The Investment Committee is constituted as a formal Committee of the Board and is responsible for reviewing the Group’s investment policies, strategies, transactions and performance, and making appropriate recommendations to the Board within the scope of its mandate.
The Committee is obliged to act within the parameters of the Memorandum of Incorporation, the Companies Act, the JSE Listings Requirements and applicable legislation.
In accordance with the Committee charter, membership includes the Executive Chairman (who is also the Chairperson of the Committee), the Chief Executive Officer, the Financial Director and two independent members, one of whom must be an Independent Non-executive Director and the other may, at the Board’s discretion, be an external individual nominated for his or her expertise.
The independent members of the Committee are nominated for appointment by the Remuneration and Nomination Committee and are appointed by the Board.
The Committee currently comprises the following directors:
- H Adams (Chairperson)
- AE Keet
- D Pienaar
- A Abercrombie
- CM Priem
The Committee’s role and responsibilities are to:
- Determine investment policies and guidelines for approval by the Board;
- Consider management’s investment proposals with due regard to the their viability, the sustainability of projected returns, the effect of such investments on the Group’s liquidity and cash flow and the Group’s strategy;
- Approve new investments and/or extend existing investments, subject to the total value of the investment not exceeding R25 million per investment;
- Recommend investment proposals to the Board for approval;
- Ensure that appropriate due diligence procedures are followed when acquiring or disposing of assets;
- Evaluate the performance of assets and investments against the Group’s strategy; and
- Review and assess the committee charter and recommend changes to the Board.
The Committee is authorised to investigate any activity within the scope of its mandate and in the fulfilment thereof may call upon management to provide it with information. It also has the right to obtain, at the Company’s cost, independent external professional advice to assist with the execution of its duties, subject to Board approval. It has full access to the Company’s records, facilities and any other resources necessary to discharge its duties and responsibilities.
The Committee meets twice a year but may meet more frequently if necessary. The Chairperson of the Committee is responsible for reporting on the Committee’s activities to the Board.
Chairperson of the Investment Committee