Social and ethics committee report

Financial statements

This is the report of the social and ethics committee (committee) of Bidcorp appointed for the year ended June 30 2018 in compliance with the Companies Act and in terms of the JSE Listings Requirements.

This committee was constituted by shareholders' special resolution passed on April 4 2016, and operates in terms of a charter adopted by the Bidcorp board on August 23 2016. The charter complies with the statutory requirements as set out in the Companies Act and has been reviewed to ensure it is in line with the recommendations set out by King IV. Copies are available either from the company secretary on request, or can be downloaded from the company website.

Membership

The committee members have been appointed by the board and is made up of a minimum of three independent non-executive directors, one of whom is the chairman. The Bidcorp social and ethics committee members comprise Mr NG Payne (chairman), Ms DD Mokgatle and Ms H Wiseman, as well as chief executive Mr BL Berson, thus meeting charter requirements.

The board considers the membership of the committee adequate and the members are sufficiently experienced to perform their duties in line with the charter.

Purpose

Responsibilities of this committee are in line with the legislated requirements. The key areas of responsibility are listed below:

social and economic development;
empowerment and transformation;
corporate citizenship;
labour and employment;
environment, health and public safety;
ethics and code of conduct compliance;
stakeholder relations; and
regulatory, statutory and legislative compliance.

Duties carried out

Progress can only be credibly reported if indicators are identified, monitored, measured and recorded. Within Bidcorp's sustainability performance, a significant development in the year under review has been the implementation of a monthly detailed ESG reporting tool; providing comparable metrics across jurisdictionally diverse businesses to ensure responsible corporate participation is engaged by all group operations. Operations adopt individually determined targets for improved sustainability performance and in doing so meet group-wide objectives within its unique geographic requirements.

The committee monitors the group's initiatives to promote diversity and advance the objectives of non-discrimination. The Bidcorp Code of Ethics and the quarterly signed management representation letters submitted through the audit and risk committee was reviewed and updated for group-wide roll out.

Attention was given to the regrettable fatality reported in December 2017; where it was found that there was no sign of foul play or negligence on the part of the operations resulting in the unfortunate loss of a life.

Following the listeria incident in South Africa, a group-wide management self-assessment survey was conducted gathering information from all Bidcorp businesses assessing exposure to food safety risk, the applicable controls in place and the effectiveness of those controls in mitigating the food safety risk. Based on the findings of this management survey and supported by the findings from the independent third-party food safety audits completed throughout the year, the committee is satisfied to conclude that no significant exposures were identified during the year under review.

An additional area of focus was understanding the risk and mitigations in place with regards to the operational fire safety controls implemented. A survey to assess the prevention, detection and response to fire risks in Bidcorp operations was conducted; with no significant exposure to note.

Commitment to an ethical environment is demonstrated through the implementation of an independently administered Bidcorp whistle-blowing facility, the details of calls and follow-up action of which is presented to this committee for consideration.

Attendance

The names of the members who were in office during the period and the number of committee meetings attended by each of the members are as follows:

Director	August 23 2017	November 9 2017	February 20 2018	May 17 2018	August 21 2018

NG Payne (Chairman)	^	^	^	^	^
H Wiseman	^	^	^	^	^
DD Mokgatle	^	^	^	^	^
BL Berson	^	^	^	^	^

^ Attended in person, by video-conference or tele-conference.

Conclusion

Following the review by the committee for the year ended June 30 2018, the committee is of the opinion that, in all material respects, it has achieved its objectives for the financial year ended June 30 2018. In addition, there were no items identified by management nor reported directly to the members of the social and ethics committee by third parties, that would indicate any reportable non-compliances, in terms of the Companies Act requirements, by the social and ethics committee.

Signed on behalf of the social and ethics committee by:

Nigel Payne

Chairman