MTN Appoints Ex-Minister, Ex-Revenue Chief, Ex-NBA President As Board Members

Telecommunications firm, MTN, has notified the Nigeria Stock
Exchange of a substantial change in its board structure. Pioneer
board chair, Pascal Dozie, is stepping down along with five other
directors.

Replacements were also announced for the departing
directors.

The changes are to take effect from September 2nd.

MTN Nigeria, the country’s leading telecommunications firm,
recently listed its shares on the Nigeria Stock Exchange.

BELOW IS THE FULL ANNOUNCEMENT

Notification of Board Changes

Lagos | Nigeria: Wednesday, July 24, 2019.

This is to inform The Nigerian Stock Exchange (The Exchange),
the investing public and other stakeholders that following the
expiration of their tenure and in compliance with applicable codes
of Corporate Governance, the under listed Non-Executive Directors
are retiring from the Board with effect from 2nd September
2019:

Name Designation

Dr. Pascal Dozie, CON Chairman

Col. Sani Bello (Rtd) Vice Chairman

Chief Victor Odili, OON Non-Executive Director

Mallam Ahmed Dasuki Non-Executive Director

Mr. Babatunde Folawiyo Non-Executive Director

Mr. Gbenga Oyebode, MFR Non-Executive Director

Acknowledging the vital contribution made by the outgoing
Directors over the last 18 years, MTN Nigeria CEO Ferdinand Moolman
said:

“On behalf of MTN Nigeria, I would like to offer our heartfelt
thanks to our pioneering Chairman, Pascal Dozie and the outgoing
Directors. Our journey over the last 18 years has been incredible,
and it would not have been possible without the initial
entrepreneurial spirit of our founding directors, and their
unfailing and dedicated support for MTN Nigeria’s vision over the
years. I could not have asked for a more supportive, knowledgeable
and experienced group of advisors.”

Speaking on behalf of the outgoing Directors Dr Pascal Dozie
said:

“In 2001, when I made the first call on the MTN Nigeria network,
I don’t think anyone envisaged the pace and scale of growth that
we, and the broader telecoms sector would achieve over the next 18
years. It is a unique story that we are immensely proud of.

Having served as Chairman of MTN Nigeria for all of those 18
years, I achieved a long -held ambition earlier this year, when MTN
Nigeria listed on the Nigerian Stock Exchange, providing an
opportunity for a wider pool of Nigerians to become investors in
the company. I cannot think of a better time to be handing over the
reins of the company to a new Chairman, and to a new group of
distinguished Nigerian Directors. Not only is this in line with
best practice, which we are fully committed to as a member of the
premium board of the Nigerian Stock Exchange, it is also absolutely
aligned to the company’s future.

On behalf of the out-going Directors, I would like to thank the
Board and Management of MTN Nigeria for their support over the
years and to welcome the incoming directors. They have a hugely
exciting future in front of them, and I believe, the opportunity to
make the next 18 years even more successful than the last.”

The Board of MTN Nigeria Communications Plc would like to
express its appreciation to the six directors for their commitment,
leadership and extensive contributions to the success of the
Company since their appointment in 2002. The Board wishes them the
very best in all their future endeavours.

The Company is pleased to announce the appointment of Mr Ernest
Ndukwe as the Chairman Designate of MTN, and the addition of the
following directors with effect from 2nd September 2019:

1. Mr. Michael Onochie Ajukwu – Independent Non-Executive
Director

Mr. Michael Onochie Ajukwu has over 21 years of experience in
the banking industry with specialty in the Energy and Multinational
sectors. He has extensive business experience in Africa and
particularly in Nigeria.

In 2002, Mr. Ajukwu disengaged from United Bank for Africa PLC
as Executive Director, Corporate Banking. He later served as a
Director of Keystone Bank Limited.

Mr. Ajukwu has extensive Board experience and serves as Chairman
of Altech West Africa Limited, Munca Properties Limited and Mobax
Nigeria Ltd. Mr. Ajukwu has been an Independent Director of
Sterling Bank Plc since June 2018 and of Tiger Brands Limited since
March 31, 2015. He also sits as a Non-Executive Director on the
boards of Intafact Beverages Ltd, a subsidiary of SABMiller in
Nigeria and Novotel, a member of Accor Hotels group.

