BOARD COMMITTEES
BOARD COMMITTEES
Adhering to the highest standards of corporate governance is fundamental to the sustainability of Renergen’s business. The Board delegates certain functions to Committees without abdicating its own responsibilities.
The Audit, Risk and IT Committee
The Audit, Risk and IT Committee oversees the governance of the risks associated
The Governance, Ethics, Transformation, Social and Compensation Committee (GETSC)
The GETSC Committee is responsible for reviewing and recommending the Remuneration Policy and philosophy.
Renergen Exco
The Executive Committee is responsible for delivering the strategic objectives as set by the Board.
The Nomination Committee
The Nomination Committee oversees the Board composition as well as assesses which retiring Independent Non-executive Directors are up for re-election.
Renergen Exco
The Executive Committee is responsible for delivering the strategic objectives as set by the Board.
The Nomination Committee
The Nomination Committee oversees the Board composition as well as assesses which retiring Independent Non-executive Directors are up for re-election.
The Audit, Risk and IT Committee
The Audit, Risk and IT Committee oversees the governance of the risks associated
The Governance, Ethics, Transformation, Social and Compensation Committee (GETSC)
The GETSC Committee is responsible for reviewing and recommending the Remuneration Policy and philosophy.
Our Governance Structure
THE RENERGEN GOVERNANCE FRAMEWORK
THE RENERGEN GOVERNANCE FRAMEWORK
RENERGEN BOARD OF DIRECTORS
Executive Directors
Stefano Marani (CEO)
Nick Mitchell (COO)
Non-executive Directors
Francois Olivier
Independent Non-executive Directors
Brett Kimber (Chairman)
Mbali Swana
Luigi Matteucci
Bane Maleke
David King
Role and Responsibilities
It determines the Group’s purpose and values while providing leadership aligned to supporting the long-term sustainability of the business.
The Board is diverse in demographics, skills and experience and consists of six Non-Executive Directors, the majority of whom are independent, and three Executive Directors.
To improve the Board’s effectiveness, evaluations of the Board, individual Directors, Board Committees and the Chairman are carried out annually.
Meeting schedule
4 meetings per annum
BOARD COMMITTEES
Committee Members
Luigi Matteucci (Chairman)
Mbali Swana
Bane Maleke
Role and Responsibilities
The Committee oversees the governance of the risks associated with the implementation of Renergen’s strategy. It is the duty of the Committee, inter alia, to monitor and review:
- Evaluation of the CFO’s performance
- Annual integrated financial reports, statements and all other widely distributed financial documents
- Accounting policies of the Group and any proposed revisions
- Compliance with applicable legislation, King IV, JSE and ASX listing requirements
- Evaluation of external auditors and recommendation of external auditor appointments
- Compliance with IFRS
Meeting schedule
3 meetings per annum
Committee Members
Mbali Swana (Chairman)
Nick Mitchell*
Luigi Matteucci
Brett Kimber
Bane Maleke
* recused from all decisions pertaining to remuneration)
Role and Responsibilities
Responsible for reviewing and recommending the Remuneration Policy and philosophy. The Committee acts with the full delegated authority of the Board and assists Directors in monitoring social, transformation and ethical matters and legal, regulatory and best practice disclosures relating to:
- Strategic input on transformation
- Overseeing remuneration relating to Directors and Executives
- Stakeholder engagement (including employees, customers, suppliers, communities and the environment)
- Environmental responsibility and adherence to applicable legislation
- Review of CSI initiatives
- Review of the Group’s
- Remuneration Policy
Meeting schedule
2 meetings per annum
Committee Members
Brett Kimber (Chairman)
Nick Mitchell
Bane Maleke
Mbali Swana
Luigi Matteucci
Role and Responsibilities
The Committee oversees the Board composition as well as assesses which retiring Independent Non-Executive Directors are up for re-election. Responsibilities extend to:
- Reviewing the composition of the Board
- Board evaluation and assessment of Committee members and their effectiveness
- Succession planning
- Recommending nominations to the Board
Meeting schedule
2 meetings per annum
RENERGEN EXCO
Executive Directors
Stefano Marani (CEO)
Nick Mitchell (COO)
The Renergen Executive Committee (EXCO) is responsible for delivering the strategic objectives as set out by the Board. The EXCO consists of an experienced Management team comprising the CEO, COO and CFO.
Role and Responsibilities
- Setting the direction and implementing Group strategy
- Managing all stakeholder relationships
- Corporate and strategic leadership
- Promoting investor confidence
- Cultivating and promoting an ethical corporate culture within the Group
- Compliance with applicable legislation and the Group’s Code of Conduct and Ethics
Meeting schedule
The EXCO meets as and when needed