LENMED AIR 2019.pdf

Audit and Risk Committee Social and Ethics Committee Remuneration and Nominations Committee Clinical Governance Committee The Board has the following Board committees in place Refer to the respective reports of these committees for details. AUDIT AND RISK COMMITTEE REPORT The Audit and Risk Committee is a statutory committee of the Board of Directors charged with the responsibility of overseeing audit and risk matters. It is structured in accordance with the requirements of the Companies Act 2008 and King IV™ and consists of three independent non-executive directors, approved by the shareholders in general meeting, one of whom is the Chairman. The Financial Director and the Company Advisor, Grindrod Bank Ltd are permanent invitees, as are the external auditors and the internal auditors. Other members of the executive management and the IT executive are invited as expedient. The Chairman of the Audit and Risk Committee is the only chartered accountant among the independent directors — the other members being qualified in law, business administration and marketing. This provides a spread of disciplines, as well as a diversity of knowledge, experience, race and gender. The committee is conscious of the need for continuing education of its members and of the need to stay abreast of current events that affect the work of Audit committees. To this end, the Audit Committee meeting agenda often includes addresses and presentations on subjects such as changes in legislation, taxation, insurance, IFRS, cybersecurity etc. In addition, the Chairman attends third-party presentations on IFRS, cybersecurity, sustainability and taxation and, being a member of the IOD and the Audit Committee Forum, engages with peers and other specialists in corporate governance. The external and internal auditors have unrestricted access to the committee and its Chairman. Private sessions are held, without management being present, at least once a year. At those sessions, questions are asked to determine the robustness of the audits and to satisfy the committee that the objectives of combined assurance are being met. The committee is therefore confident that the combined assurance model is effective. The composition of the committee as approved by the shareholders at the most recent AGM is as follows: Board meetings Name Qualifications Date appointed Position Mr M G Meehan CA(SA) 1 November 2010 Lead Independent Non-executive Director Ms B Harie BA, LLB, LLM 1 November 2010 Independent Non-executive Director Ms N V Simamane BSc (Hons) 1 October 2012 Independent Non-executive Director LENMED ANNUAL INTEGRATED REPORT 2019 71 Board committees