IKEJA HOTEL : IKEJA HOTEL PLC FRC NCCG 2018 REPORTING FOR YEAR 2022

FINANCIAL REPORTING COUNCIL OF NIGERIA

(Federal Ministry of Industry, Trade & Investment)

FRC/CG/001: TEMPLATE FOR REPORTING COMPLIANCE WITH THE NIGERIAN

CODE OF CORPORATE GOVERNANCE 2018

Section A: Introduction

Corporate Governance is a key driver of corporate accountability and business prosperity. The Nigerian Code of Corporate Governance, 2018 (NCCG 2018) seeks to institutionalize corporate governance best practices in Nigerian companies. It is also aimed at increasing entities' levels of transparency, trust and integrity, and create an environment for sustainable business operations.

The Code adopts a principle-based approach in specifying minimum standards of practice that companies should adopt. Where so required, companies are required to adopt the "Apply and Explain" approach in reporting on compliance with the Code. The 'Apply and Explain' approach assumes application of all principles and requires entities to explain how the principles are applied. This requires companies to demonstrate how the specific activities they have undertaken best achieve the outcomes intended by the corporate governance principles specified in the Code.

This will help to prevent a 'box ticking' exercise as companies deliberately consider how they have (or have not) achieved the intended outcomes. Although, the Code recommends practices to enable companies apply the principles, it recognises that these practices can be tailored to meet industry or company needs. The Code is thus scalable to suit the type, size and growth phase of each company while still achieving the outcomes envisaged by the principles.

This form seeks to assess the company's level of compliance with the principles in the NCCG 2018. Entities should explain how these principles have been applied, specify areas of deviation from the principles and give reasons for these deviations and any alternative practice(s) adopted.

Please read the instructions below carefully before completing this form:

1. Every line item and indicator must be completed.
2. Respond to each question with "Yes" where you have applied the principle, and "No" Where you are yet to apply the principle.
3. An explanation on how you are applying the principle, or otherwise should be included as part of your response.
4. Not Applicable (N/A) is not a valid response.

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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018

Section B - General Information

S/No.	Items	Details
i.	Company Name	IKEJA HOTEL PLC
ii.	Date of Incorporation	NOVEMBER 18, 1972
iii.	RC Number	10845
iv.	License Number
v.	Company Physical Address	84 OPEBI ROAD, IKEJA, LAGOS
vi.	Company Website Address	www.ikejahotelplc.com
vii.	Financial Year End	DECEMBER 31, 2022
viii.	Is the Company a part of a Group/Holding	YES
	Company?
	Yes/No	IKEJA HOTEL PLC
	If yes, please state the name of the
	Group/Holding Company
ix.	Name and Address of Company Secretary	PUNUKA NOMINEES LIMITED, PLOT 45 OYIBO ADJARHO
		STREET, LEKKI PAHSE 1, LAGOS
x.	Name and Address of External Auditor(s)	MESSRS UGOCHUKWU IKE & CO, 1 OBALODU STREET,
		ILUPEJU, LAGOS
		AHMED ZAKARI & CO, 2B OLADIPO DIYA CRESCENT, 2ND
		AVENUE ESTATE, IKOYI, LAGOS
xi.	Name and Address of Registrar(s)	GREENWICH REGISTRARS AND DATA SOLUTIONS, 274
		MURTALA MOHAMMED WAY, YABA, LAGOS
xii.	Investor Relations Contact Person	None
	(E-mail and Phone No.)
xiii.	Name of the Governance Evaluation	Emmanuel Otaigbe
	Consultant	Planet Governance Advisory Ltd
		[e-mail]
		[phone]; [phone]
xiv.	Name of the Board Evaluation Consultant	PUNUKA Nominees Limited

Section C - Details of Board of the Company and Attendance at Meetings

1. Board Details:

S/No.	Names of Board Members	Designation	Gender	Date First	Remark
		(Chairman, MD, INED, NED,		Appointed/ Elected
		ED)
1	CHIEF ANTHONY IDIGBE	CHAIRMAN/INED	MALE	2017
2	MR ABATCHA BULAMA	INED	MALE	2017
3	MS NGOZI EDOZIEN	NED	FEMALE	2022	Appointed to
					replace Dr
					Alexander
					Thomopulos
					effective
					September 1,
					2022
4	MRS FADEKE OLUGBEMI	NED	MALE	2017
5	MR KUNLE ALUKO	NED	MALE	2017
6	MR UFUOMA IBRU	NED	MALE	2017

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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018

7	MR TOKE ALEX-IBRU	NED	MALE	2017
8	MR THEOPHILUS ENIOLA	MD	MALE	2020
	NETUFO
9	DR ALEXANDER	NED	MALE	2017	He resigned
	THOMOPULOS				effective
					September 1,
					2022

