Committee members

EM Southey (Chairman)

S Mhlarhi

WF Urmson

The chief executive officer, chief financial officer, representatives of the company secretary, members of staff responsible for the group's financial management and representatives of the internal and external auditor participate in meetings of the committee.

ROLES AND RESPONSIBILITIES

The roles and responsibilities of this committee are defined in its terms of reference (refer to the corporate governance report), approved by the board.

As part of its review of the integrated annual report, the committee has satisfied itself as follows for the year under review:

• that the composition of the combined assurance model is appropriate for the group and that it was effective;
• that the group's financial reporting procedures were in place and were operating as intended;
• the effectiveness of the chief audit executive (CAE);
• after having received and considered a report on the group's internal controls, that its internal control environment was effective;
• that the CFO has the appropriate expertise and experience;
• that the CFO and the finance function effectively fulfilled their duties; and
• that the committee fulfilled its responsibilities in accordance with its terms of reference for the reporting period.

MATERIAL ISSUES CONSIDERED BY THE COMMITTEE DURING THE YEAR

The committee approved the internal and external audit plans and audit fees for the 2018 financial year. The internal and external audit reports were tabled at its meetings and any matters arising from the reports were resolved appropriately. Recommendations were made to the board for the approval of the financial results for the period and year ended December 2017 and June 2018 respectively. The committee also evaluated the group's financial position and agreed on an interim and final dividend to be proposed to the board for approval. Other standard agenda items consist of matters arising from the social and ethics committee and the review of the group's risk inventory.

In addition to the committee's standing agenda items the following matters were tabled for consideration during the 2018 financial year:

• approval of the group's code of ethics and applicable training for staff;
• the submission of the income tax returns, correspondence with SARS and matters relating to taxation;
• corporate governance procedures relating to the application of the revised code of corporate governance (King IV);
• issues raised in terms of the JSE's process regarding the proactive monitoring of financial statements;
• the impact of new accounting standards and applicable training for staff where relevant;
• the appointment of PwC as the group's outsourced internal auditors;
• the review of the information technology infrastructure currently underway by executive management; and
• litigation matters.