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Joe
Mthimunye
Chairman

Joe qualified as a chartered accountant in 1993. In 1996, he co-founded Gobodo Incorporated, an accounting practice with eight other partners which later became SNG Grant Thornton.

In 1999, he led a management buy-out of Gobodo Corporate Finance from the accounting firm and rebranded it aloeCap Proprietary Limited, of which he is currently the executive chairman. He serves on the board of directors of various non-listed companies in which aloeCap is invested. Joe is an independent non-executive director of Dis-Chem Pharmacies Limited and chairman of Dis-Chem audit committee.

Joe joined the Cell C board on 15 August 2017.

Larry
Nestadt
Deputy Chairman

Larry Nestadt has a long and successful global corporate career.

He is a co-founder and former executive director of Investec Bank Limited. Larry has been instrumental in the creation and strategic development of a number of listed companies including Capital Alliance Holdings Limited (Capital Alliance Life – acquired by Liberty Life; Capital Alliance Bank – now Brait), Super Group Limited, HCI Limited, SIB Holdings Limited, CorpGro Limited and Global Capital Limited. He also served as past chairman on the boards of these companies. Previously, Larry sat on the boards of Softline Limited, JCI Limited and Abacus Technologies Holdings Limited. Further, he has been a former chairman on a number of non-listed company boards both in South Africa and abroad, including Stenham Limited (UK) and Prefsure Life Limited (AUS). Larry is the current executive chairman of Global Capital Proprietary Limited and the current Chairman of Blue Label Telecoms Limited, Dis-Chem Pharmacies Limited, Universal Partners Limited, National Airways Corporation Proprietary Limited, the Morecorp Group, Melrose Motor Investments Proprietary Limited and SellDirect Marketing Proprietary Limited. Larry is a life member of the World Presidents' Organisation, Lloyds of London (since 1983).

Larry joined the Cell C board on 15 August 2017.

Gary
Harlow
Non-executive director

Gary graduated from the University of Cape Town in 1979, qualifying as a Chartered Accountant (SA) in 1982, an associate of the Chartered Institute of Management Accountants (UK) in 1983 and as a Fellow Chartered Management Accountant (UK) in 1996. His career was forged in merchant and investment banking.

In the early 1990s he became an adviser to the African National Congress in developing black economic empowerment strategies and in 1992 was instrumental in the creation of Thebe Investment Corporation, South Africa's first broad-based black-owned company. Gary served as joint chief executive officer of Msele Corporate and Merchant Bank, South Africa's first black-controlled merchant bank.

In 1996, Gary was appointed group chief executive officer of Unihold Limited, where he remains executive chairman. He led its transition from an engineering conglomerate to an international IT and telecommunications group, followed by a delisting through a management buyout in 2002. Gary serves on various other private and public boards including Imbalie Beauty Limited

Gary joined the Cell C board on 25 September 2019.

Jerry
Vilakazi
Non-executive director

BA (Unisa), MA (Thames Valley), MA (London) and MBA (California Coast University)

Jerry is executive chairman of Palama, which he co-founded to facilitate investments in strategic private and listed companies.

He is a past CEO of Business Unity South Africa, during which period he served as business representative at Nedlac and on various international business councils. Prior to this, he held various executive positions in government and in the private sector including that of managing director of the Black Management Forum (BMF) where he also served on the board of the BMF investment company. In 2009, Jerry was appointed to the Presidential Broad-based Black Economic Empowerment Advisory Council and was appointed as a Commissioner of the National Planning Commission in 2010. Jerry was chairman of the Mpumalanga Gambling Board from 2006 to 2015 and the State Information Technology Agency (SOC) Proprietary Limited until the end of his term in 2015. He previously served on the boards of PPC Limited, Goliath Gold Limited as well as chairman of Netcare Limited and adviser to Citibank. He currently serves on the of Sibanye-Stillwater Limited where he also chairs the social and ethics committee.

Jerry joined the Cell C board on 25 September 2019.

Lindiwe
Mthimunye
Independent non-executive director

Ms Mthimunye is a Chartered Accountant (SA) and has extensive governance, finance and business experience, having worked in investment banking and also as chief financial officer. She previously served on the boards of various listed and unlisted companies including; Woolworths, Group 5, Torre, Sea Harvest, PetroSA, Hyundai Automotive South Africa and Liquid Capital.

Lindiwe joined the Cell C Board on 1 April 2018.

Sindi
Zilwa
Independent non-executive director

BCompt (Hons) University of South Africa; CTA; CA (SA); CD(SA); Advanced Taxation Certificate; Advanced Diploma in Financial Planning; Advanced Diploma in Banking

Sindi is the co-founder and retired chief executive officer of Nkonki Incorporated, having held the position from 1998 to 2016. A Chartered Accountant by profession, Sindi is an expert in the areas of accounting, auditing and business management.

