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Lassaad Ben Dhiab
Lassaad Ben Dhiab
Chairman
Faker Hnid
Faker Hnid
Board Director
Norbert Prihoda
Norbert Prihoda
Board Director
Paul Fenech
Paul Fenech
Board Director
Man in a suit
Mohsin Majid
Board Director
Deepak Padmanabhan
Deepak Padmanabhan
Board Director
Sofiane Antar
Sofiane Antar
Board Director
Azmi Lahmar GO's board of director
Azmi Lahmar
Board Director
Francis Galea Salomone
Francis Galea Salomone
Company Secretary
Nikhil Patil
Nikhil Patil
CEO

Transposition of the Gender Balance Directive into Maltese Law

Making reference to the Company Announcement and notices issued in local newspapers on the 20 March 2026, GO p.l.c. (the ‘Company’) would like to draw the attention of its Shareholders to amendments made to the Capital Markets Rules of the Malta Financial Services Authority through which the provisions of Directive (EU) 2022/2381of the European Parliament and of the European Council on gender balance among directors of listed companies were transposed into Maltese law.

In terms of the new legal provisions, which are set out in Chapter 13 of the Capital Markets Rules, the Company is required to reach either of the following objectives by the 30 June 2026:

  1. members of the underrepresented sex shall hold at least 40% of non-executive director positions; or
  2. members of the underrepresented sex shall hold at least 33% of all director positions, including both executive and non-executive directors.

A breach of the aforesaid requirement may render the Company liable to an administrative penalty of up to EUR 150,000.

In terms of the new legal provisions, the Company is also required to provide to the Malta Financial Services Authority, on an annual basis, information about the gender representation on its Board and about measures taken thereby with a view to achieving gender representation objectives. The Company is also required to publish all such information in an appropriate and easily accessible manner on its website and to include such information in the Corporate Governance Statement forming part of the Annual Report.

In the light of the above, the Board of Directors strongly encourages shareholders to take into consideration the new statutory requirements in their nomination of candidates for the election of directors, thereby ensuring that the Company achieves the requisite gender balance objectives.

Gender Representation on the Board of Directors of GO plc

Disclosure in terms of Rule 13.10 of the Capital Markets Rules of the Malta Financial Services Authority

As at the date hereof, the Company’s Board of Directors is composed of eight (8) male directors. All directors serve in a non-executive capacity. The appointment of directors to the Company’s Board of Directors is governed by the Articles of Association in terms of which, the appointment or election of directors to the Board is reserved to shareholders.

Nevertheless, in line with the spirit of applicable law and within the parameters of the Company’s Articles of Association, the Company has undertaken a number of initiatives aimed at achieving gender balance objectives. In this respect, a Nominations Committee was set up and tasked with, inter alia, evaluating gender balance on the Board and making recommendations, accordingly, taking into account the provisions of Chapter 13 of the Capital Markets Rules. In the first quarter of 2026, the Company formally adopted a Board Diversity Policy. In terms of this policy, the Company shall endeavour to ensure diversity on its Board across a number of dimensions, including gender. The Board is also considering proposing to its shareholders amendments to the Articles of Association as would allow for the co-option of additional director/s. The Company has also actively communicated the requirements set out in Chapter 13 of the Capital Markets Rules on gender balance among directors of listed companies to its shareholders. In its communications with shareholders, the Company strongly encouraged the nomination or appointment of suitably qualified female candidates.

Approved by the Board of Directors of GO plc
25th March 2026

 

 

Audit Committee

The Audit Committee supports the work of the Board in terms of quality control of the Group’s financial reports and internal controls. The Audit Committee is currently chaired by Mr F. Hnid, with the other members being Mr. P. Fenech and Mr. D. Padmanabhan. The Audit Committee is independent and is constituted in accordance with the requirements of the Listing Rules, with Mr F. Hnid being chosen as the member competent in accounting and/or auditing, in view of his experience in the field.

The Committee scrutinizes and monitors related party transactions. It considers the materiality and the nature of the related party transactions carried out by the Company to ensure that the arms’ length principle is adhered to at all times. As part of its duties, the Committee receives and considers reports on the system of internal financial controls and the audited statutory financial statements of all companies comprising the Group.

Remuneration Committee

During the past year the terms of reference of the Group Remuneration Committee have been reviewed. The Committee is responsible for determining and agreeing with the Board the framework or broad policy for the Remuneration of the company’s chief officers, the Chairman of the company, the directors of the board, and such other members as it is designated to consider. In determining such policy, the Committee takes into account all factors which it deems necessary, including the position of the Group companies relative to other companies in the marketplace. The objective of such policy shall be to ensure that directors and chief officers are provided with appropriate incentives to encourage enhanced performance and are, in a fair and responsible manner, rewarded for their individual contributions to the success of the Group Companies. The Group Remuneration Committee is currently chaired by Mr. Ben Dhiab, the other members being Mr. Mohsin Majid and Mr. P. Fenech. The Company Secretary, Dr F Galea Salomone, acts as Secretary to the Remuneration Committee.

External Auditors

The Group’s External Auditors are PricewaterhouseCoopers Malta. Visit PwC Website