Social and ethics committee report

This is the report of the social and ethics committee (committee) of The Bidvest Group Limited appointed for the financial year ended June 30  2015 in compliance with the Companies Act and in terms of the JSE Listings Requirements.

The committee has a charter that complies with the Companies Act and King III requirements and is approved by the board of directors (board). Copies are available either from the company secretary on request, or can be downloaded from the Company website.

Membership

The committee comprises Messrs NG Payne (chairman: independent non-executive director), Mrs FN Mantashe (independent non-executive director: appointed November 1  2014), CWL Phalatse (independent non-executive chairperson of the board), Ms T Slabbert (independent non-executive director), and Messrs B Joffe, BL Berson, DE Cleasby and LP Ralphs (executive directors).

Purpose

Responsibilities of this committee are in line with the legislated requirements. The key areas of responsibility are as listed below:

	Social and economic development		Empowerment and transformation
	Corporate citizenship		Labour and employment
	Environment, health and public safety		Ethics and code of conduct compliance
	Stakeholder relations		Regulatory, statutory and legislative compliance.

Duties carried out

Progress can only be credibly reported if indicators are identified, monitored, measured and recorded. Within Bidvest’s sustainability performance a major focus going forward will be to monitor the performance of each division against their individually determined targets for sustainability performance, meeting Group-wide requirements and specific industry requirements.

The committee monitored the Group’s initiatives to promote diversity and advance the objectives of non-discrimination. Each division has an appointed transformation executive who, along with the CEO of each division, retains ultimate responsibility for transformation in their respective businesses. The executive responsible for transformation attends the committee meetings by invitation, presenting the progress of the South African companies against the B-BBEE scorecard.

The Group’s code of conduct compliance is monitored through the whistle-blowing facility, the details of calls and follow-up action of which is presented to this committee for consideration. The committee monitored compliance to the Group code of conduct, the results of which are reported quarterly to the board.

Attendance

The names of the members who were in office during the period August 29  2014 to August 28  2015 and the number of social and ethics committee meetings attended by each of the members are:

Director	November 20 2014	February 25 2015	May 27 2015	August 25 2015
NG Payne (Chairman)	^	^	^	^
BL Berson	^	^	^	A
DE Cleasby	^	^	^	^
B Joffe	^	^	^	^
FN Mantashe*	^	^	^	^
CWL Phalatse	^	^	^	^
LP Ralphs	^	^	^	^
T Slabbert	^	^	^	^

^	Attended in person, by video-conference or tele-conference.
*	Appointed November 1 2014.
A	Apologies tendered.

Conclusion

Following the review by the committee for the year ended June 30 2015, the committee is of the view that, in all material respects, the committee has achieved its objectives for the financial year ended June 30 2015. There were no items reported on that would indicate non-compliance to the requirements of the social and ethics committee as required in terms of the Companies Act, No 71 of 2008, as amended.

Signed on behalf of the social and ethics committee by:

Nigel Payne
Chairman