Shareholders of Ecobank Transnational Incorporated have approved changes to the banking group’s governance framework, including a reduction in the maximum number of directors and stricter participation requirements for shareholder and board meetings.
The resolutions were approved at an Extraordinary General Meeting held on August 13, 2026, following a review of the company’s Articles of Association.
One of the most significant changes will reduce the maximum size of Ecobank’s board from 15 directors to 12.
The pan-African banking group said the smaller board is intended to improve the effectiveness of deliberations and strengthen individual accountability while maintaining appropriate levels of independence and regulatory compliance.
Shareholders also approved a change to the quorum required for general meetings.
Rather than determining quorum based on the presence of at least 20 shareholders, Ecobank will now require shareholders representing at least 25% of the company’s paid-up share capital.
The change shifts the emphasis from the number of shareholders attending a meeting to the proportion of the company’s economic ownership represented.
Ecobank also tightened the requirements governing decisions taken by its board.
Previously, a minimum of three directors could constitute a quorum for a board meeting. Under the amended framework, more than half of all serving directors must participate before the board can conduct business.
The higher threshold is expected to ensure that decisions receive broader participation from directors and are not determined by a relatively small portion of the board.
Shareholders separately approved the removal of the tenure limit applying to non-executive directors.
The change does not automatically extend the mandate of any existing director, while Ecobank’s mandatory retirement age of 70 years remains in place.
Non-executive directors will continue to face shareholder elections and re-elections, leaving investors with the authority to determine whether individual directors remain on the board.
Ecobank said removing the tenure cap would allow the group to retain institutional knowledge and experienced directors while preserving shareholder control over board composition.
The governance changes will be implemented when appropriate and remain subject to applicable laws and regulatory requirements.
