92 / 146
AFROCENTRIC GROUP
88
GOVERNANCE
CORPORATE
GOVERNANCE REPORT
BOARD AND BOARD SUB-COMMITTEES
1
2
6
3
5
4
- BOARD -
Meets four times per year
Chairperson: Dr Anna Mokgokong
The Board of Directors is the highest
governing authority of the Group
and takes ultimate responsibility
for the Company’s adherence to
sound corporate standards. It sets
the Company’s strategy and sees
to it that all business decisions and
judgments are made with reasonable
care, skill and diligence.
INVESTMENT COMMITTEE
Meets four times per year
Chairperson: Joe Madungandaba
• Plans, implements and monitors
new capital expenditure projects,
evaluating on completion and
reporting findings to the Board
SOCIAL AND ETHICS COMMITTEE
Meets three times per year
Chairperson: Dr Nkateko Munisi
• Now the Social, Ethics and
Transformation Committee
• Develops, implements and monitors
policy regarding anti-corruption and
employment equity policies
• Monitors all executive actions regarding
the Group’s standing as a responsible
corporate citizen
• Monitors the Group’s Code of Ethics,
and investigates, resolves and reviews
any matters which may be in violation of
the Code of Ethics
ICT STEERING COMMITTEE
Meets five times per year
Chairperson: Vijay Pillay
• Directs corporate level ICT strategies
• Reviews current and future
technologies
• Monitors ICT projects against
ICT Master Systems Plan
REMUNERATION COMMITTEE
Meets four times per year
Chairperson: Joe Madungandaba
• Determines and monitors the
remuneration and contractual
terms of the Executive, Directors
and Group Executive Committee
members
• Evaluates their individual
performances to ensure fair
remuneration
AUDIT AND RISK COMMITTEE
Meets five times per year
Chairperson: Lindani Dhlamini
• Appoints the independent auditor and
oversees the auditing process
• Ensures legal and regulatory compliance
including the effective implementation
of the Code of Conduct
• Ensures the integrity, accuracy and
adequacy of accounting records
• Evaluates risk assessments and ensures
effective risk management policies are
in place
• Reviews insurance and other risk
transfer
arrangements, ensuring appropriate
coverage is in place
• Reviews the business contingency
planning process within the Group
NOMINATION COMMITTEE
Meets three times per year
Chairperson: Dr Anna Mokgokong
• Prepares and recommends governance
principles applicable to the Group.
• Keeps abreast of best corporate
governance practices
• Evaluates the effectiveness and qualifications
of the Board and its committees
• Responsible for Directors’ succession planning
• Develops and recommends to the Board
criteria for the selection of Directors and
senior executives