in guiding Atlas Mara through the next phase of its development, we are pleased that Funke Opeke, Amadou Raimi and Eduardo Mondlane, Jr. have joined the Board and its relevant committees.

Additionally, the recruitment of Arina McDonald as CFO, Beatrice Hamza Bassey as General Counsel and Tarek Rouchdy as Internal Auditor have further strengthened our ability to institute strong corporate governance procedures and processes.

Atlas Mara is committed to high standards of corporate governance. The Board and its committees have been conducting their duties thoroughly and with rigour. In particular, the Independent Non-Executive Directors have provided critical insight and support since the Company’s inception. Shareholders should note, though, that, as a very recently established and listed company, it has not been possible to comply with all of the provisions of the Code during this reporting period, and a discussion of the areas of non-compliance is included on page 68 of our Annual Report. We will continue to address these points as a matter of priority.

Overall, I am pleased with the Board’s activities to date and the progress that is being made in terms of compliance with the principles of the Code. We will continue to review developments in corporate governance and apply them, as appropriate, to Atlas Mara.


Arnold Ekpe

Chairman