CAV Annual Report 2021

“SUPPORT THE GROWTH OF THE AEROSPACE, DEFENCE AND ADVANCED MANUFACTURING INDUSTRIES”

1.3. COMPLIANCE WITH LAWS, RULES, CODES AND STANDARDS The Board is responsible for ensuring that the Company complies with applicable laws and regulations and considers adhering to rules, codes and standards. Compliance with all applicable legislation, regulations, standards and codes is imperative to the Board, not as a tick box exercise, but because there is inherent business or governance value in doing so: • Public Finance Management Act The CAV is a Non-Profit Company (NPC) as per the Companies Act, Act 71 of 2008. Compliance to the Public Finance Management Act, 1999 is based on a Memorandum of Agreement (MOA) signed between the dtic and CAV. Every effort is being made by the Board and Management to comply with sections of PFMA. There were no findings of material non-compliance that were identified during the period under review. • Companies Act The CAV continued to revise governance requirements and practices in accordance with the Companies Act of 2008. The Company strives to comply with applicable sections of the Companies Act and the Board is of the opinion that no material non-compliance was identified during the period under review. • Alignment to King IV The Board has adopted the principles of openness, integrity and accountability as adopted in the King IV code on corporate governance. The Company’s Board undertook that it’s charter, the terms of reference of each Committee of the Board, as well as the policies and procedures should bear witness to this commitment. The annual Board evaluation, as per the King IV Report on Corporate Governance, was not concluded due to the majority of the Board Members being newly appointed. The Board Members are not remunerated for their services. 1.4. DRIVERS OF GOOD GOVERNANCE The CAV Board ascribes to the fundamentals that establish effective corporate governance that are stated as follows: • Investor and Stakeholder confidence through transparent engagement with, recognition of legitimate expectations

and accountability for meeting commitments (an inclusive stakeholder approach); • Leadership through ensuring effective and ethical leadership in an organisation; • Balance of power through diversity of views and protection against abuse; • Sustainable organisational performance; • Relevant, useful and transparent communication; and • Efficient legal and regulatory compliance. The ethical values of good corporate governance are the four primary pillars of responsibility, accountability, fairness and transparency. Every effort is being made by the CAV to value the highest standards of corporate governance. 1.5. BOARD COMPOSITION The CAV has a unitary Board which is constituted as provided for in its Memorandum of Incorporation (“MOI”). The Board includes both executive and non-executive directors and has a flat structure under the guidance of a chairperson. As at 31 March 2021, the Board consisted of five directors: Four non-executive directors and one executive director. The non-executive directors are appointed by the dtic . The Board is fully committed to maintaining the highest standards of integrity, accountability and openness necessary to achieve effective corporate governance. Its primary responsibility would include amongst others: • Providing Strategic direction and leadership to the organisation and its Management; • Ensuring good corporate governance and ethics in determining policy; • Identifying key risk areas and key performance indicators for the organisation; • Monitoring the development of CAV as an advanced High-Tech Manufacturing Cluster for the Aerospace and Defence Sectors; • Making decisions on key financial matters; and • Reviewing the performance of executive management against business plans, budgets and Key Performance Areas (KPAs). The CAV had an Independent Non-Executive chairperson at the helm of the Board during the year under review. The Chairperson is appointed by the dtic. The Board is governed by a formal written BoardCharter, whichprovides a framework

CENTURION AEROSPACE VILLAGE NPC I ANNUAL REPORT I 2020/21

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