Corporate Governance
Integrity. Accountability | Leadership | Long-Term Value
Chairman’s Statement
At Zoiko Group, corporate governance is the bedrock upon which we build trust — trust with our stakeholders, our partners, and the societies we serve. In an era of rapid change, good governance is not only about compliance; it is about leadership, resilience, and ethical foresight.
We strive to exceed global governance standards while remaining true to our values of integrity, transparency, innovation, and sustainability. We recognize that effective governance enables us to drive innovation responsibly, manage risk intelligently, and create enduring value for all our stakeholders. -Lennox McLeod, Founder & Executive Chairman
Chairman’s Statement
At Zoiko Group, corporate governance is the bedrock upon which we build trust — trust with our stakeholders, our partners, and the societies we serve. In an era of rapid change, good governance is not only about compliance; it is about leadership, resilience, and ethical foresight.
We strive to exceed global governance standards while remaining true to our values of integrity, transparency, innovation, and sustainability. We recognize that effective governance enables us to drive innovation responsibly, manage risk intelligently, and create enduring value for all our stakeholders. -Lennox McLeod, Founder & Executive Chairman
Governance Philosophy
Zoiko Group operates as a next-generation multinational conglomerate with a strong, principled governance framework. We are committed to:
Zoiko Group operates as a next-generation multinational conglomerate with a strong, principled governance framework. We are committed to:
- Integrity and Ethical Conduct: We embed ethics and accountability into every aspect of our operations.
- Board Independence and Effectiveness: We maintain a Board structure that provides effective independent oversight and diversity of thought.
- Stakeholder-Centric Decision Making: We engage actively with all stakeholders — including investors, employees, customers, regulators, and communities.
- Sustainability and Corporate Responsibility: We drive responsible, sustainable innovation, integrating ESG considerations into our strategy.
- Risk Management and Global Compliance: We proactively manage risk and uphold full compliance across all jurisdictions where we operate.
Governance Structure
Board of Directors
The Zoiko Group Board of Directors is the highest governing body responsible for:
Board of Directors
The Zoiko Group Board of Directors is the highest governing body responsible for:
- Approving corporate strategy
- Overseeing risk management and internal controls
- Monitoring financial and operational performance
- Driving ESG leadership
- Safeguarding shareholder interests
- Ensuring long-term value creation
Board Committees
To ensure targeted oversight, the Board is supported by the following specialized committees:
To ensure targeted oversight, the Board is supported by the following specialized committees:
- Audit and Risk Committee: Oversees financial reporting, internal controls, risk management, and internal and external audits.
- Compensation and Human Capital Committee: Approves executive compensation, monitors human capital development, and drives Diversity, Equity, and Inclusion (DEI) initiatives.
- Corporate Governance and Nominating Committee: Ensures strong Board composition, promotes Board diversity and refreshment, and leads succession planning.
- ESG & Sustainability Committee: Guides the Group’s global sustainability strategy, monitors climate action and social impact, and ensures ESG integration across business lines.
Board Diversity and Refreshment
Zoiko Group is committed to a diverse and inclusive Board that reflects:
Zoiko Group is committed to a diverse and inclusive Board that reflects:
- Varied professional backgrounds and expertise
- Gender and cultural diversity
- International perspectives We actively pursue Board refreshment and rotation to ensure dynamic governance.
Ethics and Compliance Program
Zoiko Group’s global Ethics and Compliance Program includes:
Zoiko Group’s global Ethics and Compliance Program includes:
- A comprehensive Code of Ethics applicable to all employees, officers, directors, and contractors.
- Regular mandatory training on ethics, anti-corruption, anti-bribery, and sanctions compliance.
- An anonymous global whistleblower hotline and zero tolerance for retaliation.
- Independent internal audit and compliance functions reporting directly to the Audit and Risk Committee.
- Third-party audits and assurance of key compliance programs.
- The US Foreign Corrupt Practices Act (FCPA)
- The UK Bribery Act
- Global sanctions regimes
- International anti-money laundering (AML) standards
AI Governance
As an innovator in AI-powered solutions, Zoiko Group is committed to the responsible governance of Artificial Intelligence.
We have established an internal AI Ethics Committee, which:
As an innovator in AI-powered solutions, Zoiko Group is committed to the responsible governance of Artificial Intelligence.
We have established an internal AI Ethics Committee, which:
- Reviews and approves high-impact AI use cases.
- Ensures AI systems are designed with transparency, fairness, and accountability.
- Oversees human oversight of AI-based decision-making.
- Monitors compliance with evolving global AI regulatory standards.
Global Risk Management and Compliance
Zoiko Group operates across multiple jurisdictions with varying regulatory regimes.
We manage this complexity through:
Zoiko Group operates across multiple jurisdictions with varying regulatory regimes.
We manage this complexity through:
- A robust, Group-wide Enterprise Risk Management (ERM) framework.
- Real-time monitoring of legal, operational, cyber, and geopolitical risks.
- Global compliance reporting across our network of operating companies.
- Alignment with ISO 31000 (Risk Management) and ISO 37301 (Compliance Management) standards.
Shareholder Rights and Engagement
Zoiko Group protects shareholder rights through:
Zoiko Group protects shareholder rights through:
- Equal treatment of all shareholders, regardless of size or geography.
- Transparent disclosure of financial and non-financial performance.
- Active engagement with institutional investors and proxy advisors.
- A clear shareholder communications policy.
- Annual shareholder meetings and direct engagement opportunities.
Corporate Citizenship and Transparency
Our governance model supports our mission to be a responsible corporate citizen:
Our governance model supports our mission to be a responsible corporate citizen:
- Transparent ESG reporting aligned with GRI, SASB, and TCFD frameworks.
- Ethical and sustainable supply chain management.
- Zero tolerance for human rights abuses and modern slavery.
- Proactive community engagement and investment.
- Public commitment to the UN Sustainable Development Goals (SDGs).
Governance Oversight and Reporting
Ultimate responsibility for corporate governance resides with the Zoiko Group Board of Directors.
Governance oversight is supported by:
Ultimate responsibility for corporate governance resides with the Zoiko Group Board of Directors.
Governance oversight is supported by:
- The Board and its Committees.
- The Group Corporate Secretary.
- The Office of the Chief Legal & Governance Officer.
- The Group Compliance & Ethics Office.
- Third-party assurance providers for selected governance and compliance programs.
Continuous Improvement
Zoiko Group regularly reviews and updates its governance framework to reflect:
Zoiko Group regularly reviews and updates its governance framework to reflect:
- Evolving legal and regulatory developments.
- Emerging risks and global trends.
- Best practices from leading global companies.
- OECD Principles of Corporate Governance
- World Economic Forum International Business Council standards
- UN Global Compact principles
- ISO 37001 (Anti-bribery management systems)
- ISO 37301 (Compliance management)
- Relevant national corporate governance codes in the US, UK, EU, and Asia-Pacific.
Governance Contacts
For inquiries regarding corporate governance at Zoiko Group:
For inquiries regarding corporate governance at Zoiko Group:
[email protected]
Closing Statement
At Zoiko Group, governance is not a box to check — it is the foundation of our global leadership.
We strive to exceed international standards of transparency, ethics, and accountability. As we continue to grow across industries and geographies, we remain steadfast in our mission to operate with purpose, integrity, and trust.
Closing Statement
At Zoiko Group, governance is not a box to check — it is the foundation of our global leadership.
We strive to exceed international standards of transparency, ethics, and accountability. As we continue to grow across industries and geographies, we remain steadfast in our mission to operate with purpose, integrity, and trust.