Sasol Integrated Report 2023 - Book - Page 66
INTRODUCTION
ABOUT SASOL
CREATING VALUE
STRATEGIC OVERVIEW
PERFORMANCE
GOVERNANCE AND REWARDS
ADMINISTRATION
GOVERNANCE CONTINUED
Compliance
Governance
The Board is satisfied that it fulfilled all its duties and obligations during the 2023 financial year.
The Board confirms that Sasol complies
in most significant respects with the
governance standards imposed on domestic
United States’ companies listed on the NYSE
and that we apply all the principles of the
King IVTM Report on Corporate Governance
for South Africa 2016 (King IVTM).
We are a values-based organisation and are committed to the highest standards of business integrity and
ethics in all our activities. The Board ensures that Sasol is governed effectively through ethical consciousness
and conduct, in accordance with good corporate governance practice, appropriate and relevant non-binding
industry rules, codes and standards and internal control systems.
Our governance structure
A statement on Sasol’s application of the principles of
King IV is available on www.sasol.com
WWW
The Group’s governance structures are reviewed regularly and provide for the assignment of
authority while enabling the Board to retain effective control. The structures support ethical
and efficient leadership and good corporate citizenship and are applied in the best interests of
Sasol and its stakeholders. The necessary policies and processes are in place to ensure all entities
in the Group adhere to essential Group requirements and minimum governance standards. As ultimate
shareholder of all subsidiaries in the Sasol Group, Sasol Limited exercises its rights and is involved in
the decision-making of its subsidiaries on material matters. Subsidiaries have adopted the governance
framework as appropriate and have aligned their memoranda of incorporation and shareholder
agreements with the Group’s governance framework.
TM
The Board further confirms that the
Company is in compliance with the
provisions of the Companies Act 71 of 2008
(the Companies Act) specifically relating to
its incorporation and is operating in
conformity with its Memorandum
of Incorporation.
SASOL LIMITED SHAREHOLDERS
As a company listed on the Johannesburg Stock
Exchange (JSE) and on the New York Stock Exchange
(NYSE) for purposes of our American Depositary
Receipt programme, Sasol is subject to, and has
implemented controls to provide, reasonable
assurance of its compliance with all relevant
requirements in respect of its listings.
Audit
Committee
Nomination
and Governance
Committee
Remuneration
Committee
Safety, Social
and Ethics
Committee
PRESIDENT AND CHIEF EXECUTIVE OFFICER
GROUP EXECUTIVE COMMITTEE1
Capital
Structuring and
Allocation
Committee
Disclosure
Working
Group
Ad hoc
GEC Mandating
and Steering
Committees
Safety
Committee
Sanctions
Compliance
Committee
EXECUTIVE VICE PRESIDENTS
In the year under review, there were
no material violations of any laws or
regulations, nor were any material penalties
or fines imposed on the Company or its
Directors for contraventions of any laws
or regulations.
WWW
For more detail on the responsibilities, powers, policies and
processes of the Board, its Directors and the Company’s executives and
other officials, refer to the Board Charter, together with the Company’s
memorandum of incorporation on our website, www.sasol.com
Capital Investment
and Digital
Committee
DISCLOSURES
CONTROL/ASSURANCE
RISKS/OPPORTUNITIES
Specific areas of law that have been identified as
key Group legal compliance risk areas (safety,
health and environmental laws, anti-bribery
and anti-corruption laws and competition law).
We have implemented controls, aimed at achieving
a balanced approach to compliance and to mitigate
the risks in these areas. The Board and its
Committees closely monitor the implementation
of the Company’s legal compliance policy and
processes and improve thereon, as and when
required, to mitigate the risk of non-compliance
with the laws in the various jurisdictions in
which Sasol does business.
SASOL LIMITED BOARD
Subsidiaries (wholly-owned), Sasol Energy, Sasol Chemicals and Sasol ecoFT Businesses and Corporate Centre
Subsidiaries (wherein external shareholder) and JV Boards and shareholders
STAKEHOLDERS
ETHICAL FOUNDATION
1
The Board appoints Group Executive Committee members on the recommendation of the CEO and the Nomination and Governance Committee
SASOL INTEGRATED REPORT 2023
65
The Company Secretary
The effective functioning of the Board is
facilitated and supported by the Company Secretary,
Ms Michelle du Toit, who was appointed as the Group
Company Secretary of Sasol Limited on 1 January 2021.
The Company Secretary is not a Director of Sasol
Limited and provides a central source of guidance and
support to the Board on matters of good governance
and changes in legislation while maintaining an arm’s
length relationship with the Board and the Directors.
Having considered the competence,
qualifications and experience of Ms du Toit,
the Board is satisfied that she is competent
and has the appropriate qualifications
and experience to serve as the Company
Secretary.