1. Board of directors
The board of directors consists of three executive directors and eight non-executive directors, five of whom are considered independent. The chairman, Tom Wixley, is an independent non-executive director whose role is separate from that of the chief executive officer (“CEO”), Jackie van Niekerk.
The non-executive directors have the necessary skills and experience to provide judgment that is independent of management on issues of strategy, performance, resources, transformation, diversity and employment equity, standards of conduct and evaluation of performance.
The current board’s diversity of professional expertise and demographics make it a highly effective board with regards to Pivotal’s current strategies. The board through the remuneration and nominations committee shall ensure that in appointing successive directors, the board as a whole will continue to reflect, whenever possible, a diverse set of professional and personal backgrounds ensuring a clear balance of power and authority so that no one director has unfettered powers of decision making. The information needs of the board are reviewed annually and directors have unrestricted access to all company information, records and documents to enable them to conduct their responsibilities sufficiently.
In terms of the company’s memorandum of incorporation, one-third of the directors must be re-elected annually.
Board meetings will be held at least quarterly, with additional meetings convened when circumstances necessitate. The board sets the strategic objectives of Pivotal and determines Pivotal’s investment and performance criteria as well as being responsible for its sustainability, proper management, control, compliance and ethical behaviour of the businesses under its direction. The board has established specific committees to give detailed attention to certain of its responsibilities and which operate within defined, written terms of reference which are capable of amendment by the board from time to time as the need arises.
The board will establish a formal orientation programme to familiarise incoming directors with the company’s operations, senior management and its business environment, and to induct them in their fiduciary duties and responsibilities. New directors with no or limited board experience will receive development and education to inform them of their duties, responsibilities, powers and potential liabilities.
Directors will ensure that they have a working understanding of applicable laws. The board will ensure that the company complies with applicable laws and considers adherence to non-binding industry rules and codes and standards. In deciding whether or not non-binding rules shall be complied with, the board will factor the appropriate and ethical considerations that must be taken into account.
The board will appraise the chairperson’s performance and ability to add value on an annual or such other basis as the board may determine. The remuneration and nominations committee, will appraise the performance of the CEO and other senior executives, at least annually.
The board as a whole, as well as individual directors will have their overall performance periodically reviewed in order to identify areas for improvement in the discharge of their functions on an annual basis. This review will be undertaken by the chairperson and, if so determined by the board, an independent service provider. An overview of the appraisal process, results and action plan will be disclosed in the group’s integrated report. Nominations for the re-appointment of a director will only occur after the evaluation of the performance and attendance of the director.
The board will determine a policy for detailing the procedures for appointments to the board. Such appointments to be formal and transparent and a matter for the board as a whole assisted where appropriate by the remuneration and nominations committee.
The board is in the process of approving a charter setting out its responsibilities for the adoption of strategic plans, monitoring of operational performance and management, determination of policy and processes to ensure the integrity of the company’s risk management and internal controls, communication policy and director selection, orientation and evaluation. The group member companies shall adopt the governance framework, policies, processes and procedures as set by Pivotal’s board in consultation with the directors of its various subsidiaries.
The board has delegated certain functions to the audit and risk committee, the remuneration and nominations committee, the transformation, social and ethics committee and the investment committee. The board is conscious of the fact that such delegation of duties is not an abdication of the board members’ responsibilities.
2. Audit and risk committee
The board, in accordance with the requirement set out in Pivotal’s MOI, has established an audit and risk committee comprising Tony Dixon (chairperson), Tom Wixley and Chris Ewing who are all independent non-executive directors. All of the members are financially literate.
The committee’s primary objective is to provide the board with additional assurance regarding the efficacy and reliability of the financial information used by the directors to assist them in the discharge of their duties. The committee monitors the existence of adequate and appropriate financial and operating controls and ensures that significant business, financial and other risks have been identified and are being suitably managed; and satisfactory standards of governance, reporting and compliance are in operation.
In compliance with its oversight role in relation to the preparation of this report, the audit and risk committee has had due regard to all factors and risks that may impact on the integrity of the integrated report.
Within this context, the committee is responsible for the company’s systems of internal, financial and operational control.
The executive directors are charged with the responsibility of determining the adequacy, extent and operation of these systems. Comprehensive reviews and testing of the effectiveness of the internal control systems in operation will be performed by the appointed asset and property managers and accompanied by external audits conducted by external practitioners whose work will be overseen by, and reported to, the audit and risk committee. These systems are designed to provide reasonable, but not absolute, assurance as to the integrity and reliability of the financial statements, to safeguard, verify and maintain accountability of the company’s assets and to identify and minimise significant fraud, potential liability, loss and material misstatement while complying with applicable laws and regulations. The audit and risk committee is governed by a charter which was approved by the board.
