Page 90 - Gondwana Collection Namibia Value Creation Report 2021

HOW WE GOVERN GONDWANA

GONDWANA’S GOVERNANCE STYLE

Good governance is one of the cornerstones of our success.

To achieve our goal of listing on the NSX within a few years, we need visible governance structures and disclosure of our performance so that potential shareholders have information on which to make
investment decisions. We have adopted the King IV framework and formed our three current Board committees in 2019.
Shareholders

People
committee
2021 Board focus areas Our views on governance
“Right from the start, and especially under the Chairmanship of lawyer
Financial recovery: The Board was predominantly focused on the sustainable economic recovery of the business.
Chris Gouws, our Chairperson for 20 years, we wanted to create a business
Strategy: At the beginning of the year, with the annual Board strategy session, the Board’s deliberations centred where the structure of the company would be solid and would thrive
around new lateral thinking and innovation necessary to take the business into this unknown future, under the theme long into the future. We ensured that we complied with all the necessary
Future Next Gondwana. These discussions recognised the solid foundation that Gondwana was built on over the past regulations, and we did this joyfully. For example, the affirmative action plan,
25 years, which has allowed it to remain standing through the crisis. This foundation is built on Gondwana’s ethos of Audit, risk and an opportunity to build a new and better Namibia, became a guideline and
doing the right thing and its proven agility to respond to market changes. Subsidiary Board working document that we embraced wholeheartedly. With Gys Joubert,
How ethical and effective companies opportunity and our Chairman Steve Galloway, at the helm, we adopted an even more
leadership sustained the business The Board supported management in allowing a flexible approach to implementing the year’s strategy. Ad-hoc committee comprehensive type of governance.”
engagement allowed the Board to support management’s sense-and-respond approach to events as they transpired.
The year 2021 marked the introduction of the first ever international Vaccinations: The Board responded to the vaccine rollouts by requesting management to obtain a formal legal Manni Goldbeck, Founder
benchmark for good governance through the publication of ISO 37000. opinion on compulsory vaccinations and assess the balance of interests between employees and a market
Borrowing from the extract of abstract of the standard: “it serves to provide demanding a Covid-free bubble.
guidance on the governance of organisations and to offer principles and key
aspects of practices to guide governing bodies and governing groups on Business interruption claim: The Board continued to oversee the ongoing business interruption insurance claim “I am proud and grateful for the governance framework and impact of
how to meet their responsibilities so that the organizations they govern can progress. This includes overseeing the appointment of the legal team. Our case will be heard in the High Court of Sustainability Gondwana. Under the Chairmanship of Steve Galloway, we incorporated the
fulfil their purpose.” Enabling organisations to fulfil their purpose is the core Namibia during 2022. TLC committee King IV principles of ethical leadership, the organisation in society, corporate
role of governance generally. Good governance is the ultimate enabler. Financial decisions: We deferred dividend payments, and the Board waived its sitting fees for Board and committee citizenship, sustainable development, stakeholder inclusivity, integrated
Good governance builds trust and improves business performance by meetings for the year. executive thinking and integrated reporting. It is not about ticking boxes. It is about the
supporting the business in developing an executable strategy and and senior impact we have. We also do not believe in control and command. Our
driving its achievement. It continually encourages an objective management Windhoek office is never about an ivory tower telling our people around the
approach to the business’s needs and interests by demanding country what to do and how to think. We are here to serve, not to be served.
integrity and transparency. We trust and empower our team.”
Governance improvements Measuring Board Gys Joubert, MD

Independence of the Board members, succession planning and performance effectiveness
and Board evaluations have been a constant focus during the past two years. Board effectiveness was not
Next year’s Board strategy session will consider how these governance measured during the year.
elements have progressed and what further work needs to be completed to Developing an evaluation
strengthen the governance framework.
framework was a focus for the
While not a formal framework or process, ad-hoc reporting and engagement year, with the commitment Charters Policies Procedures
have continued throughout the year. This is in addition to the Board packs to roll out a Board evaluation
that accompany quarterly Board meetings. The Board receives monthly process in 2022.
financial and litigation reporting.

Legislative and regulatory frameworks

86 V AL UE CREA TION REPOR T 2021 GONDWANA COLLECTION NAMIBIA 87
VALUE CREATION REPORT 2021