Page 39 - JDH Annual report 2011

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39
Ethical Leadership and Corporate Citizenship
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Effective leadership based on an ethical foundation
Responsible corporate citizen
Effective management of company’s ethics
Assurance statement on ethics in integrated annual report
1
BOARDS AND DIRECTORS
The board is the focal point for and custodian of corporate governance
Strategy, risk, performance and sustainability are inseparable
Directors act in the best interest of the company
The chairman of the board is an independent non-executive director
Framework for the delegation of authority has been established
2
The board comprises a balance of power,with amajority of non-executive
directors, the majority of who are independent
Directors are appointed through a formal process
Formal induction and ongoing training of directors is conducted
The board is assisted by a competent, suitably qualified and experienced
company secretary
Regular performance evaluation of the board, its committees and the
individual directors
3
Appointment of well-structured committees and oversight of key
functions
An agreed governance framework between the group and its subsidiary
boards is in place
Directors and executives are fairly and responsibly remunerated
Remuneration of directors and senior executives is disclosed
The company’s remuneration policy is approved by its shareholders
AUDIT COMMITTEE
Effective and independent
Suitably skilled and experienced independent non-executive directors
Chaired by an independent non-executive director
Oversees integrated reporting
A combined assurance model is applied to improve efficiency in
assurance activities
Satisfies itself on the expertise, resources and experience of the
company’s finance functions
Oversees internal audit
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