OUR GOVERNANCE

Board and Board committee meeting attendance

The Chairman shall preside at all meetings of the Board, but in his absence any member appointed on his behalf by the members present shall preside. The Board shall meet for the discharge of its functions at least once every three months at such time and place as the Chairman may appoint or upon the request of the majority of the Board members. Considering the effects of the Covid-19 pandemic, the Board has embraced virtual Board meetings to avoid any disruptions in its operations.

Decisions of the Board shall be taken by a simple majority of the members present and voting, with the person presiding having a casting vote. The Board may invite any person who is not a member to participate in the deliberations of the Board, but such person shall not be entitled to vote.

Board and committee member attendance

Directors Board Investment and Project Monitoring Committee (IPMC) Audit and Risk Committee (ARC) Finance Committee Staff and Corporate Affairs Committee (SACA)
Name Number of meetings Attendance rate Number of meetings Attendance rate Number of meetings Attendance rate Number of meetings Attendance rate Number of meetings Attendance rate
Mr. Patrick Byabakama Kaberenge 7/7 100% - - N/A - N/A - N/A -
Mr. Patrick Ocailap 5/7 71% 3/4 75% - - 1/4 25% N/A -
Dr.Isaac Magoola 7/7 100% - - - - 4/4 100% 6/7 86%
Mrs. Florence Namatta Mawejje 7/7 100% N/A - - - 3/4 75% 7/7 100%
Mr. Peter Christopher Werikhe 7/7 100% 4/4 100% 7/7 100% - - N/A -
Mr. Fred Bamwesigye 6/7 86% N/A - 7/7 100% - - 7/7 100%
Ms. Peninnah Tukamwesiga 6/7 86% 4/4 100% 6/7 86% N/A - 7/7 100%
Mr. Mugole Mauku D. Stephen 6/7 86% 4/4 100% 7/7 100% 4/4 100% - -
Mr.Aggrey Kibenge 3/3 100% 1/1 100% 5/5 100% 1/1 100% - -
Mr. Richard Byarugaba 7/7 100% 4/4 100% N/A - 4/4 100% 7/7 100%
Overall attendance rate - 93% - 96% - 97% - 71% - 97%

Section 5 (5) NSSF of the Act empowers the Board to invite or co-opt any person to attend any Board meeting or be consulted as an independent advisor, but such a person shall not be entitled to vote on any matter being decided by the Board at that meeting. The Board shall determine the area or field where professional advice is required. Management follows the PPDA rules and regulations to engage the advisors so required. Management therefore co-opted the services of Mr. Kenneth Ssemwogerere and Felilx Okoboi as Investment and Project Monitoring Committee Advisors together with Mr. Albert Richards Otete as the Audit and Risk Assurance Committee Advisor.

Board skills and experience

The Board and its committees should have a combination of skills, experience and knowledge. Consideration should be given to the length of service of the Board as a whole and membership regularly refreshed.

Board Training

Director induction, training and development

The Board considers that the development of industry and Fund knowledge is a continuous and ongoing process. Upon joining the Fund, each Director undertakes an induction programme to further their understanding of the nature of the Fund, its business and the environment in which it operates, and also enhance their knowledge of the Fund's operations and staff. The induction programme is tailored to each new director, depending individual experience and background.

Following the appointment of Mr. Aggrey Kibenge to the 11th Board, he was inducted on 18 December 2020 by the Board Chairman and members of the Executive Committee.

All directors are required to provide the Fund with their training records on an annual basis and such records are maintained by the Company Secretary for regular review by the Staff Administration and Corporate Affairs Committee.

The Board, supported by the Corporation Secretary, should ensure that it has the policies, processes, information, time and resources it needs in order to function effectively and efficiently.

BOARD TRAINING AND ATTENDANCE

In addition to Directors’ attendance at meetings and review of relevant materials provided by management during the year, they attended professional training to enhance their skills and knowledge as set out below.

