Page 93 - Gondwana Collection Namibia Value Creation Report 2021

HOW WE GOVERN GONDWANA

Governing and managing stakeholder relationships
Ethical and effective leadership OUR BOARD
The executive directors had a calendar of regulatory engagements with tourism associations such as FENATA and the Hospitality
The following outlines how Gondwana’s Board and TLC Association of Namibia (HAN). These were focused on advising the policymakers on the impact of the border entry regulations on
implement King IV’s four outcomes of ethical and effective foreign leisure travellers on the national tourism industry’s recovery. Other discussions with policymakers included the availability of Director composition
leadership: flights to Namibia following the liquidation of the national airline.

Ethical culture The AGM is a standing, statutory engagement, and a critical stakeholder engagement with shareholders. Engagement with
shareholders regarding their investment was a continued focus in 2021. It was essential to the Board to assure shareholders that they Director composition – Race Director composition – Gender Director composition – Independence Director composition – Executive
Our ethical culture is exemplified by integrity, competence, were not being neglected and that the actions taken by management and the Board were to secure their investments. The Board
responsibility, accountability, fairness and transparency. As an and management maintain an open-door policy for shareholders to engage directly should they have any concerns. These invitations and non-executive directors
ethical culture is well-established throughout the company, were extended in the shareholder communications throughout the year. 4 7 1 10 4 7 4 7
the Board’s role is to support this culture and not impede it
through unnecessary regulations or bureaucracy. 0 20 40 60 80 100 0 20 40 60 80 100 0 20 40 60 80 100 0 20 40 60 80 100

Good performance Racially disadvantaged Racially advantaged Female Male Independent Non-independent Executive directors Non-executive directors
We know that a healthy bottom line is essential to the
sustainability of our company. We know that performance
is not just financial. Board and TLC discussions consider the Board meetings
holistic wellbeing of the company before any analysis of We believe that Board diversity is essential. Although we are
financial performance. We believe that Gondwana’s long-term outcomes-based and do not have specific stipulations, we The Board and committees meet at least once every quarter per their respective charters.
success relies on passion and purpose, and not profit alone. always aim to balance demographics, skills and independence Independent experts attend committee meetings to provide valuable advice. Members of the TLC and senior management teams are
when making Board appointments. also invited to attend.
Effective control The Board Charter requires the Chairperson to be non-executive
Effective control is about achieving strategic objectives and and independent and is subject to annual election by the Board. Meeting attendance
positive outcomes. At Gondwana, we believe it is vital that Where the Chairperson has a perceived conflict of interest, one Audit, risk
our TLC has the freedom to analyse and quickly respond of the independent non-executive directors is nominated as Sustainability People and opportunity
to trends. Here, corporate governance is a tool to help us Lead Independent Director to chair the specific discussion. Board committee committee committee
act deliberately and mindfully while remaining flexible. This The Board is satisfied with the representation of skills and Racially disadvantagedRacially disadvantaged Racially advantaged Racially advantaged Racially disadvantaged Racially advantaged
5
flexibility is essential when leaders need to think and act race diversity but appreciates that more needs to be done Number of scheduled meetings Racially disadvantaged Racially advantaged 4 4 6
quickly in turbulent times. to improve gender diversity. The Board is confident that its Steve Galloway 5/5 3/4
members promote good governance in Gondwana. Alain Noirfalise 3/5 3/4
Legitimacy
Chris Gouws 5/5 3/4 5/6
While Gondwana evolves continuously, we ensure that
the company maintains trust and legitimacy. The brand is Skills profile (%) Florentia Amuenje 4/5 4/4
loved and admired throughout Namibia. We are in good Jaco Visser 5/5 2/4 6/6
standing with our communities and government leaders. 27 Business, investments, banking and James Mnyupe 4/5 5/6
Our commitment to Namibia and her people and environment economics
underpins our legitimacy. Manni Goldbeck 5/5 2/4
12 Finance, accounting and tax
Trophy Hiwilepo 5/5 4/4 5/6
Human resources, coaching, education
19 and psychology Gys Joubert 5/5 3/4 3/4 6/6
14 Information technology Hannes Gouws 4/5
David Namalenga 5/5
4 Legal and industrial relations
3 Mining Notes
4 Project management ○ Where the Board member is not a member of a committee, no attendance is indicated.
8 Strategy ○ The Board had four meetings and an annual strategy meeting, which brings the total number of times the Board met to five.
8 Tourism, brand and marketing ○ The Audit, Risk and Opportunity had two ad-hoc meetings in addition to the scheduled quarterly meetings.

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