BOARD OF DIRECTORS
The
composition of the Board of Directors is as follows:
Jeremy
John Ord, Executive
Chairman (N)
Brett
William Dawson, Chief Executive Officer
Stephen
Michael Joubert, Group Executive: Global
Solutions
Patrick
Keith Quarmby, Director: Corporate Finance
David
Brian Sherriffs, Chief Financial Officer
Rupert
George Barclay*, Senior independent
non-executive director (A) (N)
Leslie
Frank Bergman, Independent non-executive
director (A)
Peter
John Liddiard, Non-executive director (A)
Wendy Lucas-Bull, Independent non-executive director (R)
Josua (Dillie) Malherbe, Non-executive director (R)
Moses
Modidima (Moss) Ngoasheng, Independent non-executive
director
Roderick
(Rory) Michael Scott*, Independent non-executive
director (A) (R)
Peter
Dorian (Dorian) Wharton-Hood, Independent non-executive
director (R) (N)
*British
R= Member of the Remuneration Committee
A= Member of the Audit Committee
N=
Member of the Nomination Committee
View
the directors' biographies
A
corporate governance framework in the form of an authorities matrix has been
approved by the Board. This framework defines the roles and responsibilities
of the constituent elements of the Group’s structure. It enables the Board to
plan, execute, control and monitor the Group’s objectives so as to achieve
its strategic objectives.
The
schedule of matters reserved for the Board include:
- Approval of the Group’s strategy and
annual budget
- Review of Group performance
- Approval of major capital expenditure
or disposals, material contracts, material acquisitions and developments
- Maintaining and monitoring the Group’s
system of internal control and risk management
- Changes relating to the company’s
capital structure and the memorandum and articles of association
- Recommendation of dividends
- Communication with shareholders, including
approval of all circulars, prospectuses and major public announcements
- Terms of reference of Board Committees
- Appointment, removal and remuneration
of directors and Company Secretary
- Changes to retirement benefit schemes,
employee share plans and long term incentive programmes
- Approval of the interim statement and
annual report and accounts (including the review of critical accounting
policies and accounting judgements, and an assessment of the company’s
position and prospects
- The appointment of external auditors.
