• 
• Overview

  • This report

    Our integrated reporting journey How to get the most out of our integrated report Feedback

    Snapshot

    Snapshot of performance

    About us

    What we do Where we operate Where our industry is heading The people who keep us in business What we live for How we're managed Who governs us Who leads us
• Reviews

  • Performance reviews

    Chairman's statement Interview with the CEO Interview with the CFO

    Strategic reviews

    Grow passionate promoters by dramatically improving the customer experience Actively create an environment for our people to excel and grow Put the power of the internet in people's hands Together drive operational excellence Proactively partner with our stakeholders
• Governance
  • Business principles Abridged corporate governance statement Risk management report Remuneration report
• Summaries
  • Summary financial information Integrated performance indicators Consolidated value-added statement
• Information
  • Assurance Directors' responsibility statement
• Search

How we’re managed

How we’re managed

Good governance is the foundation from which we build and sustain value. It’s about an evolving system with an unchanging objective – to ensure ethical management and responsible control. It’s about carefully weighing up risk and reward. It’s about balancing the interests of our stakeholders but always fulfilling our obligations. It’s about understanding that our licence to operate is a privilege and not a right.

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Ethics

We choose to be an ethical company. Our code of conduct sets out our business principles and provides guidance to employees on how to apply them. Our business principles clearly state what is expected from us, forming the basis for the Vodacom Way.

Key developments

•   We established ethics committees in all our mobile operations. • We continued our ethics training programme. • We completed our ethics risk survey for South Africa. • We launched our new code of conduct.

For our business principles.

Governance

Good governance is fundamental to business sustainability. We continue to make sure that our governance structures support effective decision-making and robust control, and are aligned to changing requirements as well as local and international best practice.

Key developments

•   We conducted a detailed review of the Group’s King III compliance and have disclosed the areas where we don’t comply in our governance report. • Our Audit Committee revised its mandate to include risk management and became the Audit, Risk and Compliance Committee. • The Board set up a Social and Ethics Committee on 1 April 2011 to oversee economic development, social responsibility, consumer relations and employee-related activities.

For our abridged corporate governance statement.

Risk management

There is no opportunity without risk. We have the right structures in place to identify, monitor and manage our risks effectively. Risk is managed at three distinct levels in the Company – the line manager at operational level, the Risk Group and the Risk Management Committees.

Key developments

•   We established Risk Management Committees in all our mobile operations. • The Group Risk Management Committee, which met four times over the year, now reports into the Audit, Risk and Compliance Committee.

Our major strategic risks are:

1. Regulatory decisions and changes in regulation; 2. Increased competition; 3. Unpredictable political, economic and legal risks; 4. Customer registration; and 5. Major network and billing infrastructure failures.

For our risk management report.

Remuneration

Our remuneration policy aims to attract and retain leaders of the highest calibre, while making sure that our executives are compensated according to their performance. This is measured not only in terms of financial and strategic delivery but also how faithfully they apply our business principles.

Key developments

•   Guaranteed packages – 8.5% annual increase awarded to executive directors in line with overall employee increases. •   Short-term incentives – one of our four targets were met; one was exceeded and the two that were not met, were still within threshold, resulting in bonus payments to disclosed executives of between 60% and 125% of guaranteed packages. • Long-term incentives – share allocations to disclosed executives were based on 2010 performance and ranged between 90% and 112% of guaranteed packages.

For our remuneration report.