Integrated Report 2018

PPS

INTEGRATED REPORT 2018

GOVERNANCE STRUCTURE

CORPORATE

GOVERNANCE REPORT

GOVERNANCE

The holding entity of the PPS Group is the Professional Provident Society Holdings Trust (PPS Holdings Trust). Its

primary operating subsidiary is Professional Provident Society Insurance Company Limited (PPS Insurance). The key

operating subsidiaries of PPS Insurance are Professional Provident Society Short-Term Insurance Company Limited

(PPS Short-Term Insurance), Professional Provident Society Investments Proprietary Limited (PPS Investments) and

Professional Provident Society Healthcare Administrators Proprietary Limited (PPS Healthcare Administrators). Good

corporate governance is an integral part of the PPS Group’s operations and the PPS Group is fully committed to the

principles of King IV and the Prudential Standards. In terms of the Prudential Standards, Risk Management and Internal

Controls for Insurers (GOI 3), PPS Insurance is required to adopt, implement, and document an effective governance

framework that provides for the prudent management and oversight of its insurance business and adequately protects

the interests of its policyholders.

The governance framework consists of three parts being:

• Boards and board committees – This pertains to the composition, governance and structure of the PPS Holdings

Trust Board of Trustees, the PPS Insurance Board of Directors, the boards of directors of the operating subsidiary

companies, with well-defined roles and responsibilities, as well as statutory and other board committees, being the PPS

Holdings Trust Audit Committee, the Group Audit, Risk, Social and Ethics, Actuarial, Remuneration and Nominations

Committees, as well as the Risk and Audit Committees established by certain subsidiaries.

PPS MEMBERS

PPS Holdings Trust Board

of Trustees

PPS Holdings Trust

Audit Committee**

Nominations Committee

PPS Insurance Company Board

Subsidiary Company Boards

Remuneration

Committee

Social and Ethics

Committee*

Risk Committee

Actuarial

Committee

Group Audit

Committee*

Executive Management Committee

Risk Management

Function

Compliance Function

Actuarial Function

Internal Audit

External Audit

* These are statutory committees with a direct reporting line to the PPS Insurance Board.

** This is a statutory committee, required in terms of the Trust Deed of PPS Holdings Trust, with a direct reporting line to the PPS Holdings

Trust Board.

These functions also have direct reporting lines to the appropriate board committees.

External audit also has a direct reporting line to the boards of PPS Holdings Trust, PPS Insurance and its subsidiaries, and to PPS members.