4.0 - Imperial

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Corporate governanCE report continued... were known to have had a material impact on performance during the past year. Financial reporting Imperial Holdings has a comprehensive system for reporting financial results to the board each quarter and to the executive committee monthly. Each division prepares detailed monthly management accounts, budgets and a five-year plan approved by the board. Performance against budget is monitored and variances analysed. Profit and cash flow forecasts to the end of the year are reviewed and include an analysis of material changes. Accounting policies are disseminated throughout the group to ensure compliance. Insider trading No group director or employee with inside information about the group may deal, directly or indirectly, in Imperial Holdings’ or its listed subsidiary’s securities, which include allocations of and dealings in the group’s share incentive schemes (the securities). The board has determined certain closed periods during which directors and other senior management officials of the group may not deal, directly or indirectly, in the securities. In addition, the group has adopted a policy requiring directors, executive committee members, the company secretary and directors of major subsidiaries to obtain permission from designated individuals before trading in the group’s securities. Principles of conduct Business integrity and ethics The board has adopted a written code of ethics. The group supports free enterprise as the system best able to contribute to the economic welfare of society, and to promote individual liberty. Without satisfactory profits and a strong financial foundation, it would not be possible to fulfil our responsibilities to shareholders, employees, society, and those with whom we do business. However, our corporate actions are not governed solely by economic criteria, but also take into account social, environmental, and political considerations. The group is committed to the principles of sustainable development, striking an optimal balance between economic, environmental and social development. We strive to innovate and adopt best practice, wherever we operate, working in consultation with stakeholders. In this regard the group publishes a sustainability report which forms part of this annual report. Management and employees operate within a framework that requires compliance with all applicable laws and maintenance of the highest integrity in the conduct of the group’s business. Employment and labour rights The group subscribes to the principle of fair labour practices at our workplaces, and our conditions of service comply with applicable laws and industry standards. More detail on the group’s policies and practices is contained in the summary sustainability report on pages 40 to 41 and the comprehensive report published on the group website: www.imperial.co.za. Safety, health and environmental stewardship We report regularly at executive level on our safety, health and environmental (SHE) performance. Our objective is to prevent fatalities, workrelated injuries and health impairment of our employees. We recognise the need for environmental stewardship to minimise consumption of natural resources and waste generation, and to minimise the impact of our operations on the environment. Senior executives and line management are accountable for the group’s SHE issues and for allocating adequate financial and human resources within their operations to address these matters. We work to keep SHE at the forefront of workplace concerns. More detail on the group’s policies and practices appears in the summary sustainability report on pages 40 to 41 and the comprehensive report published on the group website: www.imperial.co.za 48 Imperial holdings limited Annual Report 2009
for more information please visit www.imperial.co.za/ar2009/financials/directors_responsibility.asp annual financial statements Directors’ responsibility for financial reporting 50 Certificate by company secretary 50 Independent auditor’s report 51 Directors’ report 52 Remuneration report 54 Group balance sheet 60 Group income statement 61 Group statement of changes in equity 62 Group cash flow statement 63 Segmental information – Balance sheet 64 Segmental information – Income statement 66 Notes to the group annual financial statements 68 Company financial statements 122 Annexure A – Interest in principal subsidiaries 130 Annexure B – Interest in principal associated companies and joint ventures 132 Annexure C – Additional information on insurance businesses 133 Annexure D – Analysis of the group’s balance sheet and debt excluding Imperial Capital Limited 142 Imperial holdings limited Annual Report 2009 49
Page 2 and 3: company Overview Chairman’s repor
Page 4 and 5: our past Our strengths in the marke
Page 6 and 7: PROFILE Imperial is a diversified m
Page 8 and 9: for more information please visit w
Page 10 and 11: Directors and executive committee 2
Page 12 and 13: Chairman’S report paying dividend
Page 14 and 15: Chief exeCutive offiCer’S report
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Page 18 and 19: 16 16 imperial Imperial holdings li
Page 20 and 21: Divisional review > logistics conti
Page 22 and 23: Divisional review > Car rental and
Page 24 and 25: Divisional review > distributorship
Page 26 and 27: Divisional review > vehicle dealers
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Page 30 and 31: financial director’s report Stron
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Page 38 and 39: shareholders’ information Distrib
Page 40 and 41: declaration of dividends Preference
Page 46 and 47: Corporate governanCE report continu
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Page 56 and 57: emuneration report Role of the remu
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Page 62 and 63: group balance sheet at 30 June 2009
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company balance sheet at 30 June 20
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company statement of changes IN equ
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Notes to the company annual financi
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ANNEXURE A Interest in Principal Su
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ANNEXURE B Interest in principal as
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ANNEXURE C additional information o
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ANNEXURE D ANALYSIS of the group’
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ANNEXURE E summary of employment eq
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notice of annual general meeting co
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notice of annual general meeting co
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corporate information Directors Non
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NOTES to the form of proXY Notes 1.
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4.0 - Imperial

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