Social and Ethics Committee report
Social and Ethics Committee Chair
Maya Makanjee
The Social and Ethics Committee's responsibilities encompass monitoring and regulating the Group's social and ethics performance, and its impact on its stakeholders. Although management is tasked with overseeing the day-to-day operational sustainability of their respective areas of business, and reporting thereon to the Social and Ethics Committee, the Board remains ultimately responsible for the Group's ethics performance, adherence to human rights principles and sustainability. The committee was established under the terms of the Companies Act.
The continued enhancement of the Group's ethical culture is a priority for the Board (through the Social and Ethics Committee and other relevant committees) and executive management. This takes on greater significance against the backdrop of recent corporate failures, the challenging macroeconomic environment which has been exacerbated by the Covid-19 pandemic and the ongoing fight against corruption and fraud.
The Social and Ethics Committee operates within defined terms of reference as set out in its charter, the Companies Act and the authority granted to it by the Board. Broadly, the committee is tasked with overseeing the good corporate citizenship of the Group on behalf of the Board. In conjunction with the Board, the Social and Ethics Committee has applied the principles of King IV throughout the reporting period.
During FY21 and to date, the following were some key activities and outcomes from the Social and Ethics Committee:
- The employee annual Code of Conduct and anti-bribery and corruption training. Monitored the rollout and implementation of a Group-wide and consolidated whistleblowing hotline for reporting Code of Conduct and anti-bribery corruption breaches. In addition, monitored non-compliance of the Group's Code of Conduct to ensure that robust controls remain in place. This included considering the effectiveness of the Group's Code of Conduct, which was amended during the reporting period, as well as effective management of the whistleblowing hotline.
- Monitored progress on employment equity in the South African subsidiaries, focusing on the subsidiary plans versus the Department of Labour targets. Monitored that there was no discrimination, and that decent working conditions prevailed in the Group.
- Oversaw the continued improvement or at the very least maintaining the Datatec consolidated BBBEE contributor status for the South African subsidiaries. WestconGroup SA retained level 1 BBBEE contributor status; Logicalis SA maintained its level 2 rating and Datatec consolidated was a level 4.
- Monitored the Group's standing in terms of the 10 principles of the United Nations Global Compact, through the letters of representation process.
- Monitored the impact of Covid-19 on employees and ensured that executive management was prioritising the health and safety of employees. Ensured that global subsidiaries are adhering to local health and safety regulations relating to Covid-19 and in general.
- Oversaw the Group's response to the Carbon Disclosure Project reporting and other climate change initiatives.
- Reviewed the Group's social investment and donations within the communities in which we operate and monitored that there were no political donations to politically exposed persons.
The committee will continue to guide the Group to ensure it does business responsibly and ethically. In FY22 and beyond, the committee will focus on the following key initiatives in addition to its other objectives.
- Oversee the Group's approach to climate change and target setting.
- Monitor employee wellbeing with greater focus given the challenges brought about by Covid-19 in the past year, and the resulting economic and social impact on employees.
- Oversee the enhancement of the culture of ethics and ethical leadership in the Group.
- Monitor the employment equity practices in the South African operations and non-discrimination in the Group.
- Oversee the continued support of youth employment and skills by the South African subsidiaries through learnerships and internships.
- Deepening ethics awareness and overseeing greater awareness by employees and third parties of the Group's anti-bribery and corruption hotline, including awareness on the newly implemented whistleblowing hotline provided by Navex Global.
- Develop a consolidated strategy for Group social investment and donations.
- Develop an environmental, social and governance ("ESG") strategy framework for the Group. Oversee the development of the Group's approach to doing business in a sustainable manner.
