SACAA Annual Report 2022_23

PART C I Governance

5. BOARD COMMITTEES Board Committees are at the heart of effective governance and sound decision-making for the SACAA Board. Committees are structured according to the business complexity, size of the Board and the evolving nature of risks facing the entity. In terms of Principle 8 of the King IV Report™, the Board is required to delegate certain functions to well-structured committees, without abdicating its own responsibilities. This principle is legislated in terms of section 81 of the Civil Aviation Act. The committees allow for more in-depth deliberation on crucial and complex matters and enable the Board to make more informed decisions on such matters, based on the recommendation of its committees. The structure adopted by the Board at committee level has supported the Board in the performance of its functions, without relinquishing the Board of its collective authority and decision-making. The Board had three (3) committees at the commencement of the 2022/23 financial year, namely:

General Meeting (AGM). The above ensures a healthy system of governance and the rotation of members. 5.1 Audit and Risk Committee (ARC)

Financial reporting

Risk and internal control

Legal Compliance Management

Audit Committee

External auditing

Internal auditing

This Committee is a statutory committee in terms of the PFMA that provides independent and objective oversight over, among others, financial and sustainability reporting, financial management, risk management, internal controls, internal audit functions and processes, external audit, procurement processes, and information technology governance. The mandate of the ARC is mostly derived from the PFMA. Members of the ARC were nominated by the Board and their appointment was ratified at the AGM of 19 October 2022. An independent member, Ms Z Nkosi, was also appointed to the ARC by the Board to bolster the financial skills on the ARC with effect from 1 November 2020 until 31 May 2022. She was reappointed by the Board on 1 June 2022 and her appointment was also noted by the Executive Authority. The responsibilities of the committee are as follows, but are not limited to the following:

Safety, Security & Environmental Committee (SSEC)

Human Resources Committee (HRC)

Audit & Risk Committee (ARC)

The Board reports that all committees operate within the framework of the Board-approved Terms of Reference, which are reviewed annually by the various committees, benchmarked and approved by the Board. In addition, each committee has an approved annual work plan linked to its Terms of Reference, the Civil Aviation Act, the PFMA and the Board Performance Agreement. The Board appoints the Chairperson and members of each of the Committees. The Audit and Risk Committee (ARC) members are nominated by the Board, but membership is ratified annually at the Annual

112 I Annual Report 2022/23 I Governance