Mr. Ajukwu holds a B.Sc. in Finance from the University of Lagos
and an MBA in Accounting and Finance from New York University.

2. Mr. Muhammad K. Ahmad, OON – Independent Non-Executive
Director

Mr. M.K Ahmad is a seasoned public sector executive with over 35
years of experience traversing the financial services industry and
the public sector. He actively advocates and supports institution
building based on the highest corporate governance and ethical
standards and has served on various boards and committees,
including banks and not for profit organizations.

He was a pioneer staff of the Nigeria Deposit Insurance Company
(NDIC) where he rose to become a Director. He later served as the
pioneer Director-General and Chief Executive Officer of the
National Pension Commission (PENCOM). Mr. Ahmad worked at the
Central Bank of Liberia as the Advisor and Technical Director on
Bank Supervision under an International Monetary Fund (IMF)
Programme. He coordinated the development of the Federal Government
strategy document for the rebuilding of the North East that led to
the constitution of the Presidential Committee on the North -East
Initiative (PCNI).

Mr. Ahmad served as Chairman, Technical Committee on the
Nigerian Code of Corporate Governance 2018 and currently chairs the
boards of Polaris Bank (former Skye Bank); Taj Bank, Credent
Capital Advisory and FATE Foundation. He serves on the Interim
Board of International Energy Assurance Plc.

He is the founder of Jewel Development Foundation, a graduate
assistance programme; and Certium Consulting, a strategic advisory
and business applications company

Mr. Ahmad holds a BSc. in Accounting from Ahmadu Bello
University and a Masters Diploma in Innovation & Strategy,
University of Oxford. He is an Associate, Toronto Center for Global
Leadership in Financial Supervision, Canada.

3. Mr. Andrew Alli – Non-Executive Director

Mr. Andrew Alli qualified as a Chartered Accountant with Coopers
& Lybrand (PricewaterhouseCoopers) in the United Kingdom.

He worked for over a decade at the International Finance
Corporation (IFC) in different positions including Country Manager
for Southern Africa and Nigeria. During that period he represented
the IFC on the board of MTN Nigeria Communications Limited. He was
subsequently appointed CEO of the nascent Africa Finance
Corporation, which he built into a robust DFI focusing on African
infrastructure, natural resources and heavy industry sectors.
During his tenure as CEO, AFC made cumulative investments of over
USD4 billion in 30 African countries and achieved the second
-highest credit rating for an African lending institution.

In December 2018, Mr. Alli was appointed CEO of SouthBridge, a
pan-African financial services firm focused on Investment Banking
and Sovereign advisory, as well as on serving African and global
corporates. He served as Non-Executive Director on the boards of
ARM Cement Limited (October 2012 – March 24, 20170 and Guaranty
Trust Bank Plc (June 2008 – June 30, 2016). He currently serves as
an Independent Non-Executive Director, Development Bank of Nigeria.
He is a Member of the Advisory Board, Lagos Business School
(LBS).

He holds a BEng in Electronics and Electrical Engineering from
King’s College, University of London, and an MBA from INSEAD,
France.

4. Mrs. Omobola Johnson – Non-Executive Director

Mrs. Omobola Johnson served as Nigeria’s Minister of
Communication and Technology from 2011 to 2015. She pioneered the
Federal Government’s involvement in a venture capital fund and a
network of start-up incubators and participated in the launching
and execution of the National Broadband Plan.

Prior to her Ministerial appointment, she was country Managing
Director for Accenture. She currently chairs the board of Custodian
and Allied Insurance Limited and sits on the boards of Guinness
Nigeria Plc as well as World Wide Web Foundation.

Mrs. Johnson is the founding Chairperson of Women in Management
and Business (WIMBIZ). She is a member of the World Economic
Forum’s Global Agenda Council on Africa; UNDP’s Broadband
Commission Working Group on Gender and the International
Telecommunication Union’s Powering Development Advisory Board.
Since 2015, she has served as Honorary Chairperson of the Global
Alliance for Affordable Internet.

Mrs. Johnson attended the University of Manchester where she
obtained BEng, Electrical and Electronic Engineering and King’s
College London (MSc, Digital Electronics). She has a Doctorate in
Business Administration (DBA) from Cranfield University and is a
Fellow of the Aspen Global Leadership Network (AGLN).

