our board adv. matshidiso hashatse, ms. matshidiso ... reports/2010-2011 annual reports/our...our...

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24 Fom left to right: Adv. Mosotho Petlane, Mr. Percy Sechemane, Mr. Dawood Coovadia, Dr. Michael Ellman, Adv. Matshidiso Hashatse, Ms. Matshidiso Magonare, Mr. Lefadi Makibinyane Our Board Adv Mosotho Petlane 43 Mr Percy Sechemane 44 Mr Dawood Coovadia 48 Dr Michael Ellman 64 Adv Matshidiso Hashatse 44 Ms Matshidiso Magonare 46 Mr Lefadi Makibinyane 46 Acting Chairperson Member of the Board of Rand Water as from: 1 June 2002 Academic qualifications: BA, LLB, Postgraduate Diploma in Business Administration, MBA Adv Petlane is an Executive Director at the Sedibeng District Municipality, and serves as a Commissioner with the General Public Service Sector Bargaining Council (GPSSBC). He is also the Chairperson of the Vaal University of Technology Foundation. Chief Executive Member of the Board of Rand Water as from: 1 September 2008 Academic qualifications: BCom, MBA Dinizulu Kumalo Percival Sechemane (Percy) is Rand Water’s Chief Executive. He is a former CEO of Landis & Gyr, and a former COO for Red One. He also held senior positions (i.e. General Manager) in Eskom, Regional Manager for Western Region and the City of Cape Town. During his career Percy always operated in the engineering space. He holds a B.Com and MBA degree. Member of the Board of Rand Water as from: 1 April 2005 Academic qualifications: BCompt (Hons), BCompt, CA (SA), BAC (SA), CMC, FIMC, FIAC, FCIS, FSAIM, GIA (SA), CAT (UK), M Inst D and JP Mr Coovadia is a Chartered Accountant (SA) practicing with Coovadia and Associates. He practices as a registered professional Accountant, Internal Auditor, Management Consultant and Tax Advisor. He is a non-executive director of the S A National Roads Agency Limited and the Gauteng Enterprise Propeller. He also serves as Chairman and member of several Audit and Board Committees. Member of the Board of Rand Water as from: 1 June 2002 Academic qualifications: Bsc, MSc Chemical Engineering, MBA, PhD Dr Ellman is a Senior Consultant and Managing Member of Siyadingana Consultants CC, with more than 35 years professional and managerial experience in the mining, chemical, oil and gas, electricity, standards development and water sectors. Dr Ellman serves on the Advisory Board of the Department of Chemical Engineering at the University of Pretoria. He is a former president of the South African National Committee of the International Electro-technical Commission (IEC) in Geneva; and is also a former Chairman of the Electro-technical Sector Board of the SABS. Member of the Board of Rand Water as from: 1 April 2009 Academic qualifications: BA Journalism, LLB, LLM Adv Hashatse is the Director of Equity and Institution Culture at Rhodes University. She was previously the Deputy Dean of Students at Rhodes University. Adv Hashatse has over 20 years experience during which time has worked in and serviced clients in Telecommunications, Regulation, Automative, Mining Industry, Fundamental Human Rights and Gender and Development. Member of the Board of Rand Water as from: 1 April 2009 Academic qualifications: BA Ed, B Ed (Hons Environmental Education) Integrated Environmental Management (IEM), Project Management, Community Capacity Building (Cert), Assessor (Cert), Moderator (Cert) Ms Magonare is a former education and training quality manager at the Chemical Industries Education and Training Authority (CHIETA). She has extensive experience in education and training, environmental education and community development; and has held numerous positions with both the S A Qualifications Authority and the then Department of Environmental Affairs and Tourism. Member of the Board of Rand Water as from: 1 April 2009 Academic qualifications: MBL (Investment Banking & International Finance), B.Eng (Hons) in Chemical Engineering, MDP (Project Management), Professional Engineer, Chartered Engineer, MIChemE Mr Makibinyane is currently a Strategic Executive Director at the City of Tshwane Metropolitan Municipality where he heads the Public Works and Infrastructure Development Department (Water & Sanitation and Energy & Electricity). He has extensive Management, Technical/Engineering and Commercial/Financial experience gained with local and international Blue Chip companies over a 21 year working career.

