Page 17 - SABN AR 2021

Board of Directors
As at 31 March 2021 the SABN Board consisted of eight non-executive directors.
Directors are appointed by the shareholder based on their skills and experience to ensure the Board is equipped with an appropriate mix of skills. Subsequent to their appointment, newly appointed directors undergo a formal induction programme and orientation training to ensure that they understand the SABN’s business sufficiently to enable them to fulfil their duties. Non-executive directors do not have service contracts with the SABN and are appointed for a three-year term of office, renewable for a maximum of three terms.
The Board meets at least four times per annum and may convene additional meetings as and when necessary.
Directors are expected to disclose any conflicts of interest where they have a personal interest in matters to be discussed or decisions to be taken. Directors are required to complete a declaration of interest form, which is kept on record by the Company Secretary.
Directors may be removed from office by the shareholder, resign by written notice, or may no longer be eligible to hold office as a director, as set out in the Companies Act or in the SABN Memorandum of Incorporation (MoI).
Company Secretary
The responsibilities of the Company Secretary were assumed by the SARB Group Secretariat with effect from 30 August 2011.
Board and subcommittee structures and their responsibilities
In accordance with the Board Charter, the Board has reserved certain powers for its exclusive mandate and has delegated authority for specific matters to various committees. The current Board subcommittees are the Audit and Risk Committee, Human Resources Committee and the Social and Ethics Committee. The delegated powers have been formalised by means of terms of reference for each committee, which are reviewed every three years. The next review will take place in February 2022.
South African Bank Note Company (RF) Proprietary Limited
Annual Report 2021
31 March 2021
8 non-executive directors
3-year term
Corporate governance statement
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