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LEADERSHIP, ETHICS & CORPORATE CITIZENSHIP (2. GB govern ethics of org…
LEADERSHIP, ETHICS & CORPORATE CITIZENSHIP
1. GB should lead ethically & effectively
Members should individually + collectively cultivate the following characteristics
a. Integrity
act in good faith & best interest of org
avoid conflicts of interest; not = disclosed to GB
act ethically beyond legal compliance
set tone of org culture
b. Competence
members sufficient working knowledge of org
act with due care, skill + diligence
continuously develop competence to lead effectively
c. Responsibility
collective responsibility for setting org direction
exercise courage in taking risks + capturing opportunities
take responsibility for anticipating, preventing negative outcomes of org's activities
attend meetings and committees, devote sufficient time + effort to prepare for those meetings
d. Accountability
willing to answer for execution of their responsibilities, even when delegated
e. Fairness
adopt shareholder-inclusive approach in execution of governance role + responsibilities
org should not adversely affect natural environment, society/future generations
f. Transparacy
members transparent in manner which governance role + responsibilities exercised
GB embody ethical characteristics in order to offer effective leadership that results in achieving strategic objectives + positive outcomes over time
Members held account for ethical + effective leadership - disclosed. ex: Code of conduct + performance evaluations of GB + members
2. GB govern ethics of org in way that supports establishment of ethical culture
GB assume responsibility for governance of ethics by setting direction for how ethics to be approached + addressed by org
Approve codes of conduct & ethics policies that articulate + give direction on org ethics
Code of conduct + ethics policies:
encompass org's interactions with internal + external stakeholders & broader society
address key ethical risks of org
Code of conduct + ethics policies provide for arrangements that familiarize
EEs
& other stakeholders with org's ethical standards. Should include:
publishing on org's website, or another platform though which media is appropriate
incorporation by reference, or otherwise, in supplier &
EE
contracts
including in
EE
induction + training programs
GB should delegate to management responsibility for implementation & execution of code of conduct + ethics policies
Ongoing oversight of management of ethics AND oversee that results in following:
application of org's ethical standards to processes for recruitment, evaluation of performance, reward of
EE's
, as well as sourcing suppliers
having sanctions & remedies in place when org's ethical standards are breached
use of protected disclosure on whistle-blowing mechanisms to detect breaches & dealing with disclosure appropriately
Disclosed in relation to org ethics:
overview of arrangements for governing + managing ethics
key areas of focus during reporting period
measures taken to monitor org ethics + how outcomes were addressed
planned areas of focus
3. GB should ensure that org is & is seen to be a responsible corporate citizen
assume responsibly for
cc
by setting direction for how it should be approached + addressed
efforts should include compliance with Constitution of SA, the law, leading standards, adhering to own code of conduct
org's core purpose + values, strategy & conduct are congruent with it being a responsible
cc
Oversee + monitor on an ongoing basis, consequences of org's activities & outputs affect its status as a responsible
cc
. Performed against measures & targets agreed with management
a. Workplace - employment equity; fair remuneration; safety, health, dignity + development of
EE's
b. Economy - eco transformation; prevention, detection + response to fraud & corruption; responsible + transparent tax policy
c. Society - public health + safety; consumer protection; community development; protection of human rights
d. Environment - responsibilities in respect of pollution + waste disposal; protection of biodiversity
Disclosed:
a. overview of arrangements for governing & managing responsible
cc
b. key area of focus during reporting period
c. measures taken to monitor
cc
& how outcomes were addressed
d. planned areas of focus