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24

Fom left to right: Adv. Mosotho Petlane, Mr. Percy Sechemane, Mr. Dawood Coovadia, Dr. Michael Ellman, Adv. Matshidiso Hashatse, Ms. Matshidiso Magonare, Mr. Lefadi MakibinyaneOur Board

Adv Mosotho Petlane 43

Mr Percy Sechemane 44

Mr Dawood Coovadia 48

Dr Michael Ellman 64

Adv Matshidiso Hashatse 44

Ms Matshidiso Magonare 46

Mr Lefadi Makibinyane 46

Acting ChairpersonMember of the Board of Rand Water as from: 1 June 2002Academic qualifi cations: BA, LLB, Postgraduate Diploma in Business Administration, MBAAdv Petlane is an Executive Director at the Sedibeng District Municipality, and serves as a Commissioner with the General Public Service Sector Bargaining Council (GPSSBC). He is also the Chairperson of the Vaal University of Technology Foundation.

Chief ExecutiveMember of the Board of Rand Water as from: 1 September 2008Academic qualifi cations: BCom, MBA

Dinizulu Kumalo Percival Sechemane (Percy) is Rand Water’s Chief Executive. He is a former CEO of Landis & Gyr, and a former COO for Red One. He also held senior positions (i.e. General Manager) in Eskom, Regional Manager for Western Region and the City of Cape Town. During his career Percy always operated in the engineering space. He holds a B.Com and MBA degree.

Member of the Board of Rand Water as from: 1 April 2005Academic qualifi cations: BCompt (Hons), BCompt, CA (SA), BAC (SA), CMC, FIMC, FIAC,FCIS, FSAIM, GIA (SA), CAT (UK), M Inst D and JPMr Coovadia is a Chartered Accountant (SA) practicing with Coovadia and Associates. He practices as a registered professional Accountant, Internal Auditor, Management Consultant and Tax Advisor. He is a non-executive director of the S A National Roads Agency Limited and the Gauteng Enterprise Propeller. He also serves as Chairman and member of several Audit and Board Committees.

Member of the Board of Rand Water as from: 1 June 2002Academic qualifi cations: Bsc, MSc Chemical Engineering, MBA, PhDDr Ellman is a Senior Consultant and Managing Member of Siyadingana Consultants CC, with more than 35 years professional and managerial experience in the mining, chemical, oil and gas, electricity, standards development and water sectors. Dr Ellman serves on the Advisory Board of the Department of Chemical Engineering at the University of Pretoria. He is a former president of the South African National Committee of the International Electro-technical Commission (IEC) in Geneva; and is also a former Chairman of the Electro-technical Sector Board of the SABS.

Member of the Board of Rand Water as from: 1 April 2009Academic qualifi cations: BA Journalism, LLB, LLM

Adv Hashatse is the Director of Equity and Institution Culture at Rhodes University. She was previously the Deputy Dean of Students at Rhodes University. Adv Hashatse has over 20 years experience during which time has worked in and serviced clients in Telecommunications, Regulation, Automative, Mining Industry, Fundamental Human Rights and Gender and Development.

Member of the Board of Rand Water as from: 1 April 2009Academic qualifi cations: BA Ed, B Ed (Hons Environmental Education) Integrated Environmental Management (IEM), Project Management, Community Capacity Building (Cert), Assessor (Cert), Moderator (Cert)Ms Magonare is a former education and training quality manager at the Chemical Industries Education and Training Authority (CHIETA). She has extensive experience in education and training, environmental education and community development; and has held numerous positions with both the S A Qualifi cations Authority and the then Department of Environmental Affairs and Tourism.

