Zeideal Farm institutional meeting

Institutional architecture

Governance

Board of Directors, specialised Committees, OHADA compliance and alignment with the standards of international IFC lenders.

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Executive Management

The executive body


The Executive Management of Zeideal Farm SA is lean and operational, structured to guarantee the quality of dialogue with lenders and the rigorous conduct of the aquaculture project.

Official photo
to be published

Chairman of the Board

Mr. Bingono Bingono Expédit

Chairman of the Board of Directors of Zeideal Farm SA. First Chairman of Zeideal Group SAS since April 2021.

Official photo
to be published

Chief Financial Officer

Mr. Etoa Bingono Arthur

Chief Financial Officer. Pilots the financial and institutional structuring of the project until end 2028.

Executive photo
(to be published)

Chief Executive Officer

To be appointed

The appointment of the Chief Executive Officer will take place after the financial closing (T4 2026), for an effective start before the construction site begins in January 2027.

Board of Directors

Five directors to oversee the strategy


The Board of Directors of Zeideal Farm SA comprises five directors and meets at least quarterly. It validates major strategic decisions (CAPEX above FCFA 50M, executive appointments, strategic agreements) and oversees the specialised committees.

Composition

  • 3 directors representing the founding shareholders
  • 1 independent director appointed at incorporation
  • 1 director representing institutional lenders (optional)

Operation

  • Minimum quarterly meetings
  • OHADA-compliant formalised minutes
  • Financial and operational reporting at each session
  • Validation of structuring decisions

Specialised committees

Two committees emanating from the Board of Directors


Internal and external audit

Audit Committee

Mission: oversees accounts, internal controls, external Big 4 audits or equivalent and SYSCOHADA compliance. Ensures monitoring of financial covenants vis-à-vis lenders (DSCR ≥ 1.3x, gearing). Quarterly reporting to the Board.

Composition: 3 directors including at least one independent with recognised financial expertise.

Environmental and social performance

ESG Committee

Mission: oversees the implementation of the 12 ESMP manuals (Environmental and Social Management Plans), validates annual ESG reports for lenders, manages relations with the riverside communities of Mbalmayo and Olama, and the grievance mechanism.

Composition: 3 members including 1 independent ESG expert.

Binding ethical framework

Compliance and financial discipline


Regulatory compliance

Full compliance with the OHADA framework (AUSGIE), Cameroonian law (Investment Code, Law 96/12 on the environment, Law 98/005 on water), and international ESG reference frameworks: IFC Performance Standards 1 to 8, Equator Principles 4, OECD guidelines.

Independent audits

Annual financial audit by Big 4 firm or equivalent to be appointed. Annual ESG audit in accordance with the ESMPs. Independent pre-start audit before commissioning of cages (June 2027). Structured quarterly reporting to lenders (BCPME and AFG Bank).

Anti-corruption policy

Code of conduct binding on each employee and director, mandatory annual training, FCPA and UK Bribery Act compliance, KYC/AML procedure compliant with GIABA for sensitive transactions.

Grievance mechanism

Accessible and anonymous mechanism for riverside communities (ESMP-10), with response within 72 hours to admissible complaints. Secure internal whistleblower channel for employees. Quarterly reporting to the ESG Committee.

Institutional documentation

Going further

Investor presentation note, Business Plan, detailed Financial Model, and 12 ESMP manuals available upon non-disclosure agreement.

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