King IV: The benchmark of corporate governance: Organisation
- Two-thirds of NEDs and just over a quarter of executive directors have commitments on more than one listed company board. Two-thirds of executive and non-executive chairs maintain external commitments.
- Consumer goods companies maintain the fewest committees and banks the most.
- A growing number of boards have unique board committees.
- Audit committees are made up of independent members; audit committees meet 5.6 times a year on average.
- Remuneration committees also meet 5.6 times a year, on average. Just over half (53%) of the RemCo members are independent NEDs.
- The TMT&S sector and the industrial sector convened most frequently, holding eight and 7.9 meetings, respectively
Meetings
- The average number of board meetings in South Africa is in line with UK practice. Boards held on average 7.4 scheduled meetings in the year, slightly down from eight a decade ago. In the US, boards met on average 7.6 times. Among EMEA countries boards met on average 10.7 times, rising from 10.2.
- Almost half (49%) of our board cohort met seven or more times during the year, a significant increase from 18%.
- The average number of ad hoc meetings in South Africa is 5.3, compared to 6.2 in the EMEA. The average number of strategy meetings in South Africa is 1.9, compared to 4.9 in the EMEA.
The table below shows that the TMT&S sector and the Industrial sector convened most frequently, with averages of eight and 7.9 meetings, respectively.
| Industry |
Average # meetings |
Range |
Median |
| TMT&S (5) |
8 |
5–11 |
7 |
| Industrial (22) |
7.9 |
4–24 |
7 |
| Financial Services (12) |
7.2 |
4–13 |
6 |
| Consumer (9) |
6.2 |
4–10 |
6 |
| Healthcare (1) |
6 |
n/a |
n/a |
- The EMEA average number of board meetings is 10.9, just over one-third more than found in South Africa (7.39).
- German boards convene the fewest number of board meetings in the EMEA at 6.1, and Turkish boards the most, at 22.2.
External commitments
Directors are required to commit significant time if they are to perform their board roles effectively, especially in light of the increasing responsibilities and more intense levels of scrutiny facing listed company boards today.
- In South Africa, the influence of Broad-Based Black Economic Empowerment (B-BBEE) legislation creates additional demand for directors from historically disadvantaged groups, thereby limiting the pool of available and suitably experienced professionals.
- 66.4% of non-executive directors and 27.6% of executive directors have commitments on more than one listed company board.
- 66.7% of executive and non-executive chairs have additional listed company board commitments.
Board evaluation
- Of the 44 boards that reported on whether they had conducted a board evaluation, 26 (59%) recorded an external evaluation, an increase of 16 (47%) companies that had external audits 10 years ago. 18 (41%) companies reported having been evaluated by an internal auditor.
- Among EMEA boards, 30% used an external auditor, and 70% of companies an internal auditor.