Executive Summary. Services, people and location

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2 Services, people and location Executive Summary provides services and products in the areas of Broad-Based Black Economic Empowerment, Sustainability and Responsible Investment. B-BBEE We journey with business to become transformed organisations in the context of B-BBEE and related legislation. Sustainability We journey with organisations to understand its role in a changing society and economy. Responsible Investments We journey with asset owners and managers to make investment decisions that are informed by environment, social and governance (ESG) risks and opportunities. With our team of experts we provide solutions to a well-developed client base, primarily in the Western Cape, Gauteng, the Northern Cape and Windhoek (Namibia). 1

3 Our vision is to help shape organisations that contribute to a prosperous society. Our Culture We enable organisations to make decisions that will create wealth for its shareholders and stakeholders. Organisations need to make these decisions within an economic reality shaped by the complex environmental, social and governance challenges of our day. Our services and products cut through legislative minefields and aim to inform progressive thinking around organisational responsibility. Our Values People centered We acknowledge and consider the uniqueness of people (including their circumstances, potential, and the organisations they form) Pioneering We are not scared of change or unsolved problems. Honest We act and communicate with honesty (it builds character, prevents escalation of problems, strengthens relationships) Accountable We are accountable to one another (we embrace honest feedback, acknowledging our shortcomings, it pulls our values together) Responsible We take ownership of clients, tasks and the business in general. We aim to understand our own role in society. Dependable We do what we say. (We stick to our promises, manage expectations and respect other people s time) 2

4 Our business is underscored by key strategic relationships with Department of Trade and Industry (DTI) Namibian Financial Sector Charter (NFSC) Association for savings and investment South Africa (ASISA) Johannesburg Stock Exchange (JSE) World Wide Fund For Nature (WWF) Forestry South Africa University of Stellenbosch Business School Executive Development (USB- ED) We represent industry and government in policy development and engagement. Groups represented to date include the Forestry industry, Financial Sector, Labour and large non-profit groups. Our people are also represented on the following bodies that guide policy and legislative development, interpretation, implementation and further research: B-BBEE: Sustainability and Responsible Investment (RI): Our Institutional Department of Trade and Industry (DTI) technical committee; National Association of BEE Consultants (NABC) ; The Association of B-BBEE Professionals. Association for Savings and Investment South Africa (ASISA); Code for Responsible Investment South Africa (CRISA); University of Stellenbosch Business School. and Policy Involvement We are a member of the United Nations-supported Principles for Responsible Investment (PRI) Initiative, an international network of investors working together to put the six Principles for Responsible Investment into practice. We are a member of the Association of B-BBEE Professionals. 3

5 Asset Owners & Managers Responsible Investment Our Services Institutional investor ownership analysis (B-BBEE and Interest Groups) Responsible Investment policies, models and reporting Active ownership support (Research, Engagements and Voting) ESG performance analysis (Fact sheets) Bespoke ESG research RI training, engagements and knowledge transfer CRISA and UNPRI implementation framework policies, and reporting Business B-BBEE Sustainability B-BBEE baseline assessment and gap analysis Transformation strategy development & implementation support Maintenance: Scorecard calculation, analysis and verification support Fronting risk assessments & opinions Ownership structuring advice Mandated Investments and black ownership analysis Setting up Broad-Based Ownership schemes Sustainability assessment and opportunity analysis Sustainability strategy development Sustainability training, engagement and knowledge transfer Corporate Social Investment (CSI) compliance and quality assessments CSI brokering Setting up Corporate Foundations Environmental strategies and assessment (Energy, Water and Waste) NPO s & Membership Bodies B-BBEE Sustainability Responsible Investment Sectoral B-BBEE legislation development advisory Social and environmental policy advisory, research and engagement Feasibility assessment of Social and Environmentally driven products and services NPO project and programme assessment Fund raising and brokering 4

6 services a variety of clients straddling different sectors including the Fuel & Petroleum sector, Construction sector, FMCG sector and Financial sector. Our clients include: Truworths Limited, Super Group, SAB, BAT, Naspers, Old Mutual, Lewis Stores, Barclays Our Clients Africa Group Ltd, Discovery, Capitec, Sanlam, SA Corporate Real Estate Fund, Nampak PSG Holdings Ltd, Grand Parade Investment Ltd, Santam, Distell and others. 5

