15262 ADvTECH All About Booklet_Version 1
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WHY IS <strong>ADvTECH</strong> LISTED<br />
ON THE STOCK EXCHANGE?<br />
When <strong>ADvTECH</strong>’s founder, Brian Buckham, started a small IT training business in Anderson Street in<br />
the Joburg CBD, he could not have known just how successful the <strong>ADvTECH</strong> Group would become.<br />
In case you’re still in the dark about how <strong>ADvTECH</strong> came to be, here’s a short recap:<br />
1978<br />
Brian Buckham starts an IT training<br />
business in Anderson Street,<br />
Johannesburg<br />
1987<br />
Advanced Technical Systems Limited<br />
lists on the Johannesburg Stock<br />
Exchange (JSE) with a share price<br />
of 55 cents.<br />
1990<br />
The end of apartheid is declared,<br />
Nelson Mandela is released from prison<br />
and a new political dawn breaks in<br />
South Africa. Brian Buckham realises<br />
that education would be the key to<br />
South Africa’s success.<br />
1995 & 1996<br />
<strong>ADvTECH</strong> makes its first acquisition<br />
in the education sector, including<br />
Rosebank College and Varsity College<br />
in 1996.<br />
1998 – 2015<br />
<strong>ADvTECH</strong> grows exponentially during<br />
this period, to 124 education, training<br />
and recruitment sites across South<br />
Africa and the African continent.<br />
From baby steps to giant leaps<br />
The <strong>ADvTECH</strong> story is a great example of a small business<br />
successfully making the transition from a privately held<br />
company to a publically listed one. Taking this step allows a<br />
company to raise funds through selling shares to the broader<br />
public and specialist investment groups. <strong>ADvTECH</strong>’s listing on<br />
the JSE in 1987 signaled the first step towards growing the<br />
business towards what it is today. It enabled Brian to raise the<br />
kind of capital needed to acquire the schools, universities and<br />
resourcing businesses that the Group now owns.<br />
The benefits of listing on<br />
the stock exchange<br />
Listing a company means that instead of<br />
one or more (up to a maximum of 50)<br />
people holding all the company’s shares,<br />
the shares are made available on a stock<br />
exchange where they are traded not only<br />
as a way to raise funds, but to make ordinary<br />
people a part of the success of our business.<br />
There are quite a few steps to follow before<br />
you can list on a stock exchange, read more<br />
about them. In 1987 Brian and his<br />
management team would have needed<br />
to follow the applicable steps to get the<br />
company listed.<br />
Some of the benefits of listing include:<br />
Companies can trade their shares securely<br />
and efficiently through a fully automated<br />
trading system.<br />
Raising funds through selling shares<br />
is better than entering into a debt<br />
agreement with a bank. In the event that<br />
companies need to make use of debt<br />
facilities from a bank, they have the added<br />
benefit of banks being more inclined to<br />
lend them money. This is because the<br />
banks know that the listed company is<br />
now likely to be fiscally responsible as it is<br />
expected to comply with listing and other<br />
regulatory requirements. The company<br />
therefore has both options available in<br />
terms of raising capital to either pay off<br />
existing debt or to fund expansion plans.<br />
A listing attracts local analyst coverage<br />
and media interest, which helps boost<br />
the company’s reputation and profile.<br />
A listing facilitates broad-based economic<br />
empowerment deals.<br />
How working for a listed company<br />
benefits you<br />
Listing not only holds advantages for the company, but also for its<br />
people. Here are a couple of ways that you benefit from <strong>ADvTECH</strong><br />
being a listed company:<br />
The company’s brand value increased after its listing, making<br />
<strong>ADvTECH</strong> an attractive employer to talented people. You are one<br />
of those people, and you benefit from working with and learning<br />
from some of South Africa’s best and brightest individuals. Not to<br />
mention that working at <strong>ADvTECH</strong> looks really good on your CV!<br />
<strong>ADvTECH</strong> has better access to services and facilities offered by<br />
banks and other service providers, which means that you can be<br />
assured of timely salary payments and access to additional perks<br />
and benefits not ordinarily available at smaller businesses.<br />
As part of the JSE’s listing requirements, the company needs to<br />
publish an integrated annual report every year. This report gives<br />
shareholders and other stakeholders (like you, the employee)<br />
valuable insight into how the company works and how it has<br />
managed its financial and other resources during the applicable<br />
reporting year. You have the benefit of knowing exactly which<br />
challenges <strong>ADvTECH</strong> faces and how they are dealt with, and also<br />
see the important role you and your division plays in making<br />
the company a success. You can read the Integrated Annual<br />
Report here.<br />
We hope you’ve enjoyed this bit of insight into the benefits<br />
of listing, but feel free to look at our FAQs if you’d like to<br />
know more.<br />
CORPORATE GOVERNANCE<br />
