ZAMEFA Committee Directors' Operation Procedure

Audit and Risk Committee

The Committee provides oversight on the effectiveness of the Company’s operational and financial reporting systems and accuracy of information, and sees that the Company’s published Financial Statements represent a true and fair reflection. The Committee is responsible for ensuring that appropriate accounting policies, controls and compliance procedures are in place in the Company and that compliance management and other internal control activities are operating effectively. The committee reviews the Company’s going concerns statement and its solvency and liquidity position and makes recommendations to the Board as appropriate.

The Audit and Risk Committee is scheduled to meet three times per year. However, it was only constituted during the year under review after appointment of Independent Non-Executive Directors, therefore, only two meetings were scheduled.

Renumerations and Nomination Committee

Provides strategic guidance and oversight people’s management in the Company and is responsible for formulating remuneration policies and principles that promote the success of the Company; for management appointments, organization structure, reviewing arrangements for succession planning and management development, and determining the remuneration of employees.

The Remuneration Committee is scheduled to meet twice a year. However, due to the fact that it was only constituted during the year under review, only one meeting was scheduled.