Annual Integrated Report

2019

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Underground Mining + Oil & Gas + Power & Water

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LEADERSHIP

THE BOARD LEADS AN EXPERIENCED MANAGEMENT TEAM IN ASPIRING TO THE HIGHEST STANDARDS OF INTEGRITY AS A WELL-GOVERNED, VALUES-DRIVEN MULTINATIONAL ORGANISATION.

The Group has an accomplished and diverse Board, with competencies aligned to the Group’s strategy and deep collective experience, relevant to the macroeconomic and socioeconomic realities of our markets. An effective governance structure, aligned to King IV™, is in place and a clear organisational framework defines the relationships and decision-making rights between governing bodies and business platforms.

Governance overview Full governance report

Please click on executive below to see further information on the committees

Independent non-executive directors

SURESH KANA, Chairman
RHR
N

SURESH KANA

Chairman

QUALIFICATIONS

BCom Hons, BCompt, CA(SA), MCom

APPOINTED

1 July 2015

RESPONSIBILITIES

Oversees Board governance and performance, and stakeholder engagement.

EXPERIENCE

Former territory senior partner for PwC Africa

OTHER DIRECTORSHIPS

Quilter, JSE Limited, King Committee on Corporate Governance

RELEVANT SKILLS AND EXPERTISE

Accounting, Finance, Strategic Leadership, Governance, Ethics

N
Nomination committee
Chairman: Suresh Kana
RHR
Remuneration & human resources committee
Chairman: Ralph Havenstein
RALPH HAVENSTEIN, Lead independent director
SE
RHR
N
HSE

RALPH HAVENSTEIN

Lead independent director

QUALIFICATIONS

MSc (Chemical Engineering), BCom

APPOINTED

01 August 2014

RESPONSIBILITIES

Addresses shareholders’ concerns where regular channels fail to resolve concerns, or where the chairman may be conflicted.

EXPERIENCE

Former chief executive officer Anglo American Platinum, former chief executive officer Norisk Nickel International

OTHER DIRECTORSHIPS

Northern Platinum, Omnia Holdings, Reatile Group, Hernic Ferrochrome

RELEVANT SKILLS AND EXPERTISE

Petrochemistry and Mining, Chemical Engineering, Strategic Leadership

SE
Social & ethics committee
Chairman: Ntombi Langa-Royds
RHR
Remuneration & human resources committee
Chairman: Ralph Havenstein
N
Nomination committee
Chairman: Suresh Kana
HSE
Health, safety & environment committee
Chairman: Ralph Havenstein
NTOMBI LANGA-ROYDS
SE
RHR
N
RM

NTOMBI LANGA-ROYDS

QUALIFICATIONS

BA Law (Lesotho), LLB (Lesotho)

APPOINTED

1 June 2013

RESPONSIBILITIES

Provide independent and objective judgement as well as to counsel, challenge and monitor the executive directors’ delivery of strategy within the approval framework and risk appetite agreed by the Board.

EXPERIENCE

Human resources executive

OTHER DIRECTORSHIPS

Mpact, Redefine Properties, Kumba Iron Ore, Europe Assistance Worldwide Services (SA)

RELEVANT SKILLS AND EXPERTISE

Human Capital, Law

SE
Social & ethics committee
Chairman: Ntombi Langa-Royds
RHR
Remuneration & human resources committee
Chairman: Ralph Havenstein
N
Nomination committee
Chairman: Suresh Kana
RM
Risk management committee
Chairman: Keith Spence
ALEX MADITSI
SE
RHR
HSE

ALEX MADITSI

QUALIFICATIONS

BProc, LLB, LLM

APPOINTED

23 August 2017

RESPONSIBILITIES

Provide independent and objective judgement as well as to counsel, challenge and monitor the executive directors’ delivery of strategy within the approval framework and risk appetite agreed by the Board.

EXPERIENCE

Former operations planning and legal director for Coca-Cola Southern and East Africa

OTHER DIRECTORSHIPS

Bidvest Group, African Rainbow Minerals

RELEVANT SKILLS AND EXPERTISE

Law, Commercial, Remuneration

SE
Social & ethics committee
Chairman: Ntombi Langa-Royds
RHR
Remuneration & human resources committee
Chairman: Ralph Havenstein
HSE
Health, safety & environment committee
Chairman: Ralph Havenstein
EMMA MASHILWANE
RM
AS

EMMA MASHILWANE

QUALIFICATIONS

BCom Hons, BCompt, CA(SA), MBA

APPOINTED

23 August 2017

RESPONSIBILITIES

Provide independent and objective judgement as well as to counsel, challenge and monitor the executive directors’ delivery of strategy within the approval framework and risk appetite agreed by the Board.

