Corporate Governance

Governance Framework

Constance Hotels Services Ltd (CHSL) is a Public Interest Entity as defined by the Financial Reporting Act 2004. The Board is ultimately responsible and accountable for leading and controlling the Company, in accordance with the terms of reference outlined in the Board Charter, and meeting all legal and regulatory requirements. The Board acts in the best interests of the Company and its business, whilst taking into consideration the interests of the Company’s Shareholders and other Stakeholders.

Constance Hotels Services Limited is engaged in adhering to the National Code of Corporate Governance for Mauritius (2016) issued by the National Committee on Corporate Governance and in upholding standards of corporate governance through company-wide awareness of its business ethics and the stewardship and supervision of its Management by the Board of Directors (“Board”) and Committees of the Board.

Constitution CHSL
Organisational Chart

Board and Board Committees

The Company is managed by a unitary Board. At year-end, the Board consisted of two Independent, six Non-Executive, and two Executive Directors, including three female Directors. The Chairman is a Non-Executive Director.
The Board structure consists of the Board of Directors, the Audit and Risk Management Committee, the Corporate Governance Committee, the Nomination and Remuneration Committee, and the Company Secretary, underpinned by related Charters, Policies, and Codes.

Board of Directors Charter

Nomination and Appointment Process

Directorate

Company Secretariat

The function of the Company Secretary is entrusted to ECS Secretaries Ltd, represented by Mrs Marie-Anne Adam and Mr Yan Béchard. Both are associate members of the Chartered Governance Institute (previously named Institute of Chartered Secretaries and Administrators). As such they qualify to act as Company Secretary in accordance with qualifications required by the Companies Act 2001.

Key Senior Governance Executives

Jean Jacques Vallet

Executive Director and Chief Executive Officer (CEO).
Appointed Director in March 2012

The CEO role has two primary objectives:
1. To optimise short term (annual) results for Constance Hotels in terms of profitability, quality, productivity and revenue and;
2. To drive long term wealth creation and return to shareholders through effective business development and brand management initiatives.
In order to achieve this, the CEO provides leadership and direction to the Executive Team of Constance Hotels so as to ensure that the performance of all Business Units is in alignment with agreed strategic objectives approved by the Board. A key focus of the role is also to actively identify new opportunities for partnerships and management contracts that will effectively position the brand name on an international scale.
Andrew Milton

Chief Operations Officer (COO).
The primary objective of the COO is to maximise the operational, human, administrative and financial performance of all hotels in the Constance Hotels group. This is achieved by providing direction and leadership to all Hotel GM’s to remove barriers and facilitate the accomplishment of performance objectives. This job also plays a key role in supporting the group’s expansion initiatives through developing and exploring new opportunities for partnership and business development internationally.
Siegfried Espitalier Noël

Chief Sales and Marketing Officer (CSMO).
The primary objective of this role is to maximise revenue growth for Constance Hotels, through all channels of distribution. This is achieved by directing, planning and implementing effective marketing, communication and sales strategies across all geographical regions and channels in order to reach targeted audiences.
Kevin Chan Too

Constance Group Head of Finance.
The Constance Group Head of Finance is mainly responsible for the finance, accounting, treasury and internal control functions of the Group.
Julien Coette

Chief Finance Officer.

The Chief Finance Officer is accountable for the administration and operations of the finance function of Constance Hotels Group; He provides direction and ensures the integrity, timeliness and accuracy of financial and management reporting data, intervenes in risk management reporting and procedures and implementation of financial and operational targets, budgets and metrics tied to that strategy. He intervenes with several departments in the ongoing development and monitoring of control systems designed to preserve company assets and report accurate financial results.
Vincent de Marasse Enouf

Chief Human Resources Officer (CHRO)

The CHRO ensures the effective implementation of the Company’s strategy and operational plans by developing of a strategic approach to HR development and management, and with the support of appropriate HR policies and standards, he ensures a fair and equitable management of staff throughout the organization.
Shashi Kumar Koonja

Chief Information Officer (CIO)

The Chief Information Officer provides vision and leadership in the development and implementation of business-focused IT initiatives that align with the Company’s business goals, and oversees the Company’s IT governance and IT Information Security and data integrity.

Governance Framework

Constitution CHSL
Organisational Chart

Board and Board Committees

Board of Directors Charter

Audit and Risk Management Committee Charter

Members

Corporate Governance Committee Charter

Members

Nomination and Remuneration Committee Charter

Members

Nomination and Appointment Process

Directorate

Directors

Company Secretariat

Key Senior Governance Executives

Jean Jacques Vallet

Andrew Milton

Siegfried Espitalier Noël

Kevin Chan Too

Julien Coette

Vincent de Marasse Enouf

Shashi Kumar Koonja

Statement of Major Accountabilities

Position Statements of Key Senior Governance Positions

Codes & Policies

The organisation’s Code of Ethics and Conduct

The Code of Ethics and Conduct for Directors

The Conflict of Interest and Related Party Transactions Policy

The IT Information Security Policy

The IT Code of Practice

Corporate Governance Report