Corporate governance report
Pick n Pay Stores Limited
Financial risk
Risk |
Risk mitigation |
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Volatility of profit margins |
Market conditions and its effect on profitability are continually reviewed by management and the Board. At all times, in an increasingly competitive marketplace, the drive for unit sales growth and cost efficiencies are the primary drivers to protect profit margins. The former is driven by a focus of striving for high levels of customer satisfaction. |
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Going concern |
The going concern of the Group is reviewed by the Board at least twice a year and includes a review of adequate levels of capital to continue operations and implement strategy. |
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Liquidity and credit risk |
Pick n Pay’s statement of financial position is characterised by high levels of liquidity and a low debt ratio, supported by high levels of cash generation. Increasing credit risk as a result of an expanding franchise division is closely monitored and where appropriate remedial action taken. The Group’s working capital liquidity is supported by committed banking facilities. |
Operational risk
Risk |
Risk mitigation |
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Product quality and third party liability |
Merchandise is purchased from reputable suppliers. Product safety and quality is carefully scrutinised by our internal quality control and food safety technicians. Where any indications exist of a product flaw, the product is immediately uplifted and returned to the supplier. Appropriate levels of insurance are in place. |
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Safeguarding of assets |
Group assets are insured against loss and business continuity plans are in place. All stores and distribution centres have surveillance cameras in place which are monitored to ensure the safe keeping of assets. |
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Supply chain |
Pick n Pay places much emphasis on forging good relationships with suppliers to ensure that the partnership is mutually beneficial to both parties. Electronic Data Interchange (EDI) is in process to improve delivery and communication levels between Pick n Pay and suppliers. Central distribution is in place and has improved lead times and ensuring that out of stocks are minimised. |
Legislative risk
Risk |
Risk mitigation |
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Compliance with legislation |
Pick n Pay has an in-house compliance officer to monitor and assess the impact of legislation on the business. This department makes use of external specialists and advice where necessary. Each business unit has a risk and compliance manager whose responsibility is to ensure compliance with current and impending legislation. |
Sustainability risk
Risk |
Risk mitigation |
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Sustainable food supply |
The Group is well aware of the effects of climate change on food supply and supports initiatives that promote sustainable food supply. Examples of this are our involvement with SASSI and our extensive involvement in farming enterprise development to support small farmers. |
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Increased awareness of green issues |
We constantly make our staff aware of the need to conserve energy usage and have instituted various energy saving initiatives such as the use of natural refrigerants over synthetic substances to reduce greenhouse emitting gasses. Our green store, PnP on Nicol, has world-class sustainability features and we are looking to open more stores like this in the future. |
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Energy security and utilities pricing |
We are aware of the need to reduce usage of both electricity and fuel in the light of recent price increases and are constantly looking for ways to improve the consumption thereof. To significantly reduce energy usage from one of our largest energy consumers, refrigeration, we are in the process of installing new refrigeration technology. |
CODE OF CONDUCT
The Group has endorsed a comprehensive code of conduct founded on the highest levels of honesty, integrity and respect. All employees are expected to comply with the code at all times. The Board confirms that systems and procedures have been implemented to entrench the values and ethics laid down in the code of conduct, and to monitor compliance with the code.
All new staff members receive training on the code of conduct at induction. These values are continually instilled through ongoing communication and training. A function of human resources is to monitor compliance with the code across the Group, to follow up complaints, to review disciplinary measures and the outcomes thereof, and to ensure the consistent application of disciplinary measures.
DEALING IN GROUP COMPANY SHARES
All dealings in Pick n Pay Holdings Limited and Pick n Pay Stores Limited shares by both Company and subsidiary company directors (where required by the JSE) and the Company Secretary are reported on the JSE Limited Securities Exchange News Service (SENS) within 48 hours of the trade having been made. Before these trades are entered into they must be pre-approved by duly authorised directors of the Company concerned.
In addition to the above JSE regulated approval process, all sales of Pick n Pay Group shares must be approved internally as follows:- The Chairman by the lead non-executive director;
- The CEO and other directors of the Board by the Chairman;
- Group Executive members by the Chairman and the CEO; and
- Other key management by the CEO and Head of Human Resources, respectively.
All employees and Group entities are not permitted to trade in the Group’s shares during closed periods which start at the end of the last day of each financial reporting period and end with the publication of the respective result on SENS.
PARTY POLITICAL SUPPORT
While it is our policy to support social initiatives across party lines, we do not support any individual political party, financially or otherwise.
Aspects of King III under reviewOver the next financial year the Board will consider application of the following King III proposals:
- Whether the Board’s performance will be evaluated in-house or independently;
- Whether independent assurance of the sustainability report is required; and
- Whether internal audit will be subjected to an independent quality review.
Gareth Ackerman
Chairman: Corporate governance committee
10 May 2012