Member of the Board of Rand Water as from: 1 April 2009Academic qualifi cations: MBL (Investment Banking & International Finance), B.Eng (Hons) in Chemical Engineering, MDP (Project Management), Professional Engineer, Chartered Engineer, MIChemEMr Makibinyane is currently a Strategic Executive Director at the City of Tshwane Metropolitan Municipality where he heads the Public Works and Infrastructure Development Department (Water & Sanitation and Energy & Electricity). He has extensive Management, Technical/Engineering and Commercial/Financial experience gained with local and international Blue Chip companies over a 21 year working career.

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Fom left to right: Ms. Savannah Maziya, Ms. Phumelo Ndumo, Ms. Noluphumzo Noxaka, Ms. Thembisile Nwedamutswu, Prof. Frederick A. O. Otieno, Ms. Ferhina Saloojee, Mr. Mdibanisi Tsheke

Ms Savannah Maziya 43

Ms Phumelo Ndumo 43

Ms Noluphumzo Noxaka 39

Ms Thembisile Nwedamutswu 50

Prof. Frederick A. O. Otieno 55

Ms Ferhina Saloojee 52

Mr Mdibanisi Tsheke 44

Member of the Board of Rand Water as from: 1 April 2009Academic qualifi cations: BCom (Hons) Finance & Broadcast Communication (USA), MBA Strategy & Finance (UK)Ms Maziya is the Group Chief Executive of the Bunengi Group, a company that is involved in construction, mining, social infrastructure, fi nancial services and agriculture. She also serves on the boards of the Bunengi Group, Wilson Bayley Holmes-Ovcon (WBHO) Construction. Ms Maziya also Chairs the National Regulator for Compulsory Specifi cations.

Member of the Board of Rand Water as from: 1 April 2005Academic qualifi cations: BCom, MBL, Higher Diploma in Computer AuditingMs Ndumo has occupied senior positions with three of South Africa’s major banks, and was also an executive manager for corporate fi nance and strategy at Metropolitan Retirement Administrators. With competencies in fi nance, auditing, project management and communications; she also serves as a non-executive director for a number of entities. Ms Ndumo is an author, and is the founding Managing Director of Thuthuka SA.

Member of the Board of Rand Water as from: 1 April 2009Academic qualifi cations: CA (SA), MBA, BAdmin, BCom. Acc Hons, N Dip Financial Markets and Instruments, H Dip Computer AuditMs Noxaka CA (SA) is a Director with Alatha Consulting, providing business advisory and management consulting services. She was previously GM Finance and Administration at SAMRO LTD with responsibility for the Finance, Credit, Pension Fund, Human Resources and Administration portfolios. She has occupied senior positions within Audit and Finance functions in the Finacial Services Sector including that of Chief Financial Offi cer at Meeg Bank Ltd and Strategic Projects Consultant at ABSA. Ms Noxaka is on the board of NECSA and serves on a few Audit Committees.

Member of the Board of Rand Water as from: 1 April 2009Academic qualifi cations: Policy Studies (Masters), Adv Diploma in Accounting, Dip Business Admin, Youth Development Certifi cate, Training of Trainers Cert, Organisation and Strategic Management Certifi cateMs Nwedamutswu is the Chief Executive of the Independent Development Trust. She was previously Deputy Director for Integrated Development and Poverty Relief at the Department of Social Development. She has experience in social development, and has occupied senior positions in the public sector. She is a former member of the Independent Development Trust and the Peoples Housing Trust.

Member of the Board of Rand Water as from: 1 April 2005Academic qualifi cations: PhD (Civil), MBA, MSc, BSc (Civil) (Eng) (Hon), PrEng, FSAICEProfessor Otieno is a professional engineer in South Africa and the United Kingdom. A Fellow of the S A Institute of Civil Engineers and the Water Institute of Southern Africa, he is currently a Professor of Civil Engineering and the Deputy Vice Chancellor: Technology Innovation and Partnerships, at the Durban University of Technology. He has worked as a Consulting Engineer, researcher and entrepreneur in Civil, Water Engineering and Environmental Management. Professor Otieno has served as president of WISA, and is a non-executive director, and a member of numerous organisations.

Member of the Board of Rand Water as from: 1 June 2002Ms Saloojee is a former councillor with the Rustenburg Local Municipality. She has served in numerous leadership roles in local government, as well as in private sector institutions. Ms Saloojee holds directorships in a number of companies, including Halotsal (Pty) Ltd, Bergers Filling Station and Salvest Property Investments CC.

Member of the Board of Rand Water as from: 1 June 2002Academic qualifi cations: National Preliminary Certifi cate in Business AdministrationMr Tsheke is a former Executive Mayor of the Govan Mbeki Local Municipality. He serves on the Executive Committee of the South African Local Government Association, and as an Executive of SANCO.

26

The condition of our existing infrastructure and the impact thereof on our future expansion has been identifi ed as a key risk. To mitigate this we use a range of technologies including aerial surveys of our pipeline network using thermal remote scanning technology. An ongoing repetitive condition assessment is also carried out on all our pipelines.

1.. Condition of existing infrastructure and future expansion

2. Alternative revenue streams (other than bulk sanitation)

3. Business effi ciency

4. Ability and Capability to supply Bulk Sanitation services

5. Sustainable supply of goods and services

6. Contracting

7. Critical skills attraction and retention

8. Availability, Cost and Tenure of funds

9. Staff capacity and capability

10. Contractual performance

Enterprise Risk Management

Rand Water has approved an Enterprise Risk Management Framework that guides the identifi cation of risks and the mitigation processes.

The following risks were approved by the Board during the year under review.

27

The segregation of roles between the Board and Management

cannot be overemphasized in this Report. The Board is responsible

for approval of policies and determination of Strategy, while the

role of the Executive is to implement.

The relationship between Rand Water and the Shareholder is

governed by the provisions of the Water Services Act. Rand Water

operates within the framework of a variety of legislations.

The main objectives, the mandate and duties of Rand Water,

and the powers of the Board of Rand Water are regulated by

the Water Services Act. Rand Water upholds and promotes the

principles of sound fi nancial management as outlined in the Public

Finance Management Act No. 1 of 1999(the PFMA) and it

subscribes to the Protocol on Corporate Governance in the Public

Sector which mirrors the King II Code of Corporate Governance,

which has subsequently been superseded by the King III Report.

Compliance

Rand Water is cognisant of the laws, rules and regulations that

apply to the entity and it is fully committed to the highest standards

of compliance, sound business principles and practices and good

governance. Rand Water’s Internal Audit conducts a compliance

audit on a quarterly basis to assess the level of compliance to all

applicable laws and regulations within the organisation. Rand

Water promotes ethical behaviour and through its systems and

processes, has given life to the ethical culture that is cultivated

across the organisation demonstrating its commitment to sound

governance principles.

Our Corporate Governance Report

Rand Water was established in terms of the Water Services Act No. 108 of 1997(“the Act”). The Government of the Republic of South Africa, through the Department of Water and Environment Affairs (DWEA) and duly represented by the Ministers, is the sole shareholder of Rand Water.

28

King III

During the year under review, the Board of Rand Water resolved

to adopt the King Report on Corporate Governance and it

is committed to embrace the principles and the governance

framework recommended therein. Rand Water has commenced

with the implementation of the key governance requirements as

outlined in the King III Report and thus enhancing the organisation’s

governance practices and processes. To affi rm our compliance,

Group Internal Audit Department conducted an assessment on the

board’s compliance with King III and the review was aligned to

the nine chapters as outlined in the said Report.

In view thereof, the Board fi rmly states that it is aware of the areas

which Rand Water is fully compliant with King III as well as the

areas that require improvement.

