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AGM 2023

Results of the CGISA AGM 2023
The Institute’s AGM was held on 7 June 2023 at 17:30, in a hybrid format at the Institute’s offices and virtually using the Lumi platform.

Resolutions were passed and the results were as follows:

Resolution 1 – Moores Johannesburg Inc, represented by Tinotenda Chiripanyanga, was appointed as the external auditor for the following year. The resolution was passed with an 98.51% majority.

Resolution 2 – Two members were elected to the CGISA board for a three-year term of office:

  • Leigh Roos FCG, Company Secretarial Representative and Deputy Information Officer at Bid Corporation Ltd. Leigh also gained experience from her years with Bidvest, Netcare and the JSE. Leigh has a deep understanding of corporate governance principles and regulation, and the ability to ensure compliance with legal requirements and best practice.
  • Janis Rosenberg (née Jordaan) FCG, LLM, LLB, Assistant Company Secretary at Exxaro Resources Limited, having previously worked as a legal researcher in local government at the Community Law Centre and served an internship in Legal Services at the National Council of Provinces. Janis has been a law lecturer, and devoted time and effort to a variety of non-governmental organisations, with a commitment to contributing to nation building efforts.

Resolution 3 – Authority to sign all documents required for implementation of the resolutions passed at the meeting was approved. The resolution was passed with a 100% support.

The honorary officers for 2023/2024 are as follows:

  • President: Sandile Mbhamali
  • Senior Vice President: Sharon Clarke
  • Vice President: Deolinda da Silva
  • Past President: Sonia Giuricich

The President’s address
The president welcomed members to the first hybrid annual general meeting, being held in-person at the Institute’s offices and virtually on the Lumi platform.

The international Council of The Chartered Governance Institute was successfully held in Cape Town in October 2022, providing the Institute with an opportunity to showcase the true value of CGISA in Southern Africa and its contribution to shaping business behaviour. The international Council was followed by the first local Premier Corporate Governance Conference since COVID-19 in Johannesburg, with relevant and thought-provoking presentations to 200 local and international members and delegates.

Despite the challenging economic circumstances, the Institute reported a surplus of R2.5m, made possible by the ongoing support of its Board, members, and CEO and his team.

The CEO’s address

Stephen Sadie presented an update on the Institute’s activities during 2022 with reference to the four pillars of the strategic plan. The Institute faced various challenges, but safely reached its desired destination. The CEO discussed how governance failures at Eskom had contributed to the current crisis.

Members are encouraged to access the CEO’s presentation and read CGISA’s Integrated Report.

Minutes of the AGM 2023

The following questions were answered during the proceedings:

  • The Institute has 800 students.
  • The Institute had launched a project to upgrade its management information system, phase 1 having been completed, and phase 2 continuing. Costs to-date related to the integration of the new systems.
  • The appointment of Moores Johannesburg Inc as auditors was expected to result in a savings of R150 000 per annum

Sonia Giuricich presenting the President's address    

Stephen Sadie presenting the CEO's address

Sandile Mbhamali (Senior Vice President) and Sandra Saunders (Company Secretary)

Geoffrey Wattrus hands over the Past President’s medal to Sonia Giuricich

Sonia Giuricich hands over President’s medal to Sandile Mbhamali

Sandile Mbhamali hands over Vice President’s medal to Deolinda da Silva

AGM in session

Geoffrey Wattrus

Sonia Giuricich, Sandile Mbhamali, and Deolinda da Silva

Jennifer Maybery and Takie Nengovhela

Members after the AGM

Sandile Mbhamali and Leigh Roos (new director)

Director Cathie Lewis

Sandile Mbhamali with Takie Nengovhela

Director Simon Akala

Directors Adrienne Mattiuzzo and Fiona Maskell

AGM 2022

Results of the CGISA AGM 2022

The Institute’s AGM was held on 8 June 2022 at 17:30, conducted virtually using the Lumi platform.

Resolutions were passed and the results were as follows:

Resolution 1 - To re-appoint Mazars, represented by Miles Fisher, as the external auditor of the company for the following year. The resolution was passed with an 86.08% majority.

