WorldStage– AIICO Insurance Plc board, in response to a WorldStage report, said the recent appointment of Sadiq Mohammed respects corporate governance, in addition to the regulator’s approval, and doesn’t undermine his independence.
WorldStage reported May 26 the relationships that had existed between ARM Group, where Mohammed worked till 2024, and AIICO, which bought Tangerine Life Insurance, a product of the ARM-Tangerine merger, in 2022.
The report also highlighted Mohammed’s presence on the board of DSCL Corporate Services which last consulted for AIICO in 2024.
Both relationships violate the NCCG 2018 which frowns at a company appointing as an Independent Non-Executive Director (INED) any individual who had direct relationship or otherwise with the company five years to the board appointment.
AIICO, however, said its board carefully evaluated Mohammed’s eligibility in line with the NCCG, and the National Insurance Commission (NAICOM) Corporate Governance Guidelines.
“His appointment was subsequently reviewed by NAICOM, which issued a formal no objection,” Communication Manager Ademola Adenekan said on June 1, responding to clarification Worldstage sought before publishing the report May 24.
Adenekan added that the board reviewed the DSCL-AIICO relationship, and Mohammed being a director on the consulting firm’s board.
“The 2024 engagement was between AIICO and DSCL as a firm; Mr. Mohammed did not act as engagement partner, sign any deliverables, or receive remuneration from AIICO,” he said.
“The engagement was limited in scope, and not material relative to AIICO’s operations or DSCL’s revenue.”
On AIICO buying Tangerine Life Insurance (reported as a merger of ARM and Tangerine Group when Mohammed was there) the insurer’s board, according to Adenekan, saw no personal involvement of Mohammed’s with AIICO in the deal.
And the transaction was strictly between ARM and Tangerine Life; AIICO was not a party and had no commercial involvement.
“The NCCG 2018 ‘five year’ test applies to material relationships with the company itself, not unrelated industry transactions,” the communication manager added.
Section 7.2.5 of the code, however, goes further o the relationships: “… either directly, or as a partner, shareholder, Director or senior employee of a body that has, or has had, such a relationship with the Company”.
Mohammed left ARM as group deputy CEO two years ago.
WorldStage also asked how Mohammed, in light of these backgrounds, can remain independent on the board.
Adenekan said Mohammed receives only standard directors’ fees, with no performance linked remuneration, and his tenure is subject to the maximum limits under NAICOM guidelines.“The Board maintains a culture that encourages objective challenge and independent oversight.”