Code of Ethics

During the year under review, Rand Water launched its Code of

Ethics to all staff with the objective of fostering and cultivating

a culture of compliance and accountability throughout the

organization. The Rand Water Code of Ethics applies to the

Board Members, senior management, all employees, Rand

Water’s stakeholders and the public in general. Ethical leadership

is promoted through awareness campaigns conducted throughout

the organisation as well as the implementation of the ethics

management programmes. This ensures high standards of ethical

behavior in dealing with stakeholders and amongst Rand Water

employees. The Code of Ethics supports Rand Water’s vision and

the values that the organisation represents.

Board

The Board of Rand Water is responsible for developing and

overseeing the execution of the strategy, managing risk, monitoring

performance and ensuring compliance and sustainability within

the organisation. Its paramount responsibility is to ensure that

Rand Water upholds the highest standard of governance and also

creates value through its positive performance.

Composition of the Board

The Department of Water and Environmental Affairs, duly

represented by the Minister, is responsible for the appointment

of the members of the Board of Rand Water in accordance with

the provisions of the Water Services Act No 108 of 1997.

Rand Water has a unitary board structure, which consists of a

majority of non executive members who are independent and

one executive member which is the Chief Executive. The position

of the Chairperson and the Chief Executive are separated and

their duties are clearly segregated. The Acting Chairperson of the

Board is an independent non executive member and is supported

by an acting Deputy Chairperson who is also independent.

Roles and Responsibilities of the Board

The Board of Rand Water’s responsibilities are clearly defi ned in

the Board Charter. Within the powers conferred upon it, the Board

has reserved specifi c powers for its decision making.

The Board’s primary responsibilities are as follows:

• Fulfi l its role as the focal point of corporate governance

and as such must exercise leadership and judgment

in directing Rand Water so as to achieve sustainable

prosperity for its stakeholders.

• Retain full and effective control over Rand Water in a

manner based on integrity, transparency, accountability

and responsibility.

• Give strategic direction to Rand Water and in the

process regularly consider the present and future

strengths, weaknesses, opportunities and risks to Rand

Water having regard to the dynamics of the changing

external environment.

• Set the risk tolerance level in accordance with the

adopted strategy, overseeing the identifi cation and

evaluation of key risks as well as the risk management

process.

• Take the necessary steps to ensure that there is a robust

system of internal controls on the effectiveness of which

regular assurance is received through risk centric internal

audits.

• Institute a robust policy and procedure for the

29

management of confl icts of interest.

• Defi ne the levels of materiality, reserving specifi c powers

to itself and delegating other matters, with the necessary

written authority to management.

• Safeguard compliance with all relevant laws and

regulations, audit and accounting principles, and Rand

Water’s code of ethics.

Board of Rand Water and the Board Subcommittee Members

Board Members Audit Committee

Risk Committee

Treasury Com-mittee

Nominations Committee

Capital Investment Committee

Human Resources and Remuneration Committee

Adv M Petlane[Acting Chairperson]

Adv M Petlane [Chairperson]

Adv M Petlane

Ms P Ndumo Ms P Ndumo Ms P Ndumo

Ms N Noxaka Ms N Noxaka [Acting Chairperson]

Ms N Noxaka Ms N Noxaka Ms N Noxaka

Ms T Nwedamutswu[Acting Deputy Chairperson]

Ms T Nwedamutswu Ms T Nwedamutswu [Acting Chairperson]

Prof FAO Otieno Prof FAO Otieno Prof FAO Otieno Prof FAO Otieno

Adv M Hashatse Adv M Hashatse Adv M Hashatse

Mr M Tsheke Mr M Tsheke [Chairperson]

Mr M Tsheke

Mr D Coovadia Mr Coovadia Mr D Coovadia [Chairperson]

Dr M Ellman Dr M Ellman Dr M Ellman Dr M Ellman

Ms F Saloojee Ms F Saloojee Ms F Saloojee Ms F Saloojee [Chairperson]

