OVERVIEW

Our Board of Directors provides management with oversight and a solid regional perspective. In addition to the company’s Founder, Co-Founder and the two other Managing Directors on the Executive Committee, Qalaa Holdings’ Board of Directors now includes four non-executive members nominated by the shareholders.

Trust isn’t just the basis on which investment decisions are made — it is a fundamental driver of sustainable revenue growth across an organization, the ultimate expression of which is in a company’s approach to corporate governance.

Qalaa Holdings has long had a Board of Directors dominated by a majority of non-executives. In 2013, the firm began taking steps to invest in its approach to governance with a view to ensuring that its growth is sustainable. This approach to governance will, in the coming years, regulate everything from anti-fraud policies to how management interacts with shareholders and management across our subsidiaries.

Fundamentally, Qalaa Holdings believes good governance is not merely about obeying the letter of the law but also about institutionalizing principles of fairness, openness and transparency.

That’s why the company maintains separation between management and stakeholders. It engages the services of only the most reputable audit firms for both due diligence and ongoing audits. Strict internal controls and reporting standards are a must at every Qalaa Holdings subsidiary. The firm demands that results and reports be made consistently and transparently to all parties with a vested interest — from management and board members to shareholders.

Qalaa believes that good governance is a fundamental enabler of corporate performance. The structures good governance creates reduce risk and help executives better identify internal and external threats — and capture opportunities. Good governance also aligns the interests of management, shareholders, the board of directors and subsidiaries. And it makes possible quick, well-informed decisions.

To drive this process forward, Qalaa began as part of its transformation initiative a program that focuses on institutionalization at the Qalaa and subsidiary levels of the systems, policies and procedures that management needs to grow the business.

That process has continued in 2014 and 2015 with the management of new policy documents and the refinement of existing charters such as the audit committee and compensation committee. Developed policies that are now being implemented include the risk assessment framework, in addition to the antifraud and insider trading policies. Furthermore, audit committees modeled on the Qalaa Holdings’ audit committee charter are being established for all major subsidiary companies, where the members of the audit committees are independent of the company’s management.

Qalaa Holdings’ Internal Audit represents a key element in its and its subsidiaries’ corporate governance, with a mission to add value and improve Qalaa Holdings’ overall operations by providing relevant, timely, independent and objective assurance and advisory activities. The Internal Audit team assists the organization in accomplishing its objectives by using a systematic and disciplined approach to evaluate and improve the effectiveness of risk management, control and governance process which provides Qalaa Holdings’ stakeholders with reasonable assurance over the groups’ operations and strengthens the firm’s ability to maximize stakeholder value. Qalaa Holdings’ Internal Audit function is an independent function with functional reporting lines to the audit committee and administrative reporting lines to the chairman and chief executive officer.

With a zero-tolerance approach to fraud, the Internal Audit function has implemented an Anti-Fraud Policy to promote consistent corporate integrity, honesty, and ethical behavior within Qalaa and its subsidiaries. This approach helps the firm to protect the organization’s assets, reputation and employees.

The Anti-Fraud Policy was reinforced by availing an anonymous whistle-blowing channel to receive information from inside and outside the company on the Qalaa Holdings website. Qalaa Holdings believes in continuously promoting and empowering the control environment within the company. Accordingly, the Internal Audit function has developed a Risk Assessment Framework to be followed throughout the organization. Risk Assessment contributes to the effective and efficient demonstrable achievement of objectives and the improvement of performance on multiple fronts. Qalaa’s Internal Audit strives to ensure the presence of the Internal Audit function across all platforms, in its capacity to oversee, monitor and guide, advise and administer its platform.

This investment in people and systems is not just a revenue driver, it’s a core component of any well-managed listed company: worldwide, two-thirds of investors are willing to pay an average 11% premium on shares in a well-governed company, according to a recent McKinsey global survey.

Committees