Directorate
Murray & Roberts had a unitary Board with 13 directors, of whom 10 are independent non-executive directors and three are executive directors. The composition of the Board promotes a balance of authority and prevents any one director from exercising undue influence over decision-making.
The Board is the highest governing authority in the Group and has ultimate responsibility for corporate governance. It appreciates that strategy, risk, performance and sustainability are inseparable and is responsible for approving the strategic direction of the Group, which integrates these elements. The Board is governed by a charter that sets out the framework of its accountability, responsibility and duty to the Company.
The Board has a fiduciary duty to conduct its business in the best interest of the Company and, in discharging its duty, ensures that the Group performs in the best interests of its stakeholders. The Company's key stakeholders include present and future investors, customers, business partners, employees, regulators and the societies in which it operates.
NON-EXECUTIVE DIRECTORS
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| ROY CECIL ANDERSEN (63) |
| CA(SA) CPA (Texas) |
| INDEPENDENT NON-EXECUTIVE CHAIRMAN |
| Roy was appointed to the Board in 2003 and became chairman in 2004. He is chairman of the nomination committee, a member of the remuneration & human resources committee, the health, safety & environment committee and the social & ethics committee, and a trustee of The Murray & Roberts Trust. Roy is a director of A spen Pharmacare Holdings, Nampak, Sasfin Bank and Virgin Active Group, and a member of the King Committee on Corporate Governance. |
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| DAVID (DAVE) DUNCAN BARBER (58) |
| FCA (England & Wales) AMP (Harvard) |
| INDEPENDENT NON-EXECUTIVE CHAIRMAN |
| Dave was appointed to the Board in 2008. He is chairman of the audit & sustainability committee and a member of the risk management committee. Dave is a director of AFGRI Limited. |
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| NAMANE MILCAH MAGAU (59) |
| BA EdD (Harvard) MEd BEd |
| INDEPENDENT NON-EXECUTIVE DIRECTOR |
| Namane was appointed to the Board in 2004. She is a member of the remuneration & human resources committee and the health, safety & environment committee, and trustee of The Murray & Roberts Trust. Namane was formerly the President of International Women’s Forum and the Businesswomen’s Association. She is a director of companies including Santam and Merrill Lynch South Africa. Namane is a member of the University of Cape Town Business School Advisory Board. |
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| JOHN MICHAEL (MICHAEL) McMAHON (64) |
| PrEng BSc Eng (Glasgow) |
| INDEPENDENT NON-EXECUTIVE DIRECTOR |
| Michael was appointed to the Board in 2004. He is a member of the health, safety & environment committee. Michael is a director of Central Rand Gold and Impala Platinum Holdings. |
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| WILLIAM (BILL) ALAN NAIRN (66) |
| PrEng BSc Eng (Mining) |
| INDEPENDENT NON-EXECUTIVE DIRECTOR |
Bill was appointed to the Board on 30 August 2010. He was a member of the health, safety & environment committee until 30 June 2011, whereafter he became chairman. He is also a member of the risk management committee. Bill is a non-executive director of
AngloGold Ashanti and non-executive chairman of MDM Engineering Group Limited and of the Procurement Committee for MTN Group Limited. |
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| ANTHONY (TONY) ADRIAN ROUTLEDGE (63) |
| BCom CA(SA) |
| INDEPENDENT NON-EXECUTIVE DIRECTOR |
| Tony was appointed to the Board in 1994. He is a member of the audit & sustainability committee, the remuneration & human resources committee and the social & ethics committee, and a trustee of The Murray & Roberts Trust. |
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| MAHLAPE SELLO (49) |
| LLB, Master of Arts and Law (Russia) |
| INDEPENDENT NON-EXECUTIVE DIRECTOR |
| Mahlape was appointed to the Board in 2009. She is chairperson of the social & ethics committee and member of the audit & sustainability committee. She was appointed to the nomination committee subsequent to the year-end. Mahlape serves on the Johannesburg Bar Council and is a member of the South A frican Law Reform Commission. |
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| SIBUSISO PATRICK SIBISI (56) |
| BSc Physics (Hons) PhD (Cambridge) |
| INDEPENDENT NON-EXECUTIVE DIRECTOR |
| Sibusiso was appointed to the Board in 2007. He is chairman of the risk management committee and a member of the nomination committee. He is president and CEO of the CSIR, director of Liberty Group and a member of the Roedean School Board of Governors. Sibusiso was a Fulbright Fellow at the California Institute of Technology in 1988. |
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| ROYDEN THOMAS VICE (64) |
| BCom CA(SA) |
| INDEPENDENT NON-EXECUTIVE DIRECTOR |
| Royden was appointed to the Board in 2005. He is chairman of the remuneration & human resources committee and a member of the risk management committee and nomination committee. He is also a trustee of The Murray & Roberts Trust. Royden is chairman of Hudaco Industries, a Governor of Rhodes University and previously CE of Waco International. |
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