7 The APROS Foundation concluded a 51% Broad-Based BEE transaction involving the APROS Foundation, Elias Masilela and Infinitude Investments (Pty) Ltd. During a planned second phase, the APROS Foundation will sell a percentage of its interest in to additional BEE partners. Any profits derived from the sale of shares will accrue to the APROS Foundation. The Foundation is a completely separate entity and functions autonomously involving independent directors. Overview of the APROS Foundation: The Foundation is set-up to be a Broad-Based Black Ownership Scheme (B-BBOS) The Foundation is registered as a Non-Profit Company (NPC) Objective of the APROS Foundation: to play a leadership role in the field of black social and economic empowerment through: Informing diversity and empowerment policy; Conducting diversity and empowerment research; Supporting leadership development (e.g. black directors/heads) ; Raising awareness of the role of diversity and empowerment; Contributing to scarce skills development (e.g. bursaries) 6

8 APROS Foundation Board Ray-ann Sedres Independent Director B.Com, MBA Ray-ann Sedres has been working in the financial industry for the last 25 years of which a large portion has been within the Life Assurance industry. She has Bcom degree from Unisa and an MBA with Stellenbosch University. Ray-ann s expertise range from Sustainability strategy development, implementation, leadership, stakeholder engagement to transformational management. She holds independent directorship on a large Western Cape construction company board as Sustainability and Transformation expert. She is sits on the board of trustees of the ASISA Enterprise Development Fund and is a Santam representative on various shortterm insurance industry forums. Ray-ann is head of the Integrated Sustainability Unit within the Santam group. Her role is to position Santam as a responsible corporate citizen in context of its role from an Environmental, Social and governance perspective. At the same time she ensures that the business operations are continuously readying itself for change and remains relevant in order to achieve its strategic business objectives. Elias Masilela Independent Director BA, MSc. Econ. Elias Masilela is a Director of DNA Economics, until recently a Board Member of the UN Global Compact and Commissioner on the First National Planning Commission of South Africa. Elias is also a Director on the Multichoice Board South Africa as well as that of the South African Savings Institute; a founder member of the Financial Sector Charter Council; and a former member of the Advisory Board of the Faculty of Economic and Management Sciences at the University of Pretoria. Previously, Elias was the Chief Executive Officer of the Public Investment Commission (PIC) - the largest asset manager in Africa - and a Director of the South African Reserve Bank as well as the Government Employee Pension Fund (GEPF). He has also held senior positions with Sanlam, the Central Bank of Swaziland and was the Deputy Director General for Economic Policy at the South African National Treasury. Elias holds a Bachelor of Arts degree in Social Sciences (Economics and Statistics) from the University of Swaziland and a Master of Sciences in Economic Policy and Analysis from the Addis Ababa University. He has lectured at a number of academic institutions and has written widely on the subject of economic policy. He is also the author of an award-winning book Number 43 Trelawney Park; kwamagogo on the activities of the ANC in Swaziland. Rudolph Fourie Director CA(SA), MDevF, BA Hons. (Psychology) Rudolph heads the sustainability and responsible investment division. His post article experience, completed at KPMG, involved employment with Sasol where he worked on its global natural gas projects from 2003 to Rudolph was then appointed as lecturer and researcher at Stellenbosch University after which he joined the team. Wanjiru Kirima Director B.Econ Wanjiru has over 20 year s expertise in Pensions. She started her career in the UK at Mercer as an investment consultant and has significant global experience as an asset owner. She is a specialist on governance, private equity, strategy and investments. Wanjiru has worked for Global Shell as Global Trustee Support and FirstRand Bank as Group Principal Officer. Wanjiru is a passionate promoter of integration of Sustainable Investment with a particular focus on Environmental Social and Governance (ESG) issues in relation to Pension Funds. She is the Chairperson of the Southern Africa Committee Sustainable Returns an industry wide committee (representing 20 Southern African industry organisations) which has the objective to provide a practical tool-kit for Pension Funds to integrate sustainable investment principles. 7

