42
BLUE LABEL INTEGRATED ANNUAL REPORT 2014
AIRTIME
The Company Secretary is responsible for complying
with the JSE Listings Requirements. This includes the
preparation and submission of all relevant
communication, including SENS announcements,
to the stock exchange.
Board committees
The Board has delegated certain functions to
well-structured committees without abdicating its
own responsibilities. Board committees operate under
written terms of reference approved by the Board.
Board committees are free to take independent
professional advice as and when deemed necessary,
for which a formal policy is in place. The Group
Company Secretary provides secretarial services for
the committees.
There is transparency and full disclosure from Board
committees to the Board. The minutes of committees
are submitted to the Board for noting and discussion.
In addition, directors have full access to all Board
committee documentation and committee
chairpersons provide the Board with verbal reports on
recent committees activities.
The Board is of the opinion that all Board committees
have effectively discharged their responsibilities, as
contained in their respective terms of reference.
GOVERNANCE
FRAMEWORK
CONTINUED
The committees, its members and principal functions are set out below:
Committee
Members and
attendees
Principal activities
Executive
(weekly)
MS Levy (C)
EC de Villiers*
BM Levy
MV Pamensky
DA Suntup
➔
Implement strategies and policies of the Group
➔
Manage the business of the Group
➔
Senior Management appointments and performance
management
➔
Prioritise the allocation of capital, technical and human
resources
➔
Review and approve acquisitions, disposals and
investments of up to R40 million per transaction.
Audit, Risk and
Compliance
(quarterly)
JS Mthimunye (C)
EC de Villiers*
GD Harlow
NN Lazarus SC*
BM Levy*
MS Levy*
DA Suntup*
SJ Vilakazi
More information on the activities and responsibilities of the
committee is included on pages 67 to 70.
C – Chairman.
* Attendee.




