Corporate Governance

Board of Directors

The Board of Directors of Fortress Fund Managers Limited is committed to exercising corporate governance practices that enhance all stakeholders’ value and promote the long-term growth and financial viability of the Company. The Company adheres to all legal and regulatory requirements, guidelines and recommendations applicable to it as outlined by the requisite regulatory bodies in Barbados, Cayman Islands and British Virgin Islands.

Key responsibilities

The Board’s key responsibilities which its exercises through decision making and oversight are strategic planning, risk management, succession planning, shareholder communications and public disclosures, corporate governance, legal and regulatory compliance and performance evaluations.

Duties

The Board determines its own organisation and has Audit & Risk and Corporate Governance & Nomination Committees to assist it in fulfilling its duties.

Board of Directors and
Corporate Secretary

The Board is comprised of knowledgeable and experienced directors. The maximum number of Directors permitted by the Company’s By-Laws is ten with a minimum of two. The Board currently consists of eight members; four of whom are independent, three of whom are non-executive and one who is an executive director.

The following outlines the biographical detail and experience of the Directors.

Sir Geoffrey Cave
Non-Executive Chairman
Sir Geoffrey Cave is currently Non-Executive Chairman of Fortress Fund Managers Limited. He was elected Chairman of the Board of Directors in 1996 and chairs the Boards of Cave Shepherd & Co. Limited and DGM Holdings Inc.

In November 2016, on Barbados’ 50th Anniversary of Independence, he was awarded the honour of Knight of St. Andrew for his outstanding contribution to business. Sir Geoffrey served as an Independent Senator appointed by the Governor-General of Barbados during the period 2009 to 2013. In 2007, the University of the West Indies conferred on him an Honorary Degree of Doctor of Laws (LLD) and in the Queen’s New Years’ Honour’s List in 2003, he was appointed Commander of the Most Excellent Order of the British Empire. His distinguished career in business in Barbados and the region was recognized in 2001 when he was awarded a Caribbean Master Entrepreneur Award. At the turn of the century, Sir Geoffrey was awarded the Barbados Centennial Honour.

Sir Geoffrey holds a B. Comm. from McGill University in Canada.

Ruth Henry is an Independent Director of Fortress Fund Managers Limited.

Ms. Henry is admitted to practice as an Attorney-at-Law in Barbados. She has worked extensively in corporate and property law including advising local, regional and international clients in corporate structuring, regulatory issues, and large commercial transactions. Ms. Henry is currently a Senior Associate with Chancery Chambers and is a member of the Society of Trust and Estate Practitioners. She holds a Bachelor of Laws from the University of the West Indies, Cave Hill.

John Howard
Independent Director
John Howard is an Independent Director of Fortress Fund Managers Limited.

Mr. Howard was Director of Invest Barbados and of the Institute of Chartered Accountants in the Caribbean. He was also past President of the Barbados International Business Association (BIBA).

He is currently President of Summit International Bank where he has responsibility for a global portfolio of assets. He worked previously as Finance Director with Barrick International Bank Corporation, the global treasury operation for Barrick Gold and was also Vice President, Business Advisory Services, for PwC in the region. Mr. Howard is a Chartered Accountant and Certified Financial Analyst.

Greg McConnie is an Independent Director of Fortress Fund Managers Limited.

Mr. McConnie has over 25 years of experience in the financial services industry. He is the President and Chief Executive Officer of Brookfield International Holdings Inc. In addition, he has also served for seven years as a Director of BIBA – The Association for Global Business, where he was at times a President, 2nd and 1st Vice-President.

Mr. McConnie was educated at the University of the West Indies and is a Fellow of the Association of Chartered Certified Accountants and of the Institute of Chartered Accountants of Barbados. He also holds the Associate in Reinsurance (ARe) designation from The Institutes.

Maria Nicholls
Independent Director

Maria Nicholls is an Independent Director of Fortress Fund Managers Limited.

She is currently the Chief Financial Officer of London Life and Casualty (Barbados) Corporation, a composite reinsurer that writes life, annuity, mortgage and property and casualty reinsurance business. Ms. Nicholls is a Chartered Accountant with over 25 years of experience in auditing, accounting, financial and general management. She qualified as a Chartered Accountant in 1994 and is a graduate of the University of Windsor in Ontario, Canada with a Bachelor of Commerce (Accounting) degree.

Tracey Shuffler
Independent Director
Tracey Shuffler is an Independent Director of Fortress Fund Managers Limited. She is a former president of the Barbados Chamber of Commerce and Industry.

She is currently the Chief Executive Officer of Caribbean Distribution Partners Limited, a fast-moving consumer goods (FMCG) distribution company jointly owned by Goddard Enterprises Limited and Agostini’s Limited.

Ms. Shuffler has over 20 years of experience in executive leadership across several industries including food and beverage marketing, tourism related services and support, and FMCG distribution. She has a Bachelor of Commerce degree from McGill University and an MBA in International Business & Finance from Concordia University both in Quebec, Canada.

John Williams
Non-Executive Director

John Williams is a Non-Executive Director of the Board.

Mr. Williams is Chief Executive Officer and a Director of Cave Shepherd & Co. Limited. He serves as Chairman of SigniaGlobe Financial Group Inc. and serves as a Director on the Boards of DGM Holdings Inc., Bridgetown Cruise Terminal Inc. and G.C.S. Limited.

Mr. Williams has over 30 years’ experience in senior management positions in both the services and manufacturing industries. In 2011, he was appointed Chairman of the Barbados Private Sector Association, a position he held until January 2014. Previously, he has served as President of the Barbados Chamber of Commerce and Industry and Deputy President of the Institute of Chartered Accountants of Barbados. Mr. Williams is a Fellow of the Institute of Chartered Accountants of England and Wales (FCA) and the Institute of Chartered Accountants of Barbados (ICAB).

Roger Cave
Founder and Investment Director
Roger Cave is the Founder and Investment Director of Fortress Fund Managers Limited a company founded in 1996.  Mr. Cave also serves as a Director on the Boards of SigniaGlobe Financial Group and DGM Financial Group.

Previously, Mr. Cave worked with Coopers & Lybrand in Toronto as well as PriceWaterhouse and the Commonwealth Development Corporation in Barbados.

Mr. Cave is a graduate of Bishop’s University, Canada where he obtained a BBA.  He is a CFA charterholder as well as a Chartered Accountant.  He is also a Fellow of the Institute of Accountants of Barbados (ICAB).

Hanna Chrysostom
Company Secretary
Hanna Chrysostom was appointed as Company Secretary Fortress Fund Managers Limited in 2013.

She is responsible for ensuring the integrity of Fortress’ governance framework and as In-House Counsel, she also offers legal and regulatory advice on matters and conducts legal research for the benefit of the Company.

Ms. Chrysostom is admitted to practice as an Attorney-at-Law in Barbados and Trinidad & Tobago. She has had a diverse legal career with over ten (10) years of experience in corporate and commercial law, and litigation. She has worked in private practice and as in-house counsel for a major international telecommunications company. Ms. Chrysostom holds a Master of Business Administration from the University of Durham, UK.

Board Committees

The Audit & Risk and Corporate Governance & Nomination Committees play an integral part in the governance process of the Company in that they assist the Board with the proper discharge of its functions by providing an opportunity for more in-depth discussions. The Committees are required to regularly report back to the Board on findings, assessments, and recommended courses of action.

Audit & Risk Committee

The members of the Audit & Risk Committee are independent directors. An independent director is an individual who meets the independence requirements of the Company’s Corporate Governance Policy. The members are financially literate with a sound understanding of accounting principles and possess experience in analysing and evaluating financial statements.

The Audit & Risk Committee assists the Board in overseeing the external audit process and managing all aspects of the relationship with the external auditors. It provides a direct channel of communication between the auditors and the Board and assists the Board in ensuring that the audit is conducted in a thorough, objective and cost-effective manner. The Committee also reviews interim and audited financial statements and oversees the internal audit function, reviewing the internal auditor’s assessment of the adequacy and effectiveness of the Company’s internal controls, legal and regulatory compliance and risk management.

Members of the Audit and Risk Committee:

  • John Howard, Chairman
  • Greg McConnie
  • Maria Nicholls

Corporate Governance & Nomination Committee

The members of the Corporate Governance & Nomination Committee are independent directors. An independent director is an individual who meets the independence requirements of the Company’s Corporate Governance Policy.

The Corporate Governance & Nomination Committee develops and recommends to the Board policies and procedures to establish and maintain good corporate governance practices. The Committee is also responsible for reviewing and advising the Board on the nomination and appointment of directors and assists the Board in creating a culture of honesty, integrity, transparency and accountability.

Members of the Corporate Governance and Nomination Committee:

  • Tracey Shuffler, Chairperson
  • Ruth Henry
  • Maria Nicholls