Ms F Saloojee

Ms M Magonare Ms M Magonare Ms M Magonare

Mr DKP Sechemane Mr DKP Sechemane

Ms S Maziya Ms S Maziya Ms S Maziya

Mr L Makibinyane Mr L Makibinyane Mr L Makibinyane

The Board of Rand Water has a Board Charter which sets the

parameters within which the Board will operate and to ensure the

application of the principles of good corporate governance in all

dealings. The Board established its subcommittees which have the

delegated authority and power to execute its mandate on behalf of

the Board without abdicating the responsibilities of the Board. All

the Board subcommittees have the approved Terms of Reference

which also sets out the specifi c responsibilities delegated by the

Board.

The roles and responsibilities of the Committees are fully outlined

below:

Audit Committee

The Audit committee has six non executive members who are all

independent. The Chief Executive, the Chief Financial Offi cer,

the Group Governance Executive and other executives attend the

committee meetings without any voting rights.

The Audit Committee was established by the Board of Rand

Water to assist it with meeting its responsibilities in compliance

with section 51 of PFMA and the National Treasury Regulations.

The Committee has an independent role with accountability to

both the Board and the Shareholder. The Committee serves as

an independent oversight and advisory body responsible for the

fi nancial reporting and fi nancial information, risk management

processes, internal fi nancial control and compliance thereto,

30

internal and external audit, performance monitoring and

evaluation and legislative and regulatory compliance.

Treasury Committee

The Treasury Committee has six non executive members who are

all independent. The Chief Financial Offi cer, the Funding Manager

and other executives attend the committee meetings without any

voting rights.

The Treasury Committee was established by the Board of

Rand Water to oversee the operations of the Treasury function

including, guiding Treasury Policies, assisting with the overall

treasury strategy and monitoring the risks concomitant to the

treasury function with the powers and duties set out herein:

• To assist, oversee and monitor the Issuance of Rand

Water Stock, New fi nancial instruments, Funding

structures and their tax implications.

• Regularly assess Rand Water’s credit worthiness in the

light of changing fi nancial circumstances and ensure

compliance with all legal and regulatory fi nancial

requirements.

• Oversee the development and implementation of

investment, funding and liquidity strategies in line with

Treasury Policies approved by Rand Water.

• Oversee the development and implementation of policies

and procedures with regard to treasury activities and

transactions.

• Review the Funding Strategy, Investment Strategy,

Hedging Strategy as well as the counterparty limits.

• Develop a treasury risk management policy framework

incorporating performance measurements and

benchmarks against which the performance of the

treasury function can be evaluated.

• Monitor adherence to performance of investment

strategies ensuring proper governance in the investment

process

Capital Investment Committee

The Capital Investment Committee has six non executive members

who are all independent. The Chief Operating Offi cer, the Chief

Financial Offi cer, the Group Governance Executive and other

executives attend the committee meetings without any voting rights.

The Capital Investment Committee was established by the Board

of Rand Water to optimally control the major capital investment

that falls within the scope of the “Primary Activities” and “Other

Activities” as defi ned in the Water Services Act 108 of 1997 (“the

Act”) in order to achieve a high level of confi dence of investors in

Rand Water’s credit worthiness.

The Committee approves Capital Investment projects.

Human Resources and Remuneration Committee

The Human Resources and Remuneration Committee has 5 non

executive members who are all independent. The Chief Executive,

the Chief Financial Offi cer, the Group Human Resources Executive

and the Group Strategy Executive attend the committee meetings

without any voting rights.

The Human Resources and Remuneration Committee was

established by the Board of Rand Water to assist the Board with

the following:

• Overseeing development of remuneration policies for non-

executive members that create value for Rand Water over

the long term and to oversee the application thereof.

• Directing the administration of the bursary scheme.

• Overseeing the establishment and implementation of

human resources policies that promote an equitable,

progressive and legally compliant working environment.

