WorldStage– Adenike Ogunlesi, the fashion entrepreneur serving as an independent non-executive director (INED) on Lafarge Africa Plc’s board, kept her seat two years after her tenure expired.
The cement giant, a member of the Nigeria Exchange Group’s Premium Board known for their good corporate governance practices, has no plan for her replacement during its April 30 annual general meeting (AGM) in Lagos.
This extension defeats the aim of preserving the independence of an INED on a board, the reason the Nigeria Code of Corporate Governance (NCCG 2018) prescribes tenured membership.
And the Financial Reporting Council of Nigeria enforcing the code has ignored the breach since 2025.
In a February disclosure on the Exchange, Lafarge announced, as parts of its AGM agenda, ratifications, election and re-election of some board directors.
The board boasts 17 members comprising three INEDs, including Ogunlesi, 12 non-executive directors (NEDs), and two executive directors (EDS).
Lafarge’s corporate governance compliance report 2025 indicated Ogunlesi joined the board as an INED March 11, 2015—for a period.
“The tenure for INEDs should not exceed three terms of three years each,” the NCCG 2018 states in its section 12 (10). So her tenure ended March 2024.
But the company mentioned no retirement or resignation while profiling Ogunlesi in its NCCG 2025 compliance report it filed in March. Nor did it list her name among the directors, mostly Chinese, whom shareholders will ratify or re-elect April 30.
She still featured among Lafarge directors in a March 26 notification of board meeting the company disclosed on the Exchange.
The Exchange imposes financial and other sanctions on listed companies that breach the code. How far the regulator will go in the Lafarge case remains the big question.
