Annual integrated report 2017

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Governance report
2 Assurance
Bidcorp has developed a robust,
independent, risk-based internal audit
function that applies a risk-based internal
audit methodology, with input from divisional
management. The methodology is aligned
with the organisation’s risk management
processes. In accordance with the Group’s
combined assurance model, the internal
audit team liaises with external auditors,
the insurance risk analysis team and other
assurance providers to maximise efficiencies
in the assurance coverage of key risks.
An annually prepared internal audit plan
embraces the principle of combined
assurance, and is presented to the audit
and risk committee for review and approval.
The committee also considers the plan’s
objectives and rationale.
Bidcorp’s internal audit structure provides
a progressive and responsive service that
objectively evaluates business processes and
internal controls. It simultaneously supports
management efforts to foster a strong
control environment focused on operational
excellence. In light of growing reliance on
information technology (IT), specialised IT
auditing and consulting skills are continually
developed within the internal audit team.
The internal audit function’s purpose,
authority and responsibility are defined in a
board-approved charter that is consistent with
the Institute of Internal Auditors’ definition of
internal auditing and King IV principles.
In the past year, internal audit continued
to function independently and objectively
throughout the group. The internal audit
manager within each division, and at group
level, reports to the chairman of the audit
and risk committee. Unrestricted access to
members of the audit and risk committee
and executives of the organisation is available
to the internal audit function. Regular and
separate meetings took place between
divisional internal audit managers and the
chairman of the audit and risk committee.
3 Compliance
Bidcorp recognises that geographical
diversity creates potential vulnerability to
the risk of statutory and regulatory non-
compliance. Legislative impacts on each
business differ from jurisdiction to jurisdiction.
Each entity is therefore required to identify
the requirements that apply to its specific
operating environment and the information
that must be held in terms of this legislation.
The board annually confirms that Bidcorp
complies with JSE Listings Requirements
and places strong emphasis on the highest
standards of financial management,
accounting and reporting. Financial
statements are prepared in accordance with
International Financial Reporting Standards
(IFRS). On economic, environmental and
social issues, the company follows Global
Reporting Initiatives (GRI G3.1) sustainability
reporting guidelines. The board has a social
and ethics committee and placed compliance
with social and ethics standards – group-
wide, industry-wide and across regions – on
the audit and risk committee agenda.
Bidcorp performs an annual review
to monitor continued alignment with
King IV principles and best practice
recommendations. This analysis identifies
the steps taken to ensure the application of
governance principles and those principles
requiring ongoing attention and action.
Ensuring an ethical environment
It is a prime duty of our board (its
committees, directors and officers) and
group management to ensure our code
of ethics is honoured.
The board reviews the code annually and
ensures its continued alignment with Bidcorp
values. The code requires the highest
standards of integrity, ethics and behaviour,
non-discriminatory employment and
promotion practices, support for employees
through training and development, enabling
them to reach their full potential, and
proactive engagement on environmental,
social and sustainability matters.
In support of this code and Bidcorp values,
the board supports the confidential reporting
of fraud, theft, corruption, breach of ethics
and improper behaviour. This outsourced
and independent “whistle-blowing” system
enables stakeholders to report suspect
behaviour, including non-compliance with
company policies. All reported incidents
are investigated by management and,
where appropriate, action is taken. In line
with legislation, our pledge not to victimise
whistle-blowers ensures transparency and
promotes ethical conduct. The service
provider protects the identity of whistle-
blowers.
Code of ethics can be found on the
company’s website.
ISS QualityScore for
Bid Corporation Limited
As of July 1 2017
com
Scores indicate decile rank relative to index
or region. A decile score of 1 indicates lower
governance risk, while a 10 indicates higher
governance risk.
ISS Governance QualityScore is an
independent quantitatively-driven scoring
solution designed to rank governance risk.
Scores are used by global investors to identify
and manage portfolio risk.
GOVERNANCE
QualityScore
3
Annual integrated report 2017
Bid Corporation Limited 50 GOVERNANCE REVIEW