2.11 Ensuring that all directors are appropriately made aware of their responsibilities and ensuring that a formal programme of continuing professional 5.4 The directors are entitled to have access, at reasonable times, to all relevant Company information and to management. 4.1.4 overseeing and monitoring of implementation and execution of strategy by management; and Oct 2017 – Present 3 years 1 month. objective judgement and that there is no interest, position, association or relationship which, when judged from the perspective of a 16.1 The Board subscribes to the principle that being legally compliant is essential, not only for business success, but also to protect, maintain relationship which, when judged from the perspective of a reasonable and informed third party, is likely to influence unduly or cause bias The board monitors the implementation of strategies, decisions, values and policies by its committees, executive management and group entities. 9.9.2 Executive Management shall comment and approve said minutes within 5 (five) business days after receipt; declaration of all financial, economic and other interests held by the director and related parties. Chief growth officer: Grains and Consumer Brands 1.2 The board of directors of Tiger Brands Limited (“the Board”) fully subscribes to the principles of good corporate governance, as elaborated preparation time ahead of each meeting to ensure that he is in a position to contribute to Board and committee discussions and The following directors will retire, and are eligible for re-election, at the company's next annual general meeting (AGM): Maya Makanjee, Makhup Nyama and Emma Mashilwane. of the meeting shall circulate the minutes to the Board/Board Committee for comment and approval; 9.4 The quorum necessary for the transaction of business shall be a majority of directors unless otherwise provided for in the Company’s The need for continuing professional development programmes shall be identified as part of the periodic The national Listeria crisis was devastating for Tiger Brands as a company, for our people, but most importantly for the affected families. Policy on the Trading in Company Shares The board engaged with management, industry and professional experts, government, regulators and other stakeholders to understand the origin of Listeria monocytogenes. In addition, the Board, via the Nomination and 1.1 Shareholders of the Company ("Tiger Brands Shareholders") are referred to the Company's 2018 audited results announcement released on 22 November 2018 wherein the board of directors of Tiger Brands ("the Board") advised Tiger Brands on Wednesday said Khotso Mokhele would succeed Andre Parker as chairman of the company. The board has access to the services and advice of the company secretary, Advocate Kgosi Monaisa. As a minimum, the Board shall adopt policies and procedures in respect of the following: 10.1 Conflicts of interest He has over 40 years of experience in the finance and corporate finance disciplines. Monitored progress in filling key executive management positions. This comes at the time South Africa faces the largest Listeriosis outbreak in history. Independent non-executive director of Liberty Holdings, Liberty Group, Albaraka Bank and Gold Fields, chairman of Sulfam Holdings, trustee of Liberty Holdings Group Participatory Share Trust, Liberty Two Degrees Restricted Participatory Interest Trust and Sulfam Trust. 13.1 Independent professional advice for purposes of this section shall include legal advice and the advice of accountants and other The nominations committee has, on behalf of the board: The social, ethics and transformation committee is chaired by an independent non-executive director, Maya Makanjee, supported by two independent non-executive directors, namely: The committee met three times in 2018, with attendance The audit committee chairman's report is set out here. Executive: Corporate finance Marc previously held senior FMCG sales and customer marketing roles across Africa, south Asia and Australia, including customer vice-president for Unilever South Africa and India. 5.1.3 avoid any conflict of interest between his personal affairs and that of the Group or, where unavoidable, disclose any such conflict Oct 2018 – Present 2 years 1 month. Non-executive director of Oceana Group and Empresas Carozzí (Chile), Non-executive director of Oceana Group and National Foods Holdings (Zimbabwe). 9.9.5 The final minutes will be tabled for confirmation as a true record of proceedings at the next meeting of the Committee or circulated non-executive directors unless otherwise regulated in the terms of reference of the committee. 11.2 The Chair of the Remuneration Committee shall lead the evaluation of the chair’s performance. Policy on the Appointment of the Board of Directors Gifts, Entertainment & Hospitality Policy 1.4 The purpose of the charter is to regulate the parameters within which the Board shall operate and to ensure the application of the principles of authority. Mary Jane has over 20 years’ business experience in oil and gas and mining. 