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Principle Board requirement

Comment

Applied/

partially

applied/

not

applied

Chapter 2: Boards and directors

2.8

The board should be responsible for

IT governance.

The board, through the risk committee, is responsible for effectively

managing relevant IT risks.

Applied

2.9

The board should ensure that

Hyprop complies with applicable

laws and considers adhering to non-

binding rules, codes and standards.

In line with its charter, the board ensures Hyprop complies with

applicable laws and considers adherence to non-binding rules and

standards, assisted by the risk committee.

Applied

2.10

The board should ensure there is an

effective risk-based internal audit.

The outsourced internal audit service provider offers an

independent, risk-based internal audit function. The internal auditor

reports directly to the audit committee and is invited to attend all

audit committee meetings.

Applied

2.11

The board should appreciate that

stakeholders’ perceptions affect the

company’s reputation.

The board recognises that engaging with appropriate individuals or

groups enhances our operations and enables us to manage risk and

reputation. Investor relations and stakeholder engagement are key

focus areas for the board.

Applied

2.12

The board should ensure the

integrity of the company’s

integrated report.

The audit committee oversees integrated reporting and is responsible

for recommending the board to approve this report.

Applied

2.13

The board should report on the

effectiveness of the company’s

system of internal controls.

The audit committee oversees internal audit, including the

appointment of this function, monitoring its performance and

approving the internal audit plan. It ensures the internal audit

function is subject to an independent quality review, as the

committee deems appropriate. Internal audit is outsourced and

independent. It assists management in assessing whether systems of

internal control are adequate and effective. Internal audit prepares a

plan aligned to Hyprop’s key risks.

Applied

2.14

The board and its directors should

act in the best interests of the

company.

The board acknowledges its role as trustee on behalf of shareholders.

In terms of its charter, it acts in the best interests of the group by

ensuring individual directors adhere to legal standards of conduct;

are permitted to take independent advice in connection with their

duties following an agreed procedure; disclose real or perceived

conflicts to the board and deal with them accordingly; and deal in

securities only in line with the policy adopted by the board.

Applied

2.15

The board should consider business

rescue proceeding or other

turnaround mechanisms as soon as

the company is financially distressed

as defined in the Act.

The board is responsible for initiating business rescue proceedings if

warranted. The audit committee reviews the going-concern principle,

as well as the solvency and liquidity principle, as set out in the

Companies Act.

Applied

73

Hyprop Investments Limited

Integrated Report 2015