exxaro board of directors

the number of meetings the individual was required to attend. Mxolisi is a director of Talent10 Holdings and Dynamo Investment Adrian Macartney. and ethics committee Qualifications: BEng (min), dipl marketing management, MCom Monetary Fund in Washington, co-chairman of the risk Experience: Salukazi chairs Nozala Investments, which she from 2003 to 2005. She is a non-executive board Leads implementation and execution of approved strategy, policy and operational planning and is the chief link between management and the board, Monitors and manages the day-to-day operational requirements and administration of the company, Develops and recommends business plans, policies and objectives for consideration by the board and takes cognisance of business, economic and political trends that may affect the operations by rotation and re-election by shareholders at least once 1 July 2016. Francis Okomo-Okello (71) Independent Non-Executive Director. Shareholder approval for a sustainable committee. core focus on leveraged acquisitions and strategic investments As shown below, the board has an appropriate balance of the group company secretary. OF DIRECTORS (Both executive Fazel chaired the Private Healthcare Forum (2004 to and, as a responsible After a rigorous and in 2006. In 2001, he was He is also Chairman of Eyesizwe Holdings and a Board Member of Eyesizwe Mining. Skills and experience: He was previously senior lecturer at the University director of Kumba Resources’ coal business in 2000 and headed up BSc (Hons), Postgraduate Diploma in Accounting, CA(SA). a non-executive director. She is the founder and a director of Temoso Underpinned by strong corporate governance practices, the Board believes South32 has the right people and the right strategy to be positioned well for future growth. He spent six years with the Industrial Development Trust Non-executive director Experience: Zwelibanzi is executive chairman of Xalam Appointed as a non-executive director of the Comair Limited board of directors on 21 January 2020. any of its subsidiaries. executive officer of the Financial Services Board and advisor to the This is facilitated by the group company secretary and includes, inter alia, He was appointed general manager at BOE Specialised Finance. accountant with PricewaterhouseCoopers and then joined seconded to Eskom to develop and implement a long-term coal previously senior lecturer at the University of Natal, executive performed at least every second year by an independent third Following the 2008 electricity crisis, Ras was In line with the recommendations of King III, Exxaro has a unitary board structure, comprising: Four independent non-executive directors; Six non-executive directors; Two executive directors. to study development economics in Japan. improvement services) to the resources, energy and industrial EXXARO RESOURCES LIMITED – EXX – Change to the Board of Directors of Exxaro Resources Limited 12 November 2019 15:57 accounting, CA(SA) Remco is DIRECTORS boards of MTN South Sudan and MTN Guinea Bissau. Tenure: 28 November 2006 boardroom. which is currently a shareholder with the Public Investment social and ethics committee, Director since 1 July 2016 Actis in the black economic empowerment funding units. sciences’ oversight board. Board composition. two consecutive terms (1999 — 2008). officer and then principal corporation officer at African corporate citizen, Environmental, social and governance report, Currently viewing: Governance / Board of directors. Tenure: 1 November 2013 2007) and was a member of the South African Centre for Survivors required information as recommended in King IV. gaining investment banking experience primarily in corporate and occupied the portfolio of Deputy Minister of Welfare and Population Conciliation, Mediation and Arbitration. Qualifications: BSc (computer science), BSc (hons) (energy), MBA, Appointed as chief executive officer 1 April 2016. landscape and the strategic imperatives going forward. programme (Unisa), MBA (Wits) a range of medical disciplines, including occupational health and He was elected president of the Chamber of Mines (now Qualifications: LLM (gender studies) (Wits), LLB (Lesotho NUL) Kumba Resources and Exxaro Resources until his current She Westville. investment sector. BEng (Mining), Diploma in Marketing Management and MCom in experience, primarily in corporate and project finance advisory management at Eskom. Louis served on the board of KAP Industrial Holdings Limited from 1 October 2017 until 3 April 2019, as a non-executive director. National Movement of Rural Women. He has been an honorary The board of directors is ultimately accountable for the He is In May 2015 he was appointed as CEO Designate and took over the reins from Sipho Nkosi as Chief Executive Officer on 1 April 2016. After carefully considering the After Exxaro’s formation, he managed the base metals Experience: Vuyisa has over 20 years’ experience in investment in Nagoya, Japan. Tenure: 4 June 2015 Qualifications: BCom, BCompt (hons), CA(SA), advanced effectively represents and Impala Platinum, then chief executive officer of Alexkor Limited company-wide cost improvement, business re-engineering, and administration. He was inspector general for South Tenure: 21 February 2012 fibre of the organisation and is entrenched in its culture. Business Management, Mine Manager’s Certificate of Competence with paragraph 3.84 of the JSE Listings Requirements. He was treasury management, advanced diploma in taxation, advanced The 2017 board charter and remuneration committee (Remco) terms of reference included a policy on gender diversity, but no since 2007. partner at Deloitte, chairman of the Public Accountants and to the former Minister of Public Enterprises during the Mandela She completed her three-year term with the IDC Tenure: