Pick n Pay Stores Limited

corporate governance committee report

The corporate governance committee operates in accordance with the corporate governance charter, which is reviewed and approved annually by the Board.

Role of the committee

The corporate governance committee reviews and evaluates the governance practices and structures of the Group, and recommends any changes to the Board for a decision. The focus is on implementing King III’s recommendations and ensuring that the Group complies with the code of corporate practices and conduct. International standards of corporate governance are considered alongside local practices to ensure that the Group adopts best practice.

Composition of the committee, frequency of meetings, objectives and activities in the period under review

Members

Attendance

Objectives and activities 2015

Gareth Ackerman (Chairman)

Informal ad hoc meetings held as required
  • Recommended to the Board that Mrs Wendy Ackerman be appointed to the position of Honorary Life President of Pick n Pay Stores Limited in recognition of her life-long dedicated service to the Group
  • Reviewed remuneration committee charter and recommended amendment for adoption by the Board
  • Reviewed share trust charter
  • Reviewed treasury charter
  • Reviewed corporate governance charter and recommended amendments for adoption by the Board
  • Reviewed Companies Act s45 requirements
  • Evaluated survey used to establish independence of non-executive directors
  • Evaluated survey used to establish competence of Company Secretary
  • Reviewed and evaluated Group governance policies

Jeff van Rooyen

Gareth Ackerman

Chairman: corporate governance committee

Cape Town
20 April 2015