Resolution 2 - Two members were elected to the CGISA board:

  • Cathie Lewis

FCG, M. Studies in Sustainability Leadership, LLM, LLB, B Proc, BA.

Cathy is founder of Earth Energy (Pty) Ltd, an ESG, climate change and water governance consultancy. Cathie serves on the Institute’s technical committee, has written articles on and presented webinars on climate change for the Institute. She was elected with 91.30% majority.

  • Adrienne Mattiuzzo

ACG, B Com, H Dip in Labour Law, Certificate in Advanced Company Law I and II.

Adrienne is the assistant company secretary at Capital Propfund (Pty) Ltd, a subsidiary of Fortress REIT Limited. She has also been an examiner for the Institute since 2016.   She was elected with a 57.97% majority.

Resolution 3 - To authorise signature of all documents required for implementation of the resolutions approved at the meeting. The resolution was passed with a 100% support of the meeting.

The honorary officers for 2022/23 are as follows:

  • Sonia Giuricich - President
  • Sandile Mbhamali - Senior Vice President
  • Sharon Clarke - Vice President
  • Lynelle Bagwandeen - Past President

The president’s address

The president welcomed members to the Institute’s AGM, being held virtually for the third time. She thanked Lumi for their outstanding service and for hosting this virtual meeting, allowing maximum participation by members across Southern Africa.

She noted that ESG was emerging as a significant issue to companies, and members were encouraged to familiarise themselves with the changes, knowing that the Institute would assist through publications, ongoing training sessions and webinars presented by industry experts.

She added that significant developments on the ESG front included the publication of prototype standards by the International Sustainability Standards Board (ISSB), covering the general requirements for sustainability disclosures and climate-specific risks and opportunities, with a global baseline of sustainability standards anticipated by the end of 2022, and IFRS standard settings to follow. The JSE has published its Sustainability Disclosure Guidance, and the Securities and Exchange Commission (USA) has announced the first fine for an alleged ESG disclosure failure.

She thanked the CEO, Stephen Sadie and his team, who have navigated challenging times successfully, with the support of the board.

The CEO’s address

Stephen Sadie presented an update on the Institute’s activities of 2021. He used the analogy of a house being hit by a storm in 2020 which caused considerable damage to the roof tiles and windows. Through the course of his presentation, he showed how the roof was repaired and the renovations undertaken on the house to make a major recovery in 2021. He indicated that the house had strong foundations which were built over the past 110 years. The year ended with a R4.2 million surplus indicating a major recovery from 2021.

Sadie used the integrated reporting framework of the 5 capitals as the structure of the presentation. Under each capital, he illustrated the major gains and challenges of 2021.

Please see the CEO's address click here

Minutes of the CGISA AGM 2022

Thank you to all the members who participated in the AGM.

AGM 2021

Results of the CGISA AGM 2021

The Institute’s AGM was held on 9 June 2021. This was the Institute’s second virtual AGM, which was conducted by Lumi.

Resolutions were passed and the results were as follows:

Resolution 1 - To re-appoint Mazars, represented by Miles Fisher, as the external auditor of the company. The resolution was passed with a 97.56% majority.

Resolution 2 - Four members were elected to the CGISA board:

  • Deolinda da Silva, FCG, Head of Travel at Comair Ltd and member of CGISA’s Finance and Risk Committee. She was elected with a 97.3% majority.
  • Fiona Maskell, FCG, BSc (Hons), BSc, Company secretary for Munich Reinsurance Company of Africa and member of CGISA’s Social and Ethics Committee. She was elected with a 91.89% majority.
  • Lindelwa Mngomezulu, FCG, LLM, LLB, Company secretary for Air Traffic and Navigation Services SOC Ltd and member of CGISA’s Technical Committee. She was elected with a 92.68% majority.
  • Simon Akala, FCG, MBA, Director at Miteyo Investment Consulting and Projects and a member of CGISA's PPG committee. He was elected with a 91.89% majority.

