Annual Report 2009 Annual Report 2009
Bookmark Email this page Print this page
         

Board committees

A synopsis of the committees of the board of directors and their mandates are contained in the table below.

  Human Capital Committee Audit and Risk Committee Nomination Committee
Composition Five non-executive directors, four of whom are independent Four non-executive directors, two  of whom are independent Five non-executive directors, two of whom are independent
Chairman Independent non-executive director: JA Louw Independent non-executive director: AH Sangqu Independent non-executive director: HE Blanckenberg
Frequency of meetings Four times this year Four times this year Four times this year
Board approved charter Yes Yes Yes
Primary responsibilities
  • Maintain and approve appropriate policy
  • Executive management succession planning
  • Monitor the implementation of relevant labour legislation
  • Monitor the implementation of the transformation policy
  • Remuneration of directors and executive management
  • Evaluation and approval of the remuneration strategy, including the market-related incentive schemes for executive and senior management
  • Nomination of auditors for the annual financial audit
  • Ensures that appropriate internal control procedures are in place and applied
  • Ensures that risk management procedures are adequate
  • Ensures that appropriate standards of reporting and compliance are maintained
  • Ensures that relevant legislation is  adhered to
  • Ensures that the internal audit function operates effectively and is totally independent
  • Proposals for all  non-executive appointments
  • Proposals for the appointment of  the company secretary
  • Performance evaluation of the board
  • Performance  evaluation of the chairman
  • Succession planning of the chairman
Invitees
  • Meetings are attended by relevant members of management
  • Meetings are also attended by internal and external auditors and relevant members of management
  
Access  
  • The external and internal auditors have unlimited access to the audit and risk committee thereby ensuring independence is not compromised in any way
  • A fixed agenda item is a closed session discussion without management
  


The board attendance statistics are captured in the table below.

Directors Board Board Audit & Risk Human Nomination
meetings meetings Committee Capital Committee
(scheduled) (unscheduled)   Committee  
           
Meetings held this financial year 5 1 4 4 4
           
HE Blanckenberg (Chairman) 5 1   4 4
JA Louw (Vice-chairman) 4 –   4  
WA Agenbach 4 1 3    
AW Bester 4 1     3
GD Eksteen 5 1   4 4
JN Hamman* 3 of 3 – 1 of 1    
AE Jacobs 5 1 4    
NS Mjoli-Mncube 5 1     3
JF Mouton** 2 of 2 –      
AH Sangqu 5 1 4    
AC Singleton 5 – 4    
Dr FA Sonn 4 –   3  
Dr MI Survé 5 –   2  
JH van Niekerk 5 –     4
WA Hanekom (Managing Director) 5 1      
TA Carstens 5 1      
LR Cronjé 5 1      
MT Swanepoel 5 1      
* JN Hamman retired 20 February 2009
**  JF Mouton was appointed 20 May 2009