AFRICAN DAWN ANNUAL REPORT 2019 Application of principles in King IV™ continued Principle 5: The governing body should ensure that reports issued by the organisation enable stakeholders to make informed assessments of the organisation’s performance, and its short, medium and long term prospects. There is oversight over the Annual The executives and Audit and Risk Committee understand Financial Statements and meeting the responsibility to comply and are committed to put of standards, as required. effort into this aspect of reporting. SENS announcements are used to inform the public of key events that occur. The King IV™ principles are under review annually and the Board strives to impose compliance on an annual basis. 18 Governance Structures and Delegation Principle 6: The governing body should serve as the focal point and custodian of corporate governance in the organisation. The governing body should The Board has had a difficult task as their role often demonstrate leadership and consisted of bringing a distressed company back on its strategic direction, approve feet. This was complicated by the SARS settlement that policy and planning and oversee has now been resolved and has now been paid. monitoring of implementation and execution by management and ensure accountability and reporting disclosure. Corporate governance is a focus area for the Board. Principle 7: The governing body should comprise the appropriate balance of knowledge, skills, experience, diversity and independence for it to discharge its governance role and responsibilities objectively and effectively. The governing body is responsible to ensure that governance is in place by ensuring that the composition facilitates the oversight and governance role of the board as a whole. The Board takes responsibility for ensuring that there is an appropriate balance of power and skills and experience within the Board to provide the best possible governance environment without having unlimited resources to attract or retain a large number of directors. The new majority shareholder is now the Chairman and the CEO need not hold both roles. The CFO is appointed to the Board and there are three independent board members. The directors have a rotation policy in place that ensures that the shareholders vote on re-appointment on a scheduled basis. The three independent Board members are all on the Audit and Risk Committee and the Remuneration Committee of the Company. Conflicts are noted and minuted in meetings. If the need arose, a board member would be recused from discussions where they could be conflicted. Board members are informally evaluated for independence. There are no board members that have served longer than nine years. Two of the Board members are female. At this point no race diversity exists but a target of 30% representation is envisaged. There is disclosure in the financial statements covering information in relation to the directors.
AFDAWN AR FINAL 2019
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