The committee is satisfied that the level of internal control is sufficient and currently is in the process of appointing an internal audit firm.
The audit and risk committee meets at least three times a year. Executives and managers responsible for finance and the external auditors attend the audit and risk committee meetings. The audit and risk committee is responsible for reviewing the finance function of the company on an annual basis.
The audit and risk committee may authorise engaging for non-audit services with the appointed external auditors or any other practising firm of auditors, after consideration of the following:
2.1 the essence of the work to be performed may not be of a nature that any reasonable and informed observer would construe as being detrimental to good corporate governance or in conflict with that normally undertaken by the accountancy profession;
2.2 the nature of the work being performed will not affect the independence of the appointed external auditors in undertaking the normal audit assignments;
2.3 the work being done may not conflict with any requirement of generally accepted accounting practice or principles of good corporate governance;
2.4 consideration to the operational structure, internal standards and processes that were adopted by the audit firm in order to ensure that audit independence is maintained in the event that such audit firm is engaged to perform accounting or other non-audit services to its client base. Specifically:
2.4.1 the company may not appoint a firm of auditors to improve systems or processes where such firm of auditors will later be required to express a view as to the functionality or effectiveness of such systems or processes; and
2.4.2 the company may not appoint a firm of auditors to provide services where such firm of auditors will later be required to express a view on the fair representation of information the result of these services to the company;
2.4.3 a firm of auditors will not be engaged to perform any management functions (e.g. acting as curator) without the express prior approval of the board. A firm of auditors may be engaged to perform operational functions, including that of bookkeeping, when such firm of auditors are not the appointed external auditors of the company and work is being performed under management supervision.
The audit and risk committee may delegate the approval of the appointment of a firm of auditors for non-audit services to management when the cumulative total budgeted cost for an assignment or assignments does not exceed R100 000 from the date of the last report-back of the use of the appointed external auditors or any other practising firm of auditors, to the audit and risk committee. Management shall report back on the use of the appointed external auditors or any other practising firm of auditors at meetings of the audit and risk committee.
Information relating to the use of non-audit services from the appointed external auditors of the company shall be disclosed in the notes to the annual financial statements. Separate disclosure of the amounts paid to the appointed external auditors for non-audit services as opposed to audit services, shall be made in the annual financial statements.
The audit and risk committee must consider on an annual basis and satisfy itself of the appropriateness of the expertise and experience of the financial director and the company must confirm this by reporting to shareholders in its annual report that the audit and risk committee has executed this responsibility. The audit and risk committee has satisfied itself of the appropriateness of the expertise and experience of the financial director, Aaron Suckerman.
3. Remuneration and nominations committee
The remuneration and nominations committee is comprised of Thando Sishuba (Chairperson), Marc Wainer and Tom Wixley all of whom are independent non-executive directors.
The remuneration and nominations committee is responsible for reviewing the group’s board structures, the size and composition of the various boards within the group and to make recommendations in respect of these matters as well as an appropriate split between executive and non-executive directors and independent directors. This committee also assists in identification and nomination of new directors for approval by the board. It considers and approves the classification of directors as independent, oversees induction and training of directors and conducts annual performance reviews of the board and various board committees. The remuneration and nominations committee is also responsible for ensuring the proper and effective functioning of the group’s boards and assists the chairman in this regard.
The remuneration and nominations committee further has the responsibility and authority to consider and make recommendations to the board on, inter alia, remuneration policy of the company, the payment of performance bonuses, executive remuneration, short, medium and long-term incentive schemes and employee retention schemes.
The remuneration and nominations committee uses external market surveys and benchmarks to determine executive directors’ remuneration and benefits as well as non-executive directors’ base fees and attendance fees. Pivotal’s remuneration philosophy is to structure packages in such a way that long and short-term incentives are aimed at achieving business objectives and the delivery of shareholder value.
4. Investment Committee
The board has appointed an investment committee. The investment committee comprises Marc Wainer (Chairman), Thys Neser, Angus Mackay, Dave Savage, Thando Sishuba and Stewart Shaw-Taylor.
The investment committee meets when necessary to consider acquisitions, redevelopments and sales of investment properties.