Title Date Members Training details
Pension Fund Strategies, Governance, Regulation and Investment Workshop by Risalat Consultants 28 -30 October 2020
  • Patrick Byabakama Kaberenge
  • Richard Byarugaba
  • Fred Kanyagoga Bamwesigye
  • Florence Namatta Mawejje
  • Isaac E.W Magoola
  • Peninnah Tukamwesiga
  • Stephen Mugole
  • Agnes Tibayeita Isharaza
Advanced knowledge for the effective oversight and administration of publicly funded or partially funded pension plans in an environment of changing economic and social circumstances and new regulatory and accounting initiatives.
Risk Management Training by Japheth Katto Consulting (JFK) 25 -26 February 2021
  • Patrick Byabakama Kaberenge
  • Richard Byarugaba
  • Peter Werikhe Christopher
  • Stephen Mugole
  • Fred Kanyagoga Bamwesigye
  • Isaac Magoola
  • Florence Namatta Mawejje
  • Peninnah Tukamwesiga
  • Aggrey David Kibenge
  • Agnes Tibayeita Isharaza
  • Introduction to integrated enterprise risk management (ERM)
  • Identification, assessment, managing, and monitoring of risk
  • Risk appetite development, process and monitoring
  • Embedding a risk culture
  • Risk governance, the regulatory environment and framework
  • Effective integrated risk reporting
  • Emerging risks and threats:
    • Digitalisation, Industry 4.0 & the Internet of Things
    • IT governance
    • Cyber
    • Regulatory impact
    • Fraud
    • Information and data management
    • People and effective talent management
    • Effectiveness and efficiency of operational processes
    • Business disruption
    • Environment Social and Governance (ESG) aspects
    • Outsourcing and managing third-party relationships
Online integrated reporting training by JOSHERO (Pty) Ltd South Africa. 12 April 2021
  • Patrick Byabakama Kaberenge
  • Mrs. Agnes Tibayeita Isharaza
Alignment to International <IR> Framework requirements:
  • Assessment of the 2020 Integrated Report and proposed enhancements for 2021
  • The difference between traditional annual reporting and the transition to fully integrated reporting
  • Accountability of the Board in ensuring integrity and credibility of the integrated report
12th Board Audit Committee Workshop and 15th Annual Internal Audit conference at Kampala Serena Hotel 27 April 2021
  • Fred K. Bamwesigye
  • Aggrey David Kibenge
  • Isaac Magoola
  • Peninnah Tukamwesiga
  • Albert. Richards Otete
  • Agnes Tibayeita Isharaza
Improving governance, risk management and controls in a disruptive environment: Covid-19 experience
Body, mind and soul of an effective Board member 30 April 2021
  • Patrick Byabakama Kaberenge
  • The core reason of being chosen to be a Board member
  • The multi-dimensional being of a Board member
  • The science of emotions
  • Taming the amygdala
  • Skills to maintain yourself
  • Emotional intelligence
10th Annual Directors and Company Secretaries Online Conference organised by ICSA UK and Ireland and KPMG 23 June 2021
  • Isaac Magoola
  • Agnes Tibayeita Isharaza
The conference focused on the following key focus areas:
  • Strategic leadership during a crisis
  • Good Corporate Health: the key to long-term success
  • Managing a company in uncertain times
  • The changing business landscape: digital disruption and transformation
  • The role of the company secretary/governance professional in influencing the Board
  • Weathering the Covid-19 storm case study
  • Building a new paradigm for Public Service
  • The art of holding an AGM in surreal virtual times

Continuous Professional Development Programme

As part of the Continuous Professional Development Programme, the Board members from time to time receive presentations from senior executives in the Fund on significant matters. The Fund also arranges appropriate visits and seminars covering the Fund's operations, the industry and governance matters for the Directors to facilitate their understanding of the Fund business and risks associated with the Fund’s operations.

Continuous development of the Board and management remains a key area in a bid to improve corporate governance. In the year under review, the Executive Committee together with the Internal Audit, Risk and Legal and Board Affairs Department were trained in Integrated Reporting and Combined Assurance.

This has enhanced the level of reporting by management to the Board thus strengthening leadership capability and focusing on strategic issues.

The Assurance Departments have also devised a work plan to strengthen collaboration of the assurance functions in executing their assurance roles but at the same time not impairing their independence.

Executive skills and experience

We believe in having a diverse leadership team with regard to experience, skills, tenure, geographical expertise, professional background and gender as illustrated below: