Vika Group Leadership Council, Advisory Council Under Formation, and Target Board of Directors — Institutional Governance Architecture

Governance→Leadership Council

Leadership Council & Governance Architecture.

Vika Group is building an institutional governance structure designed to ensure the platform creates value across generations — independent of any single individual. This page documents the current executive leadership, the advisory council under formation, and the target independent Board of Directors.

Governance at Vika Group is the structural foundation on which a permanent industrial institution is built.

Governance Disclaimer

The governance structures presented on this page reflect Vika Group's intended institutional design. Formal appointments to the Advisory Council and Board of Directors will be announced as the platform reaches the appropriate stage of development. No individual is presented as a confirmed appointee unless explicitly identified as a current member of the executive leadership team.

I

Executive Leadership

Active

Founder & Chief Executive Officer and senior management team responsible for day-to-day platform strategy and operating company oversight.

II

Advisory Council

Under Formation

Six senior practitioner seats across African industrial development, institutional investment, mining operations, infrastructure finance, governance, and public policy. Appointments will be announced as confirmed.

III

Board of Directors

Planned

Independent Board to be constituted as the platform reaches operational maturity — providing formal oversight, capital allocation authority, and succession governance.

Tier I — Executive Leadership

Virginia Karanja, Founder & Chief Executive Officer, Vika Group

Executive Leadership

Virginia Karanja

Founder & Chief Executive Officer

Virginia Karanja founded Vika Group to build permanent industrial institutions across Central Africa — platforms designed not for a single investment cycle, but for the decades of productive life that follow. As Founder and Chief Executive Officer, she holds ultimate responsibility for the institution's strategic direction, capital stewardship, governance architecture, and long-term continuity.

Her approach to institution-building is grounded in a conviction that enduring value is created through disciplined capital allocation, operational accountability, and governance structures that outlast any individual. Every operating company, every governance framework, and every capital decision within Vika Group is evaluated against a single standard: what will remain useful, trusted, and productive across generations.

Virginia leads platform strategy, operating company oversight, institutional investor relations, and government and regulatory engagement across the Group's markets in the Democratic Republic of Congo, Zambia, and Angola. She is building integrated platforms that connect capital, infrastructure, operations, and people — each designed to compound in value over time and to strengthen the productive capacity of the economies in which they operate.

The institutions most worthy of long-term capital are those that hold themselves to a higher standard than the market requires — in governance, in transparency, in environmental and social accountability, and in the rigour of their operational execution. Vika Group is being built to that standard from inception.

“Institutions are measured not by the projects they begin, but by the value they continue creating across generations.”

Executive Responsibilities

Platform strategy & capital allocationInstitutional investor relationsOperating company oversightGovernment & regulatory engagement

Senior Strategic Advisors

Philippe Egoume, Senior Strategic Advisor, Vika Group

Philippe Egoume

Senior Strategic Advisor

Philippe Egoume brings 28 years of experience at the International Monetary Fund, where he developed deep expertise in African economic policy, institutional development, and the macroeconomic conditions that determine the long-term investment environment across the continent.

Advisory Focus

African economic policy

Institutional relationships

Regulatory & policy environment

Macroeconomic analysis

Further Appointments

Additional senior advisors are being identified and engaged. Appointments will be announced as they are confirmed.

Tier II — Advisory Council

Under Formation

Vika Group is building an Advisory Council of six senior practitioners across the domains most critical to the platform's institutional development. Each seat has been defined by domain, seniority, and the specific expertise required. Appointments will be announced as they are formally confirmed.

Advisory Council members will provide strategic counsel to the executive team and support the transition to formal Board governance as the platform reaches operational maturity.

01

African Industrial Development

Appointment Pending

Advisory Council Member — Under Recruitment

Advisory Focus

Industrial platform strategy

African Development Bank relationships

Cross-border operational frameworks

Long-duration capital deployment

Vika Group is identifying a senior practitioner with deep experience in African industrial platform development, spanning development finance institutions and operational industrial holding companies across Sub-Saharan Africa.

02

Institutional Investment

Appointment Pending

Advisory Council Member — Under Recruitment

Advisory Focus

Sovereign wealth fund relationships

Institutional investor due diligence

Fund structure & governance standards

Frontier market capital deployment

Vika Group is identifying a senior practitioner with a background in institutional investment management and direct experience allocating capital to frontier and emerging markets on behalf of sovereign wealth funds or major pension funds.

03

Mining Operations

Appointment Pending

Advisory Council Member — Under Recruitment

Advisory Focus

DRC mining operations & permitting

Copperbelt operational experience

Community relations frameworks

Underground mine management

Vika Group is identifying a senior operational mining practitioner with direct experience in the DRC and Copperbelt, with general management or COO-level responsibility at a significant underground or open-pit operation in Central Africa.

04

Infrastructure Finance

Appointment Pending

Advisory Council Member — Under Recruitment

Advisory Focus

Project finance structuring

IFC & DFI co-investment frameworks

Blended finance mechanisms

Infrastructure capital stack design

Vika Group is identifying a senior infrastructure finance specialist with direct experience structuring DFI-anchored transactions in frontier markets, with a background at IFC, Proparco, BII, or a comparable institution.

