Our robust systems are in place to ensure good corporate governance of King IIII.
Compliance with King III
In recognition of the need to conduct the affairs of the group according to the highest standards of corporate governance and in the interests of investor protection, the group’s commitment to good governance is formalised in charters, policies and operating procedures. These are intended to cover all aspects of the organisation’s activities wherever situated, and in reporting internally and to stakeholders. The board is committed to achieving high standards of corporate governance, business integrity and ethics across all its activities.
The principles and structures for good corporate governance are in place throughout the group and are operating well. The directors are satisfied that the group complies substantially with the principles and spirit of King III. The group has elected not to apply the following recommendations contained in King III.
- The chairperson of the board, while being a non-executive director, is not independent. A full explanation is provided under the heading “Independence of chairperson”.
- While both the chairperson of the board and the lead independent director are members of the remuneration and nominations committee, neither chair the committee. A full explanation is provided under the heading “Board committees”.
- While the social, ethics and transformation committee comprises only board members and is chaired by an independent non-executive director, it does not have a majority of non-executive directors. A full explanation is provided under the heading “Board committees”.
- Non-executive director fees are not based on an attendance fee per meeting. Attendance at meetings has generally been very good and where directors are unable to attend a meeting, they have nevertheless contributed to matters to be considered at meetings.
Compliance with the JSE Listings Requirements
The company is fully compliant with the JSE Listings Requirements, as amended.
Compliance with laws and regulations
King III prescribes mandatory compliance with all laws and regulations and commits the whole group, its employees and all directors to fair dealing and integrity in the conduct of business. The compliance portfolio is managed by the group strategic services director. A compliance report is provided at each of the quarterly board meetings.