Sasol Integrated Report 2024 - Book - Page 126
INTRODUCTION
ABOUT SASOL
STRATEGIC OVERVIEW
BUSINESSES
ESG
REMUNERATION REPORT
DATA AND ASSURANCE / ADMINISTRATION
GOVERNANCE continued
GROUP GOVERNANCE
continued
The Board and its Committees
Effectiveness of our Board
The Board Charter and terms of reference of the Board Committees are reviewed as and when required
but at least every second year to ensure they remain relevant and aligned with the Companies
Act and other relevant regulatory requirements, King IVTM and governance best practices.
Newly appointed Directors are apprised of Sasol’s business and their duties and responsibilities
as Directors. Directors are also given the opportunity to visit Sasol’s plants and operations.
The development of industry and Group knowledge is a continuous process, and Directors are briefed
on legal developments and changes in the risk and general business environment on an ongoing basis.
The Board, its Committees and Directors are entitled to seek independent professional advice
concerning the Company’s affairs and to gain access to any information they may require in
discharging their duties as Directors.
The Board uses its meetings to discharge its governance and regulatory responsibilities. Its work
plan and those of its Committees outline the matters which should be dealt with at meetings and
are aligned with the responsibilities and requirements set out in the Board Charter and the terms
of reference of its Committees. Matters considered include strategy, operational and financial
performance, risk and opportunity, environment, social and governance (ESG) and compliance, and
other material matters to be decided.
The Board directly assumes responsibility for the governance of risk. To support the Board in
ensuring effective risk management oversight, not only one Committee, but all Board Committees are
responsible for ensuring the effective monitoring of risks within the ambit of each Committee’s scope.
In monitoring and providing oversight on Sasol’s risk, each Committee will consider potential
opportunities as appropriate.
It is the policy of the Board to formally evaluate its performance and effectiveness, and that of its
Committees, Directors and the Chairman, every second year. A formal evaluation was conducted in 2023.
The Board concluded that it is effective, and the Directors are satisfied that the evaluation process is
contributing to the improvement of the Board’s performance and effectiveness. The Board will continue
to further evolve its role of overseeing the effective execution of strategy and ensuring that the
strategy translates into adding value to shareholders and building a sustainable business. Enhancing
data based strategic decision-making and the independent, diverse perspective provided by Directors to
add value to management’s thinking is crucial to ensure resilience.
For more detail refer to Risk management page 28.
For the reporting period, the Board held eight meetings, two strategy meetings and five additional
special meetings.
MEETINGS AND ATTENDANCE
FY24
MEETINGS
ATTENDANCE
15
96%
* Due to prior commitments, Messrs Manuel Cuambe, Andreas Schierenbeck and Vuyo Kahla could not attend some
of the meetings. Ms Dube could also not attend the meeting on 23 February 2024 due to a family bereavement.
Dr Martina Flöel could not attend a meeting due to a delayed flight.
The Company Secretary
The effective functioning of the Board is facilitated and supported by the Company Secretary.
The Company Secretary is not a Director of Sasol Limited and provides a central source of guidance
and support on matters of good governance and changes in legislation while maintaining an arm’s
length relationship with the Board and Directors. Ms Michelle du Toit was the Company Secretary
until her retirement on 30 June 2024.
Ms Helaine Joubert was appointed as acting Company Secretary upon the retirement of Ms du Toit.
The Board is satisfied that Ms Joubert is competent and has the appropriate qualifications and
experience to serve as acting Company Secretary.
SASOL INTEGRATED REPORT 2024
124