Corporate Governance

We believe in adopting the best practices in Corporate Governance. The Board, Management and NMB employees are committed to upholding the core values of transparency, integrity, honesty and accountability, which are fundamental to the attainment of good governance and excellent performance in any organization. Good corporate governance principles are accepted as the drivers of improved corporate performance throughout the world. Responsibility for overseeing the proper implementation of good corporate governance rests with the directors.

The Board of Directors

Functions

The Board is responsible and accountable for ensuring effective corporate governance and providing direction and control of the company. The directors are obligated to exercise leadership, enterprise, integrity, and judgment, grounded in principles of transparency, fairness, accountability, and responsibility. Furthermore, the Board is tasked with appointing Management, adopting corporate strategies, establishing policies and procedures, and monitoring operational performance, including identifying risks that may affect the company. Additionally, it is charged with fostering positive relationships with all stakeholders.

Composition

In 2025, the Board of Directors consisted of nine non-executive directors with a mix of skills, experience, and diversity.

Board Skills

Appointment

The appointment of directors is governed by the Memorandum and Articles of Association of the Company, as well as the directives issued by the Bank of Tanzania (BOT) and the Capital Markets and Securities Authority, in accordance with the Banking and Financial Institutions Act 2006 and the Capital Markets and Securities Act 1994, respectively. 
 
Shareholders possessing more than a 10% stake in the share capital of NMB are entitled to nominate one director for every 10% of the shares they hold. The nominations are presented to the Annual General Meeting (AGM) for approval, and the appointments are subsequently submitted to the BOT for affirmation.
 
All non-executive directors are subject to retirement by rotation and re-election by shareholders periodically, in line with the Articles of Association. The rotation is sequenced to ensure continuity of experience and expertise, and there is no limit on the number of terms an individual may serve.
 
Mr. Giriraj Jadeja, Prof. Sylivia Temu, and ACPA David Nchimbi were appointed to the Board of Directors during 2024/2025.

Directors Evaluation

The Board consistently engages in self-assessment and evaluation with the oversight of an independent entity to enhance its internal governance and that of its committees. According to the KPMG evaluation 2023, the Board attained an overall score of 92%, underscoring its leadership effectiveness and resilience.

Company Secretary

The Ag. Company secretary Ms. Consolatha Mosha provides support and guidance to the Board in matters relating to governance and ethical practices. She is also responsible for induction programs for new directors and keeps board members abreast of relevant changes in legislation and governance principles.