What does it mean and<br />
why does it matter?<br />
Corporate governance is a term describing the system used to direct and control a<br />
company. At <strong>ADvTECH</strong> our Board of directors oversees the management and control<br />
structure that controls the Group’s overall direction.<br />
The King Code of Corporate Governance<br />
Corporate governance is a dynamic field, with constantly evolving requirements based on the<br />
best practice principles controlling the sector the company operates in. Former High Court<br />
judge Mervyn King S.C. is widely regarded as an expert in the field of corporate governance.<br />
King published a report called the King Code of Corporate Governance in 2017, called King IV.<br />
The report contains 75 reporting principles that guide organisations toward responsible,<br />
transparent reporting that aligns with local and international standards. We have always<br />
supported the values contained in the King Report and we constantly aim for greater<br />
compliance to the Code of Corporate Practices section of the report.<br />
REMUNERATION COMMITTEE<br />
This Committee determines and<br />
approves how much employees are<br />
paid. The Group CEO and Group HR<br />
executive attend these meetings by<br />
invitation, but don’t have any say<br />
regarding decisions about their own<br />
remuneration.<br />
AUDIT COMMITTEE<br />
The Committee is responsible for<br />
appointing the Group’s auditors,<br />
agreeing the fees that must be paid<br />
to them and settling on the terms of<br />
their engagement. They also provide<br />
recommendations to the Board about<br />
a number of operational issues. A full<br />
list of these is available.<br />
RISK COMMITTEE<br />
Every business faces several actual<br />
and potential risks in the day-to-day<br />
execution of their tasks. While the Risk<br />
Committee has assumed responsibility<br />
for monitoring and overseeing the<br />
management of risk within the Group,<br />
the Board, Exco and the internal audit<br />
department continue to review and<br />
assess the integrity and the quality of<br />
our risk control systems and ensure that<br />
risk policies and strategies are effectively<br />
managed.<br />
MORE ABOUT<br />
THE BOARD<br />
The <strong>ADvTECH</strong> Board consists of two<br />
Executive and eight Non-Executive<br />
Directors. The Board encourages greater<br />
integration of corporate governance<br />
principles across all areas of operation<br />
to help the Group to run its business in<br />
an efficient, ethical and sustainable way.<br />
This in turn creates value and sustainable<br />
returns, which means that more<br />
investments will be made into the<br />
private education sector.<br />
The directors have a wide range of<br />
experience in strategic, financial, legal,<br />
Information Technology and educational<br />
activities. This means that there is enough<br />
intellectual capital to guide the business<br />
towards long-term success. You can<br />
find the directors’ details and a short<br />
description of their CVs on the <strong>ADvTECH</strong><br />
website at www.advtech.co.za<br />
The Board has six committees,<br />
established as part of regulatory and<br />
business requirements. Members of the<br />
Board are appointed to Committees<br />
based on their areas of expertise and<br />
experience.<br />
Why corporate<br />
governance matters<br />
While the Board and Group<br />
Management team are ultimately<br />
held accountable for the Group’s<br />
ethical corporate governance, every<br />
one of us plays an important role<br />
in making our business one that is<br />
operated with integrity. When we are<br />
ill-informed about regulatory issues<br />
that could negatively affect our<br />
particular business unit, it places the<br />
entire Group at risk for reputational<br />
or even financial damage. It’s worth<br />
understanding which laws and<br />
regulations govern your particular<br />
area of work and understanding<br />
exactly what you can do to ensure<br />
that we act with complete integrity<br />
and transparency in everything<br />
we do.<br />
INVESTMENT COMMITTEE<br />
The Investment committee reviews<br />
and manages the funding and other<br />
financial aspects that constitute part<br />
of the investment strategy, such<br />
as acquisitions. They provide<br />
recommendations on where and<br />
what to spend money on, in essence,<br />
what would be worthwhile long-term<br />
for the groups sustainability and growth.<br />
TRANSFORMATION, SOCIAL AND<br />
ETHICS COMMITTEE (TSEC)<br />
TSEC monitors and oversees the<br />
Group’s progress on aspects relating<br />
to transformation at every level.<br />
It considers social and ethical<br />
aspects, and, where appropriate,<br />
provides management with guidance<br />
in this regard.<br />
The divisional CEOs must attend the<br />
majority of TSEC meetings held during<br />
the year. This ensures that social and<br />
ethical matters, as well as matters<br />
pertaining to transformation remain<br />
high on management’s agenda.<br />
NOMINATIONS COMMITTEE<br />
The Committee meets when necessary,<br />
to nominate, evaluate and recommend<br />
possible new appointments to the<br />
Board.<br />
16 | <strong>ADvTECH</strong> INDUCTION TOOLKIT<br />
<strong>ADvTECH</strong> INDUCTION TOOLKIT |<br />
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