Sindi is also a Chartered Director (SA) and has vast experience as a director in the public and private sectors, currently serving as a non-executive director of Discovery Holdings Limited, Metrole Limited, Mercedes-Benz South Africa Limited, Tourvest Group (Pty) Limited and Gijima Limited, among others. She is an author of “The ACE Model-Winning Formula for Audit Committees”, used by the Institute of Directors to train audit committee members in South Africa, and the author of “Creating Board and Committee Effectiveness”. She is a member of the South African Institute of Chartered Accountants and Independent Regulatory Board for Auditors. Sindi was previously non-executive Chairman of Airports Company South Africa and a nonexecutive director of Woolworths Limited, Primedia Limited, Wiphold Limited, Ethos Private Equity, Institute of Directors, Alexkor Limited, Rebosis Limited, ATNS SOC Limited, AngloGold Ashanti Limited and previously chaired the BUSA Standing Committee on Transformation.

Sindi joined the Cell C board on 10 December 2019.

Mark
Nelson-Smith
Non-executive director

Mark is a highly experienced non-executive director with a proven track record in Corporate Finance and a focus on business turnaround, value maximisation and monetisation, strategy & governance.

In an executive capacity, Mark is a finance specialist with over 25 years of delivering results in corporate finance and a seasoned deal maker with an extensive personal network globally. He has served as chairman of Invitel, one of Hungary’s largest cable and telecoms companies, following its financial restructuring and as a non-executive director of Primacom, at the time Germany’s fourth largest cable company during its operational and financial turnaround. He spent 14 years working at UBS Investment Bank, 10 of which in the telecoms sector.

Nelson-Smith has an MA in Philosophy and Modern Languages from the University of Oxford and a Diploma in Company Direction from the IoD.

Mark Joined the Cell C board on 17 January 2020.

Dave
Shimkins
Non-executive director

David is the founder and CEO of Nitinol Capital, a principal investor in and facilitator of alternative debt and equity transactions. He has over 20 years’ experience in financial services and is involved with businesses in diverse sectors. David has an Honours degree in Accounting Science from the University of South Africa, a Higher Diploma in Tax Law from the University of Johannesburg and is a member of the South African Institute of Chartered Accountants.

Dave joined the Cell C board on 20 August 2020.

Alex
Smith
Non-executive director

Alex Smith has been the Chief Financial Officer, Treasurer and Secretary of Net1 UEPS since March 2018 and previously served as the interim Chief Executive Officer from October 2020 until July 2021. From August 2008 until February 2018, Mr. Smith served as Director and Chief Financial Officer of Allied Electronics Corporation Limited ("Altron"), a JSE-listed company.

Prior to joining Altron, Mr. Smith worked in various positions at PricewaterhouseCoopers in Edinburgh, Scotland and Johannesburg from 1991 to 2005. Mr. Smith holds a Bachelor of Law (Honours) degree from the University of Edinburgh and is a member of the Institute of Chartered Accountants of Scotland.

Alex joined the Cell C Board on 1 November 2018.

DOUGLAS
CRAIGIE STEVENSON
Cell C Chief Executive Officer (CEO)

Douglas Craigie Stevenson has extensive senior management and leadership experience in the telecommunications industry, having served in a number of high-profile roles including chief executive officer of Telekom Networks Malawi PLC, managing director of Vodacom Business Africa Group, and chief financial officer of Business Africa Group. His experience reaches far and wide, which has earned him great respect in the telecoms industry on the continent.

Before stepping into the role of Cell C Chief Executive Officer, Douglas was Chief Operations Officer. In this position, he helped lead the company to improved operational performance, sound business ethics and good governance, which established a path to sustainability. In March 2019, he was appointed interim CEO then was appointed CEO later in the same year.

As Cell C CEO Douglas is responsible for setting the company direction and change agenda, leading the way in driving business transformational initiatives and the allocation of capital and time to high-value opportunities that will deliver on the company’s ambitions.

Douglas leads a team of leaders committed to growing a sustainable, profitable company that meets the needs of customers and investors, and inspires pride in the Cell C team.

He holds an MBA from the University of the Free State, as well as a BAccSc honours degree from UNISA.

ZAF
MAHOMED
Cell C Chief Financial Officer (CFO)

Zaf Mahomed is a qualified and highly experienced leader in business and finance bringing more than 24 years of expert knowledge from across major industries ranging from manufacturing to retail, financial services, real estate and property, food, medical devices, hospitality, mining equipment and fast-moving consumer goods. He has experience in multinational finance with a particular focus on mergers and acquisitions, strategy development, property management, investor relations, change management and business turnaround in addition to being a skilled negotiator.

