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This is the report of the acquisitions committee (committee) of Bidcorp appointed for the financial year ended June 30 2016 in compliance with
principles of good governance, the Companies Act and in terms of the JSE Listings Requirements.
The committee has approved a draft charter that was presented and adopted by the Bidcorp board at the meeting held on August
23 2016. The charter complies with the Companies Act and King III guidance for good governance. Copies are available either from the
company secretary on request, or can be downloaded from the company website.
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Membership
This committee was constituted by the board on June 1 2016, following the listing and unbundling of Bidcorp.
The committee has been appointed by the board and is made up of a minimum of three (3) independent non-executive directors, and chaired
by an independent non-executive. The Bidcorp members appointed by the board include Messrs DDB Band (chairman), PC Baloyi, BL Berson,
DE Cleasby, B Joffe and NG Payne in line with the charter requirements.
The board considers the membership of the committee adequate and the members are adequately experienced to perform the duties in line with the
charter requirements.
Purpose
The primary purpose of the acquisitions committee is to:
■
■
review any significant acquisition for an in-principle decision as to whether the acquisition should be investigated and pursued;
■
■
recommend to the board planned acquisitions that have been approved to be in the best interest of shareholders and to the future growth of the
group; and
■
■
inform the board of acquisitions which it does not recommend for consideration.
Duties carried out
The committee was not required to meet from the time of its appointment, being one (1) month prior to the year ended June 30 2016. As potential
acquisitions arise, the chairman or the members of the committee will be entitled to convene a meeting to consider these acquisitions, in line with
the charter.
Attendance
The names of the members who were in office during the period June 1 2016 to October 7 2016 and the number of acquisition committee meetings
attended by each of the members are:
Director
No meeting convened
DDB Band (chairman)*
n/a
PC Baloyi*
n/a
BL Berson*
n/a
DE Cleasby*
n/a
B Joffe*
n/a
NG Payne*
n/a
^ Attended in person, by video-conference or tele-conference.
* Appointed June 1 2016.
Conclusion
The committee has performed its duties and responsibilities during the financial year according to the board approved acquisitions committee charter.
Signed on behalf of the acquisitions committee by:
Doug Band
Chairman
Acquisitions committee report
Page 56
| Bidcorp Limited Annual integrated report 2016