AeroSphere — Management & Organisation

The governance structure, the executive leadership mandate and the organisational build-up underpinning AeroSphere.

AeroSphere Business PlanSection 11 › Management & Organisation

Section 11 · Business Plan

Management & Organisation

The governance structure, the executive leadership mandate and the organisational build-up underpinning AeroSphere.

AeroSphere will be led by an experienced executive team spanning
aviation operations, infrastructure development, finance and commercial
real estate, governed by an independent board and supported by
specialist advisers. Given the capital intensity and regulatory
complexity of the venture, governance and management depth are central
to the investment case.

10.1 Governance Structure

The Company will operate a two-tier governance structure: a board of
directors with a majority of non-executive and independent members
responsible for strategy, risk and capital allocation; and an executive
committee responsible for day-to-day management. Board sub-committees
will cover audit and risk, investment and capital projects, and
remuneration and nominations. Development-finance and strategic equity
investors will be offered board representation commensurate with their
holdings.

10.2 Executive Leadership Mandate

Role Core mandate
Chief Executive Officer Strategy, stakeholder & regulator relations, capital raising
Chief Financial Officer Financial management, treasury, debt & investor reporting
Chief Operating Officer Airfield, terminal, cargo & security operations
Chief Development Officer Capital projects, construction & aerotropolis property
Chief Commercial Officer Airline, cargo & tenant acquisition; retail & concessions
Head of Safety & Compliance SACAA/ICAO compliance, SMS, environmental

10.3 Organisational Build-Up

Headcount scales with the development phases, from a lean development
team at financial close to a full operating organisation by Year 5. The
Company will prioritise local skills development, technical training and
aviation-sector employment, supporting both operational quality and its
social licence to operate.

Function Yr 1 Yr 3 Yr 5 Yr 7
Executive & corporate 12 20 28 34
Airfield & operations 40 180 320 420
Cargo & logistics 10 90 180 260
Commercial & property 8 35 60 80
Safety, security & support 30 140 260 340
Total headcount 100 465 848 1,134

Confidential — this business plan is provided to prospective investors and lenders for evaluation purposes only and may not be reproduced or distributed without the written consent of AeroSphere Gateway Holdings (Pty) Ltd.