5.3 Directors who are not able to attend any meetings of the Board shall submit a formal apology, with reasons, to the chair or company to and agree on the appropriateness of such appointments, taking into account the size, time required and complexity of all organisations. Partner at SYSTEMIQ. the board appointed Emma Mashilwane as chairman of this committee, with an additional independent non-executive director as a member, namely Mark Bowman. shall be arranged through the chair of the Board or the CEO. 1. diversity and independence for it to discharge its governance role and responsibilities objectively and effectively, Principle 8: Committees of the governing body – The Board should ensure that its arrangements for delegation within its own structures 5.1.2 conduct himself in a professional manner; 14.1 The Board, on behalf of the Company, recognises the statutory and fiduciary duties of the directors of subsidiary companies and in secretary. of its governance roles and responsibilities. its stakeholders. these support the integrity of information for internal decision-making and of the external reports, Principle 16: Stakeholders – In the execution of its governance role and responsibilities, the Board should adopt a stakeholder-inclusive 6.2 Tiger Brands Board of Directors Although ultimate accountability for the Human Rights Policy resides with the Tiger Brands Board of Directors, the Board of Directors has granted authority to the Chief Executive Officer to act on its behalf in matters relating to Human Rights. Each every year thereafter with the assistance of the Nomination and Governance Committee, it is concluded that such director exercises The Tiger Brands Management Trainee Programme is a 24 month accelerated development programme which aims to recruit bachelor’s degree / Btech graduates who demonstrate the potential to reach senior leadership positions in the organisation. organisation setting and achieving its strategic objectives, Principle 13: Compliance governance – The Board should govern compliance with applicable laws and adopted, non-binding rules, codes 11.3 An overview of the evaluation process, results and action plans shall be disclosed in the Integrated Report. at meetings of the Board and relevant Board committees. ... Board Members. 15.1 The Board subscribes to the principle that both internal and external disputes should be resolved as effectively, efficiently and expeditiously 7.5.2 may be a member of the Remuneration Committee but not its chair; Board Member Tiger Brands Defined Contribution Pension Fund. company secretary, CEO; or alternatively any other Executive Director. as possible. On 2 November 2018, all cases. In the annual review process, which was conducted internally in 2018, the directors confirmed that all committees had fulfilled their obligations for the period and operated within their terms of reference. so as to promote the achievement of strategic objectives and positive outcomes in the short, medium and long term, Principle 15: Assurance – The Board should ensure that assurance services and functions enable an effective control environment, and that the chair, and chairs of the respective Board committees. Other than in respect of their appointment to the boards of associate companies, directors’ fees under this … Non-executive director of Dis-Chem and Mr Price Group and director of Signall Mill Products. of developments in the business environment and markets that may have a material impact on the Group business. Appointed: July 2012 12.3 Non-executive directors should, as a general rule, not provide any professional or business services of an ongoing nature to the Company. A remuneration report shall and authority and are adequately resourced. The Board shall adopt, approve and regularly review a formal procedure to regulate the trading by directors and senior management in And so do the families who lost their loved ones… Sustainable Development Report promote diversity in its membership across a variety of attributes relevant for promoting better decision-making and effective governance, Chief customer officer The agenda and supporting meeting papers will serve as management; 15.3 Alternative dispute resolution (ADR), including methods such as conciliation, mediation and arbitration, should therefore be considered 2.6 The Nomination and Governance Committee shall provide guidance with succession planning at Board level, including key roles such as 13.5 In the event that the fees of independent professional advisers per assignment are likely to exceed R50 000-00 (fifty thousand Rand) the The org chart of Tiger Brands contains its 27 main executives including Noel Doyle, Deepa Sita and Luigi Ferrini. Let’s hope that the Tiger Brands Board make the required changes at the helm to put Tiger firmly back on the road of performance, growth and positive contribution and take a leaf out of Cricket Australia’s book. 5.1.8 keep all information learned in his capacity as a director strictly confidential; Prior to that, he spent 17 years at South African Breweries (SAB) serving as executive director: sales/distribution, executive director: HR as well as president of SAB, post the AB-Inbev acquisition. This entails selecting a dispute resolution method, where possible, that best serves the interests of the Company, giving summary of the subject matter. appointed has the necessary competence, gravitas and objectivity to provide independent guidance and support at the highest level of Golden Tiger Brands is a South African based holding company with a diverse market portfolio. 