Corporate governance

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  • At 11:24am, 16 Dec 2024

The board at a glance (as at June 30 2023)

The board, guided by King IV governance principles, advances the highest standards of governance to ensure that we continue to build corporate trust, underpinned by our ethical approach to business, and the values we uphold that form the foundation of our culture.

Independence
Transformation
Female representation
Tenure (number of directors)
Core skills and experience (number of directors)

Committees

The board has delegated particular roles and responsibilities to standing committees, but remains ultimately accountable.

Each committee has formal terms of reference, reviewed annually, (and when necessary), to ensure the content remains appropriate. With its long-standing commitment to good corporate governance, the Harmony board is satisfied that appropriate practices are in place to promote the company’s reputation as an ethical, reputable, and legitimate organisation and a responsible corporate citizen.

Audit and risk committee

  • Monitors the operation of an adequate system of internal control and control processes
  • Monitors the preparation of accurate financial reporting and statements in compliance with all applicable legal and corporate governance requirements and accounting standards
  • Monitors risk management, ensures that significant risks identified are appropriately addressed and supports the board in the overall governance of risk

Social and ethics committee

  • Oversees policy and strategies pertaining to occupational health and employee well-being, environmental management, corporate social responsibility, human resources, public safety and ethics management
  • Monitors implementation of policies and strategies by executives and their management teams for each discipline referred to above
  • Assesses Harmony’s compliance against relevant regulations
  • Reviews material issues in each of the above disciplines to evaluate their relevance in the reporting period, and to identify additional material issues that warrant reporting, including sustainability-related key performance indicators and levels of assurance

Remuneration committee

  • Ensures directors and executive management are fairly rewarded for their contribution to Harmony’s performance
  • Assists the board in monitoring, reviewing and approving Harmony’s compensation policies and practices, and in the administration of its share incentive schemes
  • Operates as an independent overseer of the group remuneration policy and makes recommendations to the board for final approval

Nomination committee

  • Ensures that procedures governing board appointments are formal and transparent
  • Makes recommendations to the board on all new board appointments
  • Reviews succession planning for directors and other members of the executive team and oversees the board’s self-assessment process

Investment committee

  • Considers projects, acquisitions and disposals in line with Harmony’s strategy and ensures that due diligence procedures are followed
  • Conducts other investment-related functions designated by the board

Technical committee

  • Provides a platform to discuss strategy, performance against targets, operational results, projects and safety
  • Informs the board of key developments, progress against objectives and the challenges facing operations
  • Reviews strategic plans before recommending such to the board for approval
  • Provides technical guidance and support to management