5. Internal Controls
To meet the company’s responsibility to provide reliable financial information, the company maintains financial and operational systems of internal control. These controls are designed to provide reasonable assurance that transactions are concluded in accordance with management’s authority, that the assets are adequately protected against material losses, unauthorised acquisition, use or disposal, and those transactions are properly authorised and recorded.
The systems include a documented organisational structure and division of responsibility, established policies and procedures which are communicated throughout the group, and the careful selection, training and development of people.
The company monitors the operation of the internal control systems in order to determine if there are deficiencies. Corrective actions are taken to address control deficiencies as they are identified. The board of directors, operating through the audit and risk committee, oversees the financial reporting process and internal control systems. There are inherent limitations on the effectiveness of any system of internal control, including the possibility of human error and the circumvention or overriding of controls. Accordingly, an effective internal control system can provide only reasonable assurance with respect to financial statement preparation and the safeguarding of assets.
6. The company secretary
The board of directors have direct access to the company secretary, Watermans Business and Administration Services (Proprietary) Limited.
The company secretary will be subjected to an annual evaluation by the board wherein the board will satisfy itself as to the competence, qualifications and experience of the company secretary.
The company secretary, where necessary, arranges training on changing regulations and legislation and could involve the group’s sponsors, auditors or organisations such as the institute of directors. The company secretary is not a member of the board and an arms-length relationship exists between the board of directors and the company secretary.
The board is satisfied that an arm’s length relationship is maintained between the company and Watermans Business and Administration Services (Pty) Ltd.
7. Directors’ dealings and professional advice
The company will operate a policy of prohibiting dealings by directors, the company secretary and certain other managers in periods immediately preceding the announcement of its interim and year-end financial results, any period while the company is trading under cautionary announcement and at any other time deemed necessary by the board.
The board will establish a procedure for directors, in furtherance of their duties, to take independent professional advice, if necessary, at the company’s expense. All directors have access to the advice and services of the company secretary.
It will be the policy of Pivotal to meet regularly with institutional shareholders, private investors and investment analysts, as well as to provide presentations on the company and its performance and shall promote a stakeholder inclusive approach in operating the company.
The board appreciates that shareholder perceptions affect the company’s reputation and in this regard will establish policy for the engagement of the company’s stakeholders. The board will encourage shareholders to attend annual general meetings.
9. Intergrated reporting
The group’s annual report and accounts include detailed reviews of the company, together with a detailed review of the financial results and financing positions. In this way the boards seek to present a balanced and understandable assessment of the group’s position and prospects.
The group will establish comprehensive management reporting disciplines which include the preparation of monthly management accounts, detailed budgets and forecasts. Monthly results, the financial position and cash flows of operating units will be reported against approved budgets and compared to the prior period. Profit and cash flow forecasts will be reviewed regularly and working capital levels are monitored on an on-going basis.
Sustainability reporting and disclosure shall be integrated with the company’s financial reporting. The financials will state the company’s positive and negative impacts and detail whatever steps have been taken to ameliorate the negative impacts. The board will ensure the integrity of the group’s integrated report.
10. Social and ethics committee
The social and ethics committee is a sub-committee of the board of directors. The committee comprises of Chris Ewing (Chairperson), Aaron Suckerman and Jackie van Niekerk.
The mandate of the committee includes the following:
10.1 monitoring the impact of legislation and compliance with the relevant Acts;
10.2 monitoring the company’s activities with regards to matters relating to corruption;
10.3 monitoring the company’s activities to promote and adherence to the B-BBEE Act;
10.4 monitoring employment equity and fair labour practices;
10.5 monitoring good corporate citizenship and the elimination of corruption;
10.6 monitoring the contribution to development of the communities;
10.7 reviewing the ethical standard of the board;
10.8 monitoring customer relationships, including the compliance to the consumer laws; and
10.9 monitoring the impact of the company’s building developments on the environment.
11. Business rescue
The board will consider business rescue proceedings or other turn-around mechanisms as soon as the company is financially distressed as defined in the Companies Act. In this regard the board will ensure the company’s solvency and liquidity is continuously monitored. A suitable practitioner will be appointed in the event that business rescue is adopted.
12. Application of principles in the king code
Pivotal is committed to the principles of transparency, integrity, fairness and accountability as also advocated in the King Code. It therefore strives to meet those objectives in accordance with the content of the table below.