16.2 The Board is responsible to monitor compliance with applicable laws and with those non-binding rules, codes and standards with which Delegation of Authorities Framework 34 years with the group and standards in a way that supports the organisation being ethical and a good corporate citizen, Principle 14: Remuneration governance – The Board should ensure that the organisation remunerates fairly, responsibly and transparently of interest. In addition, special meetings were convened to deliberate on critical matters that needed the attention of the board. The executive committee comprises 12 members. Execution of People Strategy 7.2.2 where more than one committee has jurisdiction to deal with a similar matter, the specific role and positioning of each committee In this regard, the chair must S’ne is a former senior vice president, group human capital for the Sasol group since 2016. The committee met four times in 2018 and attendance is set 30 September 2018, with a range of corporate leadership skills, industry expertise and diversity appropriate to lead and best achieve the company's strategic objectives in this competitive environment. Chief strategy officer matters set out herein and other matters directly relating to the Board) the company secretary, no executive reports to him other than through the Board. Remuneration Policies. • Principle 9: Evaluations of the performance of the governing body – The Board should ensure that the evaluation of its own performance Chief growth officer: Consumer brands Retired: 31 May 2018, Previous page: Environmental sustainability, Tiger Brands: Integrated Annual Report 2018, Turning outputs into competitive advantage, Social, ethics and transformation committee report, Analysis of registered shareholders and company schemes, Social, ethics and transformation committee. Monwabisi … 2.3 Ensuring, in conjunction with the chief executive officer and the company secretary, that an annual work plan for the Board is developed and playing an in the strategic planning process, and made recommendations to the board on disinvestment proposals. 3.4 Independent non-executive directors may continue to serve as such for longer than 9 (nine) years if, upon an assessment concluded Company’s risk management process. 10. the circulation of price sensitive information and to ensure equal treatment of all shareholders. Co-founder and CEO of MASA Risk Advisory Services. Previous roles included group finance director of CG Smith Ltd and CG Smith Foods Ltd, Reunert Ltd and Barlow Rand Ltd (now Barloworld). Yokesh joins Tiger Brands from Distell Limited, where he was managing director: Africa from 2017. complied with. Non-executive director of International Breweries plc, a subsidiary of AB-Inbev, Sterling Bank plc and Novotel: Port Harcourt, Nigeria (member of Accor Hotels group). No major concerns were raised on the functioning of the board or any of its committees. In the year ahead, while we continue to resolve issues emanating from the crisis and deal with the complex environment of multi-categories, the board and management also recognise the need to maintain focus on driving the health and wellness agenda and deliver sustainable growth that creates value for all stakeholders. performance measures and targets. The executive committee meets at least once a month or as often as required. the company secretary in line with the requirements of the Companies Act and King IV. By Staff. the capitals it uses and affects as well as of the key laws, rules, codes and standards applicable to the Group; consider and approve, if the subsidiary company’s board considers it appropriate. Attendance is set out below. 4.1.3 approving policy and planning that gives effect to value creation; 12. promote independent judgment and assist with balance of power and the effective discharge of its duties performance. The committee oversees Tiger Brands' transformation objectives and broad-based black economic empowerment (BBBEE) activities. 6. Pamela Padayachee who was Finance Director, Culinary Food, becomes Acting Chief Financial Officer (news posted on February 4 2020). Bloomberg - Sign up to our Next Africa newsletter and follow Bloomberg Africa on Twitter Tiger Brands Ltd. cut as many as … through the implementation of an effective compliance framework and processes, which should form an integral part of the The remuneration committee is chaired by independent non-executive director, Mark Bowman, supported by three independent non-executive directors, namely: The committee met four times in 2018. Director of Marsh Inc, Zensar SA, Makhup Properties, Kapela Holdings and its subsidiaries. objectives, Principle 12: Technology and information governance – The Board should govern technology and information in a way that supports the 2.2.1 The Board should annually review the number of outside professional positions that the chair and non-executive directors are appointed diversity, demographics and skills requirements as part of the assessment of the Board and directors’ performance. Recent executive movements at Tiger Brands. 3.3 Non-executive directors shall be categorised as independent if the Board concludes that there is no interest, position, association or Yunus Suleman has been a member since he joined the board in July 2015. to make informed decisions on matters placed before the Board or Board committee; the chair, together with the Board, shall consider the number of outside professional positions that the chair is allowed to hold, taking into The detailed agenda together with supporting documentation shall be circulated prior 4 years 10 months. New appointments to Tiger Brands board . 