Report of the audit committee

FOR THE YEAR ENDED 31 DECEMBER 2012

The audit committee has pleasure in submitting this report, as required by section 94(7) (f) of the Companies Act, for the year under review.

The audit committee is governed by a formal charter which codifies the committee’s role and responsibilities including the responsibility for reviewing accounting, auditing and financial reporting matters. The committee reviews adherence to the company’s systems of internal controls and, where necessary, monitors improvements.

The charter has been reviewed and updated in line with King III requirements and the Companies Act.

Members of the audit committee and attendance at meetings

During the year the audit committee comprised independent non-executive directors Les Weil (committee chairman), Lindie Engelbrecht and Gavin Tipper, ensuring the committee comprised exclusively independent non-executive directors, in compliance with King III requirements and the Companies Act.

Short curriculum vitae for each of these directors, demonstrating their relevant skills and experience, have been set out on pages 30 to 32 of the integrated report.

The committee met four times during the year and meeting attendance is set out on page 39. Special meetings are convened as required. The external auditors and executive management are invited to attend every meeting.

The chairman reports to the board on the activities and recommendations made by the committee.

Functions of the audit committee

During the year under review, the audit committee:

reviewed this integrated report to ensure its integrity;
monitored any proposed changes to accounting policies;
advised the board on any accounting implications of any major transactions;
reviewed the internal audit function;
recommended the appointment of external auditors for approval by unitholders; and
established guidelines for recommending the use of external auditors for non-audit services to maintain independence.

The audit committee is satisfied:

with the independence of the external auditor, after considering the report to the audit committee motivating their independence and has recommended their re-appointment at the forthcoming AGM
with the terms, nature, scope and proposed fee of the external auditor for the financial year ended 31 December 2012
with the annual financial statements and the accounting practices utilised in the preparation thereof and has recommended the integrated report, including the annual financial statements, for approval to the board
with the company’s continuing viability as a going concern, which it has reported to the board for its deliberation
that the company’s Financial Director, Laurence Cohen, had the necessary expertise and experience to carry out his duties, as required by the JSE Listings Requirement
3.84(h).

All concerns and complaints that were received from within or outside the group relating to accounting practices and internal financial controls, and the content or auditing of the company’s annual financial statements were considered by the audit committee and dealt with as appropriate.

Les Weil
Audit committee chairman
27 February 2013