THE SOCIAL AND ETHICS COMMITTEE
The committee is responsible for the oversight of some of the
other board committees as provided for in the Companies Act.
Kobus Marais is the chairman and the committee met once during
the year. It comprises non-executive directors only. The committee
is responsible for, inter alia:
� Labour matters;
� Transformation and B-BBEE-matters;
� Consumer protection and sound business practices;
� Code of Ethics and Code of Conduct;
� Sustainable culture and values;
� Stakeholder engagement; and
� Sustainability and concomitant integrated sustainability reporting.
A formalised ethics programme was adopted and implemented
and continuous monitoring of ethics is being done throughout the
group by the Ethics Committee. This programme includes the
de claration of personal and conflicting interests, training and
awareness of values and it demonstrates commitment to the
Senwes Code of Ethics and Code of Conduct at all levels.
The Social and Ethics Committee has carried out its statutory obligations
in terms of its mandate and the committee confirms that
the group conducts its affairs diligently and responsibly as required
in terms of good corporate citizenship. The committee reviewed
and was satisfied with the integrated report as presented to the
shareholders.
COMPANY SECRETARY
The board collectively and the individual board members are guided
by the company secretary in the execution of their continued responsibilities
and duties. Newly appointed directors undergo an appropriate
induction process, presented by the company secretary, which contains
various elements. As required in terms of the Companies Act, the company
secretary supervises compliance with legislation throughout the
group. The appropriate structures in this regard have been established,
as explained under the heading “compliance with legislation”. The
company secretary also acts as the appointed advisor on ZAR X and
is required to oversee compliance with the listing requirements and to
report in terms of the Financial Advisory and Intermediary Services Act
to the Financial Services Board.
ACCESS TO INFORMATION
The company complies with the Access to Information Act, 2000 and
a manual in this regard is available on the company’s website. Shareholders
also have access to the shares register, minutes of shareholders’
meetings and information regarding a number of the company’s matters.
Any enquiries may be addressed to the company secretary as chief
information officer. In terms of the ZAR X listing requirements, the company
has to announce all material information, corporate actions, distributions
and directors’ dealings on the exchange news service, ZAPS.
The announcements made during the year under review are accessible
on ZAPS.
SUSTAINABILITY ASPECTS AT BOARD LEVEL
The sustainability of the company over the long term remains the
most important aspect and the board therefore has a long-term view
in respect thereof. The strategy rests on seven pillars and is reviewed
continuously.
Whilst pursuing these objectives, the board and management co-
operate within the parameters of a disciplined and specific internal
control environment, IT-control framework and combined assurance
framework, which will ensure the continued existence of the company
as a going concern.
STATEMENT OF COMPLIANCE
In terms of the ZAR X Listing Requirements, listed companies have to
report on the extent to which they apply the principles set out in King
IV. The company has applied the principles of King IV in all instances,
except in relation to the board composition reported above.
COMPLIANCE WITH LEGISLATION
The board accepts total responsibility for compliance with all applicable
legislation and regulatory requirements. This is reported via the
internal Compliance Committee, chaired by the company secretary,
and then to the Risk Committee as well as the Audit Committee.
The board has officially adopted the group compliance coverage plan,
which relates to a group-wide approach to compliance. The coverage
plan is being implemented with focus on:
� Identification of applicable and material legislation per business
unit;
� Assessment of compliance with self-audit questionnaires, which
are being designed;
� Continuous follow-up and reporting against the provisions of the
particular legislative sections; and
� Collated dashboard reporting to the relevant board and management
committees.
Compliance aspects are systematically being captured in a combined
assurance framework and reporting via this framework commenced
three years ago. Each business and corporate unit has identified the
critical legislative provisions and these are monitored and reported on
individually per dashboard. No major incidents of non-compliance with
legislation have been reported during the year under review.
The Compliance division has also commenced planning to implement
group-wide compliance measures relating to the Protection of Per-
so nal Information Act, which is to commence upon proclamation by
the president. It is estimated that group-wide preparation for implementation
will take up to 12 months.
GOING CONCERN
After recommendation by the Audit Committee, the board records the
facts and assumptions used to determine whether the business will
continue as a going concern for the 2021 financial year and approves
the going concern principle.
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