Independent Member of the AgDevCo Ventures Investment Committee (IC)

1. IntroductionAgDevCo Limited (“AgDevCo”) is seeking to recruit two Investment Committee Members for AgDevCo Ventures (“AV”).Established in 2009, AgDevCo is a social impact investor that invests in agribusinesses in Sub-Saharan Africa. AgDevCo’s mission is to build successful and sustainable African agribusinesses through long- term investment and technical assistance to deliver positive impact at scale. Our vision is a thriving and productive commercial African agriculture sector that benefits people, economies and the environment. AgDevCo provides patient capital, in the form of debt and/or equity, and specialist advice to support pioneering agribusinesses.AV is a new investment vehicle that has approximately $50m to invest in early-stage agri-SMEs in East Africa, offering smaller tickets than our main fund. Established as AgDevCo’s subsidiary, AV will invest mezzanine debt and partner with entrepreneurs to grow their companies profitably and with impact. Our investments offer a way of leveraging private capital into socially responsible farming and agri-processing businesses in Africa, with major benefits for smallholder farmers and local communities. AgDevCo has regional offices and country presence in West, East and Southern Africa – and investments in 10 countries in sub-Saharan Africa. AV will focus initially on East Africa, and target investments in Ethiopia, Kenya, Rwanda, Tanzania and Uganda.2. RoleTime Commitment Monthly virtual IC meetings will be scheduled in advance. Additional meetings can be held on request. Specific responsibilities The primary responsibility of the IC is to take investment decisions on the making, restructuring and exit of investments within delegated authorities set by the AV Board. In taking these decisions the IC is expected to take account of both the commercial and impact investment theses and the risks to both.The terms of reference for the AV IC are attached as an Annexure, and AgDevCo’s code of conduct can be found on our website. 3. Profile We are seeking to recruit someone with prior investment committee experience and with strong networks within East Africa and/ or experience at commercial banks, private equity firms or impact investors focused on Sub-Saharan Africa. Required experience:Extensive experience investing debt, mezzanine or equity into agri-SMEs in East Africa.Experience of serving on a credit committee or an IC.Structured risk mindset and approach to decision making, with a focus on the financials and the underlying business plan risk. Understanding of how to make or evaluate investments for different stages of business development (including the challenges of investing in early-stage SME enterprises), for impact as well as commercial return.An understanding of and interest in ESG/development impact of agribusiness in Africa and how this can be integrated into risk management and investment decision making.Candidates will also have the following competencies:Strong intellectual and analytical skills.Independence of mind combined with integrity and humility.Thrive on robust, rigorous debate.Ability to challenge others’ views and willingness to re-examine their own views.Ability to develop effective and constructive relationships with other committee members, management team and external stakeholders.Ability to identify, articulate, and balance stakeholders’ interests and objectivesconstructively and collaboratively; andAbility to assess policies and proposed actions in a high-risk business environment while taking account of AV’s social impact mandate.4. Why should you join us? Successful candidates will be offered the following:the opportunity to be part of a diverse team of friendly, collaborative and highly skilled professionals building a successful and high impact investment business.the opportunity to contribute to the strategic development of an increasingly important player in the African agricultural space; andthe opportunity to use professional skills to contribute to the economic development of the countries in SSA in which we operate.5. How to apply? To be considered, applications must include both of the following:a. a CV that details all relevant experience.b. a covering letter that describes the motivation and suitability for this role.AgDevCo is committed to creating a diverse environment and is proud to be an equal opportunity employer. All qualified applicants will receive consideration for employment without regard to race, colour, religion, gender, gender identity or expression, sexual orientation, national origin, disability, or age.Annex A: TOR for AgDevCo Ventures ICA.1 MembershipThe IC is a sub-committee of the Board.The IC will comprise of up to two non-executives (who may be non-executive Board Members or independents) one appointed by AgDevCo and the other by funders receiving a performance payment, and up to four AgDevCo executives, including AgDevCo’s CIO.  The Chair of the IC will be AgDevCo’s CIO.The Board will from time to time review the composition of the IC.A.2 MeetingsMeetings shall be held monthly either physically or by video conference or telephone. Additional meetings can be held on request.The IC may be requested to address time critical issues. Urgent papers may be considered by email, where possible with not less than seven days allowed for consideration by IC members.A quorum shall be three members, at least one of whom shall be an independent IC member (once at least one is appointed).The Chair of the IC does not have a casting vote in the event of deadlock. Approvals require a majority vote. A.3 ReportingThe IC shall report all approvals that it makes within its delegated authority, together with any recommendations on investments that exceed its delegations, for review at each AV Board meeting.A.4 ResponsibilitiesThe role of IC relates to direct investments (including DD budget approval) as proposed by the AV senior executive team. It is the primary responsibility of the IC to assess and agree both the development impact and commercial investment thesis, how they are to be achieved, and risks to financial return and impact when making investment decisions.In accordance with the agreed delegated authorities, its role is to:consider and approve screening notes, investments, divestments or restructurings at any amount. consider and approve material amendments;provide comments and feedback on investment proposals that are under development prior to submission when appropriate and time permitting; review and approve material developments (e.g. changes in structure / opportunities to exit, etc.) with respect to a held investment;review all Investments at least quarterlybi-annually (including their development impact, ESG and climate change performance) and make recommendations to the deal teams where appropriate; ensure that AgDevCo is following a strategy to maximise its commercial and development impact; andreview and approve the valuation of investments as at 30th June and 31st December each year.Requests for changes in investment structure, amounts and purpose shall be set out in a short note from the investment team explaining the proposed change. The IC will review its terms of reference and effectiveness annually and make any necessary recommendations to the Board.