EXPERIENCE

Chief executive officer Masa Risk Advisory Services

OTHER DIRECTORSHIPS

Tiger Brands, Famous Brands

RELEVANT SKILLS AND EXPERTISE

Accounting, Finance, Risk Management, Internal Audit

RM
Risk management committee
Chairman: Keith Spence
AS
Audit & sustainability committee
Chairman: Diane Radley
DIANE RADLEY
RM
AS

DIANE RADLEY

QUALIFICATIONS

CA(SA), MBA, AMP (Harvard)

APPOINTED

23 August 2017

RESPONSIBILITIES

Provide independent and objective judgement as well as to counsel, challenge and monitor the executive directors’ delivery of strategy within the approval framework and risk appetite agreed by the Board.

EXPERIENCE

Former chief executive officer Old Mutual Investment Group

Former chief financial officer Old Mutual SA

OTHER DIRECTORSHIPS

Transaction Capital, Base Resources, DG Murray Trust

RELEVANT SKILLS AND EXPERTISE

Accounting, Corporate Finance, Investment, Strategic Leadership

RM
Risk management committee
Chairman: Keith Spence
AS
Audit & sustainability committee
Chairman: Diane Radley
XOLANI MKHWANAZI
RM
HSE
SE

XOLANI MKHWANAZI

QUALIFICATIONS

BSc, MA, PhD, EDP

APPOINTED

01 August 2015

RESPONSIBILITIES

Provide independent and objective judgement as well as to counsel, challenge and monitor the executive directors’ delivery of strategy within the approval framework and risk appetite agreed by the Board.

EXPERIENCE

Former chairman of BHP Billiton SA Operations, former head of National Energy Regulator

OTHER DIRECTORSHIPS

Public Investment Corporation, South 32

RELEVANT SKILLS AND EXPERTISE

Applied Physics, Power, Engineering, Mining

RM
Risk management committee
Chairman: Keith Spence
HSE
Health, safety & environment committee
Chairman: Ralph Havenstein
SE
Social & ethics committee
Chairman: Ntombi Langa-Royds
KEITH SPENCE
AS
HSE
RM

KEITH SPENCE

QUALIFICATIONS

BSc Hons

APPOINTED

25 November 2015

RESPONSIBILITIES

Provide independent and objective judgement as well as to counsel, challenge and monitor the executive directors’ delivery of strategy within the approval framework and risk appetite agreed by the Board.

EXPERIENCE

Former chairman of Clough, former executive at Woodside, former executive at Shell

OTHER DIRECTORSHIPS

Santos, Base Resources, Independence Group NL

RELEVANT SKILLS AND EXPERTISE

Oil & Gas, Strategic Leadership

AS
Audit & sustainability committee
Chairman: Diane Radley
HSE
Health, safety & environment committee
Chairman: Ralph Havenstein
RM
Risk management committee
Chairman: Keith Spence
  Governance report

EXECUTIVE DIRECTORS

Henry Laas

Henry Laas
Group chief executive

QUALIFICATIONS

BEng (Mining), MBA

APPOINTED

Joined the Group in 2001.
Appointed to the Board and as Group chief executive in 2011.

RESPONSIBILITIES

Leads the design and delivery of Group strategy and performance, and reporting.

EXPERIENCE

Former chairman of Murray & Roberts Engineering SADC; former managing director of Murray & Roberts Cementation.

RELEVANT SKILLS AND EXPERTISE

Mining and Engineering, Commercial Negotiations, Strategic Leadership

Daniël Grobler
Group financial director

QUALIFICATIONS

CA(SA)

APPOINTED

Joined the Group in 2010. Appointed to the Board and as Group financial director in 2017.

RESPONSIBILITIES

Leads the delivery of Group financial performance against aspirations, and reporting.

EXPERIENCE

Former managing director of Murray & Roberts Cementation. Various financial and leadership functions within the Group since 2010.

RELEVANT SKILLS AND EXPERTISE

Accounting, Commercial Negotiations, Strategic Leadership, Corporate Finance


GROUP SECRETARY

Bert Kok

Bert Kok

QUALIFICATIONS

FCIS, FCIBM

APPOINTED

Joined the Group in 2011.
Appointed Group secretary in 2014.

RESPONSIBILITIES

Ensures sound corporate governance and Board administration including director induction and training.

EXPERIENCE

More than 10 years Listed Company Secretary; former (2010) President of Chartered Secretaries of Southern Africa

RELEVANT SKILLS AND EXPERTISE

Corporate Governance, Company Secretarial Administration


COMMITTEES

N
Nomination committee
Chairman: Suresh Kana
RHR
Remuneration & human resources committee
Chairman: Ralph Havenstein
RM
Risk management committee
Chairman: Keith Spence
SE
Social & ethics committee
Chairman: Ntombi Langa-Royds
HSE
Health, safety & environment committee
Chairman: Ralph Havenstein
AS
Audit & sustainability committee
Chairman: Diane Radley