05

Governance & Compliance

Appointment Pending

Advisory Council Member — Under Recruitment

Advisory Focus

Board governance design

Audit & risk committee structure

Institutional compliance frameworks

Non-executive director practice

Vika Group is identifying an independent governance practitioner with board-level experience at institutional-quality companies operating in Africa, with audit committee or risk committee leadership experience and familiarity with the governance standards expected by development finance institutions and sovereign wealth funds.

06

Public Policy & Regulatory Affairs

Appointment Pending

Advisory Council Member — Under Recruitment

Advisory Focus

DRC & Zambia government relations

AU & multilateral institution engagement

Regulatory risk assessment

Central African political economy

Vika Group is identifying a senior public policy practitioner with deep knowledge of the DRC, Zambia, and Angola regulatory environments, with experience in government relations, multilateral institution engagement, or diplomatic service in Central Africa.

Tier III — Board of Directors

Planned

Vika Group is committed to constituting an independent Board of Directors as the platform reaches the scale and operational maturity that warrants formal board governance. The profiles below represent the target composition by domain — the seniority, expertise, and independence the platform is seeking in each independent non-executive director seat.

Formal appointments will be announced as they are confirmed. No individual is presented as a current board member. The committee designations below reflect the intended committee structure established in the Board Charter.

Governance Disclaimer

The governance structures presented reflect Vika Group's intended institutional design. Formal appointments will be announced as the platform reaches the appropriate stage of development. The Board of Directors has not yet been formally constituted.

01

Capital Markets & Development Finance

Appointment Pending

Independent Non-Executive Director — Seat Reserved

Target: Chair — Audit & Risk Committee

Board Focus

Development finance institution relationships

Capital allocation oversight

Audit & financial reporting integrity

Frontier market investment governance

Vika Group is identifying an independent non-executive director with deep experience in development finance, capital markets, and institutional investment in Africa, with prior board service at companies operating in the DRC, Zambia, or comparable frontier markets, and the financial expertise required to chair an Audit & Risk Committee.

02

Corporate Governance & Legal

Appointment Pending

Independent Non-Executive Director — Seat Reserved

Target: Chair — Governance & Nominations Committee

Board Focus

Board governance design & director duties

Governance & nominations committee leadership

Legal risk & compliance oversight

Institutional investor governance standards

Vika Group is identifying an independent non-executive director with senior corporate governance and legal expertise, with prior non-executive director experience at institutional-quality companies operating in Africa and familiarity with the governance standards expected by development finance institutions and sovereign wealth funds.

03

Mining Operations & Industrial Development

Appointment Pending

Independent Non-Executive Director — Seat Reserved

Target: Chair — Investment & Capital Allocation Committee

Board Focus

Mining & industrial operational oversight

Capital expenditure & investment review

DRC & Copperbelt operational risk

Multi-vertical industrial platform governance

Vika Group is identifying an independent non-executive director with operational and executive experience in the mining and industrial sectors across Central and Southern Africa, with COO or CEO-level experience at a significant mining or industrial operation in the DRC or Copperbelt.

Board Committee Structure

The following committee structure is established in accordance with the Board Charter. Committee chairs are designated and will assume formal committee responsibilities upon the platform's first close of institutional capital.

Audit & Risk Committee

Oversight of financial reporting, internal controls, risk management frameworks, and external audit. Responsible for ensuring the integrity of financial information presented to capital partners and stakeholders.

Composition

Majority independent directors; chaired by an independent director with financial expertise.

Governance & Nominations Committee

Oversight of board composition, director nominations, governance frameworks, and succession planning at board and executive level. Responsible for ensuring the board has the skills, experience, and independence required for effective oversight.

Composition

Majority independent directors; chaired by the Board Chair or a designated independent director.

Remuneration Committee

Oversight of executive remuneration, incentive structures, and alignment between management compensation and long-term platform value creation. Responsible for ensuring remuneration frameworks attract and retain institutional-quality leadership.

Composition

Entirely independent directors; chaired by an independent director.

Investment & Capital Allocation Committee

Review and approval of capital allocation decisions above defined thresholds, including operating company investments, acquisitions, and significant capital expenditure. Responsible for ensuring capital allocation discipline meets institutional investor standards.

Composition

Mix of executive and independent directors; chaired by an independent director with investment expertise.

ESG & Stakeholder Committee

Oversight of environmental, social, and governance performance across all operating companies. Responsible for ensuring the platform's ESG commitments are embedded in operations and reported transparently to all stakeholders.

Composition

Mix of executive and independent directors; chaired by an independent director with ESG expertise.

Institutional Continuity

Vika Group's full institutional continuity framework — covering leadership succession, capital allocation discipline, business continuity planning, risk oversight, and long-term ownership philosophy.

View Framework

Governance Overview

Vika Group's governance principles, ethics and compliance framework, anti-corruption policy, responsible business conduct, and community engagement standards.

Governance Overview

The institution is designed to endure across generations — independent of any single individual, and accountable to the long-term standard it has set for itself.

The governance architecture documented on this page reflects the deliberate design choices of a platform built from inception to meet the standards of the world's most demanding institutional capital partners. Formal appointments will be announced as the platform reaches the appropriate stage of development.

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