The board
  The group believes the board has a good spread of skill, gender and race. The board has strict performance criteria. Refer to the online section of the report at www.groupfive.co.za for the board members’ delivery on their key performance areas.

P (Philisiwe) Buthelezi CHAIRPERSON

P (Philisiwe) Buthelezi (48)
BA Economics, MSC in Economics (University of Paris, Sorbonne), MBA (UK)

Chairperson of nominations committee

Philisiwe provides strategic input to the group through her diverse knowledge of banking, capital markets and international investment in South Africa. As a skilled executive in both the private and public sectors, she provides insight into the South African landscape, with a particular focus on economic requirements and the strategic direction of policy makers. She has strong international business acumen, which has been very valuable to the group.

     
MR (Mike) Upton CHIEF EXECUTIVE OFFICER

MR (Mike) Upton (57)
BSc Electrical Engineering, Professional Engineer (Pr Eng), Business Management Diploma (Newcastle, UK), FSAIEE

Executive committee member, member of risk committee, member of social and ethics committee

Mike adds significant value to the development of the group’s strategy through his extensive experience in multi-disciplinary engineering and infrastructure contracts. He has a keen understanding of new business opportunities and how to deliver on them. Mike has an empowering management style, which has produced an inclusive culture enhanced by the diversity of ideas generated from within the group. He encourages the continuous development of employees and has entrenched a performance and quality-orientated culture.

     
cMF (cristina) Teixeira CHIEF FINANCIAL OFFICER

CMF (Cristina) Teixeira (39)
BCom, BCompt (Hons), CA(SA)

Executive committee member, member of social and ethics committee

During Cristina’s ten years at Group Five, with the last four as CFO, she has demonstrated her ability to manage the group’s complex and demanding local and global financial environment. Under her guidance, the group’s financial position has been very robust. She is also a valuable member of the group’s strategic development team. Cristina has led the group’s reporting strategy. This has been recognised through a number of awards for reporting and disclosure, including the Investment Analysts Society (IAS) award for six years in a row, as well as being the overall South African winner in 2010.

     
LE (Lindiwe) Bakoro LE (Lindiwe) Bakoro (38)
BCom, Post-graduate diploma in Accounting, H Dip Tax Law, MCom, CA(SA)

Chairperson of social and ethics committee, member of audit committee, member of remuneration committee

Lindiwe brings strong experience in project finance, with a particular focus on infrastructure projects. She has a questioning mind and strong financial acumen, providing valuable financial advice and guidance in support of the group’s financial position.

     
Baroness L (Lynda) chalker of Walla Baroness L (Lynda) Chalker of Wallasey (70) (British)
Fellow of the Institute of Statisticians, Recipient of nine UK honorary degrees

Member of audit committee*, member of nominations committee*

Lynda has extensive experience of working in Africa. She has deep insight into the dynamics of African business and politics, including interacting with African governments, resulting in an understanding of their fiscal policies and the regulatory environment. She also has a strong track record in community and social development. With her previous experience in the public sector and as a director in commodity-driven entities working in Africa, her understanding of the group’s sectors and clients provides critical assistance to the group.

* Retiring at upcoming AGM.

     
SG (Stuart) Morris SG (Stuart) Morris (66)
BCom, CA(SA)

Chairperson of audit committee,member of nominations committee, member of risk committee

Stuart is a very experienced executive in South Africa, with an ability to critically assess controls and financial risks and to advise on the adequacy of systems and procedures. He provides a solid sounding board to the group’s financial team and the chief financial officer. Stuart is also the board’s lead independent non-executive director. During the year, he continued to provide substantial value with respect to some material matters the group had to deal with, including the economic issues experienced in the Middle East.

     
dr JL (John) Job Dr JL (John) Job (67)
BSc (Hons), PhD in Physical Chemistry

Chairperson of remuneration committee, member of audit committee, member of risk committee

John brings significant operational, executive and strategic leadership experience to the group. He assists the group and management with evaluating new opportunities and is able to question decisions on a very practical level. He has a particularly strong ability to identify potential problem areas and provide advice on how those should be resolved. During the year he was instrumental in continuing to guide management in the Construction Materials disposal process.

     
OA (Oyama) Mabandla OA (Oyama) Mabandla (49)
Juris Doctor (Columbia University, New York), BA Political Science (University of California)

Member of audit committee, member of remuneration committee, member of social and ethics committee

Oyama was appointed in August 2011. He adds legal and commercial insight to the board and has a solid under standing of the socio-political landscape in South Africa and the rest of Africa. Oyama also contributes meaningfully to the strategic discourse within the group.

     
KK (Kalaa) Mpinga KK (Kalaa) Mpinga (51) (Congolese)
BSc Agricultural Economics, MSc International Agricultural Development

Chairperson of risk committee, member of audit committee, member of nomination

Kalaa brings significant experience in mining, construction, operations and relationships in Africa. He has a clear understanding of the over-border political and operating environment, with keen insight into effective risk management. His experience as an executive and shareholder of his own businesses also offers a constructive perspective to assist the board and management team. He is a strong supporter of the group’s African expansion strategy.

     
ddS (Struan) Robertson DDS (Struan) Robertson (British) (62)
BSc (Mech) Eng MBA

Member of audit committee, member of risk committee

Struan was appointed in August 2011. He brings international and very relevant industrial and engineering experience to the board. His experience of managing a major UK contracting business and his commitment to health and safety in the workplace has already been of particular benefit to the board.


Independent non-executive director
Executive director
Lead independent non-executive director
Non-executive director

Memberships listed are after the reconstitution of the existing committees and the introduction of the social and ethics committee. This is pending shareholder approval at the AGM. Refer to the online section of the report at www.groupfive.co.za for more information.