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SUN INTERNATIONAL ANNUAL REPORT ’10
GOING CONCERN
Following due consideration of the operating budgets, an assessment of
group debt covenants and funding requirements, solvency and liquidity,
the major risks, outstanding legal, insurance and taxation issues, and other
pertinent matters presented by management, the directors have recorded
that they have reasonable expectation that the company and the group
have adequate resources and the ability to continue in operation for
the foreseeable future. For these reasons, the financial statements have
been prepared on a going concern basis.
DIRECTORS’ RESPONSIBILITY FOR ANNUAL
FINANCIAL STATEMENTS
The directors are responsible for the preparation of the annual financial
statements and related financial information that fairly present the state
of affairs and the results of the company and of the group. The external
auditors are responsible for independently auditing and reporting on these
annual financial statements, in conformity with International Standards on
Auditing and in the manner required by the Companies Act, 1973.
The annual financial statements set out in the annual report have been
prepared by management in accordance with IFRS. They are based on
appropriate accounting policies, which have been consistently applied
and which are supported by reasonable and prudent judgements and
estimates.
DEALING IN LISTED SECURITIES
Directors, the company secretary and certain identified senior executives
who have access to price sensitive information and are defined as ‘insiders’,
may not deal in the shares of the company during certain closed periods
which fall on the following dates:
116
CORPORATE GOVERNANCE REPORT CONTINUED
between 31 December and the date on which the interim results are
published;
between 30 June and the date on which the year end results are
published; and
outside of the above closed periods while the company is in the
process of price sensitive negotiations, acquisitions, or while the
company is trading under cautionary or pending any price sensitive
announcements.
Directors and the company secretary are required to obtain prior clearance
in writing of any proposed share transactions (which includes any
transactions under the company’s share option scheme and share plans)
from the chairman of the board, or failing him, the LID, or failing him,
the chairman of the audit committee, or failing him any member of the
remuneration committee, before dealing outside of the closed periods to
ensure there are no price sensitive negotiations taking place. Requests for
clearance are routed through the company secretary who also maintains
a written record of requests for dealing and clearances.
Details of any transactions by directors and the company secretary in the
shares of the company (including transactions under the share option
scheme and share plans) are advised to the JSE, through the sponsor, for
publication on SENS.
The board has approved in principle, the expansion of the group’s share
dealing policy to include additional executive management and key
employees, within the ambit of this policy, and the policy will be finalised
in the forthcoming year.
There have been no incidents of transgression during the year under
review.
REGULATORY ENVIRONMENT
The gaming industry in which the group operates is highly regulated and
is subject to significant probity and outside regulatory monitoring both
locally and internationally. This requires the group, its major shareowners,
directors, senior management and key employees to observe and uphold
the highest levels of corporate governance.
An exercise was undertaken in the year under review to identify the
legislative landscape with a direct impact on the group, in light of revised
and new legislation. The company engages regularly with its key regulators
and makes public comment and submissions on proposed new industry
and other relevant legislation.
There have been no incidents of material non-compliance during the year
under review.
HIV/AIDS
The group has a comprehensive programme aimed at educating staff and
communities in which it operates on the risks related to HIV/Aids and to
assist in reducing the prevalence of incidents. Full details of the programme
and progress made by the group in this regard appear in a dedicated section
of the annual report which can be found on page 73.
COMMUNICATIONS AND STAKEHOLDER
ENGAGEMENT
The board acknowledges that stakeholder perceptions shape corporate
reputation and strives to provide its stakeholders, including share-owners;
employees; customers; empowerment partners; communities; government,
regulatory bodies, industry analysts, investors and the media amongst
others, with relevant and accurate information, promptly and transparently.
The group has undertaken a comprehensive exercise to identify and
map all of its stakeholders with consideration to the group’s impact on its
stakeholders and its stakeholders’ potential impact on the group. This
exercise has laid the foundation to formalise stakeholder engagement
processes and policies throughout the group. The group acknowledges
that constructive dialogue with its stakeholders is an imperative, and
accordingly a more formal documentation of its stakeholder engagement
processes will be finalised in the forthcoming year.