Page 168 - SAMRC Annual Report 2023-24
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THE ACCOUNTING AUTHORITY/BOARD
Our Board 3. The Board constitutes the focal point and
custodian of corporate governance in the
The role of our Board is set out in the South African
Medical Research Council Act of 1991 and states SAMRC by managing its relationship with
that “the affairs of the SAMRC shall be managed management and stakeholders along sound
and controlled by a Board, which shall, subject to corporate governance principles. Accordingly,
the provisions of this Act, determine the policy the SAMRC must be headed and controlled
and objectives of the SAMRC and exercise control by an effective and efficient Board, comprising
generally over the performance of its functions, of Executive and Non-Executive members in
the exercise of its powers and the execution of its order to ensure independence and objectivity in
duties”. decision-making.
Board Charter 4. The Board must appreciate that strategy, risk,
performance and sustainability are inseparable
The Board Charter sets out the Board’s role and and to give effect to this by:
responsibilities, as well as the requirements for its
composition and meeting procedures. a) Contributing to and approving the SAMRC’s
strategy
The Charter is reviewed annually to ensure that the
Board remains compliant with legislation and trends b) Satisfying itself that the strategy and
in corporate governance. The review of the Charter business plans do not give rise to risks that
took place at the Board meeting held on 31st July have not been thoroughly assessed by
2023 and no amendments to the Charter were management
deemed necessary.
c) Identifying key performance and risk areas
The Board Charter requires an annual assessment d) Ensuring that the strategy will result in
to be conducted of the Board, its committees, and sustainable outcomes
individual members, including the Chairperson.
The evaluation is in the form of a self-assessment e) Considering sustainability as a business
completed by every member of the Board and was opportunity that guides strategy formulation
conducted in March 2024
5. The Board has absolute responsibility for the
The Board Charter details the role and responsibilities performance of the entity and is accountable for
of the Board, as follows: such Performance. As a result, the Board should
give strategic direction to the SAMRC.
1. The Board is ultimately accountable and
responsible for the management and control of 6. The Board must appoint and evaluate the
the affairs of the SAMRC subject to the provisions performance of the President, Vice President,
of the SAMRC Act. The Board determines the Chief Financial Officer and other members of
policies and objectives of the SAMRC and the EMC and ensure that an effective succession
exercises control generally over the performance plan is in place and adhered to for all key
of its functions, the exercise of its powers and the executive posts.
execution of its duties.
7. The Board must retain full and effective control
2. To the extent that it is not contrary to the provisions over the SAMRC and monitor management
enabling legislation or the powers of the Executive in implementing Board decisions, plans and
Authority, the Board or its Committees have the strategies.
responsibility to manage the conduct of individual
members of the Board/Board Committee as the 8. The Board must ensure that the SAMRC is and
case may be, including referral to the Executive is seen to be a responsible corporate citizen by
Authority for appropriate intervention. having regard to not only the financial aspects of
166 SAMRC ANNUAL REPOR T 2023-24
