Governance

Our Board of Directors is committed to strong corporate governance practices that promote and protect the long-term interests of our shareholders.

Refer to detailed governance review 2020.

Learn more about our directors and the management team:

The board endorses the King IV Report on Governance for South Africa 2016 (King IV) and recognises the need to conduct its business with integrity and in accordance with generally accepted corporate practices.

Following the conversion of the company from a private to a public company listed on the JSE Limited (JSE) in 2018, the group continues to proactively take steps to ensure full compliance with the JSE Listings Requirements and the principles of King IV.

Governance Structure

The board has four committees in place:

  • Audit and risk
  • Remuneration and nomination
  • Social and ethics
  • Investment

The Board

Libstar has had a board in place since 2005. To align with best practice and King IV compliance, the board was restructured in March 2018 ahead of its listing.

The board is responsible for ensuring that the company complies with all its statutory obligations specified in the memorandum of incorporation of the company, the SA Companies Act, the JSE Listings Requirements and other regulatory requirements.

An effective compliance framework is in place, with the board ensuring the integrity of its financial reporting and risk management, together with timely and transparent disclosure to shareholders.

Internal Control Systems

We have implemented systems of internal control which are designed to detect and minimise the risk of fraud, potential liability, loss and material misstatement. These systems also provide reasonable, but not absolute, assurance regarding compliance with statutory laws and regulations and the maintenance of proper accounting records.

The Group makes use of various third-party software systems to manage a range of operational and management systems and identify, amongst other things, health and safety and technical risks in the production facilities of the business units.

The purpose of the systems of internal control is to maintain a sound system of risk management and to sustain an effective internal control environment, ensuring that the financial statements are honest and reliable, as well as to safeguard the Group’s assets. We also have certain cost control measures in place, including an independent internal audit function which reports to the audit and risk committee. An internal audit plan is agreed on an annual basis and adopts a risk-based approach to key financial aspects impacting the Group.

Social and Ethics

Libstar is committed to realising sustainable long-term stakeholder and social value, while aiming to reduce any negative impact on the environment and society. The social and ethics committee was established, as required under the SA Companies Act and as advocated under King IV principles. It is governed by a terms of reference. The committee assists the board to monitor the Group’s activities in terms of legislation, regulation and codes of best practice relating to corporate citizenship, organisational ethics, sustainability and stakeholder engagement.

Broad-Based Black Economic Empowerment

The Group is committed to transformation and is working on a scheme that focuses on benefiting certain categories of permanent employees of the group.

This will be implemented through an Employee Share Scheme to incentivise and motivate the beneficiaries of the scheme to remain in the employ of the Group and to contribute to the profitability, growth and success of Libstar. This will also contribute towards the broad-based economic empowerment (B-BBEE) credentials of Libstar and promote the objectives of the B-BBEE Act and BEE Codes by affording black employees the opportunity to participate in the economic benefits arising from the scheme.

The registration process has unfortunately been delayed and the unfavourable listing issue price compared to the current market price has not been helpful. We are evaluating different options and are in the process of consulting with stakeholders.

We have a number of strategies in place to improve transformation and B-BBEE compliance. This is also a key performance metric at business unit level.

Download our B-BBEE Certificate

Download our B-BBEE Compliance Report

Socio-Economic Development

The socio-economic development initiatives concentrated on the development of local and previously disadvantaged communities. The total spend for the year was R21.1 million. This contributed to a variety of programmes managed by business units. For F2020, total spend for COVID-19-related donations of financial support and food was R5 million.

Staying true to our commitment to enriching people’s daily lives, the Group provided key support for education programmes during 2020, through 378 bursaries, learnerships, apprenticeships and internships.

Environmental Management

We have adopted a strategy that strives to minimise any impact on the environment by regularly reviewing our activities and compliance with all relevant legislation.

We are guided by various agricultural, food safety, health and safety, environmental and labour regulations and legislations, including by the South African Bureau of  Standards, the Department of Labour, the South African Revenue Bureau, the Department of Agriculture, Forestry and Fisheries, the Department of Customs and Excise, the South African Consumer Commission, the SA Competition Commission, the Department of Health and other South African national and local authorities and their agencies, as well as regulatory authorities of countries into which our products are exported.

Our operations could expose us to the risk of liabilities and claims with respect to food safety and environmental matters, including water use, effluent and pollution. We therefore have processes and policies in place to address this.

The Group maintains environmental, health and safety and product safety policies designed to monitor food safety risks. The production facilities from which the Group manufactures food products are in possession of certifications, such as ISO 9001.

The team has an unwavering focus on ensuring that the food production facilities within the Group adhere to the necessary food safety and product safety standards.

Compliance and Regulatory

Libstar’s operations are independently assured by external assurance providers on a variety of aspects each year.

Refer to Assurance measures table.

Risk Management

The board recognises that risk management is a key component of good governance, which involves a consideration of both risks and opportunities. In this context, Libstar is required to not only mitigate negative consequences of actions, but to also seek out opportunities.

We have sound management processes to manage risks and outline our key risks in our integrated report. Refer to detailed governance review 2020.

Remuneration

Our remuneration policy is focused on recognising the relative contribution of each employee to the performance of the Group as a whole. We place a high value on entrepreneurship by adopting remuneration strategies that encourage senior employees to challenge boundaries and to incentivise our people for thinking innovatively.

During 2020, the remuneration committee worked with Libstar to progress implementation of the Group’s talent and succession management plan. This programme aims to build a sustainable talent pipeline to ensure a competitive advantage in an ever-changing business environment and to develop and retain talent in key roles. Refer to our remuneration review and remuneration policy.

Investor contacts

Libstar

Libstar House | 43 Bloulelie Crescent | Plattekloof | Cape Town 7500

Investor Relations

investor@libstar.co.za

Company Secretary

compsecretary@libstar.co.za