Brand-South Africa - Annual report 2015 - 2016

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and south africa Annual Report 2015/2016 Board committees In terms of the provisions of the Board Charter, the Board is mandated to form committees necessary for carrying out its fiduciary duties. The committees have an important role to play in the maintenance of high standards of governance and in achieving increased effectiveness in line with King III and other corporate governance instruments. The following Board committees were in place during the reporting period: • Audit and Risk Committee • Human Resources/Remuneration and Social and Ethics Committee (HR/REM & SECO) • Marketing Committee (MARCO). All Board committees comprise members of the Board, with EXCO members attending by invitation only. The committees are empowered to obtain external or independent professional advice, if and when they consider it necessary, to carry out their duties and are chaired by non-executive trustees. Audit and Risk Committee The responsibilities of ARCO include: • Ensuring the integrity, reliability and accuracy of accounting and financial reporting systems • Evaluating the adequacy and effectiveness of internal audit and risk management • Maintaining transparent and appropriate relationships with the respective external auditors • Reviewing the scope, quality and cost of the statutory audit and the independence and objectivity of the auditors • Ensuring compliance with applicable legislation and the requirements of regulatory authorities, especially those set out in the PFMA. During the period under review, ARCO held four meetings as per the organisation’s annual calendar, which required a meeting in every quarter, as well as two special meetings – one in May 2015 to approve the Annual Financial Statements and another in September 2015 to discuss risk. Mr Geoff Rothschild served as the Chairperson of the committee. Members Meeting dates 14/04/2015 18/05/2015 21/07/2015 10/09/2015 15/10/2015 20/01/2016 Mr Geoff Rothschild √ √ √ √ √ √ Mr Deon Huysamer √ √ √ √ √ √ Ms Mninawe Silinga X X X X X X Mr Connie Molusi X X X X X X Ms Khumoetsile Gaesale X X X X X X Mr Wayne Morris X √ √ √ √ √ Mr Luyanda Mangquku X √ √ √ √ √ Ms Gugu Mtetwa √ X √ √ X √ Ms Thuli Mashanda X √ √ √ √ X *Mr Davison Dyiwa √ √ √ √ √ √ *Mr Davison Dyiwa resigned in January 2016. Human Resources, Remuneration and Social and Ethics Committee The terms of reference of the HR/REM & SECO, as approved by the Board, address aspects of membership, structure, authority and duties. The responsibilities of this committee include making recommendations to the Board on: • All policy matters that affect the employer-employee relationship • All policy matters dealing with remuneration, recruitment, selection, appointment and the remuneration of executives • All policy matters that affect the mental, social and physical wellbeing of staff • All policy matters relating to social and ethics, as contemplated in the Companies Act, Act No. 71 of 2008 • Approving human resource strategies and the organisational structure. HR/REM & SECO held four meetings during the reporting period, and was chaired by Mr Mzimkulu Malunga. Members *Mr Geoff Rothschild was appointed in October 2015. Meeting dates 09/04/2015 02/07/2015 01/10/2015 04/02/2016 Mr Mzimkulu Malunga X √ √ √ Mr Ryland Fisher √ √ √ √ Ms Paula Fray X √ √ X Ms Phumelele Nzimande √ √ √ √ *Mr Geoff Rothschild X X X √ Ms Phumla Williams X X X X 74
Marketing Committee MARCO is responsible for advancing the mandate of Brand South Africa by overseeing the development and implementation of effective marketing and communications strategies. Its mandate includes: • Reviewing the marketing policy and protocols, and recommending same to the Board for approval • Offering expert advice and feedback on Brand South Africa’s marketing and communications activities and resources • Identifying areas of marketing and communications weaknesses and recommending remedial actions • Acting as a resource to advise management on serious communications issues • Reviewing and recommending corporate profile policies and issues relating to Brand South Africa’s branding. Board evaluations Annual Board and Board committee evaluations were conducted during the year under review, as recommended by King III. An independent expert was appointed to conduct the evaluations of the Board and its committees. The evaluations were concluded during the fourth quarter. Board remuneration The trustees were not remunerated for their services during the reporting period. This has been the position ever since the Trust was created. During 2015/16 MARCO was chaired by Mr Thebe Ikalafeng and held four meetings Members Meeting dates 30/04/2015 23/07/2015 29/10/2015 18/02/2016 Mr Thebe Ikalafeng √ √ √ √ Mr Clayson Monyela √ X √ √ Dr Danny Jordaan X X X X Mr Deon Huysamer X √ X √ Mr Geoffrey Rothschild √ √ √ √ Mr Happy Ntshingila √ √ √ √ Ms Phumla Williams X X X X Ms Pumla Ncapayi X √ √ √ Mr Rick Menell X √ X √ Mr Stavros Nicolaou X X √ √ Mr Wayne Morris √ √ √ √ 75
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and south Africa Annual Report 2015
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What is the Nation Brand? Our reput
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with stakeholders the latest develo
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Programme 1: Administration Strateg
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Programme 2: Brand marketing & repu
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Strategy: Provide insights, informa
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No. Key Result Area Outcomes/Measur
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Sources and definitions Anholt-GfK
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K-13197 [www.kashan.co.za]
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Brand-South Africa - Annual report 2015 - 2016

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