Annual Integrated Report 2019

The board ensures that the King IV recommendations are integrated into the risk management function. These recommendations and group requirements form part of an ongoing enterprise-wide risk assessment process in support of the group’s philosophy. The board has delegated the responsibility for risk management to the audit and risk committee. AFS audit and risk committee report, pages 73 to 75 Management is accountable to the board for implementing and monitoring the processes of risk management while integrating it into day-to-day activities. This enables management to focus on critical issues at a business and industry level. The individual business risks are consolidated to consider the joint impact on the group and reviewed against the group-wide defined risk appetite and tolerance. IT governance The board acknowledges technology as a mechanism to access, protect and manage information. An IT governance framework has been approved by the board, intended to serve as a group-wide baseline. Fit-for-purpose in-house operational IT skills, with the necessary strategic IT oversight, are in place. The IT functions are generally run lean, however, significant investment continues to be made in the IT innovation and ecommerce space. Major IT projects are well governed, with input from the necessary stakeholders, implemented timeously. Inhouse IT skills are complemented by outsourced vendors with specialist networking, telecommunications, and cyber security skillsets. Entity specific business resilience controls are in place and tested within each operation. Significant attention has been given to the identification and management of cyber- security risks across the group. Implementation and enhancement of this key control environment is monitored and managed by each business, in line with the group framework. The governance of data and management of data privacy, ensuring the necessary supporting IT architecture is appropriate and effective, ensures compliance with the applicable legislation. 3. Compliance 4. Risk management Bidcorp recognises that geographical diversity and decentralisation creates potential vulnerability to the risk of statutory and regulatory non-compliance. As the impacts differ in the various jurisdictions, each entity is required to identify the requirements which 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 the JSE Listings Requirements and places strong emphasis on the highest standards of financial management, accounting and reporting. On economic, environmental and social issues, the company follows Global Reporting Initiatives sustainability reporting guidelines. The board has a social and ethics committee and ensures quarterly compliance reporting with social and ethics standards – group-wide, industry- wide and across our geographies. AFS SEC report, page 79 Bidcorp performs an annual review to monitor continued alignment with King IV principles and best practice recommendations. This analysis identified the steps taken to ensure the application of governance principles and those principles requiring ongoing attention and action. Bidcorp’s King IV journey and application register can be found on the company’s website. King IV report on the website http://www.bidcorp.co.za/king-iv.php Ensuring an ethical environment The Bidcorp directors hold one another accountable for decision making based on integrity, competence, responsibility, fairness and transparency through their commitment to lead the company based on the King IV principles. Bidcorp’s commitment to building and sustaining an ethical organisational culture is entrenched. The board reviews the code of ethics 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 and proactive engagement on environmental, social and sustainability matters. Code of Ethics on the website http://www.bidcorpgroup.com/code-of-ethics. php The board ensures no director, manager, employee or nominees or members of their immediate family deals directly or indirectly in the securities of the company on the basis of unpublished, price- sensitive information nor during any embargo determined by the board. Dealings in the company’s securities by directors and officers are listed and circulated at every board meeting for noting. In support of this code and Bidcorp’s values, the board supports the confidential reporting of fraud, theft, corruption, breach of ethics and improper behaviour. Bidcorp has engaged with Deloitte’s tip-off facility to ensure that in all geographies where Bidcorp has a presence, a local telephone number, answered in the local language is available to all stakeholders, as well as access to the email and online service to report any perceived unethical behaviour. This outsourced and independent “whistleblowing” system enables stakeholders to anonymously 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 whistleblowers ensures transparency and promotes ethical conduct. Bidcorp tip-offs on the website http://www.bidcorpgroup.com/tip-offs.php Bid Corporation Limited Annual integrated report 2019 / 65 ESG review