Key – Level of compliance:
1 – Not applied/will not be applied
2 – In process/partially applied
3 – Full application
|Principal||Level of compliance||Comments|
|Ethical leadership and corporate citizenship|
|1.1||The board should provide effective leadership based on an ethical foundation.||3||Ethics form part of the values of the board and group.|
|1.2||The board should ensure that the company is, and is seen to be, a responsible corporate citizen.||3||The group identifies and contributes to selected corporate social investment initiatives.|
|1.3||The board should ensure that the company’s ethics are managed effectively.||3||The board meets regularly to review management of the company.|
|Board and directors|
|2.1||The board should act as the focal point for and custodian of corporate governance.||3||All decision-making by the board is conducted with the highest standards of corporate governance in mind. The board ensures that the appropriate measures for monitoring corporate governance are in place.|
|2.2||The board should appreciate that strategy, risk, performance and sustainability are inseparable.||3||Board strategy is discussed at board meetings and the strategic directions of the company approved. The strategy is aligned with increasing total returns to shareholders and ensures long-term sustainability of the company. Risk assessment and risk management is a key component of the company’s strategy.|
|2.3||The board should provide effective leadership based on an ethical foundation.||3||Effective and ethical leadership is entrenched in the board’s decision-making and the board complies with the principles of the code of ethics and good corporate governance in terms of King III.|
|2.4||The board should ensure that the company is and is seen to be a responsible corporate citizen.||3||The board has adopted a code of ethics which governs the manner in which the company conducts itself.|
|2.5||The board should ensure that the company’s ethics are managed effectively.||3||The company outsources asset and property management and ensures that all service providers have a code of ethics that is aligned with that of the company. The board has instituted a whistle-blowers’ line with the company secretary which can be used by any stakeholder to report unethical behaviour. The reports are reviewed regularly by the audit and risk committee.|
|2.6||The board should ensure that the company has an effective and independent audit and risk committee.||3||The audit and risk committee comprises of three independent non-executive directors. All the members have the necessary skills and experience required by the audit and risk committee.|
|2.7||The board should be responsible for the governance of risk.||3||The board is responsible for the management of strategic and operational risks within the company.|
|2.8||The board should be responsible for information technology (IT) governance.||3||The board takes overall responsibility for IT governance. The business’ IT environment is outsourced to CPC Plus solutions.|
|2.9||The board should ensure that the company complies with applicable laws and considers adherence to non-binding rules, codes and standards.||3||During the period there were no instances of non-compliance with any of the applicable regulation governing the company. The board keeps abreast of changes to legislation through notifications received from the audit and risk committee and corporate advisors.|
|2.10||The board should ensure that there is an effective risk-based internal audit.||2||There is currently no internal audit function. Management performs regular review of the control environment in operational executive committees. Periodic audits are performed by external parties on high-risk areas.|
|2.11||The board should appreciate that stakeholders’ perceptions affect the company’s reputation.||3||The board ensures continuous communication with stakeholders through the publication of relevant information through company newsletters and news releases on the company website.|
|2.12||The board should ensure the integrity of the company’s integrated report.||3||The audit and risk committee is tasked with reviewing the integrity of the integrated report and reporting back to the board. A comprehensive review is undertaken with input from its advisors, prior to the release of the integrated report.|
|2.13||The board should report on the effectiveness of the company’s system of internal controls.||3||The effectiveness of internal control relating to the preparation of the annual financial statements is reviewed by the audit and risk committee and any significant matters are reported to the board. The board found there to be no material weakness in the control environment for the period under review and has concluded that the internal controls are effective.|
|2.14||The board and its directors should act in the best interests of the company.||3||The board of directors as a whole and as individuals understand their fiduciary responsibility to act in the best interests of the company and the shareholders.|
|2.15||The board should consider business rescue proceedings or other turnaround mechanisms as soon as the company is financially distressed as defined in the Act.||3||The board has noted this responsibility and will deal with it in accordance with the provisions of the Companies Act, King III and advice received from advisors should the need arise.|
|2.16||The board should elect a chairman of the board who is an independent non-executive director. The CEO of the company should not also fulfil the role of chairman of the board.||3||The chairman of the board role is separate from that of the CEO.|
|2.17||The board should appoint the chief executive officer and establish a framework for the delegation of authority.||3||A managing director has been appointed and an approvals framework (reviewed annually) is in place which delegates specific powers and delegations of authorities to management.|