• The Committee provides the Board and the Shareholders

with an authoritative and credible view of the performance

of Rand Water.

31

Risk Committee

The Risk Committee has six non executive members and two

executive members, being the Chief Executive and the Group

Shared Services Executive. The non executive members are all

independent. The Chief Operating Offi cer, the Chief Financial

Offi cer, the Group Governance Executive and other executives

attend the committee meetings without any voting rights.

The Risk Committee has been established by the Board of

Rand Water to assist and support it in accordance with the risk

management frameworks and enterprise-wide risk management

plan. This include the following:

• approval of an enterprise-wide risk management plan

that meets the requirements of Rand Water’s stated

philosophy;

• implementation by management of the approved risk

management process;

• oversight of implementation and effectiveness of risk

management, including obtaining assurance thereon;

and

• regular review and improvement of the risk management

strategy.

Nominations Committee

The Nominations Committee has four members, one of

which is the Chief Executive. The other three members of

the committee are non executive members who are all

independent.

The Nominations Committee has been established by the

Board of Rand Water to assist the Board in ensuring that:

• The Board has the appropriate composition for it to

execute its duties effectively;

• Board members are appointed through a formal process;

• Induction and ongoing training and development of

Board members takes place; and

• Formal succession plans for the Board, Chief Executive

and senior management appointments are in place.

Rand Water Board and Subcommittees: Summary of Meeting Attendance for the Period July 2010 - June 2011

Board Members Board[9 meetings]

Audit Committee[8 meetings]

Risk Committee[4 meetings]

Treasury Committee [7 meetings]

Nominations Committee[1 meeting]

Capital Investment Committee[5 meetings]

Human Resources and Remuneration Committee [9 meetings]

Adv M Petlane 7/9 1/1 4/9

Ms P Ndumo 3/9 4/8 4/7

Ms N Noxaka 9/9 8/8 4/4 1/1 4/5

Ms T Nwedamutswu 4/9 1/1 5/9

Prof FAO Otieno 8/9 2/4 3/5 9/9

Adv M Hashatse 5/9 6/8 1/4

Mr M Tsheke 9/9 4/4 4/5

Mr D Coovadia 6/9 8/8 7/7

Dr M Ellman 8/9 8/8 5/7 5/5

Ms F Saloojee 8/9 2/4 5/7 5/5 7/9

Ms M Magonare 6/9 4/4 7/9

Mr DKP Sechemane 7/9 1/1

Ms S Maziya 8/9 5/7 1/5

Mr L Makibinyane 8/9 4/8 2/7

32

Ms Pertunia Mohlabi is Rand Water's Group Company Secretary

The Offi ce of the Group Company Secretary

Rand Water’s Group Company Secretary provides the Board with

guidance on all governance issues and ensures that the Board

functions effectively and that procedures, rules and regulations are

fully observed. The offi ce of the Group Company Secretary also

assists with the implementation and monitoring of good business

governance practices throughout the organisation, and compliance

to applicable legislation, policies, rules and regulations.

The offi ce of the Group Company Secretary forms part of our

accountability framework of Rand Water which focuses on

adding value to the business by leveraging the value created

by conformance. It is the responsibility of the Group Company

Secretary to ensure that newly appointed members are inducted,

and that the organisation has an induction programme for the

purposes of their training and development with regard to their

roles and responsibilities, their fi duciary duties, applicable

legislation and regulations. In addition to that, the Group

Company Secretary‘s responsibility is to update members of the

Board of Rand Water on the relevant laws, regulations and any

legislative changes from time to time.

Delegation of Authority

The Board defi nes the levels of materiality in relation to the business

of the organisation thereby reserving specifi c powers and then

delegate other matters to the Chief Executive. In view thereof,

Rand Water has adopted a comprehensive delegation of authority

framework in accordance with Section 5 of the Public Finance

Management Act of 1999 (“PFMA”), which clarifi es the various

levels of materiality and assists with the limits of authorisations

throughout the organisation. The Framework is then cascaded to the

entire business by means of the Delegation of Authority through the

protocol process as stipulated therein. The delegation does not in

any way divest the Board of its responsibilities, authority and duties.

