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BLUE LABEL INTEGRATED ANNUAL REPORT 2015
GOVERNANCE FRAMEWORK
CONTINUED
The Committees, their 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 matters
and human resources, and
•
•
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
BM Levy*
MS Levy*
DA Suntup*
SJ Vilakazi
More information on the activities and responsibilities
of the Committee is included on page 65.
The report of the Committee is on pages 65 to 68.
Remuneration
and
Nomination
(bi-annually)
GD Harlow (C of RC)
LM Nestadt (C of NC)
EC de Villiers*
BM Levy*
MS Levy*
JS Mthimunye
DA Suntup*
•
•
Determine and agree with the Board, the
framework or broad policy for the remuneration of
the Executive Directors, non-executive directors
and any other members of Executive Management,
or as it is designated to consider,
•
•
Review, for recommendation to the Board, the
design of and targets for the Group’s Forfeitable
Share Plan,
•
•
Determine annually whether awards are to be
made under the Forfeitable Share Plan and the
overall individual amounts of such awards,
•
•
Recommend to the Board the remuneration of
non-executive directors for approval by
shareholders.
•
•
Identify and nominate candidates to fill vacancies
on the Board as and when they arise, for the
ultimate approval of the Board, and
•
•
Recommend the appointment of new Executive
and Non-Executive Directors, including
recommendations on the composition of the Board
and the balance between Executive and
Non-Executive Directors and any adjustments that
are deemed necessary.
The report of the Committee is on pages 60 to 64.
C – Chairman.
* Attendee.