30Related parties 30.1Subsidiaries IHS Holding Limited (‘the Parent’) is the ultimate parent of the following related parties at the year end: | | | | | | | | | | | | | | | | Ownership | | | | | | | | | | interests | | Ownership | | | | | | | | held | | interests held | | | | | | Country of | | by the Group | | by the Group | | Entity name | | Principal activity | | incorporation | | 2023 | | 2022 | | IHS Holding Limited (ultimate parent) | | Holding company | | Cayman Islands | | — | | — | | IHS Mauritius Cameroon Limited | | Holding company | | Mauritius | | 100 | % | 100 | % | IHS Mauritius Côte d’Ivoire Limited | | Holding company | | Mauritius | | 100 | % | 100 | % | IHS Mauritius Netherlands Limited | | Holding company | | Mauritius | | 100 | % | 100 | % | IHS Mauritius Zambia Limited | | Holding company | | Mauritius | | 100 | % | 100 | % | IHS Mauritius Rwanda Limited | | Holding company | | Mauritius | | 100 | % | 100 | % | IHS Africa (UK) Limited | | Provision of management services | | United Kingdom | | 100 | % | 100 | % | IHS Netherlands (Interco) Coöperatief U.A. | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS Netherlands Holdco B.V. | | Provision of finance | | Netherlands | | 100 | % | 100 | % | IHS Netherlands NG1 B.V. | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS Netherlands NG2 B.V. | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS Nigeria Limited | | Operating* | | Nigeria | | 100 | % | 100 | % | INT Towers Limited | | Operating* | | Nigeria | | 100 | % | 100 | % | IHS Towers NG Limited | | Operating* | | Nigeria | | 100 | % | 100 | % | IHS Côte d’Ivoire S.A. | | Operating* | | Côte d’Ivoire | | 100 | % | 100 | % | IHS Cameroon S.A. | | Operating* | | Cameroon | | 100 | % | 100 | % | IHS Zambia Limited | | Operating* | | Zambia | | 100 | % | 100 | % | IHS Rwanda Limited | | Operating* | | Rwanda | | 100 | % | 100 | % | Rwanda Towers Limited | | Operating* | | Rwanda | | 100 | % | 100 | % | IHS Kuwait Limited | | Operating* | | Kuwait | | 100 | % | 100 | % | IHS Brasil - Cessão de Infraestruturas S.A. | | Operating* | | Brazil | | 100 | % | 100 | % | IHS Towers Colombia S.A.S | | Operating* | | Colombia | | 100 | % | 100 | % | IHS Peru S.A.C. | | Operating* | | Peru | | 100 | % | 100 | % | San Gimignano Imoveis e Adminsitracao Ltda. | | Provision of land management | | Brazil | | 100 | % | 100 | % | Nigeria Tower Interco B.V. | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS Netherlands GCC B.V. | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS Netherlands KSA B.V. | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS GCC Limited | | Provision of management services | | United Arab Emirates | | 100 | % | 100 | % | IHS Netherlands Connect B.V. | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS GCC KW Holding Limited | | Provision of management services | | United Arab Emirates | | 70 | % | 70 | % | IHS FinCo Management Limited | | Provision of finance | | United Arab Emirates | | 100 | % | 100 | % | IHS GCC MAR Holding Limited | | Holding company | | United Arab Emirates | | 100 | % | 100 | % | Global Independent Connect Limited | | Operating* | | Nigeria | | 100 | % | 100 | % | IHS KSA Limited | | Operating* | | Kingdom of Saudi Arabia | | 100 | % | 100 | % | IHS SSC FZE | | Provision of management services | | United Arab Emirates | | 100 | % | 100 | % | IHS Netherlands RSA B.V | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS Netherlands BR B.V | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS South Africa Holding Proprietary Limited | | Holding company | | South Africa | | 100 | % | 100 | % | IHS Towers South Africa Proprietary Limited | | Operating* | | South Africa | | 100 | % | 100 | % | IHS Netherlands PHP B.V | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS Towers Inc. | | Provision of management services | | United States of America | | 100 | % | 100 | % | IHS Netherlands EGY B.V. | | Holding company | | Netherlands | | 100 | % | 100 | % | IHS Telecom Towers Egypt S.A.E. | | Operating* | | Egypt | | 80 | % | 80 | % | Skysites Americas Ltda | | Operating* | | Brazil | | ** | | 100 | % | Wi-Fi Mundial Ltda. | | Operating* | | Brazil | | 100 | % | 100 | % | IHS Fiber Brasil Participações Ltda. | | Holding company | | Brazil | | ** | | 100 | % | IHS Fiber Brasil - Cessão de Infraestruturas Ltda. | | Holding company | | Brazil | | 100 | % | 100 | % | I-Systems Soluções de Infraestrutura S.A. | | Operating* | | Brazil | | 51 | % | 51 | % | Centennial Towers Colombia S.A.S. | | Operating* | | Colombia | | 100 | % | 100 | % | Polar Breeze Colombia S.A.S | | Operating* | | Colombia | | 100 | % | 100 | % | Centennial Towers Brasil Cooperatief U.A. | | Holding company | | Netherlands | | 100 | % | 100 | % | Centennial Towers of Brasil B.V. | | Holding company | | Netherlands | | 100 | % | 100 | % | Centennial Towers of Colombia Ltd. | | Financing company | | British Virgin Islands | | 100 | % | 100 | % | IHS CNT Brasil Torres de Telecomunicacoes Ltda. | | Operating* | | Brazil | | ** | | 100 | % | Polar Breeze Empreendimentos Ltda. | | Operating* | | Brazil | | ** | | 100 | % | IHS E-Services (NG) Limited | | Provision of management services | | Nigeria | | 100 | % | — | |
*All operating subsidiaries provide telecommunication support services as their principal activity. **Entity liquidated after an internal merger. The shares of the Parent are widely owned by various investors. No investor has the full controlling right over the Company. 30.2Key management personnel The compensation paid or payable to key management for employee services is shown below: | | | | | | | | | 2023 | | 2022 | | 2021 | | | $’000 | | $’000 | | $’000 | Key management compensation | | | | | | | Short‑term employee benefits | | 18,354 | | 19,980 | | 25,537 | Post‑employment benefits | | 154 | | 1,723 | | 105 | | | 18,508 | | 21,703 | | 25,642 | Share-based payments | | 6,696 | | 5,380 | | 9,795 | | | 25,204 | | 27,083 | | 35,437 |
Key management during in the year ended December 31, 2023 included members of the Executive team (Sam Darwish, William Saad, Mustafa Tharoo, Mohamad Darwish, Ayotade Oyinlola, William Bates (until September 30, 2023), Colby Synesael and Steve Howden) and Non-Executive Directors. 30.3Other related party transactions and balances During the year ended December 31, 2023, DAR Telecom Consulting LLC (“DAR Telecom”) was paid $Nil (2022: $175,000, 2021: $1,125,384) for services provided by Mr Sam Darwish, the Chairman & Group Chief Executive Officer. DAR Telecom is controlled by Mr Darwish. These amounts are included in Key Management Compensation. During the year ended December 31, 2023, DAR Telecom invoiced the Group for medical insurance premiums it had paid on behalf of the Group for $Nil (2022: $Nil, 2021: $85,163). Included in these amounts are $Nil (2022: $Nil, 2021: $38,330) that relate to Mr Darwish and are included in Key Management Compensation. During the year ended December 31, 2023, the Group incurred costs on behalf of Mr Darwish of $Nil (2022: $26,910, 2021: $551,574) which were fully repaid by DAR Telecom. At December 31, 2023, the Group had a receivable of $Nil (2022: $Nil, 2021: $551,574) from DAR Telecom. During the year ended December 31, 2022 and in prior years, the Group was provided corporate administration services by CKLB International Management Limited (“CKLB”). Mr Christian Li and Mrs Kathleen Lai, who served as directors of IHS Holding Limited until October 13, 2021, are directors of CKLB. The fees paid for the year ended December 31, 2021 up to the date of their resignation were $300,935. During the year ended December 31, 2022, the Group entered into an arm’s length agreement to sub-lease office space from a subsidiary company of Wendel Group, a significant shareholder of the Company. Under the subs-lease agreement, the Group paid rent and utilities amounting to $366,896 (2022: rent and utilities of $343,600 and a deposit of $195,298, 2021: $Nil). During the year ended December 31, 2023, we entered into an arm’s length agreement for the provision of consulting services from Teneo Strategy LLC (“Teneo Strategy”). Ms Ursula Burns, a Non-Executive Director, is the Chairwoman of the Board of Teneo Worldwide, LLC. The total fees paid to Teneo Strategy for the year ended December 31, 2023 were $750,000. There were no other material transactions or balances between the Group and its key management personnel or members of their close family.
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