Our Governance
Governance as the strong foundation of SANBS’ business
Our Governance
Reporting frameworks, process and combined assurance
Compliance governance
The Board ensures that SANBS complies with all applicable laws, regulations and governance guidelines, reinforcing our commitment to ethical conduct and responsible corporate citizenship.
The Board, through the RTIG Committee, has a Compliance Programme supported by specific policies and guidelines.
The Company Secretary's office is responsible for ensuring compliance with new laws and regulations and keeping the Board informed of relevant developments.
In different business areas, we have Compliance Champions who oversee how compliance is managed in their teams.
Remuneration governance
The Board ensures SANBS remunerates employees fairly and transparently to support long-term organisational success. Governance structures, clear policies and regular reviews guide remuneration decisions and workforce development.
Remuneration governance
The Board reviews and approves remuneration recommendations, taking advice from the HR and Remuneration Committee (Remco). This governance ensures decisions align with SANBS’ strategic objectives and regulatory requirements.
Remuneration policies
Employee remuneration: SANBS maintains a Remuneration Policy and associated employment equity policies that establish fair, responsible pay practices designed to support performance and organisational sustainability.
Non‑Executive Directors: A separate Non‑Executive Director Remuneration Policy sets out how NED fees are determined; this policy is reviewed every two years. Read more in the remuneration report.
Oversight and implementation
HR leadership: The Chief Human Capital Officer oversees workforce management and leads employee development initiatives to ensure skills, performance and succession needs are met.
Review cadence: Policies and fee frameworks are subject to regular review to keep them current with market practice and organisational priorities. See our HR and Remco report.
Assurance
The Board ensures that our control systems are effective and that they support the accuracy of information for decision-making within SANBS and in our external reports. Various assurance roles are active in governance at SANBS.
The Audit Committee, on behalf of the Board, oversees a combined assurance system, integrating different assurance functions within the company.
We use a risk-based combined assurance model that aligns with King IV™ recommendations to coordinate and align risk management and assurance processes.
A Combined Assurance Forum, led by the Chief Financial Officer, coordinates assurance activities throughout SANBS. This forum reports to the Audit Committee.
Overall, combined assurance is an essential part of SANBS' risk management approach, providing a thorough method for managing risks and assurance activities.
Stakeholder relationships
We actively manage our relationships with all of our stakeholders.
In FY25, SANBS focused on strengthening stakeholder engagement, which remains a priority as we aim to build strong relationships that support our mission to save lives. The theme ‘Serving with Heart’ reflects our dedication to ensuring every stakeholder—whether donors, employees, patients, healthcare partners, or community members—feels valued and involved. Stakeholder engagement is a key component of our 2030 Strategy.
We prioritise engaging with key stakeholders, using updated tools to ensure our activities align with our goals. Recently, we held a workshop to reassess our stakeholders and identify new ones. We mapped the stakeholders using Mendelow’s Power-Interest Matrix to establish communication and engagement strategies for each stakeholder group. As a result, we have introduced a new, easy-to-understand reporting format to share engagement outcomes with our GSEC.
In line with King IV™ principles, the Board aims to balance the needs and expectations of all stakeholders. A formal Stakeholder Management Policy guides how we respond to concerns, integrates stakeholder considerations into planning, and protects our reputation. A dedicated Stakeholder Manager supports the engagement initiatives for key stakeholder groups, coordinates reporting on executed communication and engagement plans, proactively addresses concerns, and helps prevent potential risks.
Accountability for stakeholder management rests with Exco and is overseen by the Executive: Donor Services and Marketing, while the GSEC provides governance oversight of engagement activities. These structures reflect SANBS commitment to effective and transparent stakeholder engagement. For more details, please see the stakeholder engagement section and the GSEC report.