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Corporate Governance

Council of Directors

The Council of Amare Omnia Holdings, Ltd. comprises Gary Dinmore, Chairman; Cynthia Figueroa, Senior Independent Director; Lukess Joseph; Marika Igras; Mohad Baboli; Jovanni Gomez; and Samantha Karp. Aside from Ms. Igras, who serves as Chief Legal Officer and Chief Compliance Officer for the Investment Manager, Amare Omnia Capital Management, L.P., all directors are classified as independent.

​The Council facilitates rigorous oversight through formal quarterly sessions and maintains continuous engagement with both the Investment Manager and Apex Group (Bermuda) Limited, the Company's Administrator.Directors remain comprehensively appraised of portfolio developments and essential operational matters necessitated for effective corporate stewardship. This collaborative structure ensures that all strategic decisions and investment activities are subject to professional scrutiny. By upholding these standards of governance, the Council remains committed to the long-term fiscal integrity and transparency of the organization.

AIC Code

The Company is a member of the Association of Investment Companies. Please see the Company’s Annual Report for the Directors’ statement of compliance with the AIC Code.

Audit Committee

The Audit Committee consists of Mr. Joseph, Ms. Baboli, and Mr. Gomez. Mr. Joseph is the Chairman of the Audit Committee. The principal duties of the Audit Committee are to consider the appointment, independence and remuneration of the auditors and to monitor the integrity of the financial statements of the Company, including its annual and half-yearly reports and formal announcements relating to the Company’s financial performance.

In particular, the Audit Committee reviews and assesses, where necessary:

  • The consistency of, and any changes to, significant accounting policies both on a year on year basis and across the Company;
     

  • The methods used to account for significant or unusual transactions where different approaches are possible;
     

  • Whether the Company has followed appropriate accounting standards and made appropriate estimates and judgments, taking into account the views of the external auditors;
     

  • The clarity of disclosure in the Company’s financial reports and the context in which statements are made; and
     

  • The content of the Annual Report and financial statements and all material information presented with the financial statements.
     

The Audit Committee reports to the Board on significant financial reporting issues and judgments communicated to the Audit Committee by the auditors and advises the Board on whether, taken as a whole, the Company’s Annual Report is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company’s performance, business model and strategy.

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