Download - CIC Insurance Group Limited

More documents

Recommendations

Info

CIC INSURANCE GROUP LIMITEDCORPORATE GOVERNANCE continuedFINANCE AND INVESTMENT COMMITTEEThe Committees purpose is the assist the board in fulfilling its overall responsibilities with respect to the financial, investment andthe strategic planning affairs of the company.The duties of the committee include receiving and considering the Company’s annual budget, reviewing the purchasing andtender regulations, disposal of major items and considering recommendations on capital expenditure. It also reviews proposalsinvolving capital developments, financing and investment proposals.GOVERNANCE AND HUMAN RESOURCE COMMITTEEThe Committee purpose is to provide focus on governance of the group that will enhance its overall performance. Thecommittee assesses and makes recommendations regarding board effectiveness. It provides direction regarding ongoing boarddevelopment and leads the process of recommending criteria for consideration when appointing new members to the board. Thecommittee has four main functions which include promoting good corporate governance in the group, setting and overseeing thehuman resources and remuneration policy for the board and management, safeguarding policyholder’s interests and securing anethical business environment within the group. This Committee was initially the Executive Committee.ATTENDANCE AT THE MEETINGSTable 1 below is a summary of the attendance record of the directors at the full and the board committee meetings. A recordof attendance is kept with the Company Secretary. The record of attendance at meetings is also noted in the minutes of themeetings.TABLE 1Governance,Nomination,Human Resource Finance andExecutive and Remuneration Investment Audit and RiskDirectors Board Meeting Committee Committee Committee CommitteeJapheth Magomere(a) (b) (a) (b) (a) (b) (a) (b) (a) (b)(Chairman) 8 8 5 5 1 1 4 4 3 3Rev. Peterson N Kagane(Vice-Chairman) 8 8 5 5 4 4Edwin J Otieno 8 7 5 5Peter k Nyigei 8 8 3 3Cornelius Ashira 8 8 4 4Gordon Owuor 8 8 5 5 1 1 3 3Joshuah Njoroge 8 8 5 5 3 3Joseph P. Nyagah 8 8 3 3Michael O Wambia 8 8 4 4Jonah M Mutuku 8 8 3 3Mrs Stella G Kaimenyi 8 8 5 5 1 1Harrison H Githae 8 8 4 4Rosemary G Majala 8 7 4 4Notes: (a) Number of meetings convened during year when the director was a member(b) Number of Meetings attended by the Director during the yearPAGE 142011 ANNUAL REPORT & FINANCIAL STATEMENTS
CIC INSURANCE GROUP LIMITEDCORPORATE GOVERNANCE continuedINTERNAL CONTROLSThe Board has collective responsibility for the Company’s system of internal controls and for reviewing its effectiveness. Thecompany has defined procedures and financial controls to ensure the reporting of complete and accurate accounting information.These cover systems of obtaining authority for major transactions and ensuring compliance with laws and regulations that havesignificant financial implications.The system of internal controls in place has defined operational procedures and financial controls to ensure that assets aresafeguarded and that the company remains structured to ensure appropriate segregation of duties. In reviewing the effectivenessof the systems of internal controls and risk management, the Board takes into account the results of all the work carried out toaudit and review the activities of the Company. A comprehensive management accounting system is in place providing financialand operational performance measurement indicators.Weekly meetings are held by the Board of Management to give briefs on significant developments and to make major decisionscollectively. Monthly management meetings are held by the Management to monitor performance and to agree on measures forimprovement.BUSINESS ETHICSThe company is committed to adherence to the highest standards of integrity, behavior and ethics in dealing with all itsstakeholders. A formal code of ethics has been implemented to guide management, employees and stakeholders on acceptablebehavior in conducting business.COMMUNICATION WITH SHAREHOLDERSThe company is committed to ensuring that shareholders are provided with full and timely information about its performance.This is usually done through distribution of the company’s annual reports and release of notices in the press of the annual results.The Co-operative Insurance Society Limited delegates are briefed at the regional level regularly.TOP TEN CLASS A SHARE-HOLDERSTOP TEN CLASS A SHAREHOLDERS AS AT 19TH MARCH 2012ITEM NO. NAME OF SHAREHOLDERS SHARES1 THE CO-OPERATIVE BANK OF KENYA LTD 28,919,0302 CO-OPERATIVE BANK SAVINGS AND CREDIT SOCIETY LTD 7,798,1363 K-UNITY SAVINGS AND CREDIT CO-OPERATIVE SOCIETY LTD 2,600,3244 HARAMBEE CO-OPERATIVE SAVINGS AND CREDIT SOCIETY LTD 1,468,0955 EMBU FARMERS SAVINGS AND CREDIT CO-OPERATIVE SOCIETY LTD 1,441,8486 KIPSIGIS TEACHERS SAVINGS & CREDIT SOCIETY LTD 1,240,1777 FEP CO-OPERATIVE SAVINGS AND CREDIT SOCIETY LTD 1,200,0008 BARINGO TEACHERS SAVINGS AND CREDIT CO-OPERATIVE SOCIETY LTD 1,088,9269 H& M SAVINGS AND CREDIT CO-OPERATIVE SOCIETY LTD. 1,030,50010 KENYA POLICE STAFF CO-OPERATIVE SAVINGS AND CREDIT SOCIETY LTD 988,446TOTAL 47,775,4822011 ANNUAL REPORT & FINANCIAL STATEMENTS PAGE 15
Page 5 and 6: CIC INSURANCE GROUP LIMITEDNOTICE O
Page 7 and 8: CIC INSURANCE GROUP LIMITEDBOARD ME
Page 9 and 10: CIC INSURANCE GROUP LIMITEDBOARD ME
Page 11 and 12: CIC INSURANCE GROUP LIMITEDCHAIRMAN
Page 13 and 14: CIC INSURANCE GROUP LIMITEDCHIEF EX
Page 15: CIC INSURANCE GROUP LIMITEDCORPORAT
Page 19 and 20: CIC INSURANCE GROUP LIMITEDCORPORAT
Page 21 and 22: CIC INSURANCE GROUP LIMITEDFIVE YEA
Page 23 and 24: CIC INSURANCE GROUP LIMITEDSTATEMEN
Page 25 and 26: CIC INSURANCE GROUP LIMITEDINDEPEND
Page 27 and 28: CIC INSURANCE GROUP LIMITEDConsolid
Page 33 and 34: CIC INSURANCE GROUP LIMITEDNotes to
Page 55: CIC INSURANCE GROUP LIMITEDNotes to
Page 66 and 67:
CIC INSURANCE GROUP LIMITEDNotes to
Page 68 and 69:
Page 70 and 71:
Page 72 and 73:
Page 74 and 75:
Page 76 and 77:
Page 78 and 79:
Page 80 and 81:
Page 82 and 83:
Page 84 and 85:
Page 86 and 87:
CIC INSURANCE GROUP LIMITEDLong Ter
Page 88 and 89:
CIC INSURANCE GROUP LIMITEDAdminist
Page 90:
CIC INSURANCE GROUP LIMITEDNotesPAG
show all

Download - CIC Insurance Group Limited

Create successful ePaper yourself

Delete template?

Save as template?