HIGHEST STANDARDS

OF GOVERNANCE

GOVERNANCE OF FUNCTIONAL AREAS

RISK GOVERNANCE: PRINCIPLE 11 APPLIED

The Board governs risk in a way that supports SAICA in setting and achieving its strategic objectives.

The Board is committed to achieving SAICA’s strategic objectives in accordance with the recommendations of King IV™.

SAICA has embedded risk management throughout its business activities and decision-making processes at all levels. The risk appetite and tolerance thresholds establish a common risk terminology for financial risks, compliance risks, sustainability risks, health and safety risks, and business continuity and disaster recovery risks.

Executive management is accountable to the Audit and Risk Committee for designing, implementing and monitoring the systems and processes that underpin risk management. See Risk Management report.
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INFORMATION AND TECHNOLOGY GOVERNANCE: PRINCIPLE 12 APPLIED

The Board governs technology and information in a way that supports SAICA setting and achieving its strategic objectives.

The Board is responsible for ensuring appropriate governance of SAICA’s IT systems to support the achievement of the strategic objectives of SAICA. The Digital Transformation and Governance Committee monitors SAICA’s technology and information initiatives and programmes on behalf of the Board. The committee submits reports to the Board on a regular basis.

See the Digitisation Report for more information.

COMPLIANCE GOVERNANCE: PRINCIPLE 13 APPLIED

The Board governs compliance with applicable laws, and adopted non-binding rules, codes and standards in a way that supports SAICA being ethical and a good corporate citizen.

The Board sets the standards that ensure compliance in all areas of the business with relevant laws, regulations, codes and policies. There is zero tolerance for breaches of legislation, and material breaches are reported to the Board directly, or through committee structures. The Board has delegated compliance oversight to the Audit and Risk Committee.

REMUNERATION GOVERNANCE: PRINCIPLE 14 APPLIED

The Board ensures that SAICA remunerates fairly, responsibly and transparently so as to promote the achievement of strategic objectives and positive outcomes in the short, medium and long term.

GOVERNANCE OF REMUNERATION MATTERS

Governance of fair, responsible and transparent remuneration falls under the scope of the Human Capital management division, with oversight by the Human Resources and Remuneration Committee, which in turn advises the Board. SAICA has a HR and Remuneration Policy that articulates SAICA’s direction on fair, transparent and responsible remuneration so as to enable organisational performance and sustainability.

Non-executive director remuneration is approved at the Annual General Meeting.

The Human Resources and Remuneration Committee engages independent remuneration service consultants to review and benchmark remuneration levels of both the NED and Exco members on a regular basis. The organisation similarly conducts benchmarking of employee remuneration.

The Board, through the Human Resources and Remuneration Committee, sets the policy, direction and approach for remuneration. The remuneration policy and implementation report are outlined in the remuneration report.

SAICA’s Board sets short-term targets and initiatives for the year ahead in the annual balanced scorecard that supports delivery on the strategic pillars, either directly or by enhancing the Institute’s operational efficiency. At the end of the year, executive management collates the performance against the balanced scorecard targets. See link for details of performance against balanced scorecard. The final scores are assured by the Human Resources and Remuneration Committee and approved by the Board.

ASSURANCE: PRINCIPLE 15 APPLIED

The Board ensures that assurance services and functions enable an effective control environment, and that these support the integrity of information for internal decision-making and of SAICA’s external reports.

The Board acknowledges that it cannot operate effectively without confidence in the information placed before it. It has delegated responsibility for the oversight of direct assurance services and functions to the Audit and Risk Committee, which ensures that an effective internal control environment exists to provide integrity of information used in decision-making.   The committee also ensures that a combined assurance model is in place to cover significant risks and material matters through the use of internal and external assurance providers. The committee is satisfied with the status of the effectiveness of the models in respect of financial and non-financial risks and controls.   The Board has also delegated the oversight of the internal audit function to the Audit and Risk Committee. The internal audit function operates under a charter that is reviewed annually. The internal audit manager has a direct reporting line to the Chairperson of the Audit and Risk Committee, in addition to his reporting responsibilities to the finance function. Refer to the Risk and Opportunity Management and the Audit and Risk Committee report.

STAKEHOLDERS: PRINCIPLE 16 APPLIED

In the execution of its governance role and responsibilities, the Board adopts a stakeholder-inclusive approach that balances the needs, interests and expectations of material stakeholders in the best interest of SAICA over time.

STAKEHOLDER MANAGEMENT

The Board considers the legitimate interests of all stakeholders in discharging its duties and when acting in the best interest of SAICA.

True participation of stakeholders in decision-making and consequent activities is particularly critical to SAICA’s value creation. It is in this context that we continue to engage our stakeholders through a multi-stakeholder engagement approach. SAICA has adopted the corporate governance principles and the majority of the recommended practices of the King IVTM Report on Corporate Governance for South Africa 2016 (King IVTM ), and in terms thereof SAICA’s Board has approved a policy that articulates and gives effect to its direction on stakeholder relationships.

The objectives of this policy are to strengthen and maintain relationships with our stakeholders; to identify the opportunities and threats arising from stakeholders’ material issues; to assist with strategic sustainable decision-making; and to foster a stakeholder-inclusive approach in executing SAICA’s strategy.

Through our stakeholder engagement processes, SAICA is committed to understanding and being responsive to the interests and expectations of stakeholders. SAICA’s stakeholder engagement report is tabled quarterly at the Social, Ethics and Transformation Committee.
SEE BOARD COMMITTEE REPORTS: THE AUDIT AND RISK COMMITTEE (ARC)

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SAICA Integrated Report 2022.
All Rights Reserved.

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SAICA Integrated Report 2022. All Rights Reserved.

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