Page 25 - Learn Africa 2021 Annual Report

Learn Africa Plc
Corporate Governance Report

For the year ended 31 March 2021

he Board of Learn Africa Plc (the Company) is pleased to present the Corporate Governance Report
Tfor the 2020 financial year. The report provides insight into the operations of our governance
framework and Board’s key activities during the reporting year.

The Board recognises that effective governance is imperative for sustainable performance and
prosperity of the Company and operates on the understanding that sound governance practices are
fundamental to earning the trust of stakeholders, which is critical to sustainable growth. The Board
is focused on implementing corporate best practice in order to protect stakeholders’ interests and
enhance shareholders’ value. The Company’s corporate governance framework is designed to align
Management’s actions with the interest of shareholders while ensuring an appropriate balance with
the interests of other stakeholders.

In view of its long-standing commitment to delivering greater shareholder value, Learn Africa Plc
continues to institutionalise the highest standards of corporate governance principles and best practice
in recognition of the fact that these form the essential foundation upon which corporate successes are
built.

Compliance with Codes of Corporate Governance

Guided by the Securities and Exchange Commission (SEC) Code of Corporate Governance Guidelines
(SCGG) and the Nigerian Code of Corporate Governance (NCCG), the Company is committed to
being in full compliance with the provisions of the Codes. The Company recognises that Corporate
Governance standards and practices, as well as International Best Practice, must be balanced to protect
the interest of the shareholders of the Company and other stakeholders.

The Board operates in line with obligations under the SCGG and the Post Listing Rules of the
Nigerian Stock Exchange. In addition, the Board and Committee Charters collectively provide the
basis for promoting sound Corporate Governance practices. The Company complied with Corporate
Governance requirements during the year under review as set out below:

Governance structure

The Board

The Board is ultimately responsible for the oversight of the long-term strategy, objectives and likely
risks that the Company may be exposed to in the ordinary course of business. The Board is also
responsible for evaluating and directing the implementation of the Company’s internal controls and
procedures including (but not limited to) maintaining a sound system of internal controls to safeguard
shareholders’ investments and the Company’s assets. These functions of the Board are guided by the
provisions of the NCCG, SCGG, the Companies and Allied Matters Act, the Company’s Articles of
Association and other relevant laws and regulations.

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