For Executives For Executives

Chair, Audit and Risk Committee

  • Scope: Pan-African
Lead the Board’s oversight of financial integrity, audit, risk, internal controls and compliance, while contributing fully as an independent Non-Executive Director.

MTN Group Foundation

Introduction

Role Overview

Key Responsibilities

Required Skills and Experience

Personal Attributes

Geographic & Diversity

Independence & Due Diligence

Why Join

Apply Now

Introduction

Established by MTN Group, MTN Group Foundation is a newly created pan-African philanthropic institution with an ambition to advance digital and socio-economic inclusion across Africa. Drawing on MTN’s scale, reach and digital capabilities, the Foundation will initially focus on digital skills for digital jobs, access to affordable devices, and education and skills development, while mobilising partnerships, expertise and capital to extend its impact over time.

Working alongside MTN country foundations, operating companies, funders and implementation partners, the Foundation will combine Group-level capabilities and partnerships with local insight and delivery, creating the potential to develop and scale high-impact initiatives across multiple African markets.

The inaugural Board will play a defining role in shaping the institution from its earliest stage. Its members will help set strategic direction, establish strong governance, build institutional credibility and steward the partnerships and resources required for the Foundation to realise its ambition at scale. For those appointed, this is an opportunity not simply to join a Board but to help shape the foundations of an institution designed to have a lasting impact across the continent.

Role Overview

The Chair of the Audit Committee will lead the committee responsible for assisting the MTN Group Foundation Board in overseeing financial integrity, audit, internal controls, risk management, regulatory compliance, and institutional accountability.

Group Foundation Board in overseeing financial integrity, audit, internal controls, risk management, regulatory compliance and institutional accountability.

The role will be particularly important during the Foundation’s establishment and early growth. The Foundation intends to mobilise and manage significant external funding, enter into complex partnerships and coordinate multi-country initiatives involving MTN Group, country foundations, operating companies, philanthropic institutions, development partners and other stakeholders.

The Audit Committee Chair will help ensure that the Foundation develops the financial discipline, control environment and assurance arrangements necessary to protect its assets, fulfil its obligations and maintain the confidence of donors, regulators, partners and beneficiaries.

The Chair will lead the Committee’s work but will not provide audit and risk oversight alone. Oversight will be exercised collectively by the Audit Committee, with the full Board retaining ultimate accountability for the Foundation’s financial stewardship, risk governance and compliance.

In addition to chairing the Committee, the successful candidate will serve as an independent Non-Executive Director and contribute broadly to the Foundation’s strategy, governance and institutional development.

Key Responsibilities

Audit and Risk Committee leadership

Lead the Audit and Risk Committee in fulfilling its responsibilities under the Foundation’s governance framework and approved terms of reference, establishing a disciplined annual work programme focused on the most material financial, assurance, risk and compliance matters. The Committee Chair will foster independent, evidence-based challenge, maintain effective relationships with management, auditors, and assurance providers, and ensure that significant issues are clearly escalated to the full Board. The role will also maintain appropriate engagement with Audit and Risk Committee Chairs across MTN country foundations to support coordination and visibility across the wider Foundation ecosystem. 

Financial integrity, audit and assurance

Oversee the integrity and quality of the Foundation’s financial reporting, including annual financial statements, management information, accounting judgements and the financial implications of multi-country operations and external funding. The Chair will oversee the independence and effectiveness of the external auditor and the development of an appropriate internal audit and assurance model, ensuring that audit findings, control weaknesses and agreed remedial actions receive appropriate scrutiny and follow-through. 

Internal controls, risk and financial sustainability

Provide oversight of the Foundation’s internal control environment, including budgeting, expenditure, procurement, treasury, financial delegations, donor funds and shared arrangements involving MTN Group, country foundations and implementation partners. The Committee Chair will also lead Committee oversight of enterprise risk, helping to ensure that material financial, operational, regulatory, partnership, reputational, technology, and funding risks are identified, understood, and appropriately managed, with particular attention to multi-country activity, liquidity, donor dependency, and long-term financial sustainability. 

Donor funding, partnerships and counterparty assurance

Oversee the control, assurance and due diligence arrangements associated with external funding, grants and significant partnerships. This includes ensuring that the Foundation is equipped to manage donor commitments, restrictions, expenditure and reporting obligations; assessing the financial and compliance implications of major funding arrangements; and maintaining appropriate scrutiny of prospective funders, partners, grantees, vendors and implementation organisations. The Chair will help ensure that funding and partnership decisions remain transparent, traceable and consistent with the Foundation’s governance standards and risk appetite. 

Compliance, ethics and accountability

Oversee the effectiveness of the Foundation’s compliance and ethical framework, including anti-bribery and corruption, anti-money laundering, sanctions, fraud, conflicts of interest and politically exposed person risks. The Chair will ensure that significant compliance breaches, investigations and regulatory matters are appropriately addressed, while promoting effective whistleblowing arrangements and a culture of transparency, accountability and responsible conduct across the Foundation. 

Board reporting and wider contribution

Provide clear and timely reporting to the full Board on material audit findings, financial issues, control deficiencies, compliance matters and changes in risk exposure, helping fellow directors understand both the assurance received and its limitations. As a Non-Executive Director, the Committee Chair will also contribute independently to the Foundation’s broader strategy, partnerships, funding, leadership, and institutional development, while maintaining an appropriate distinction between Board oversight and management responsibilities.

