Board of Directors
Responsibility for the Company’s corporate governance rests with the Board. The Board’s guiding principle in meeting this responsibility is to act honestly, conscientiously and fairly, in accordance with the law, in the interests of inTechnology’s Management (with a view to building sustainable value for them) and those of the employees.
The Board also approves company goals and directions, strategic plans and performance targets, and ensures that appropriate policies, procedures and systems are in place to manage risk, optimise business performance and maintain high standards of ethical behaviour and legal compliance.
The Board’s broad function is to:
Power and authority in certain areas is specifically reserved to the Board – consistent with its function as outlined above. These areas include:
Board and Charter Policy
The Board has adopted a charter (which will be kept under review and amended from time to time as the Board may consider appropriate) to give formal recognition to the matters outlined above. This charter sets out various other matters that are important for effective corporate governance including the following:
These initiatives, together with other matters provided for in the Board’s charter, are designed to “institutionalise” good corporate governance and generally build a culture of best practice in inTechnology Distributions’s own internal practices and in its dealings with others.
Audit and Risk Management
The company performs a variety of functions relevant to risk management and internal and external reporting and reports to the Board following each meeting.
Among other matters for which the committee will be responsible for are the following:
Meetings are held at least twelve times each year. A broad agenda is laid down for each regular meeting according to an annual cycle.
Remuneration Policy
The purpose of this policy is to assist the Board to make recommendations in relation to providing advice in relation to remuneration packages of senior executives, non-executive Directors, executive Directors, employes, equity-based incentive plans, appointment of new Directors (both executive and non-executive) and senior management.
Functions performed include the following: