Good Corporate Governance
On 12
April the donors in Special General Meeting approved new
Articles of Association for our organisation changing from a
regionally based system of governance to a unitary board
system, supported by Zone and Branch donor committees.
Attendants - Seated from left:
Venter P (Director: Deputy Chairman), Mpuntsha L (CEO),
Pender-Smith J (Director: Chairman), Molusi P (Director:
Council Member), Cotterell J (Company Secretary),
Standing from left:
Phielix H (Director: Council Member), Williams I (Council
Member), Gulube S (Medical Director), Nolan M (Director:
Council Member), Fourie S (Zone Donor Services Manager),
Flemmer N (Director: Council Member), Reddy R (COO), Webb G
(Director Council Member), Makalima T (Council Member),
Naidoo B.T (director Council Member), Kommel B (Director
Council Member), Imbert G (Director : Council Member),
Makaal C (Council Member), Brand R (Director: Council
Member), Coffey S (Deputy CEO), Amea (Donor Services
Manager), Nash K (Council Member), Du Plessis C (Council
Member), Creswick M (Director: Council Member), Prinsloo A
(Assistant Company Secretary)
A public company such as SANBS must
operate within a corporate governance framework. The SANBS Board of
directors thus should be able to make baseline assessments on
strategy, policy decisions and operational activities.
There should be a verifiable system of risk identification,
assessment and management that will underpin corporate
prioritisation, policymaking and strategy. This is achieved by
considering the following aspects:
a) SANBS must implement and
adhere to all the relevant and appropriate facets of the King Report
on Corporate Governance (2001) and the Protocol on Corporate
Governance in the Public Sector (Department of Public Enterprises
2002)
b) SANBS should recognise and
implement the principle that governance of the organisation can only
be based on the principle that only one SANBS Board, with
appropriate committees, can be responsible and accountable to the
Department of Health and other stakeholders for the practice of
blood transfusion in South Africa
c) The governance structure,
and thus the SANBS Board, should take into account that blood
donors, blood users and patients at all levels of the organisation
and its stakeholders must reflect the demographics and cultural
diversity of the country
d) The SANBS board of
directors should be constituted to incorporate the diverse and
appropriate skills necessary for the governance of the organisation.
The Board should recognise that it is almost impossible to have such
a range of skills embedded in a Board constituted only of committed
blood donors.
The mix of skills and the ability to judge complex issues as per the
“reasonable man” on the Board should be such that it can direct the
organisation on the strategic level and also oversee and judge the
operational activities, and ensure that the interests of all
stakeholders are taken into account in policy-making.
e) The governance structure
could incorporate the above principles by developing and appropriate
and practical structure incorporating donor committees at zone level
and a national council. These bodies will be the source of the
nominated donor directors of the SANBS Board.
f) The SANBS Board should
institute appropriate plans for development, evaluation and
succession of the directors, including the Chief Executive Officer.
g) In line with the “Triple
Bottom Line” approach of the King Code on Corporate Governance, the
SANBS Board should develop an appropriate BBBEE Policy, Scorecard
and Charter, and a Socio-economic Development Policy and Procedures.
More on SANBS Governance
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