| Corporate
Governance
The Board supports the principles of good governance contained in the
Revised Combined Code appended to the Listing Rules of the Financial Services
Authority in the UK and the King Code in South Africa, It complies where
this is commercially justified, allowing for the practical limitations
relating to the Company’s size.
The management team meets regularly and the full board when appropriate
in order to determine the strategy and policy of the Group and the allocation
of its financial resources and has a schedule of matters specifically
reserved to it for decision.
The Company has two non-executive Directors, Mr M A Burne and Mr C Molefe.
The chief executive officer of Jubilee does not hold the position of
chairperson and it is the policy of the Company to continue with this
arrangement. The Company has a policy for the appointments to the board
of Directors, and the board will be assisted where appropriate by a nomination
committee. The non-executive Directors will have the appropriate input
into these appointments.
The responsibilities of Directors are clearly divided in terms of financial,
operational and other duties of the Directors and each Director has the
same voting rights at board meeting with a view to ensure a balance of
power and authority.
Audit Committee
Members: Malcolm Burne, Chris Molefe, Raju Samtani
An Audit Committee, comprising Malcolm Burne, Chris Molefe and Raju Samtani,
has been established by the Company. The Audit Committee is chaired by
Malcolm Burne and meets at least two times each year. The Audit Committee
reviews the Company's annual and interim financial statements before submission
to the Board for approval. The committee also reviews regular reports
from management and external auditors on accounting and internal control
matters. Where appropriate, the committee monitors the progress of action
taken in relation to such matters. The committee also recommends the appointment
of, and reviews the fees, of the external auditors.
Remuneration Committee
Members: Malcolm Burne, Chris Molefe, Raju Samtani
The Company has in addition established a Remuneration Committee, comprising
Malcolm Burne, Chris Molefe and Raju Samtani. The Remuneration Committee
is chaired by Malcolm Burne. The Committee is responsible for reviewing
the performance of the executive Directors and for setting the scale and
structure of their remuneration, determining the payment of bonuses, considering
the grant of options under any share option scheme and, in particular,
the price per share and the application of performance standards which
may apply to any such grant, paying due regard to the interests of shareholders
as a whole and the performance of the Company
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