Prior to joining Cell C, Zaf was chief financial officer at McDonald's South Africa and Ellerines Holdings and finance director at Johnson & Johnson.

As Cell C CFO, Zaf is responsible for driving the implementation of the financial turnaround that sets a firm foundation for the company’s long-term growth ambitions, and managing critical investor and stakeholder engagements in selling the long-term investment case in the recapitalisation process.

Zaf Mahomed is a qualified chartered accountant CA(SA) with a Master’s in Business Leadership from the UNISA School of Business Leadership. He also holds a Bachelor of Commerce degree from the University of Natal and a Honours Bachelor of Commerce degree from UNISA.

ZAHIR
WILLIAMS
Cell C Chief Legal Officer (CLO)

Zahir Williams joined Cell C following more than 20 years’ experience in leading legal functions of multinational corporations across the African continent and the UK. His past roles include serving as general counsel for Vodacom Business Africa Group and CLO counsel of global oil majors, BP and Total in Africa.

Zahir’s role as CLO in Cell C’s change journey is keeping Cell C on the front foot with legal and regulatory strategies that enable sustainable business growth, while building internal business partnerships geared towards delivering technically sound legal and commercially relevant solutions, to minimise risk while supporting business objectives.

A leading corporate lawyer, Zahir holds a Bachelor of Arts LLB from the University of Cape Town.

GOVERNANCE

At Cell C we are committed to achieving our business objectives with transparency, integrity and ethical conduct. We subscribe to the principles of good corporate governance and compliance with the law. This commitment extends to all Cell C employees and day-to-day activities. Our values and code of conduct act as guardrails to guide our daily decisions.

PRINCIPLES

Cell C has a diverse board of directors and various committees to provide oversight, ensure sound business ethics and accountability throughout the business and further bolster governance continuously as a way of doing business and delivering the most positive impact on society and the industry as a whole.

1
To respect and uphold dignity of people at all times.
2
To conduct business with the highest standard of ethics and uphold the values of the organisation.
3
To treat all stakeholders fairly in line with business objectives.
4
To be a responsible corporate citizen by recognising the economic, social and natural environments we operate in.
5
To conduct ourselves in a professional and appropriate manner at work, or in any situation related to work, which may impact on the reputation of Cell C.
Cell C Code of Conduct (English-Afrikaans) (697KB PDF) Cell C Code of Conduct (English-Xhosa) (740KB PDF) Cell C Code of Conduct (English-Zulu) (757KB PDF) BEE certificate

BOARD
OF DIRECTORS

NON-EXECUTIVE DIRECTORS

JOE MTHIMUNYE (Johannes Sanyana)

Non-executive director - Chairman

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LARRY NESTADT (Laurence Michael)

Non-executive director - Deputy Chairman

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GARY HARLOW (Gary David)

Non-executive director

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JERRY VILAKAZI (Skhulumi Jeremiah)

Non-executive director

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LINDIWE MTHIMUNYE (Lindiwe Evarista)

Independent non-executive director

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SINDI ZILWA (Sindiswa Victoria)

Independent non-executive director

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MARK NELSON-SMITH (Mark Adrian)

Independent non-executive director

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DAVE SHIMKINS (David Harry)

Non-executive director

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ALEX SMITH (Alexander Michael Ramsay)

Non-executive director

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EXECUTIVE
DIRECTORS

DOUGLAS CRAIGIE STEVENSON (Douglas James)

Executive director

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ZAF MAHOMED (Zafar Ahmed)

Executive Director

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COMPANY
SECRETARY

ZAHIR WILLIAMS

Company Secretary

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COMMITTEES

audit & risk committee

Sindi zilwa
Chairman
gary harlow, Lindiwe mthimunye, alex smith

SOCIAL & ETHICS COMMITTEE

LINDIWE MTHIMUNYE
Chairman
ALEX SMITH, JERRY VILAKAZI, SINDI ZILWA

REMUNERATION COMMITTEE

JERRY VILAKAZI
Chairman
GARY HARLOW, JOE MTHIMUNYE, MARK NELSON-SMITH, DAVE SHIMKINS

NOMINATIONS COMMITTEE

JOE MTHIMUNYE
Chairman
GARY HARLOW, MARK NELSON-SMITH, DAVE SHIMKINS, JERRY VILAKAZI

SPECIFIC TRANSACTION OVERSIGHT COMMITTEE (STOC)

MARK NELSON-SMITH
Chairman
LINDIWE MTHIMUNYE, DAVE SHIMKINS, SINDI ZILWA