Scope and boundary

KAP is committed to continuously evaluating and improving our long-term sustainability in terms of the environment, social commitment and corporate governance to the benefit of shareholders, customers, suppliers, employees and communities.

The sustainability review forms part of our integrated report and includes all our operating divisions for the financial period 1 July 2019 to 30 June 2020.

The audited financial statements were approved for distribution on 19 August 2020 and the integrated report was approved for distribution on 9 October 2020.

We regularly review and adapt our policies and processes to reinforce our ability to be economically viable, socially responsible and environmentally sound, while still remaining competitive.

The company provides policies and guidance to each of our operating divisions within this framework, and in terms of our decentralised business model, divisional management is responsible for managing their division’s sustainability efforts and is accountable to the board of directors as well as stakeholders.

KAP subscribes to the guiding principles and reporting requirements of the FTSE4Good Index across all the ESG pillars, namely environment, social and governance, and uses this as a framework to monitor compliance and progress. KAP was first included in the FTSE4Good Index in June 2017.

Materiality

The principle of materiality has been applied in determining the extent of disclosure with regard to reporting on sustainability aspects. The diversity of our businesses influences how the materiality of sustainability aspects is determined and how such issues are addressed, with varying levels of materiality applicable at group level and at divisional level.

Decisions around materiality take into account the potential impact of risks and opportunities and the effect thereof on the divisions and all stakeholders.

This has resulted in more prominence of certain matters over others.

Assurance

The board, assisted by the audit and risk committee, is ultimately responsible for overseeing the integrity of the integrated report. This is achieved through appropriate teams and structures that manage the reporting process.

Where appropriate, independent external assurance for specific application purposes is done to comply with, or retain certain levels of compliance, with regard to quality management systems like ISO, etc.

Sustainability approach and strategy

Management and reporting

KAP demands high standards of corporate responsibility at divisional and corporate level. Reporting lines are defined from divisional level to the KAP board, ensuring that all our divisions approach sustainability and corporate governance in line with group policies. Senior divisional management are measured on key aspects of sustainability. However, the ultimate responsibility for retaining full and effective control rests with the board of directors. Day-to-day management responsibility is placed with divisional management and their executive teams to best align with the group strategy and to act with urgency.

Divisional management is charged with the responsibility of reporting on risks and opportunities and on social, ethical and environmental concerns. The divisional boards/management boards/executive committees review risk reports, and all major risks are brought to the attention of the main board.

Any significant social, ethical, environmental or governance concerns will be brought to the attention of the KAP social and ethics committee and all material risks are reviewed by the KAP board.

Each division is responsible for developing their own sustainability strategy within the framework set out by the company, while considering stakeholders’ needs and social and environmental obligations. Group committees and resources support the divisions with regard to risk management, environmental, social and ethical aspects, as well as management systems that systematically address safety, health, environment and quality (SHEQ) risks.

During the 2019/2020 reporting period, no material risks were reported that required additional or specific attention.

Social and ethics committee report

Good governance in all aspects of our businesses is non-negotiable. Systems and structures have been embedded across the group to ensure that we conduct our operations in an ethical, responsible and sustainable manner.

The long history and recognition of our brands are testament to the high standards set by KAP and our commitment to be, and to be seen as being, a good corporate citizen.

The board is assisted by the social and ethics committee (‘the committee’) with its oversight of social and ethical matters across the group. The composition and duties of the committee are detailed in the corporate governance report, which is available on the company’s website.

The operations of the committee are guided by formal terms of reference containing provisions which are in line with the requirements of the Companies Act and the Companies Regulations, as well as the JSE Listings Requirements and the recommendations of King IV™.

The committee enjoys the support and cooperation and draws on the competencies and experience of the members serving on the audit and risk committee, the human capital and remuneration committee, the executive committee and the BEE Exco in exercising certain overlapping duties in the areas of KAP’s integrated reporting, remuneration, human capital, employment equity (‘EE’), broad-based black economic empowerment (‘B-BBEE’), and other aspects of the company’s business.

Read the full report here:

Policies, targets and performance

Responsibility for the implementation and compliance with policies lies with the chief executive officer or managing director of each division. Key policies, set by KAP Industrial, that cover important social, environmental and business aspects, are in place. These are either addressed or used to guide divisional management with establishing their own policies. Policies are communicated periodically, as part of induction processes, are available on divisional intranets and are available on request.

At a minimum, compliance with the legislation of each country where the group is represented, need to be respected and adhered to. Additional industry-specific policies further direct divisional behaviour and management towards social and environmental issues where these are relevant.

Directives to set and achieve targets are endorsed at group level and mostly form part of management’s key performance areas (KPAs). These are managed within each division.

Great strides have been made within divisions and specifically within certain areas, where achieving and maintaining targets are a business imperative and not only a reporting requirement.

Due to KAP’s diversity and the specific challenges of each division, we cannot establish specific group targets but will assist and guide the divisions with regard to their specific sustainability targets. Targets are set and managed at divisional level where applicable.

The ultimate responsibility for ensuring full and effective control of the group’s businesses rests with the KAP board.

The company has adopted a decentralised approach to the management of our day-to-day divisional operations, subject to compliance by the divisions with the company’s control and approvals framework and the systems and governance policies set by the board.

The defined reporting lines from divisional management level to the board facilitate the board’s effective monitoring of our divisions’ compliance with group and divisional policies. Unless pre-approved materiality levels apply, decisions on material matters are reserved for the board, including, but not limited to, decisions on the allocation of capital resources, the authorisation of capital expenditure, property transactions, borrowings and investments. Decisions made by our board are taken in the best interest of the company, and take into

account the legitimate interests and expectations of our stakeholders and the sustainability of the company’s operations.

The detailed responsibilities and powers of the board are contained in a formal charter. There is a clear balance of power and authority at board level.

The board committees that support the board of directors include the audit and risk, human capital and remuneration, nomination, social and ethics and the investment committees. The board committees, in turn, are supported by corporate committees and divisional structures to ensure continuous oversight. The divisions are governed by divisional boards of directors and divisional board subcommittees, including audit and risk and human capital and remuneration subcommittees. These divisional structures are in place for all significant subsidiaries. The robust committee and reporting structures in place across the group underpin our commitment to sound corporate governance and afford our stakeholders the assurance that the group’s businesses are managed responsibly.

The company applies the King IV Report on Corporate Governance™ for South Africa, 2016 (‘King IV™’), which operates on an ‘apply and explain’ basis. The corporate governance report provides a narrative explanation of how the company has applied the 16 King IV™ principles across its operations.

KAP has met its reporting requirements relating to
King IV™, the Listings Requirements of the JSE Limited and the Companies Act, No. 71 of 2008, as amended together with the Companies Regulations, 2011.

Compliance with laws and regulations

The KAP directors have confirmed that, to the best of their knowledge, KAP complied with the provisions of the Companies Act of South Africa and operated in accordance with its memorandum of incorporation during the year under review.

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