Governance statement

ZEP-RE is committed to the principles of good corporate governance. We place critical importance on our responsibility to manage transparency and accountability for the benefit of all our stakeholders.

Our principles of governance, overseen by our board, are directed at creating long term value for shareholders and other stakeholders while driving environmental and social strategies to increase financial inclusion and socio-economic development within our sphere of influence.

We are committed to supporting the United Nations Sustainable Development Goals (SDGs) of ending poverty, promoting gender equality, providing decent work and economic growth, and reducing inequalities.

The key aspects of our approach to corporate governance are as follows:


As a regional organisation, ZEP-RE strives to draw upon best practices of corporate governance and leading international guidance protocols from the regions within which we operate.


ZEP-RE is a limited liability company governed by a multi-state agreement that established the company and governs the way it operates. The company has three main governing bodies namely, the general assembly of shareholders, the board of directors including both executive and independent members and a management team.

General Assembly

The general assembly is the highest organ of ZEP-RE, and all powers of the company are vested in it. The shareholders are members of the general assembly and vote on board resolution annually. The votes taken at the general assembly are binding to the company.

At ZEP-RE, the principle of ‘one share, one vote’ applies. Shareholders may exercise their voting rights personally or through a proxy appointed in writing. ZEP-RE also offers its shareholders the opportunity to have their voting rights exercised in accordance with their personal instructions by a proxy nominated by the company.

Board of Directors

The board of ZEP-RE is responsible for the overall conduct of the business of the company. The board is accountable to the shareholders for the operations of the company, and the terms of service of the board are determined by the general assembly.

The appointment of the board is affected every three years through a formal and transparent election process that involves the entire membership of the company. Each member is given the opportunity to nominate candidates to the positions of director and alternate director, and all members participate in the voting and appointment of directors. Mid-term appointments are concluded through a transparent by-election.

View Our Board