Required Skills and Experience

The successful candidate should demonstrate most of the following:

  • Significant experience as Chair or senior member of an Audit, Audit and Risk, Finance or equivalent Board committee.
  • Substantial senior leadership experience across finance, investment, accounting, audit, risk, assurance or financial governance.
  • A relevant professional qualification in accounting, finance, investment, audit or risk, or equivalent senior professional standing, would be advantageous but is not essential.
  • Deep knowledge of financial reporting, external audit, internal controls and assurance.
  • Experience overseeing complex organisations operating across multiple countries, legal entities or stakeholder environments.
  • The ability to analyse and explain complex financial, audit and risk matters clearly to fellow directors.
  • Experience overseeing enterprise risk management and understanding the relationship between strategy, risk appetite and internal control.
  • Experience with foundations, development finance institutions, investment organisations, multilateral organisations, grant-making entities or other complex funding and public-purpose institutions would be advantageous.
  • Experience with restricted funding, grant compliance, donor reporting or multi-institutional funding arrangements would be valuable but is not essential.
  • Strong understanding of fraud risk, anti-bribery and corruption, sanctions, anti-money laundering, conflicts of interest and politically exposed person controls.
  • Experience assessing related-party arrangements and transactions involving connected organisations.
  • An appreciation of technology, data protection, cybersecurity and digital programme risk.
  • Strong understanding of director duties, fiduciary responsibilities and the distinction between governance and management.
  • High ethical standards and the confidence to challenge management, auditors and other assurance providers constructively.
  • Experience engaging with regulators, donors, external auditors, legal advisers and senior institutional stakeholders.
  • Prior experience in Africa or other complex and emerging-market environments would be advantageous.

Personal Attributes

The successful candidate should demonstrate:

  • Impeccable integrity, independence and professional credibility.
  • Strong analytical capability and attention to material detail.
  • Sound judgement and the ability to distinguish significant matters from routine issues.
  • Constructive scepticism without becoming obstructive.
  • The confidence to ask difficult questions and pursue satisfactory answers.
  • An ability to communicate complex information clearly and concisely.
  • Strong Committee leadership and meeting-facilitation skills.
  • A collaborative approach and respect for the collective authority of the Board.
  • Cultural intelligence and the ability to operate across diverse institutional and national contexts.
  • Sufficient time and commitment to prepare thoroughly and discharge the responsibilities of the role.

Geographical and Diversity Considerations

The appointment should strengthen the overall diversity of the Board across gender, geography, professional background and lived experience. Candidates should also bring significant regional and global exposure, together with a demonstrable understanding of Africa’s development and business environment. Additional attributes that would be valuable include:

  • Based in Africa or internationally, with the credibility, contextual understanding and networks required to contribute effectively to a pan-African institution.
  • Strong connections to major MTN markets, including South Africa, Nigeria, Ghana, and Uganda, would be valuable but will not be treated as rigid country requirements.

Independence, Conflicts and Due Diligence

The successful candidate must:

  • Meet the Foundation’s and MTN Group’s director independence requirements.
  • Be independent of management and capable of exercising objective judgement.
  • Be free from actual, potential or perceived conflicts that could materially affect the discharge of the role.
  • Disclose all relevant financial, commercial, professional, political and personal interests.
  • Complete required background checks, conflict assessments, politically exposed person screening and reputational due diligence.
  • Not hold a current role with a direct telecommunications competitor where this would create material independence or confidentiality concerns.
  • Maintain appropriate professional boundaries with management, external auditors and other assurance providers.
  • Understand that the Committee assists the Board but does not replace the accountability of the full Board.
  • Possess an exemplary ethical and professional reputation.

Why Join

This is a rare opportunity to help shape a new pan-African institution from the very beginning. Established by MTN Group, MTN Group Foundation brings together the reach, capabilities and convening power of one of Africa’s leading businesses with an ambition to advance digital and socio-economic inclusion at a meaningful scale. As a member of its inaugural Board, you will help define not only the Foundation’s strategic direction but also the institution it becomes.

You will contribute to building the governance, partnerships and institutional credibility required to mobilise significant resources and translate ambition into sustained impact across multiple African markets. Working alongside fellow Board members, MTN leadership, country foundations and external partners, you will help steward an organisation positioned to connect technology, capital and local insight around some of the continent’s most consequential development opportunities.

For leaders who bring judgment, perspective and the ability to operate at the intersection of business, philanthropy and development, this is an opportunity to leave a distinctive institutional legacy, helping establish a Foundation with the potential to expand opportunity,

Apply Now

Related Roles

Chair of the Board

Provide strategic leadership to the inaugural Board, helping shape the Foundation’s direction, governance, institutional credibility and long-term impact.

Non-Executive Directors

Bring independent judgement, strategic insight and complementary experience to a Board responsible for guiding an ambitious pan-African platform for digital and socio-economic inclusion.
For Executives For Executives
Close Close

Contact

info@theboardroomafrica.com
5th Floor, The CORE Building, No. 62 ICT Avenue, Cybercity, Ebene, Mauritius