Reviewed: 18th July 2024
The Directors recognise the value of good governance, and the Company complies with the provisions of the QCA Guidelines insofar as possible for a company of the size and nature of the Company. Accordingly, it has established an Audit and Risk Committee and a Remuneration Committee, with formally delegated duties and responsibilities.
Audit and risk committee
The Audit and Risk Committee comprise Tinus Maree and Sean Wade, with Tinus Maree as chairman.
The audit and risk committee has responsibility for, amongst other things, the monitoring of the financial integrity of the financial statements of the Company and its group, reviewing the effectiveness of the Group’s internal control and risk management systems, and overseeing the process for managing risks across the Group. It places particular focus on compliance with ongoing legal requirements and accounting standards as well as on ensuring that an effective system of internal financial controls is maintained. More generally, this Committee’s duties include financial and regulatory reporting, internal controls, internal audit, external audit, risk management and reporting responsibilities.
The ultimate responsibility for reviewing and approving the annual report and accounts and the half-yearly reports, remains with the Board of Directors as a whole.
Remuneration committee
The Remuneration Committee comprises Sean Wade and Louis Scheepers and is chaired by Sean Wade.
The remuneration committee has responsibility for the determination of specific remuneration packages for the Company’s Executive Director and any applicable senior executives of the Company. More generally, its responsibilities include determining and monitoring policy on and setting levels of remuneration, contracts of employment, early termination, performance-related pay, pension arrangements, reporting and disclosure, share schemes and remuneration consultants.
Relations with Shareholders
The Company values the views of its shareholders and recognises their interest in the Group’s strategy and performance. The Annual General Meeting will be used to communicate with private investors, and they are encouraged to participate. The Directors will be available to answer questions. Separate resolutions will be proposed on each issue so that they can be given proper consideration and there will be a resolution to approve the annual report and accounts
Bribery Act 2010
The Government of the United Kingdom has issued guidelines setting out appropriate procedures for companies to follow to ensure they are compliant with the UK Bribery Act 2010. The Company has conducted a risk review into its operational procedures to consider the impact of the Bribery Act 2010 and has drafted and implemented an anti-bribery policy as adopted by the Board.