Corporate Governance

CODE OF CORPORATE PRACTICE AND CONDUCT

Trident Steel is committed to high standards of corporate governance and affirms its commitment to the principles of openness, integrity and accountability. Trident Steel is a subsidiary of Aveng Limited, a company listed on the JSE Securities Exchange South Africa, and apply the principles set out in the Code of Corporate Practices and Conduct in the King II Report as a means of conducting the affairs of the Group.

The board of directors is responsible for setting the direction of the company through the establishment of strategic objectives and key policies. It monitors the implementation of these strategies and policies through various standing committees and processes.

Executive and risk management committee

The board has laid down material matters that are reserved for decision by this committee including the management of risk.

Remuneration committee

The remuneration committee, which meets at least annually, is responsible for ensuring that the directors are fairly rewarded for their contribution to the company's overall performance.

Audit committee

The audit committee meets four times each year. The committee's primary objective is to provide the board with additional assurance regarding accounting, auditing, internal controls and financial matters. The external and internal auditors have unrestricted access to the audit committee.

Safety, health and environmental reporting have been included in the internal audit process.

Internal audit

The internal audit department is an independent appraisal function, which examines and evaluates the activities and appropriateness of the systems of the systems of control.

Employment equity

Trident Steel's affirmative action policies are based on the recognition that a significant proportion of the workforce needs special assistance if the full potential of all employees is to be achieved, so that individuals can compete effectively in the labour market. The Group believes that the development of skills is a critical issue, and programmes are implemented rigorously in all subsidiary companies.

The company is committed to the provisions of the Employment Equity Act and has submitted an annual consolidated employment equity plan to the Department of Labour.

CODE OF BUSINESS CONDUCT

The Trident Steel Group is proud of its reputation for integrity and is committed to continually reinforcing this in its business conduct. The group's directors and employees will adhere to both the spirit and letter of the following code:

• The law may not be violated when conducting business for or on behalf of the Group.
• Unethical payments, business dealings, or participation in illegal acts, such as bribery or money laundering, will not be tolerated.
• Any possible conflict or interest in handling company affairs must be avoided and employees are expected to perform their duties conscientiously, honestly and in accordance with the best interest of Trident Steel and its shareholder, Aveng.
• Nobody may gain personal advantage by virtue of their position in the Group, nor may they acquire any business interest which diverts their energy or attention from, or is in conflict with, the Group, or which in any way affects their independence.
• Employees may not accept, gifts, hospitality or other favours from suppliers of goods or services which, in the view of their direct employer, supervisor or colleagues would place the recipient under obligation.
• Group funds and its property/assets are to be used only for legitimate business purposes. Strict internal controls and governance procedures of the highest standards will be applied to discourage fraud and to safeguard the assets of the Group.
• Accurate and reliable records will be maintained to reflect all business transactions on a fair basis in terms of South Africa's Generally Accepted Accounting Practice, in order for the group to properly manage its affairs and meet its legal, financial and reporting obligations.
• Information gained in the course of business dealings will be safeguarded and its privacy respected.
• The Group's employment equity policy calls for equal opportunities for all. It seeks to identify, develop and appropriately reward all employees who demonstrate the qualities of individual initiative, enterprise, hard work and loyalty. Furthermore, the Group respects the individuality of each employee and seeks to create a working environment that encourages him or her to realize his or her full potential.
• Trident Steel recognises the right of its employees to freedom of association and accepts their right to absolute privacy in this regard.
• Trident Steel will strive to be a good corporate citizen and is committed to working with its employees, their families, local communities and society at large to improve their overall quality of life and achieve sustainable economic development at all levels.
•  The Group is committed to implementing policies and operating procedures that conserve resources and address the environmental impact of its business activities.
• Finally, Trident Steel, its subsidiaries and officers will seek to create an atmosphere of openness and trust through regular, timeous and courteous communication with all stakeholders.