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79

Hyprop Investments Limited

Integrated annual report 2016

PRINCIPLE

BOARD REQUIREMENT

COMMENT

APPLIED/ PARTIALLY

APPLIED/NOT APPLIED

2.8

The board should be

responsible for IT governance.

The board, through the risk committee, is responsible for ensuring

an effective response to relevant IT risks.

Applied

2.9

The board should ensure that

Hyprop complies with

applicable laws and considers

adhering to non-binding rules,

codes and standards.

In line with its charter, the board, assisted by the risk committee,

ensures Hyprop complies with applicable laws and considers

adhering to non-binding rules and standards.

Applied

2.10

The board should ensure

there is an effective

risk-based internal audit.

The outsourced internal audit service provider

PricewaterhouseCoopers (PwC) offers an independent, risk-based

internal audit function. The internal auditor reports directly to the

audit committee and attends all audit committee meetings, as an

invitee.

Applied

2.11

The board should appreciate

that stakeholders’

perceptions affect the

company’s reputation.

The board recognises that engaging with appropriate individuals or

groups enhances operations and enables the board to manage risk

and reputation. Investor relations and stakeholder engagement are

key focus areas for the board.

Applied

2.12

The board should ensure the

integrity of the company’s

integrated annual report.

The audit committee oversees integrated reporting and is

responsible for recommending this report to the board for

approval.

Applied

2.13

The board should report on

the effectiveness of the

company’s system of internal

controls.

The audit committee oversees internal audit, including the

appointment of the service provider monitors its performance and

approves the internal audit plan. It ensures the internal audit

function is subject to an independent quality review, as the

committee deems appropriate. Internal audit is outsourced and

independent. It assists management in assessing whether systems

of internal control are adequate and effective. Internal audit

prepares a plan aligned to Hyprop’s key risks.

Applied

2.14

The board and its directors

should act in the best

interests of the company.

The board acknowledges its role as trustee on behalf of

shareholders. In terms of its charter, it acts in the best interests of

the group by ensuring individual directors adhere to legal standards

of conduct; are permitted to take independent advice in

connection with their duties following an agreed procedure;

disclose real or perceived conflicts to the board and deal with them

accordingly; and deal in securities only in line with the policy

adopted by the board.

Applied

2.15

The board should consider

business-rescue proceedings or

other turnaround mechanisms

as soon as the company is

financially distressed as defined

in the Act.

The board is responsible for initiating business-rescue proceedings

if warranted. The audit committee and board review the application

of the going-concern principle, as well as the solvency and tests, as

set out in the Companies Act.

Applied