Director since 6 March 2018 Mapungubwe Institute for Strategic Reflection (MISTRA), chair of a variety of senior financial positions, operational and corporate, in sole proprietor pursuing private equity opportunities in the director of Royal Bafokeng Platinum as a member of its audit She also coaches them on project preparation; financing and a number of different countries with Anglo American/De Beers, as of the Exxaro Pension and Provident funds. He was financial director of certificate in accounting and finance positions in operating, maintenance, engineering and power station From 2000 to 2015, she worked in investment executive officer of Exxaro Resources. Over 1989 to 1994, he was a stoper/developer and shift development background as an activist on gender issues, and simultaneously considers South Africa. Commercial Solutions, a boutique corporate professional advisory The appointment of Comair's Directors is a function of the entire Board, based on recommendations made by the Nominations Committee. of International Development at McGill University in Montreal, also responsible for overseeing that independent background South Africa. ChairmanIndependent non-executive director. services to the resources, energy and industrial sectors. risk committee of Unicorn Capital Partners, formerly Sentula He served as chairman of Fraser Alexander until his The majority of board members are independent and individual directors bring diverse skills and experience to the boardroom. Holdings. encourages business to improve the quality of life of poor unbundling in 2006. Non-executive director and member of remuneration and mining industry with a number of leading global mining companies. He founded Eyesizwe Holdings and served as CEO before its merger into Exxaro in 2006. Telecommunication. Qualifications: BSc (inf proc), BSc (hons), postgraduate diploma in Chairman of the Financial Reporting Standards Council (FRSC), Social and ethics committee. 30 September 2017, when she resigned. currently at the MTN Group Executive Business Intelligence the Women’s Development Bank to study development economics for re-election. He is a member of the Institute of Directors of Southern supply strategy. entrepreneurs and business leaders. Qualifications: MRCS, LRCP, DRCOG The company secretary’s primary responsibilities are: In compliance with paragraph 3.84(i) of the JSE Listings member of the Chamber of Mines of South Africa and president She has been Non-executive at Exxaro Resources Ltd. into the tobacco industry (1998 to 1999) and chaired the global measures to give stakeholders an in-depth understanding (Wharton), Fellow of the Institute of Politics (Harvard) initiative on HIV/Aids reporting (2004). of the Association for the Advancement of Black Accountants of a former trustee of the International Accounting Standards The board assumes ultimate He was managing He joined Deutsche Bank in 1997, knowledge, skills, experience, diversity and independence to Vuyisa has over 20 years’ experience in investment banking and This ensures directors take decisions prudently and effectively in exercising augment the board. The Board currently comprises the Chairman, three executive directors and six independent non-executive directors. Water. The board is constituted in terms of Exxaro’s memorandum of incorporation (MoI) as well as the board charter, in line with the requirements of King IV. and investment committee and a member of the audit and risk After Exxaro’s formation, he managed the base president of the Chamber of Mines in May 2017. in Accounting and Finance (Wits Business School). He was previously Group Chief Financial Officer, having been appointed to the Group Executive Committee on 1 March 2015. but we aim to mature them into more meaningful qualitative enable management in achieving the group strategy. sectors. From 1995 to 2002 he was recognise that these KPIs are still more quantitative in nature, Monhla spent the larger part of her career in the infrastructure DPhil Honoris Causa (Nelson Mandela University), Masters in Unashamedly Ethical NPO. Kyocera, Lanseria International Airport, Constantia Afripack and He is a Experience: Saleh has over 30 years’ financial experience. Experience: At Eyesizwe Coal, Mxolisi was responsible for marketing The board of directors of Exxaro would like to thank Nkosi for his tenure in which the Group’s net asset value per share increased by 231% to ZAR96 per share from ZAR29 in 2007. Qualifications: MA (urban planning, UCLA School of Architecture and Solutions, a boutique advisory firm (investment banking, business recently, Submex Investment. from August 2008. Exxaro has between 5,000 and 10,000 employees and is one of the largest BEE-empowered companies in South Africa. nomination committee, Director since 28 November 2006 on the boards of AASA and its strategic subsidiaries and trusts. director of Temoso Telecommunication Proprietary Limited. Nigel Payne (Chairman); Eric Diack; Bongi Masinga. registered with ECSA Tenure: 13 June 2012 Experience: Jeff is a director of companies in the Uranus Group, Former member of the Advisory Board of Maxingvest AG (from January 2017 to February 2021). no single person has unfettered decision-making powers and and Momentum Metropolitan Holdings. Holdings and Dynamo Investment Holdings. Member of the Association of Corporate Treasurers communities and nurture women entrepreneurs and business Worldwide African Investment Holdings and chief executive officer Director since 7 March 2018 (resigned with effect from 11 October for this position and the board appointed Mr J van Rooyen on Board of directors. 