Corporate Governance & Ethics

PSG Konsult maintains extensive ethics and corporate governance structures. These include but are not limited to the Board of Directors, Board Committees and Articles and By-Laws of the Company, as well as Legislative, Regulative and Statutory Requirements. We also actively communicate and enforce a detailed Code of Business Conduct for all employees and provide numerous communication channels through which employees, subject to law, can report possible code violations.

Code of Conduct

The PSG Konsult Group is firmly committed to:

• Advise clients with the highest level of good faith, integrity, professional knowledge and diligence;
• Provide clients with accredited products and services which will appropriately address their particular needs;
• Ensure that all client funds are always directly deposited with the relevant financial institution;
• Disclose the exact amount of commission and fees earned;
• Comply with legislation regulating the financial services industry.

Compliance

In general, compliance means conforming to a rule, such as a specification, policy, standard or law. PSG Konsult adheres to all relevant rules and legislation pertaining to companies and the financial services industry such as FAIS, FICA, POCA and the Income Tax Act.

Risk Management

Our Compliance and Risk Management Committee operates in a highly regulated environment and PSG Konsult Ltd's Board of Directors acknowledges that it is accountable for the process of risk management and the system of internal control of the group. Our compliance officer is ensuring adherence to the various Acts and Codes that govern the day-to-day operations.

Our detailed risk management plan is ensuring that all significant business risks, including operational risk, are identified and appropriately managed.

Disclosure of Financial Information

• Regular information about activities, structure, financial situation, business results.
  The PSG Konsult Group communicates information about activities, structure, financial situation and business results by way of publishing the following reports:
  • Interim Financial Results
    Drafted on the guidelines set per International Accounting Standard 34 as at 31 August of each financial year.
  • Review/provisional financial results
    Added to the PSG Konsult website as soon as provisional results for the financial year are approved by the Board of Directors following the year-end audit.
  • Annual ReportM
    Prepared in accordance with International Financial Reporting Standards. The Annual Report for the year ended 28 February 2009 was printed on recycled paper and the paper size reduced to A5 in order to promote the protection of the environment.
  • Annual General Meeting
    In terms of the Company's act and sound Corporate Governance an Annual General Meeting is held at which the annual financial statements and reports are adopted and any member of the Company is entitled to attend, speak and vote.
  • Press Releases (mergers and acquisitions)
    For the sake of transparency and clear communication PSG Konsult issues press releases to inform all of its stakeholders of material mergers and acquisitions, including details regarding the strategic fit to the Group’s operations and the possible growth opportunities.
  All of the above reports are added to the Group's website (www.psgkonsult.co.za) and distributed to all shareholders by mail or e-mail depending on preference.
• High standards of quality in reporting, accounting and auditing.
  To ensure the quality of reporting and accounting accuracy in general, PSG Konsult has established a fully fledged Finance Department staffed by skilled and experienced accountants, including a number of qualified chartered accountants.
  The quality of reporting is enhanced by the engagement of a professional graphic design firm and a shareholder communication firm, which assists PSG Konsult in drafting the reports referred to above.
  PSG Konsult retained the services of PricewaterhouseCoopers (AA Empowerdex rating Level 3 Contributor) as its external auditor, a highly respected and reputable firm with a world-wide presence.
• Publication of basic information on the parent company, its main affiliates, its percentage ownership, direct and indirect in these affiliates, including shareholdings between them.
  This information is included in the detailed notes to the Annual Report and more specifically the notes on Investments in Associated Companies and Interest in Subsidiaries. The PSG Konsult website also includes information about the PSG Konsult group, its services and affiliates.

Taxation

Punctual payment of tax debts: PSG Konsult's Finance Division is responsible for drafting of all Income Tax and VAT returns and payments. To ensure punctual payment of taxes a status report on provisional and final taxes are presented to the Finance and Risk Committee which meets twice yearly.

Combating Corruption

• No payments to officials or employees of business partners.
  PSG Konsult only transacts with reputable business partners and all payments to such partners are made by the Finance Department. Payments from the Finance Department are subject to internal controls over payments, including segregation of duties, dual signatories, limited access to payment systems and monthly reconciliations.
• Introduction of management control systems which discourage bribery and corruption.
  In combating bribery and corruption, PSG konsult has established the following committees and divisions with:
  • Executive Committee
    Overall review of financial results, including questioning of unusual or unexpected expenditures or payments.
  • Internal Audit Function
    Our Internal Audit Fuinction is headed up by a qualified chartered accountant who performs investigations and internal audits on a selection basis.
  • Compliance Officer
    The Compliance Division is headed up by a qualified Advocate and completes a number of compliance audits across all of the Group’s offices and advisors.
• No illegal donations to candidates for public office or political parties.
  PSG Konsult subscribes to a company-wide Code of Conduct which is published on its website and directs the manner in which business is conducted.

Competition

No anti-competitive agreements: In acting as a registered financial services provider, PSG Konsult has a policy to only place business with approved product suppliers. This is achieved through the PSG Konsult Product Committee which approves all products prior to being offered to our clients. Furthermore, all broker codes registered with product houses are signed off by the Chief Executive Finance of the PSG Konsult Group.