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Corporate Governance CORPORATE GOVERNANCE REPORT The Insider Trading Policy provides Directors, Officers and employees of Dangote Cement with guidelines regarding trading in shares or securities of the Company. The Company issues a ‘close period’ notification to all relevant staff, Directors and entities at least two weeks prior to the anticipated date of a Board meeting where non-public information or other information capable of impacting the shares or securities of the Company is to be discussed. This close period lapses 24 hours after the information is made public in line with the Nigerian Stock Exchange (NSE) rules. Having enquired, I can confirm that all our Directors complied with this Policy during the close periods throughout the year. 10. Board Reporting Framework This provides guidance on information to be provided by senior management to Board and Board Committees to aid the discharging of their roles and responsibilities in line with their respective charters and leading practices, throughout the course of the year. 11. Annual Agenda Cycle This represents the minimum agenda to be considered by the Board and Board Committees at any point in time during the year considering the current information needs of the Board. Additional matters requiring the Board’s attention may be added during the year. 12. Board Tenure Policy This outlines the criteria for ensuring the periodic rotation and appointment of Board members in order to retain valuable skills, maintain continuity of knowledge and experience and introduce people with new ideas and expertise. 13. Group Executive Committee Charter This Charter governs the operations of the Group Executive Committee (“ExCo”) of Dangote Cement Plc. 14. Subsidiary Governance Framework This articulates the structures, policies and processes that will assist DCP’s Board of Directors in the governance and control of its Subsidiary Companies with the goal of enhancing its shareholder value and achieving DCP’s vision, strategic objectives and business goals. 15. Succession Planning Policy This policy describes the process of identifying, assessing and developing successors for critical positions in DCP or the Group. The focus of this policy is to ensure that highly qualified people are available to fill vacancies at Executive Management level within the Group, as and when needed, in order to avoid creation of vacuums or making hasty decisions in filling the vacancies, should they arise. 16. Complaints Management Policy This Policy has been designed in line with the requirements of the SEC’S Rules Relating to the Complaints Management Framework of the Nigerian Capital Market. It defines a transparent procedure for receiving, responding, monitoring and resolving complaints and enquiries from shareholders of DCP in a timely and efficient manner. The policy enables shareholders of Dangote Cement to direct any complaints or enquiries to the Registrar (United Securities Limited, 10, Amodu Ojikutu Street, Victoria Island, Lagos, Nigeria; customercare@unitedsecuritieslimited.com) or to the Company Secretary (Dangote Cement Plc, Union Marble House, 1 Alfred Rewane Road, Ikoyi, Lagos (complaintsmanagement@dangote.com), depending on the nature of complaint. It is our policy to acknowledge complaints within 24 hours of receipt and communicate the final resolution to the complainant receiving the complaint. within ten business days of 17. Executive Management Remuneration Framework This policy seeks to create a strong link between performance and reward by providing a variable/at risk element of executive remuneration that focuses on performance over a period of one year. It is a transparent procedure to encourage and stimulate enhanced performance among senior executives in a way that will increase the profitability and sustainability of the Company in both the short and long term. Annual Report 2016 81

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