Governance

Built on accountability

Strong governance is the foundation of our ability to manage capital responsibly and deliver lasting development impact.

We are committed to the highest standards of accountability, transparency, and integrity — standards that give our investors and partners confidence that capital is protected, decisions are disciplined, and outcomes are measurable.

Our governance framework is designed in alignment with the International Finance Corporation’s Corporate Governance Standards, embedding independence, integrated risk management, and robust external assurance across our operations.

Our Governance Framework

External Independent Assurance

Our financial integrity is validated by the Big 4 firms, reinforcing our commitment to transparency and rigor. This is complemented by a strong internal control environment, with an external, independent internal auditor providing objective assurance on our operations and risk management.

Expert Advisory Support

We are guided by a reputable legal team, Kimathi & Partners, whose expertise in corporate governance, regulatory compliance, and investment structuring ensures that RDF operates within a sound legal framework and adheres to best practice standards. An external consultant with decades of experience oversees our procurement processes, ensuring transparency and value for money.

Comprehensive Policies & Manuals

Our operations are governed by detailed, Board-approved policies and internal control manuals, which are reviewed and updated annually to ensure continued relevance and effectiveness.

Board Leadership

Strategic direction. Fiduciary oversight.

Our Board provides strategic direction, fiduciary oversight, and institutional stewardship, ensuring all activities align with our core mandate and risk appetite.

The Board comprises individuals with deep and diverse experience across finance, banking, development, agriculture, risk management, economics, and corporate governance.

75%

Independent Directors

Reflecting our commitment to unbiased oversight, 75% of our Board members are independent directors — ensuring that decisions are made objectively, in the best interest of the institution and its mission.

Meet the Board

Audit and Risk Committee

This committee oversees the integrity of financial reporting, the effectiveness of internal controls, and the enterprise risk management framework. It is chaired by an independent female director, demonstrating our commitment to diversity and gender equity in leadership.

Finance and Investment Committee

This committee reviews all potential investment opportunities, ensuring they align with RDF's strategic mandate, financial viability criteria, and development impact objectives.

Continuous Development

We invest in our Board’s effectiveness through annual training programs designed to enhance skills and keep members abreast of evolving governance trends and regulatory requirements.

Investment & ESG

Disciplined decisions. Responsible capital.

We apply a structured and transparent framework to guide every capital deployment decision. Our detailed review process ensures disciplined decision-making and risk mitigation.

Rigorous Screening

All investments undergo a comprehensive due diligence process that assesses strategic alignment, financial viability, and risk profile.

Integrated ESG

A cornerstone of our process is a detailed Environmental, Social, and Governance (ESG) policy, which applies to every potential investment. This ensures that all our financing activities are responsible and sustainable.

Enterprise Risk

A formal ERM framework

RDF maintains a formal Enterprise Risk Management (ERM) framework that sets our risk appetite and embeds a strong risk culture across the organization.

Dedicated Oversight

A dedicated Risk Officer is responsible for the day-to-day implementation of the ERM framework, systematically identifying, assessing, monitoring, and reporting on key risks.

Structured Reporting

Risk management responsibilities are clearly defined, with regular reporting to senior management and the Board Audit and Risk Committee. This ensures institutional integrity and capital preservation, allowing us to balance development impact with financial sustainability.

Ethics & Compliance

Integrity in everything we do

We operate under a strong ethical framework that promotes integrity and professionalism in all we do.

A Code of Ethics and Professional Conduct

A zero-tolerance policy for corruption and fraud

Mandatory conflict-of-interest disclosures

Confidential whistleblowing mechanisms

Accountability

Governance that evolves

Our Guarantors are active partners in our governance. Through structured engagement, we ensure their perspectives inform our strategic direction and oversight. This collaborative approach keeps us accountable to those who support our mission, and it is central to how we operate.

We recognize that governance must evolve to remain effective. Our commitment to transparency and improvement is demonstrated through:

Annual

Self-Evaluation

We conduct a comprehensive annual self-assessment of our governance practices and performance to identify strengths and areas for enhancement.

Biennial

Independent Evaluation

Every two years, we engage an external, independent expert to conduct a formal evaluation of our governance framework. This rigorous, third-party review provides an objective assessment of our maturity level and validates our progress.

“Through this cycle of continuous assessment and external validation, we ensure our governance framework evolves to meet emerging challenges and remains a source of strength and competitive advantage.”