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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018

2. Attendance at Board and Committee Meetings:

S/No.	Names of Board Members	No. of Board	No. of	Membership of	Designation	Number of	Number of
		Meetings	Board	Board	(Member or	Committee Meetings	Committee
		Held in the	Meetings	Committees	Chairman)	Held in the Reporting	Meetings
		Reporting	Attended			Year	Attended in
		Year	in the				the
			Reporting				Reporting
			Year				Year
1	CHIEF ANTHONY IDIGBE	7	7	NIL	NIL	NIL	NIL
2	MR ABATCHA BULAMA	7	7	STATUTORY AUDIT	CHAIRMAN	4	4
				COMMITTEE
				FINANCE, RISK	CHAIRMAN	4	4
				AND GENERAL-
				PURPOSE
				COMMITTEE
				NOMINATIONS,	MEMBER	4	4
				ESTABLISHMENT
				AND
				GOVERNANCE
				COMMITTEE
3	DR ALEXANDER THOMOPULOUS	7	2	AUDIT	MEMBER	4	2
				COMMITTEE
				FINANCE, RISK	MEMBER	4	1
				AND GENERAL -
				PURPOSE
				COMMITTEE
				(Dr Thomopulos
				resigned from the
				Board in Q3
				2022)
4	MRS FADEKE OLUGBEMI	7	6	NOMINATIONS,	CHAIRMAN	4	4
				ESTABLISHMENT
				AND
				GOVERNANCE
				COMMITTEE
				FINANCE, RISK	MEMBER	4	4
				AND GENERAL-
				PURPOSE
				COMMITTEE
5	MR KUNLE ALUKO	7	7	NOMINATIONS,	MEMBER	4	4
				ESTABLISHMENT
				AND
				GOVERNANCE
				COMMITTEE
				AUDIT	MEMBER	4	4
				COMMITTEE
				FINANCE, RISK	OBSERVER	4	4
				AND GENERAL-
				PURPOSE
				COMMITTEE
6	MR UFUOMA IBRU	7	7	FINANCE, RISK	MEMBER	4	4
				AND GENERAL-
				PURPOSE
				COMMITTEE
				NOMINATIONS,	MEMBER	4	4
				ESTABLISHMENT
				AND
				GOVERNANCE
				COMMITTEE

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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018

7	MR TOKE ALEX-IBRU	7	6	NOMINATIONS,	MEMBER	4	4
				ESTABLISHMENT
				AND
				GOVERNANCE
				COMMITTEE
				FINANCE, RISK		4	4
				AND GENERAL-
				PURPOSE
				COMMITTEE
8	MR THEOPHILUS ENIOLA NETUFO	7	7	WAS IN
				ATTENDANCE AT
				ALL COMMITTEE
				MEETINGS
9	MS NGOZI EDOZIEN	2	2	(Ms Edozien	NO COMMITTEE
				joined the Board
				in Q4 2022)

Section D - Details of Senior Management of the Company
1.	Senior Management:
S/No.		Names	Position Held	Gender
1		MR THEOPHILUS ENIOLA NETUFO	MANAGING DIRECTOR	MALE
2		MR ZACCHEUS ADEYEMO	FINANCIAL CONTROLLER	MALE
3		MR VICTOR UMUKORO	INTERNAL AUDITOR	MALE

Section E - Application

		Principles			Reporting Questions	Explanation on application or deviation
			Part A - Board of Directors and Officers of the Board
Principle 1: Role of the Board	i) Does the Board have an approved Charter	Yes. The Board has an approved Charter which sets out
"A	successful	Company is	which sets out its responsibilities and terms of	the responsibilities of the Board and incorporates its
reference? Yes/No	corporate governance practices and procedures. The
headed	by	an	effective
If yes, when was it last reviewed?	Charter helps the Bard in providing strategic leadership
Board which is responsible for
	to the Company, guides its oversight function and
providing entrepreneurial and
	effective stakeholder management.
strategic leadership as well as
promoting ethical culture and		The Board Charter was last reviewed in 2021
responsible			corporate
citizenship. As a link between
stakeholders		and	the
Company, the
Board is to exercise oversight
and control to ensure that
management acts in the best
interest	of the	shareholders
and other stakeholders while
sustaining the	prosperity	of
the Company"
Principle	2:	Board	Structure	i) What are the qualifications and experiences	The Directors are appointed to ensure an appropriate
and Composition			of the directors?	balance of skills, qualifications and experience, as
"The	effective	discharge	of		detailed in Appendix 1- Directors' Profile, which is
	attached for your reference.
the	responsibilities	of	the
Board and its committees is
assured	by	an	appropriate

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REPORT ON COMPLIANCE WITH THE NIGERIAN CODE OF CORPORATE GOVERNANCE 2018