10.2 Trading in company equities other relevant committees of the Board, with an annual report on compliance being submitted to the Board via this committee. Tiger Brands reviews its operations and strategy to ensure on in the King IV Code and listed in Annexure A hereto and regards these as fundamentally important to the business success and Resigned: 31 August 2018. of the chair. The succession plan should include the identification, mentorship and Patrick has over 30 years of experience in FMCG, including as supply chain vice-president for Unilever South Africa. The chair shall seek a consensus in the Board but may, where assessment of the performance of the directors. The chairman of Tiger Br… written consent of the chair, or in his absence, any other independent non-executive director of the Board will first be obtained via the consideration to issues such as the preservation of business relationships and costs, both in money and time, especially executive time, Noel Patrick Doyle is Chief Executive Officer at Tiger Brands Ltd. See Noel Patrick Doyle's compensation, career history, education, & memberships. The board operates in line with its formally approved charter which ensures its activities conform to sound corporate governance principles. immediately reported to the Board by the CEO. 9.9.1 Minutes of meetings will be completed within 10 (ten) business days of the meeting and circulated to relevant members of the MT’s across various disciplines are selected and taken through a … 1.2 The board of directors of Tiger Brands Limited (“the Board”) fully subscribes to the principles of good corporate governance, as elaborated on in the King IV Code and listed in Annexure A hereto and regards these as fundamentally important to the business success and sustainability of the Company and the Group. The Board shall consider the indicators as per the King IV Code and other JOHANNESBURG - Tiger Brands said on Friday Khotso Mokhele would step down as chairman of the board on December 31. Chief executive officer Principle 1: Leadership – The Board should lead ethically and effectively, Principle 2: Organisational ethics – The Board should govern the organisation in a way that supports the establishment of an ethical culture, Principle 3: Responsible corporate citizenship – The Board should ensure that the organisation is and is seen to be a responsible corporate 13.4 The company secretary shall, after consulting the chair, provide a written acknowledgement of receipt of the notification which shall state professional financial advisers on matters of law, accounting and other regulatory matters relating to the business and/or affairs of the 7.5.5 may be a member of the Social, Ethics and Transformation Committee but not its chair. for a non-binding, advisory vote. Non-executive director of Mpact Limited, Truworths International Limited, Datatec, AIG SA Group, trustee of Nelson Mandela Foundation. On 15 August 2018, Swazi Tshabalala stepped down as a non-executive director, followed by Rob Nisbet, who also stepped down as a non-executive director on 7 September 2018. Kamal was previously with AB-InBev Africa as director: strategic projects since 2016. 4.2 In fulfilling its function, the Board shall at all times apply the 16 principles of the King IV Code as listed in Annexure A to this charter. Governance structures, policies and standard operating procedures continue to be embedded in the organisation. The board of Tiger Brands is committed to the highest standards of corporate governance. Integrated Annual Report The board is satisfied that Tiger Brands applied all the recommended King IV principles in FY18. these remain aligned with the principles of good governance, accountability, fairness, integrity, responsibility and trust. programmes where available. Tiger Brands. counsel, mostly in the FMCG industry, and Deepa Sita will join the company as Chief Financial Officer and Executive Director on Oct. 1, 2020 (news posted on July 27 2020). 1.1 The chair is accountable to the Board. Its role and responsibilities and the way it executes its duties and decision-making are set out in the board charter and terms of … Company profile page for Tiger Brands Ltd including stock price, company news, press releases, executives, board members, and contact information 2.9 Ensuring that all directors play a full and constructive role in the affairs of the Company and taking a lead role in the process of removing non-performing independence of independent non-executive directors who have served for more than 9 years and the outcome of such assessments will 4.1.5 ensuring accountability for performance by means of, among others, reporting and disclosure. in the management of its affairs. The Board shall adopt a formal Code of Ethics and a Conflicts of Interest Policy in terms of which conflicts are defined and appropriate Non-executive director of Oceana Group and National Foods Holdings (Zimbabwe). 12.1 Fees paid to directors for their services as directors shall be approved by shareholders at the annual general meeting as required by the Appointed: October 2018 Appointed: December 2016 The formal induction programme for all new directors is monitored by the nominations committee, which assumes responsibility for the induction process and ongoing board development programme for all directors, assisted by the company secretary.
2020 tiger brands board