KING IV CODE

Question 1

PRINCIPLE 1

Answer 1

THE GOVERNING BODY SHOULD LEAD ETHICALLY AND EFFECTIVELY
- Characteristics of integrity, competence, fairness and transparency.

Question 2

PRINCIPLE 2

Answer 2

THE GOVERNING BODY SHOULD GOVERN THE ETHICS OF THE ORGANISATION IN A WAY THAT SUPPORTS THE ESTABLISHMENT OF AN ETHICAL CULTURE
- Approve Code of conduct and ethics policies, ensure those policies apply to internal and external stakeholders and make them accessible.

Question 3

PRINCIPLE 3

Answer 3

THE GOVERNING BODY SHOULD ENSURE THAT THE ORGANISATION IS AND IS SEEN TO BE A RESPONSIBLE CORPORATE CITIZEN
- The company complies with the South African laws, align it’s values, strategy and conduct with social responsibility.

Question 4

PRINCIPLE 4

Answer 4

THE GOVERNING BODY SHOULD APPRECIATE THAT THE ORGANISATION’S CORE PURPOSE, ITS RISKS AND OPPORTUNITIES, STRATEGY, BUSINESS MODEL, PERFORMANCE, AND SUSTAINABLE DEVELOPMENT ARE ALL INSEPARABLE ELEMENTS OF THE VALUE CREATION PROCESS
- The board is responsible for overseeing and approving the company’s strategy, monitor performance against goals.

Question 5

PRINCIPLE 5

Answer 5

THE GOVERNING BODY SHOULD ENSURE THAT REPORTS ISSUED BY THE ORGANISATION ENABLE SHAREHOLDERS TO MAKE INFORMED ASSESSMENTS OF THE ORGANISATION’S PERFORMANCE AD ITS SHORT AND LONG-TERM PROSPECTS
- Accurate and meaningful reports, and that they are clear, concise and reliable for decision-making.

Question 6

PRINCIPLE 6

Answer 6

THE GOVERNING BODY SHOULD SERVE AS A FOCAL POINT AND CUSTODIAN OF CORPORATE GOVERNANCE IN THE ORGANISATION
- Responsible for overall governance and accountability.

Question 6

PRINCIPLE 7

Answer 6

THE GOVERNING BODY SHOULD COMPRISE THE APPROPRIATE BALANCE OF KNOWLEDGE, SKILLS, EXPERIENCE, DIVERSITY AND INDEPENDENCE FOR IT TO DISCHARGE ITS GOVERNANCE ROLE AND RESPONSIBILITIES OBJECTIVELY AND EFFECTIVELY
- majority must be non-executive and atleast 2 executives, CEO and CFO.
Non-executive can stay independent for 9 years afterwards the board has to justify why still independent.
- Chair can be member of the Nomination, Social and Ethics as well as Risk committee.
- Chair cannot be member or chair of the audit and remunerations committee.

Question 7

PRINCIPLE 8

Answer 7

DELEGATION SHOULD PROMOTE INDEPENDENCE JUDGEMENT AND ASSIST WITH BALANCE OF POWER AND THE EFFECTIVE DISCHARGE OF ITS DUTIES
AUDIT COMMITTEE - Ensures financial integrity and oversees risk management
RISK COMMITTEE - Monitors risks and ensures compliance with risk appetite
NOMINATION COMMITTEE - Manages board appointments, performance evaluation and succession planning
REMUNERATIONS COMMITTEE - Oversees exclusive salaries and incentive structures.
SOCIAL AND ETHICS COMMITTEE - Ensures ethical business practices, social responsibilities and environmental sustainability.

Question 8

PRINCIPLE 9

Answer 8

EVALUATION OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES ITS CHAIR AND INDIVIDUAL MEMBERS , SUPPORT CONTINUED IMPROVEMENT IN ITS PERFORMANCE AND EFFECTIVENESS
- A formal process should be followed every 2 years and an independent non-executive member should be appointed to lead the evaluation of the chair’s performance.

Question 9

PRINCIPLE 10

Answer 9

APPOINTMENT OF AND DELEGATION TO MANAGEMENT
- GB should ensure the right leadership is in place by appointing a CEO and delegating responsibilities appropriately.

Question 10

PRINCIPLE 11

Answer 10

GOVERNANCE OF RISK
- GB must take responsibility for overseeing risk management within the organisation and company’s must disclose to the public how they manage risk.

Question 11

PRINCIPLE 12

Answer 11

GOVERNANCE OF TECHNOLOGY AND INFORMATION
- GB must oversee IT policies, investments and risk
- Ensure company and customer data is protected

Question 12

PRINCIPLE 13

Answer 12

GOVERNANCE OF COMPLIANCE OF LAWS AND ADOPTED, NON-BINDING RULES, CODES AND STANDARDS
- The board must ensure the company complies with laws, rules and standards

Question 13

PRINCIPLE 14

Answer 13

REMUNERATION
- Ensures that executive pay is fair, performance-driven and aligned with company success.

Question 14

PRINCIPLE 15

Answer 14

THE GOVERNING BODY SHOULD ENSURE THAT ASSURANCE SERVICES AND FUNCTIONS ENABLE AN EFFECTIVE CONTROL ENVIRONMENT
- GB ensures that the information reported by the company is accurate, reliable and credible.

Question 15

PRINCIPLE 16

Answer 15

STAKEHOLDER-INCLUSIVE APPROACH
-GB ensures the company builds and maintains good relationships with its stakeholders and balances shareholder needs while acting in the company’s best interest.

Question 16

PRINCIPLE 17

Answer 16

INSTITUTIONAL INVESTORS AND RESPONSIBLE INVESTMENTS
- Investors must ensure that companies follow ethical and sustainable governance practices.
- Investment decisions should consider financial, social, environmental factors