Board Evaluation

In line with the King III Report, the Board engaged consultants to

conduct an independent evaluation of the Board subcommittees

and the individual Board members to ensure optimal performance

across the Board. The independent evaluation was conducted in

accordance with the performance evaluation guidelines provided

by the Department of Water Affairs. The assessment was conducted

to monitor performance and to make the Board aware of areas that

require improvement, training and to assess the level of contribution

by the individual Board members. Rand Water is comfortable that

the Board and its subcommittees are functioning in accordance with

the governance practices.

33

"We are implementing policies and collaborating with our stakeholders to promote the better management of water to mitigate the effects of climate change."

- Adv. Mosotho Petlane (Acting Chairperson)

In March 2011, in collaboration with UN-Habitat and the Department of Water Affairs, Rand Water participated in the United Nations World Water Day Conference and Exhibition in Cape Town. Seen at the Rand Water stand, from left to right; Adv. Mosotho Petlane (Acting Chairperson), Prof FAO Otieno (Member of the Board), Mr Mdibanisi Tsheke (Member of the Board) and Mr Percy Sechemane (Chief Executive).

34

Our Portfolio Integrating Committee (PIC)

From left to right: Ms Wayida Mohamed, Mr Sipho Mosai, Ms Fikile Sithole, Mr Percy Sechemane, Mr Tawanda Nyandoro, Ms Matshidiso Nyembe, Dr Fawcett Ngoatje

35

Mr Percy Sechemane

Mr Sipho Mosai

Ms Matshidiso Nyembe

Ms Fikile Sithole

Mr Tawanda Nyandoro

Ms Wayida Mohamed

Dr Fawcett Ngoatje

Chief ExecutivePortfolio Integrating Committee member as from: 1 September 2008Academic qualifi cations: BCom, MBA

Chief Operating Offi cerPortfolio Integrating Committee member as from: 1 April 2009Academic qualifi cations: MSc, MBAResponsibilities: • Operations • Scientifi c Services • Strategic Asset Management • Strategic Customer • Partnerships • Bulk Sanitation • Specialist Services

Chief Financial Offi cer Portfolio Integrating Committee member as from: 18 May 2009 Academic qualifi cations: BCompt, BCom (Hon), CTA, CA (SA)Responsibilities: • Funding • Financial Management

Group Governance ExecutivePortfolio Integrating Committee member as from: 1 September 2008 Academic qualifi cations: LLB, Higher Diploma in Labour Law, BA Law, Diploma in Corporate Governance, Board Leadership Programme (GIBS), Admitted Attorney of the High CourtResponsibilities: • Corporate Social Responsibility • Forensic Audit • Internal Audit

Acting Group Strategy ExecutivePortfolio Integrating Committee member as from: 8 October 2010Academic qualifi cations: BCom, BCom (Hon), MCom, BSc Hon (Accounting Science)Responsibilities: • Corporate Planning • Corporate Research and Development • Financial and Economic Planning

Strategic Human Capital ExecutivePortfolio Integrating Committee member as from: 20 April 2009 Academic qualifi cations: BA (Hon), Dip Human Resources Management, Post Graduate Programme, Executive Leadership, Registered Skills Development Assessor and ModeratorResponsibilities: • Compensation and Information • Employee Relations • Organisational Development and Design • Talent Management

Group Shared Services ExecutivePortfolio Integrating Committee member as from: 1 July 2008Academic qualifi cations: BAEcon (Hon), Project Management, MDev, PhDResponsibilities: • Risk Advisory Services • Corporate Communications • IT and Knowledge Management • Legal Services • Logistic Services • Supply Chain Management