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Tiger Brands Limited Integrated Annual Report
2014
Shareholder information
Principle
number
Description
Compliance
Chapter 2: Boards and directors continued
2.8
The board should be responsible for information
technology (IT) governance.
See Chapter 5 below
2.9
The board should ensure that the company
complies with applicable laws and considers
adherence to non-binding rules, codes and
standards.
See Chapter 6 below
2.10
The board should ensure that there is an effective
risk-based internal audit.
See Chapter 7 below
2.11
The board should appreciate that stakeholders`
perceptions affect the company’s reputation.
See Chapter 8 below
2.12
The board should ensure the integrity of the
company’s Integrated Annual Report.
See Chapter 9 below
2.13
The board should report on the effectiveness of the
company’s system of internal controls.
See Chapter 7 and 9 below
2.14
The board and its directors should act in the best
interests of the company.
The board acknowledges its role as a trustee on
behalf of the shareholders and is required to act at
all times in the company’s best interests.
2.15
The board should consider business rescue
proceedings or other turnaround mechanisms as
soon as the company is financially distressed as
defined in the Act.
Business rescue has not been required.
2.16
The board should elect a chairman of the board
who is an independent non-executive director. The
chief executive officer of the company should not
also fulfil the role of chairman of the board.
The Chairman of Tiger Brands, Mr AC Parker, is an
independent non-executive director.
2.17
The board should appoint the chief executive
officer and establish a framework for the
delegation of authority.
The board has appointed Mr PB Matlare as Chief
Executive Officer and a delegation of authority
document is reviewed and approved by the audit
committee.
2.18
The board should comprise a balance of power,
with a majority of non-executive directors. The
majority of non-executive directors should be
independent.
The board has a majority of independent
non-executive directors. There are nine independent
non-executive directors and three executive directors.
2.19
Directors should be appointed through a formal
process.
A formal appointment process is in place driven by
the remuneration and nomination committee.
2.20
The induction of and ongoing training and
development of directors should be conducted
through formal processes.
New appointees to the board are appropriately
familiarised with the company through an induction
programme and ongoing training is provided and
membership of the Institute of Directors is offered to all
directors.