Covid-19 monitoring and response:
Health and safety reports are reviewed annually by the committee and at least quarterly at the subsidiary audit committees and risk forums. However, during the past year the committee reviewed health and safety reports from the subsidiaries quarterly in order to monitor the Group's response to the pandemic. Since the start of the pandemic, the committee in consultation with the Board, has prioritised employee safety and wellbeing. The Group operates in over 50 countries and therefore executive management had to keep abreast of differing Covid-19 legislation as well as how the virus impacted different regions at different times. Each subsidiary at country or regional level had a Covid-19 task team which met daily, weekly or monthly depending on the circumstances in that jurisdiction.
All subsidiaries continue to communicate to employees about the importance of health and safety. In this regard, employees (where possible) are encouraged to work from home with those returning to the office implementing strict health and safety protocols. The majority of the employees are working from home and/or rotating the days on which they come to the office. We are sad to report that since the start of Covid-19, two employees from Logicalis died as a result of Covid-19 complications. Counselling has been provided to the team members of the deceased as well as to their families. In addition, food packages were delivered to direct family members and the death benefit policies were paid to the beneficiaries. The health, safety and wellbeing of our employees continues to remain a priority.
For more information on health and safety, refer to Health and safety report.
The Social and Ethics Committee examines the application of the Group's Code of Conduct which provides a framework of "how we do business" in an honest and ethical way across the Group. On an annual basis, the Group conducts Code of Conduct training and all employees are required to complete it. The committee reviews the reports from the subsidiaries relating to Code of Conduct and anti-bribery and corruption training. During the reporting period, the committee in consultation with the Board initiated a project to have a Group-wide, centralised whistleblowing hotline. Previously the Group's subsidiaries used three service providers. The provider of the independently managed hotline is Navex Global, a global provider of governance, risk and compliance solutions and software. This initiative is in line with the committee's mandate to continually enhance the Group's governance structures and ethical culture. The Navex Global platform will allow Code of Conduct and anti-bribery and corruption allegations to be reported centrally to the Group Chief Risk Officer and General Counsel.
The committee also monitors the Group's application of BBBEE legislation in its South African operations and the promotion of equality and prevention of unfair discrimination throughout the global operations of Datatec. Furthermore, the committee oversees the Group's contribution to the development of communities in South Africa through the Datatec Educational and Technology Foundation.
The committee draws matters relating to employment equity, BBBEE, corporate social investment ("CSI") and labour to the attention of the Board and reports on them to shareholders at the AGM.
No human rights incidents or those contrary to the 10 principles of the United Nations Global Compact were reported during FY21 and to date. In South Africa, aspects such as prohibition of child labour, compulsory labour and discriminatory practices are monitored by the Department of Labour in addition to the committee. Subsidiaries operating in other jurisdictions adhere to the labour laws relevant to them.
The committee reviews its performance annually by means of questionnaires completed by individual committee members and attendees which are then discussed at Board and committee meetings. These appraisals enable the committee to evaluate its effectiveness objectively and to conclude that it is operating effectively under the terms of reference set out in its charter. There were no issues identified in the committee appraisals and the committee was satisfied with the manner in which it has operated during the reporting period.
Maya Makanjee
Chair
Social and Ethics Committee
Social and Ethics Committee composition and constitution
- The Board has established a Social and Ethics Committee under the terms of the Companies Act.
- The committee operates within defined terms of reference as set out in its charter and the authority granted to it by the Board and meets at least twice a year.
The Social and Ethics Committee charter is available on the Group's website www.datatec.com.
The Social and Ethics Committee comprises the following independent non-executive directors:
- Maya Makanjee (Chair) (Appointed 1 June 2019)
- Stephen Davidson (Appointed 11 October 2011)
- Johnson Njeke (Appointed 1 March 2021)
- Jens Montanana (Member until 1 March 2021)
Directors' attendance at Social and Ethics Committee meetings during FY21 and subsequently to the date of this report is as follows:
| 18 March 2020 |
19 October 2020 |
09 March 2021 |
||
| M Makanjee | P | P | P | |
|---|---|---|---|---|
| MJN Njeke | P | |||
| JP Montanana | P | P | ||
| SJ Davidson | P | P | P |
| P = present | |
| = not a committee member | |