9 Board Members Trevor Chandler Chairperson and Director: Research and Policy B-Compt Hons Trevor is a leading expert on Black Economic Empowerment (BEE) with more than 20 years experience in assurance, finance, risk management and corporate governance related professions. Trevor currently represents the Association for Savings & Investment South Africa (ASISA) on the Financial Sector Charter Council Board, which is the body that oversees BEE in the financial sector. He is also an active member of the CRISA committee which drafted the CRISA code which defines responsible investment standards for application by pension funds, asset managers and other role players in the investment value chain. Trevor also contributed to the development of the 2007 Generic Codes BEE ownership provisions through his leadership of a Life Offices Association (LOA) task group formed for this purpose. The contribution of this task group to the development of the DTI codes was formally recognized by the previous Minister of Trade and Industry. Wanjiru Kirima Director: Stakeholder Engagement B.Econ Wanjiru has over 20 year s expertise in Pensions. She started her career in the UK at Mercer as an investment consultant and has significant global experience as an asset owner. She is a specialist on governance, private equity, strategy and investments. Wanjiru has worked for Global Shell as Global Trustee Support and FirstRand Bank as Group Principal Officer. Wanjiru is a passionate promoter of integration of Sustainable Investment with a particular focus on Environmental Social and Governance (ESG) issues in relation to Pension Funds. She is the Chairperson of the Southern Africa Committee Sustainable Returns an industry wide committee (representing 20 Southern African industry organisations) which has the objective to provide a practical tool-kit for Pension Funds to integrate sustainable investment principles. Christiaan v/d Merwe Managing Director Elias Masilela Non-Executive Director BA, MSc. Econ. Elias Masilela is a Director of DNA Economics, until recently a Board Member of the UN Global Compact and Commissioner on the First National Planning Commission of South Africa. Elias is also a Director on the Multichoice Board South Africa as well as that of the South African Savings Institute; a founder member of the Financial Sector Charter Council; and a former member of the Advisory Board of the Faculty of Economic and Management Sciences at the University of Pretoria. Previously, Elias was the Chief Executive Officer of the Public Investment Commission (PIC) - the largest asset manager in Africa - and a Director of the South African Reserve Bank as well as the Government Employee Pension Fund (GEPF). He has also held senior positions with Sanlam, the Central Bank of Swaziland and was the Deputy Director General for Economic Policy at the South African National Treasury. Elias holds a Bachelor of Arts degree in Social Sciences (Economics and Statistics) from the University of Swaziland and a Master of Sciences in Economic Policy and Analysis from the Addis Ababa University. He has lectured at a number of academic institutions and has written widely on the subject of economic policy. He is also the author of an award-winning book Number 43 Trelawney Park; kwamagogo on the activities of the ANC in Swaziland. CA(SA), CFA In addition to fulfilling the function of MD, Christiaan is a B-BBEE consultant specialising in aspect involving the Ownership element of B-BBEE. Christiaan currently serves on the DTI joint technical committee, representing the NABC (National Association of BEE Consultants). He specialised in company valuations working in PwC s valuation division as an assistant manager. Dawie Malan Director: Finance B.Comm (Hons), GCMA Dawie heads the finance department and is a qualified GCMA (Global Chartered Management Accountant) and holds an Honours Degree in Management Accounting from the University of Stellenbosch. He previously acted as a management accountant for The Spier Group ( ) and was director of MalanFourie Financial Services who specialised in accounting and taxation. Rudolph Fourie Director: Responsible Investment CA(SA), MDevF, BA Hons. (Psychology) Rudolph heads the sustainability and responsible investment division. His post article experience, completed at KPMG, involved employment with Sasol where he worked on its global natural gas projects from 2003 to Rudolph was then appointed as lecturer and researcher at Stellenbosch University after which he joined the team. 7