|2.18||The board should comprise a balance of power, with a majority of non-executive directors. The majority of non-executive directors should be independent.||3||The recent changes to the board have resulted in the appointment of two non-executive directors. The board comprises a majority of non-executive directors (see board composition).|
|2.19||Directors should be appointed through a formal process.||3||The board decides on appointments. Deliberations and appointments are formal and transparent.|
|2.20||The induction of and ongoing training and development of directors should be conducted through formal processes.||3||Training is arranged for the board as required. Members of the board are entitled to receive training at the company’s expense.|
|2.21||The board should be assisted by a competent, suitably qualified and experienced company secretary.||3||The board confirms that it is satisfied with the qualifications and experience of the company secretary of Pivotal, being Watermans.|
|2.22||The evaluation of the board, its committees and the individual directors should be performed every year.||3||The board has formulated a formal evaluation process and will conduct the evaluation annually.|
|2.23||The board should delegate certain functions to well structured committees without abdicating its own responsibilities.||3||The company has established an audit and risk committee, which has a formal approved charter and conducts formal meetings as required.|
|2.24||A governance framework should be agreed between the group and its subsidiary boards.||2||Not applicable in the current structure as there are no major subsidiaries.|
|2.25||Companies should remunerate directors and executives fairly and responsibly.||3||The board reviews the remuneration of the directors and executives. The remuneration is benchmarked against industry levels and, where applicable, is performance-based.|
|2.26||Companies should disclose the remuneration of each individual director and certain senior executives.||3||Previously the executive staff were employed and remunerated by the manager and not the company. Post internalisation all remuneration will be disclosed in the annual report.|
|2.27||Shareholders should approve the company’s remuneration policy.||2||The remuneration policy is approved by the manager and not the shareholders of the company.|
|Audit and risk committees|
|3.1||The board should ensure that the company has an effective and independent audit and risk committee.||3||The board has an audit and risk committee in compliance with King III.|
|3.2||Audit and risk committee members should be suitably skilled and experienced independent, non-executive directors (subsidiary exemption).||3||Committee consists suitably qualified and experienced independent directors.|
|3.3||The audit and risk committee should be chaired by an independent non-executive director.||3||The committee is chaired by Tony Dixon, independent director.|
|3.4||The audit and risk committee should oversee the integrated reporting (integrated reporting, financial, sustainability and summarised information).||3||The committee reviews the integrated report prepared by management.|
|The audit and risk committee should be responsible for evaluating the significant judgements and reporting decisions affecting the integrated report.||3||All significant judgements and reporting decision are reported to the committee.|
|The audit and risk committee’s review of the financial reports should encompass the annual financial statements, interim reports, preliminary or provisional result announcements, summarised integrated information, any other intended release of price-sensitive financial information, trading statements, circulars and similar documents.||3||The audit and risk committee reviews all integrated reports, interim results and any provisional results announcements.|
|3.5||The audit and risk committee should ensure that a combined assurance model is applied to provide a coordinated approach to all assurance activities.||2||The committee intends to engage with an external service provider to implement a formal assurance model.|
|3.6||The audit and risk committee should satisfy itself of the expertise, resources and experience of the company’s finance function.||3||The committee performs an annual review of the finance function of the group through discussion with management.|
|3.7||The audit and risk committee should be responsible for overseeing of internal audit.||2||The committee is in the process of appointing an internal audit firm.|
|3.8||The audit and risk committee should be an integral component of the risk management process.||3||The company has a combined audit and risk committee.|
|3.9||The audit and risk committee is responsible for recommending the appointment of the external auditor and overseeing the external audit process.||3||The committee oversees the external audit functions and review the appropriateness and independence of the external auditor annually.|
|3.10||The audit and risk committee should report to the board and shareholders on how it has discharged its duties.||3||The committee formally reports to the shareholders in the annual report and on a frequent basis to the board.|
|The governance of risk|
|4.1||The board should be responsible for the governance of risk.||2||To be included in the board charter as guiding principle.|
|4.2||The board should determine the levels of risk tolerance.||3||The audit and risk committee operates within its approved charter, framework and policy which are reviewed on an annual basis.|
|4.3||The audit and risk committee should assist the board in carrying out its risk responsibilities.||3||The audit and risk committee operates within its approved charter, framework and policy which are reviewed on an annual basis.|
|4.4||The board should delegate to management the responsibility to design, implement and monitor the risk management plan.||2||Management is in the process of reviewing the application of the risk framework.|
|4.5||The board should ensure that risk assessments are performed on a continual basis.||2||The board, with the assistance of the audit and risk committee is in the process of formalising its risk review process.|
