Structure of the board
The company’s board is also constituted to ensure effectiveness and value addition to the Company. The company’s board and its committees have the appropriate balance of skills, experience, independence and knowledge of the company and its business, to enable them discharge their respective duties and responsibilities effectively. An effective Board is one that facilitates the effective discharge of the duties imposed by law and adds value in a way that is appropriate to the company’s circumstances.
The Board is structured in such a way that it:
- has a proper understanding of, and competence to deal with, the current and emerging issues of the business;
- exercises independent judgment
- encourages enhanced performance of the Company
- can effectively review and challenge the performance of Management.
Already, the Express Kenya board has established relevant committees with written terms of reference, which set out their authority and duties. The Board has established committees to cover broad functions of the company such as: audit, Board nominations, risk management, remuneration, finance, investment and governance.
Though the law only requires a company to have the audit committee and the nominations committee, the company has gone a step further and over the years, established four different committees. These committees include the Management Advisory Committee (MAC), the Audit Committee, the Remunerations Committee as well as the Nominations Committee. These committees are appropriately constituted with members who have the necessary skills and expertise to handle the responsibilities allocated to them. Where some skills are not available in a particular committee, the Board has, from time to time, co-opted independent and external professionals to that committee. The Board however, reviews the mandate of the committees periodically to ensure that they remain relevant. The Board also ensures that each Board committee has its own Charter as well as a chairperson to head it.