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Stephen Davidson

Social and Ethics Committee report

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.

Social and Ethics Committee Chair
Stephen Davidson

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 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 FY22 and to date, the following were some key activities and outcomes from the Social and Ethics Committee:

  • Monitored the employee annual Code of Conduct and anti-bribery and corruption training. 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. Ensured that any discrimination reported was investigated in terms of the Group's policies and guidelines.
  • 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 South African subsidiaries improved to a level 3.
  • Monitored the Group's standing in terms of the 10 principles of the United Nations Global Compact, through the letters of representation process. Ensured that global subsidiaries are adhering to local health and safety regulations applicable to their jurisdictions.
  • Oversaw the Group's response to the CDP 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 donations to politically exposed persons.

The committee will continue to guide the Group to ensure it does business responsibly and ethically. In FY23 and beyond, the committee will focus on the following key initiatives in addition to its other objectives.

  • Logicalis and Westcon International will be refreshing their online annual Code of Conduct and anti-bribery and corruption training. The updated training will include case studies and scenarios from recent experiences.
  • Oversee the Group's approach to climate change and target setting.
  • Monitor employee wellbeing given the economic and social challenges.
  • 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.
  • Develop a consolidated strategy for Group social investment and donations.
  • Oversee the Group's environmental and social strategy framework and ensure that the Group conducts business in a sustainable manner.

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 oversaw the implementation of a new Group-wide, centralised whistleblowing hotline and are happy to report that it is working effectively and employees have been educated about it. The new Group-wide, centralised whistleblowing hotline allows Code of Conduct and anti-bribery and corruption allegations to be reported centrally to the Group Chief Risk Officer ("CRO)" 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.

For more information on transformation and BBBEE, refer to the Remuneration report

No human rights incidents or those contrary to the 10 principles of the United Nations Global Compact were reported during FY22 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.

Health and safety reports are reviewed annually by the committee and at least quarterly at the subsidiary audit committees and risk forums. The Group operates in over 50 countries and subsidiaries keep abreast and comply with relevant health and safety legislation in the jurisdictions they operate in. The health, safety and wellbeing of our employees continues to remain a priority.

For more information on health and safety, refer to the Health and safety report

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.

Stephen Davidson
Chair, Social and Ethics Committee

May 2022

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:

  • Stephen Davidson (Chair from 1 March 2022)
  • Maya Makanjee (Chair to 28 February 2022)
  • Johnson Njeke

Directors' attendance at Social and Ethics Committee meetings during FY22 and subsequently to the date of this report is as follows:

 
 9 March
2021
 25 October
2021
 8 March
2022
SJ Davidson (Chair from 1 March 2022)  P  P  P
M Makanjee (Chair to 28 February 2022)  P  P  P
MJN Njeke  P P  P

P = present


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CORPORATE GOVERNANCE REPORTS
Board of directors
Social and Ethics Committee report
Risk report
Nominations Committee report
Remuneration report
Health and safety report
BBBEE and Transformation
CORPORATE SOCIAL INVESTMENT REPORTS
Datatec social investment report
Logicalis social investment report
Westcon International social investment report
Analysys Mason social investment report
FINANCIAL RESULTS
Directors' responsibility statement
CEO and CFO responsibility statement
Certificate by Company Secretary
Independent auditor's report
Audit, Risk and Compliance Committee report
Directors' report
Group accounting policies
Consolidated statement of comprehensive income
Consolidated statement of financial position
Consolidated statement of changes in equity
Consolidated statement of cash flows
Notes to the Group consolidated annual financial statements
NOTICES AND REFERENCES
Notice of Annual General Meeting
Form of proxy
Notes to the form of proxy
Shares and shareholders
Administration
Shareholders' diary
Glossary
Financial and technical definitions
Contact details
Company information