5. Mr. A.B. Mahmoud, SAN (OON) – Non-Executive Director

Mr. Mahmoud is the Managing Partner and one of the founding
partners of the law firm of Dikko & Mahmoud. He was elevated to
the rank of Senior Advocate of Nigeria in 2001 and is a Life
Bencher of the Body of Benchers.

A former Kano State Attorney General and Commissioner for
Justice and Attorney General; he was in the public service from
1979 to 1993 during which time he held various positions including
Director Litigation, Public Prosecution and Solicitor-General at
the Ministry of Justice, Kano.

Mr. Mahmoud SAN is the immediate past President of the Nigerian
Bar Association (NBA), a Member of the International Chamber of
Commerce (ICC), London Court of International Arbitration (LCIA)
and was accepted into the Energy Arbitrators List (EAL) in 2013. He
is a Council Member of the Nigerian Stock Exchange.

He chaired the Committee that drafted the Securities and
Exchange Commission Code of Corporate Governance for Public
Companies 2011. Mr. Mahmoud SAN sits on the boards of various
companies and charities including Stanbic IBTC Pension Managers and
Aliko Dangote Foundation.

He holds LLB and LLM (Company and Labour Law) from Ahmadu Bello
University. In addition, he attended the Summer Institute in
Corporate Law and Business, Northwestern University School of Law.
He also obtained a Certificate in Techniques of Privatization,
Harvard Institute of International Development as well as
Certificate in Law and Development, International Development Law
Institute.

6. Mrs. Ifueko Okauru, MFR – Non-Executive Director

Mrs. Ifueko Okauru, MFR is a Chartered Accountant, Chartered Tax
Practitioner and Management Consultant. She served as Executive
Chairman of the Federal Inland Revenue Service (FIRS) and as the
Chairman, Joint Tax Board between 2004 and 2012. She also served as
a Member and Coordinator, Sub-Committee on Capacity Building;
United Nations Committee of Experts on International Cooperation in
Tax Matters (August 2008 – July 2012).

She is the Founder and Director, ReStraL Limited (Leadership and
Management Consultants) as well as Managing Partner of Compliance
Professionals Plc. Mrs. Okauru serves as an Independent
Non-Executive Director on the boards of Nigerian Breweries Plc and
SEPLAT Petroleum Dev. Company Limited. She is also the Chief
Program Officer, Dagomo Foundation Nigeria Ltd/Gte.

Mrs Okauru is currently engaged as an associate with the Harvard
University Faculty of Arts and Science (FAS) undertaking research
in Leadership, Social Enterprise, Culture and the Nigerian
Nation.

She is a graduate of the University of Lagos, Nigeria, Imperial
College, London and Harvard Kennedy School.

With the above changes, the Board will be comprised as
follows:

S/N NAME DESIGNATION

1. Dr. Ernest Ndukwe Chairman Designate

2. Mr. Ferdinand Moolman Chief Executive Officer

3. Mr. Michael Onochie Ajukwu Independent Non-Executive
Director

4. Mr. Muhammad K. Ahmad, OON Independent Non-Executive
Director

5. Mr. Andrew Alli Non-Executive Director

6.. Mr. Rhidwaan Gasant Independent Non-Executive Director

7. Mrs. Omobola Johnson Non-Executive Director

8. Mr. A.B. Mahmoud, OON Non-Executive Director

9. Mr. Ralph Mupita Non-Executive Director

10. Mr. Paul Norman Non-Executive Director

11. Mrs. Ifueko Okauru, MFR Non-Executive Director

12. Mr. Jens Schulte-Bockum Non-Executive Director

13. Mr. Rob Shuter Non-Executive Director

14. Mr. Karl Toriola Non-Executive Director

Acknowledging the incoming directors, MTN Nigeria CEO Ferdinand
Moolman, said:

“I also want to extend a warm welcome to the incoming Directors.
The technology industry is fast -moving, and our next 18 years
offer a wealth of new and exciting opportunities as a fully digital
operator. Their combination of extensive experience across the
worlds of technology, finance, regulatory and policy development
and corporate governance offers a hugely synergistic set of skills
that will be of great benefit to us as we move into a new phase of
growth.”

Uto Ukpanah
Company Secretary