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JOHN DANIEL HOLDINGS LIMITED AND ITS SUBSIDIARIES
INTEGRATED ANNUAL REPORT 2011
auditors, evaluate the group’s systems of internal finan-
cial and operational control, review accounting policies
and financial information to be issued to the public,
facilitate effective communication between the board,
management and the external auditors, recommend the
appointment of, and determine, the fees payable to the
external auditors and determine and approve the level
of non-audit services provided by the external auditors.
The committee furthermore approves the audit plan, re-
views the interim and annual results before recommend-
ing them to the board for approval and discusses these
results and the audit process with the external auditors.
During the meeting held on 2 June 2011 the committee
considered and satisfied itself as to the appropriateness
of the expertise and experience of the financial director,
D van der Merwe.
Risk committee
The risk committee was constituted during the financial
year and met on 2 June 2011.
This committee will comprised of the non-executive
directors and the chief executive officer. The financial
director and operational management attended the
committee meetings as an invitee.
The committee reviewed the critical business, operation-
al, financial and compliance exposures and sustainability
issues facing the group, taking into account the severity
and probability of occurrence of such risks. The commit-
tee resolved to review risk in for the period under review
as an integral part of all board meetings and ensure that
the requisite risk management culture, practices and
policies are progressively implemented and continu-
ously monitored.
The committee will support the board in discharging its
responsibility for ensuring that the risks associated with
its operations are effectively managed. This will be done
through, inter alia,
•
Setting out a process for the identification and man-
agement of risk and sustainability issues;
•
Reviewing and assessing any risk management is-
sues;
•
Considering items of risk, assessing such risks and
determining required solutions, and where required,
reporting the most significant risks to the board;
•
Reviewing corporate governance guidelines and
implementation; and
•
Reviewing and approving Group insurance poli-
cies and deciding on the extent to which the group
should retain risk.
Remuneration committee
The re-constituted remuneration committee met on
16 February 2011 and comprised entirely of non-execu-
tive directors. The committee recommended the execu-
tive remuneration as detailed in the financial report as
well as in the annual general meeting pack.
The committee will continue to:
•
Assist the board in determining the broad policy
for executive and senior management remunera-
tion;
•
Assist the board in reviewing the remuneration of
the executive directors and company secretary;
and
•
Assist the board in reviewing the non-executive
directors’ fees.
Accounting and Internal Controls
The board has established controls and procedures to en-
sure the accuracy and integrity of the accounting records
are enhanced and maintained, and to provide reasonable
assurance that assets are safeguarded from loss or unau-
thorised use and that the financial statements may be
relied upon for maintaining accountability for assets and
liabilities and preparing the financial statements.
Corporate Governance -
Continued