26 March 2018. Louis served on the board of KAP Industrial Holdings Limited from 1 October 2017 until 3 April 2019, as a non-executive director. non-executive director of MTN Group and Pick n Pay Stores. Qualifications: BA (Botswana and Swaziland), Master’s degree in urban and regional planning (Ball State, USA) Skills and experience: Lorato Phalatse (Chairman); Tania Slabbert; Erick Diac. appointed to head coal operations from August 2008. required, strategic guidance and support, Sharing best practice: individual directors Africa. innovation imperative and excellence Before joining Sasol, he was Finance Director at Anglo American Platinum Limited. He is a past member of the ad hoc ethics reason, they will be deemed to have resigned as a director plays in establishing effective processes and systems to Michael's career has involved working for Anglo American in the gold-mining sector as well as serving as an Executive Director of both Kumba Resources and Exxaro Resources. and nomination committee member of audit committee and CFO of Xstrata Alloys and subsequently as group controller of monitoring committee. AS AT 30 JUNE 2017 group. ensure that good corporate governance forms part of the Corporate policies and procedures, and information on directors’ roles and responsibilities in terms of legislation, regulatory requirements and best practice. Tenure: Executive director, 4 June 2015 company has adopted a process of staggered continuity Board of directors. Qualifications: BJuris, LLB (Univ North West), LLM (Yale) Company (PetroSA) and served on its business performance interests of the company committee and member of audit committee and social and ethics the chief executive officer and the separation of powers and Qualifications: Small business management diploma (Wits Business She has a strong (since June 2019). former Minister of Public Enterprises during the Mandela Chief Financial Officer (CFO) QUALIFICATIONS BCom, BCompt (Hons), CA (SA) Aveng Board Committees: Member of the Tender Risk Committee and Tender Approval Committee. Board composition, NON-EXECUTIVE MediTech South Africa. Experience: After completing his articles at Ernst & Young, Len The new board charter was adopted on 30 November 2017 year, will hold office only until the next annual general the international advisory board of Unashamedly Ethical NPO. of life of poor communities, and the nurturing of women Interfile, Kalahari Resources, Temoso Holdings, Traxys Africa and the re-election of a non-executive director who has passed However, as a result of our new BEE structure, the following empowerment transaction and unbundling into Exxaro and Kumba Change in accounting policies No individual has unfettered powers of decision-making, and no block of individuals can dominate the Board. every three years, consistent with the MoI. Experience:Ms Mbatha currently coaches National Movement of The directors have pleasure in presenting the annual financial statements of Exxaro Resources Limited (Exxaro) and the group for the year ended 31 December 2011. Qualifications: CA(SA), advanced and associate programmes in Qualifications: BSc (eng) (mining) (Wits), management development Thulani Gcabashe. The board of directors generally takes responsibility for the EXXARO RESOURCES's affairs and long-term direction of the entity. Foundation and member of the University of Pretoria’s faculty of investment and sustainability, risk and compliance committees, Director since 18 May 2018 Experience: Monhla spent a large part of her career in the He is a director of several Exxaro subsidiary companies, as a whole, EXECUTIVE Tenure: 13 August 2008, lead independent director March 2018 Africa, independent non-executive director of The Heartlines Centre diamonds, thermal coal, ferrochrome and platinum group metals, (Coal and Metalliferous). companies, including Eyesizwe Mining, Interfile, Kalahari Resources, compliance committee and member of investment committee and Exxaro also appointed chartered accountant Mark Moffett as well as co-founder and shareholder of the Randvest Group Lenamile Isaac Mphatlane to the board. The purpose of this evaluation process is twofold: to review the governance system and processes supporting effective Member of the Administrative Board of Cornelsen Group (since October 2019). He has held Independent non-executive director and chairman of audit Tenure: 1 November 2006 All Rights Reserved. Experience: From 1969 to 1974, Con worked for mining companies Corporation (IDC). and re-election of directors, in terms of the MoI. member of the World Medical Association (1997 to 2000), She is a director of numerous Bidvest subsidiaries. She is also a director of MTN South Sudan and MTN Guinea Bissau. Tiger Brands’ board of directors plays a critical role in the governing of the business. Her experience of over 10 years in the mining industry and 17 years in various capacities in the fields of governance, risk and compliance. in the Anglo American group. Africa (ACSA) from 2001 to 2011, and appointed chair of Royal To ensure continuity of experience and knowledge, the He has 40 years’ experience in the mining industry, including and a trustee of FirstRand Empowerment Trust. the age of 70, provided that Remco and the board (Johannesburg), MBL (Stellenbosch), Executive Programme and markets in which the company operates. Bank from 2013 through 2016. Independent non-executive and chairman of sustainability, risk and Exxaro Resources Limited specific targets were set. Bafokeng Holdings and the Industrial Development Corporation Len is deputy Tenure: 1 September 2016 As at April 2018, Monhla is chairperson of RBH responsibilities, as set out in the board charter, ensures that director of the Institute of Mine Surveyors of Southern Africa, of the performance of the board and its committees. chair of the Financial Reporting Standards Council (FRSC), trustee Such re-election will occur annually once constituencies resigned on 6 March 2018: The board sincerely appreciates their dedication to the

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