Resolution 3 - To allow any director of the Company, the CEO or the Company Secretary to sign all such documents and do all such things as may be necessary for or incidental to the implementation of the ordinary resolutions to be proposed and approved at this annual general meeting. The resolution was passed with a 100% majority.

The president’s address

Welcome to all members and members of the board. This is our second AGM held by way of an electronic platform due to Covid. We recognise the loss of friends and family due to the pandemic, which has presented a challenging year for everyone – on a global basis. CGISA has not been immune to the impact of Covid and I would like to give thanks to Stephen Sadie, Jenny Maybery, Sandy Van Niekerk, Sabrina Paxton and all the wonderful staff who have dedicated – and continue to dedicate - considerable effort to ensuring that CGISA rises above these challenges. This was also the year that our much beloved Baldwin Masethla retired after more than 50 years of service and we wish him the very best going forward. We also thank our long standing board members Sikkie Kajee, Robert Likhang, Chris Wilson and Karyn Southgate, who will be retiring after this meeting, having served on the board for the past nine years. We welcome our new members, staff and board members to our family and look forward to a prosperous year ahead.

Please see the CEO's address click here

Minutes of the CGISA AGM 2021

The honorary officers for 2021/22 are as follows:

- Lynelle Bagwandeen as President
- Sonia Giuricich as Senior Vice President
- Sandile Mbhamali as Vice President
- Karen Robinson as Past President

Thank you to all the members who participated in the AGM.

AGM 2020

Results of the CGISA AGM 2020

The Institute’s AGM was held on 10 June 2020. This was the Institute’s first virtual AGM, which was conducted by Lumi.

The honorary officers for 2020/21 are as follows:

- Sonia Giuricich as Vice President
- Lynelle Bagwandeen as Senior Vice President
- Karen Robinson as President
- Robert Likhang as Past President

Resolutions were passed and the results were as follows:

Resolution 1 - To re-appoint Mazars, represented by Miles Fisher, as the external auditor of the company was passed with a 98.46% majority.

Resolution 2: Three individuals were elected to the CGISA board.


Resolution 3: To allow any director of the Company, the CEO or the Company Secretary to sign all such documents and do all such things as may be necessary for or incidental to the implementation of the ordinary resolutions to be proposed and approved at this annual general meeting. The resolution was passed with a 98.55% majority.

Please see the President's address click here

Please see the CEO's address click here

Minutes of the CGISA AGM 2020

Thank you to all the members who participated in the AGM.

AGM 2019

Results of the CGISA AGM 2019

President Sikkie Kajee welcomed members to the AGM.

The honorary officers for 2019/20 are as follows:

- Lynelle Bagwandeen as Vice President
- Karen Robinson as Senior Vice President
- Robert Likhang as President
- Sikkie Kajee as Past President

Resolutions were passed and the results were as follows:

Resolution 1 - To re-appoint Mazars, represented by Naomi Swartz, as the external auditor of the Company Resolution was passed unanimously.

Resolution 2 - Three individuals were re-elected/elected to the CGISA board. Re-elected: Karen Southgate, Business Owner and Director, Tidysum Accounting Solutions

Elected:

Resolution 3 - Authority to be granted to any director of the company, the CEO or the company secretary to sign all such documents and do all such things as may be necessary for or incidental to the implementation of the ordinary resolutions Resolution was passed unanimously.


Stephen Sadie, reports to members on 2018

Members voting on the resolutions

Baldwin Masetlha receives his meritorious award from Bob Lees

Outgoing President Sikkie Kajee hands over the President’s medallion to Robert Likhang

Robert Likhang, newly elected President welcomes Lynelle Bagwandeen, as newly elected Vice President

Suraya Periah, newly elected Director, Lynelle Bagwandeen, newly elected Vice President and Shamida Smit, outgoing Past President

Jacqui Baumgardt receives her meritorious award from Jill Parratt

Tinty Mpye, PPG Committee Member and Yvonne Jeffries, former PPG Committee Chairman

Members at the AGM

John Roberts, Robert Likhang, Bob Lees and Stephen Sadie