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Corporate governance

Sylvania Platinum Limited ("Company") has adopted a Corporate Governance Manual which forms the basis of a comprehensive system of control and accountability for the administration of corporate governance. The Board is committed to administering the policies and procedures with openness and integrity, pursuing the true spirit of corporate governance commensurate with the Company’s needs.

The Company is pleased to make the following information on its corporate governance practices available on this website.

Charters

Policies and procedures

Code of Conduct

This Code of Conduct sets out the principles and standards which the Board, management and employees of the Company are encouraged to strive towards when dealing with each other, shareholders, other stakeholders and the broader community.

Code of Conduct [PDF - 16KB]

Remuneration Policy

The Company chooses to remunerate and reward its directors, officers and employees in accordance with the following policy.

Emoluments of Directors and senior executives are set by reference to payments made by other companies of similar size and industry, and by reference to the skills and experience of the Directors and executives. Details of the nature and amount of emoluments of each Director of the Company are disclosed annually in the Company’s annual report.

Remuneration Policy [PDF - 10KB]

Whistle Blower Policy

Directors, officers and employees of the Company are expected to observe high standards of business and personal ethics in the conduct of their duties and responsibilities as set out in the Company's Code of Conduct. All employees and representatives of the Company must practise honesty and integrity in fulfilling their responsibilities and comply with all applicable laws and regulations.

The aim of this Policy is to ensure that directors, officers and employees comply with these obligations.

Whistle Blower Policy [PDF - 13KB]

Process for Performance Evaluation

The Chair is responsible for evaluation of the Board and, when deemed appropriate, Board committees and individual directors. The Nomination Committee (or its equivalent) is responsible for evaluating the CEO. Other senior executives are evaluated by the CEO.

Policy and Procedure for Selection and (re)Appointment of Directors

The Board recognises that Board renewal is critical to performance and the impact of Board tenure on succession planning. Re-appointment of directors is not automatic.

Policy and Procedure for Selection and (re)Appointment of Directors [PDF - 13KB]

Policy for Trading in Company Securities

This Policy provides an overview of the restrictions on insider trading in the Company's securities. The Policy also regulates trading in the Company's securities by Restricted Persons (and their respective associates) ("Restricted Persons").

Policy for Trading in Company Securities [PDF - 27KB]

Shareholder Communication Policy

The Company is committed to providing regular communication to shareholders and to the market to ensure they have all available information reasonably required to make informed assessments of the Company's strategy, operations and financial performance. Communication with shareholders is based on compliance with all relevant laws, regulations and rules.

Shareholder Communication Policy [PDF - 16KB]

Continuous Disclosure Policy

As a company listed on the Alternative Investment Market of the London Stock Exchange ("AIM"), the Company is obliged to disclose certain information under a continuous disclosure regime to keep the market informed of events and developments as they occur.

Continuous Disclosure Policy [PDF - 15KB]

Policy on Assessing the Independence of Directors

An independent director is a non-executive director who is not a member of management and who is free of any business or other relationship that could materially interfere with – or could reasonably be perceived to materially interfere with – the independent exercise of their judgement.

Policy on Assessing the Independence of Directors [PDF - 9KB]

Procedure for the Selection, Appointment and Rotation of External Auditor

The Board is responsible for the initial appointment of the external auditor and the appointment of a new external auditor when any vacancy arises, as per the recommendations of the Audit Committee (or its equivalent). Any appointment made by the Board must be ratified by shareholders at the next annual general meeting of the Company.

Procedure for the Selection, Appointment and Rotation of External Auditor [PDF - 9KB]

Risk Management Policy

In managing risk, it is the Company's practice to take advantage of potential opportunities while managing potential adverse effects. This Policy sets out the Company's risk management system and processes, and the Company's risk profile.

Risk Management Policy [PDF - 19KB]

Diversity Policy

The Company is committed to achieving employee, senior management and board diversity. The Company is also committed to promoting a corporate culture that embraces diversity and recognises that employees at all levels of the company may have domestic responsibilities.

Diversity Policy [PDF - 10KB]

Annual Report

Released 23 August 2013

Annual Report 2013 [PDF ― 2.81MB]