10 Senior Management Peter O Hanlon Head of Business Support B.Eng Peter s previous employment includes that of Program Manager at Reutech Radar Systems and TOSMS, Software Development Manager at Old Mutual and Software Development Manager at Ixchange. Peter is a qualified engineer with vast project management and systems experience. Zani Malan CSI Specialist CA(SA) Zani specialises in advising and research for companies and non-profit organisations around compliance, governance and sustainability. Zani is a CA(SA) with specialised skills in the New Companies Act with regards to Non Profit Companies. She previously worked for Tenk Loubser Inc. as audit manager. Erosha Govender Ciska Kruger Head of Sustainability and Environment B.Iur, LLB, LLM, MSSM Ciska completed a LLM in International & Comparative Law focused on Environmental Law at Georgetown UV Law Centre (Washington DC). She completed her masters in Sustainability Management at Columbia University (New York). Ciska is admitted as an attorney in both South Africa and New York. She spent most of her professional career in senior management positions and as a management consultant focused on Sustainability, Environmental and Energy related strategies. BBBEE Specialist B.Eng (Chemical); PDBM (UKZN) Erosha, has held various positions within the BHP Billiton Group, most recently as Transformation Manager of the Manganese division where she was responsible for accelerating B-BBEE and Transformation, external stakeholder engagement and internal and external communications. Erosha has extensive experience in the mining, metals and manufacturing sectors which includes process optimization, project management, community development and socio-economic transformation within the South African context. Johan Giliomee BBBEE Specialist BCom(Hon), MBA Anton van Geest Head of Transformation Hons. B. Compt. Anton van Geest, Head of Transformation at, specialises in BEE strategy and development to a broad range of clients across various industries. Anton has been involved in the BEE verification and consulting industry since 2006 in various roles after which he joined Quants Management Consulting (now in A Professional Accountant (SA), he graduated in 1995 at the University of Free State with an Honours B. Compt. degree. He obtained a qualification in Broad-Based Black Economic Empowerment Management Development Programme at Unisa during 2012, as well as several postgraduate qualifications in advanced taxation and other fields. As a BEE Specialist, Johan has extensive experience in the transformation arena since 2004 when he started a consulting career in BEE verification and consulting. Previously he was the senior verification manager at AQrate for seven years with the responsibility signing off on all the larger and listed clients. He also held the position of transformation and development manager at VinPro for 5 years where he assisted the wine industry with critical issues around transformation, land reform, training and enterprise development. This role assisted him to gain a critical insight into the transformation challenges faced by the agricultural sector. He was also the CEO of the VinPro Foundation focusing on training and corporate social investment. Johan obtained a BCom Honours degree from Unisa and graduated with an MBA degree from the Stellenbosch Business School. After finalising his Articles at a national firm of auditors, he was appointed as audit- and tax manager in various accounting firms in South Africa and the United Kingdom and was later appointed as partner of an audit and accounting practice until

11 Specialists Barenice Lecheko CSI Advisor Clarisa Oosthuizen BEE Advisor N.Dip (Office Management and Technology) Barenice specialises in advising and administration around corporate social investment issues. She is also involved in engaging stakeholders on clients behalf. Barenice has previously worked as Training Co-ordinator and HR Officer in government departments. She specialises in data analysis and calculations for BEE scorecards. She was previously employed as an accountant at Gerryts Hartman Uys Incorporated (2006) and Tenk Loubser Incorporated (2008). In 2011 she joined s BEE team. She is currently studying towards her B. Compt degree. Delene Taute ESG Analyst B.Rek, B.Phil Delene joined in 2013 as an ESG Analyst. She completed her Bachelor s degree in Accounting in 2012 and her BPhil in Sustainable Development in 2013 at Stellenbosch University. She is currently studying towards her Masters in Sustainable Development at the same university. Nomnikelo Mhlauli PA to the MD Nomnikelo is the Personal Assistant to the Managing Director and responsible for general office administration. She is also the first friendly voice you hear when you contact. Nomnikelo joined the Team in Malefase Madiba BEE Specialist BA (Communications), Project Management Diploma, B-BBEE Management Development Programme Malefase has six years experience in BEE verification and was the technical signatory for the SASDA Rating Agency. Malefase also worked for the BEE regulator SANAS, before joining as BEE specialist. Carlisle Anthony IT Support Carlisle is a Junior IT specialist. He has over 5 years experience in IT support. Previous positions included technical customer service support and IT administrator. Carlisle is currently studying towards an IT degree in System Support. 9

12 unlocking our common future NATIONAL T: E: CAPE TOWN UNIT 9, GEY VAN PITTIUS CENTRE C/O REITZ & VICTORIA STREET SOMERSET WEST, 7130 JOHANNESBURG 2ND FLOOR, GROSVENOR CORNER 195 JAN SMUTS AVENUE ROSEBANK, Please consider the environment before printing this document