|4.6||The board should ensure that frameworks and methodologies are implemented to increase the probability of anticipating unpredictable risks.||3||The audit and risk committee operates within its approved charter, framework and policy which will be reviewed on an annual basis.|
|4.7||The board should ensure that management considers and implements appropriate risk responses.||3||Management reports any material risks and its approach to the audit and risk committee on a regular basis.|
|4.8||The board should ensure continual risk monitoring by management.||2||Management reports any material risks and its approach to the audit and risk committee on a regular basis.|
|4.9||The board should receive assurance regarding the effectiveness of the risk management process.||2||The board is in the process of formalising its risk review process.|
|4.10||The board should ensure that there are processes in place enabling complete, timely, relevant, accurate and accessible risk disclosure to stakeholders.||3||The board is comfortable with the existing processes which are in place.|
|The governance of Information Technology|
|5.1||The board should be responsible for information technology (IT) governance.||2||The board is in the process of putting in place the IT governance framework.|
|5.2||IT should be aligned with the performance and sustainability objectives of the company.||2||The board is in the process of putting in place the IT governance framework.|
|5.3||The board should delegate to management the responsibility for the implementation of an IT governance framework.||2||The board is in the process of putting in place the IT governance framework.|
|5.4||The board should monitor and evaluate significant IT investments and expenditure.||2||IT investments and expenses forms part of the normal budgeting process, and is therefore approved by the board.|
|5.5||IT should form an integral part of the company’s risk management.||2||The board is in the process of putting in place the IT governance framework.|
|5.6||The board should ensure that information assets are managed effectively.||2||The board is in the process of putting in place the IT governance framework.|
|5.7||A risk committee and audit and risk committee should assist the board in carrying out its IT responsibilities.||2||Once the IT governance framework is finalised, it will be monitored by the audit and risk committee.|
|Compliance with laws, codes, rules and standards|
|6.1||The board should ensure that the company complies with applicable laws and considers adherence to nonbinding rules, codes and standards.||3||The board requires management to report on compliance on a regular basis.|
|6.2||The board and each individual director should have a working understanding of the effect of the applicable laws, rules, codes and standards on the company and its business.||3||Training is provided to board members from time to time as required.|
|6.3||Compliance risk should form an integral part of the company’s risk management process.||3||The audit and risk committee operates within its approved charter, framework and policy which will be reviewed on an annual basis.|
|6.4||The board should delegate to management the implementation of an effective compliance framework and processes.||3||Management is responsible or compliance processes.|
|7.1||The board should ensure that there is an effective risk-based internal audit.||2||The audit and risk committee is in the process of appointing an internal audit firm.|
|7.2||Internal audit should follow a risk-based approach to its plan.||2||The effectiveness of the internal audit function will improve with the assistance of the external service provider.|
|7.3||Internal audit should provide a written assessment of the effectiveness of the company’s system of internal control and risk management.||2||The external service provider will attend future audit and risk committee meetings where written assessments are tabled and discussed.|
|7.4||The audit and risk committee should be responsible for overseeing internal audit.||2||Operationally the internal audit function reports directly into the audit and risk committee.|
|7.5||Internal audit should be strategically positioned to achieve its objectives.||2||Operationally the internal audit function reports directly in to the audit and risk committee.|
|Governing stakeholder relationships|
|8.1||The board should appreciate that stakeholders’ perceptions affect a company’s reputation.||3||The board monitors stakeholder perceptions.|
|8.2||The board should delegate to management to proactively deal with stakeholder relationships.||3||Management is responsible for dealing proactively with stakeholder relationships.|
|8.3||The board should strive to achieve the appropriate balance between its various stakeholder groupings, in the best interests of the company.||3||All stakeholders are considered during decision making processes.|
|8.4||Companies should ensure the equitable treatment of shareholders.||3||The board considers the equitable treatment of shareholders in decision making.|
|8.5||Transparent and effective communication with stakeholders is essential for building and maintaining their trust and confidence.||3||Communication to stakeholders is the responsibility of the executive team and company secretary and is monitored by the board.|
|8.6||The board should ensure that disputes are resolved as effectively, efficiently and expeditiously as possible.||3||All disputes communicated to the board are resolved effectively.|
|Integrated Reporting and disclosure|
|9.1||The board should ensure the integrity of the company’s integrated report.||3||The board ensures the integrity of the integrated report.|
|9.2||Sustainability reporting and disclosure should be integrated with the company’s financial reporting.||2||The board subscribes to reporting to stakeholders on the sustainability of the company and is in the process of implementing a comprehensive process.|
|9.3||Sustainability reporting and disclosure should be independently assured.||2||The board is currently reviewing this process.|