Page 37 - JDH Annual report 2011

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37
The directors’ responsibility statement is set out on page
52 of this annual report.
External Audit and Auditors
The Group’s auditor, AM Smith and Company Incorpo-
rated, performs an independent and objective audit on
the Group’s financial statements. Interim reports are not
audited, but are discussed with the auditors. The audit
committee approves the audit plan and reviews the audit
fees for the audit. The auditors have unrestricted access
to the audit committee and are invited to attend all audit
committee meetings. The re-appointment of the auditors
is reviewed annually by the audit committee. The audit
committee has confirmed that the external auditors are
considered to be independent and the external auditors
have confirmed that none of their staff have any conflict of
interest with regard to the company.
Employment Equity
The Group promotes a culture that provides all employees
with opportunities to advance to their optimal levels of
career development.
Communication with Stake holders
The company is committed to a policy of effective com-
munication and engagement with its stakeholders on
issues of mutual interest and subscribes to a policy of
open, frank and timeous communication in its activities
on both financial and non-financial matters.
Interests of Directors and Share Dealings
The register of interests of directors in contracts, is available
tomembers of the public on request.
The there was no direct and indirect interest of directors
as at 30 September 2011.
Trading Company Shares
The company enforces a restricted period for dealing in
its shares, in terms of which any dealings in shares by all
directors and senior personnel is disallowed by the board
from the date of the reporting period to the time that re-
sults are released and at any time that such individuals
are aware of unpublished price sensitive information,
whether the company is trading under cautionary an-
nouncement as a result of such information or not.
The policy for and dealing in shares by all directors and
senior personnel is that clearance to deal must be ob-
tained from at least two of the following directors, the
chairman of the board, the chief executive officer or the
chairman of the audit committee. If any of the above per-
sons requires clearance, the other two persons will ap-
prove such transactions. Directors are required to report
share dealings to the sponsor within 24 hours of such
dealing and the sponsor is required to release the details
of any such trades on SENS no later than 24 hours after
receiving such notification.
Company Secretary
The company secretary appointed on 5 October 2011 is
Tania Jonker of DENNIS DE BOER & ASSOCIATES.
The company secretary is required to provide the mem-
bers of the board with guidance and advice regarding
their responsibilities, duties and powers and to ensure
that the board is aware of all legislation relevant to or
affecting the company.
The company secretary is required to ensure that the
company complies with all applicable legislation regard-
ing the affairs of the company, including the necessary
recording of meetings of the board, board committees
and shareholders of the company.
The board is of the opinion that Tania Jonker has the req-
uisite attributes, qualifications and experience to ful-
fil its commitments effectively. It requires a decision of
the board as a whole to remove the company secretary,
should this become necessary.