The Social and Ethics Committee has evolved from a largely compliance-focused committee into an important governance structure responsible for oversight of organisational ethics, responsible corporate citizenship, sustainability, stakeholder relationships and social impact.
This practical half-day course explains when a Social and Ethics Committee is legally required, how it must be constituted and appointed, and how it should perform and report on its responsibilities. It incorporates the amendments to sections 61 and 72 of the Companies Act and King V.
The course moves beyond merely listing the committee’s responsibilities. Delegates will learn how to develop an effective mandate, identify appropriate committee members, prepare a work plan, select meaningful indicators, obtain reliable management information, oversee ethics and sustainability risks, engage stakeholders and prepare the committee’s annual report to shareholders.
By the end of the course, participants should be able to:
Module 1: Understanding the role of the Social and Ethics Committee
1.1 Purpose of the committee
1.2 The evolving mandate
1.3 Practical discussion
Module 2: Which companies must appoint a committee?
2.1 Legislative framework
2.2 Companies required to establish a committee
2.3 Calculating the public-interest score
2.4 Applying the “two out of five years” test
2.5 Practical activity
Module 3: Exemptions, subsidiaries and implementation deadlines
3.1 Subsidiary exemption
3.2 Companies Tribunal exemptions
3.3 Exemption process
3.4 Timing requirements
Module 4: Composition, appointment and governance
4.1 Minimum composition
4.2 Public and state-owned companies
4.3 Other companies
4.4 Appointment considerations
4.5 Vacancies and continuity
4.6 Committee leadership
Module 5: The statutory mandate under Regulation 43
5.1 Social and economic development
5.2 Good corporate citizenship
5.3 Environment, health and public safety
5.4 Consumer relationships
5.5 Labour and employment
5.6 Escalation responsibilities
Module 6: Applying King V to the committee’s work
6.1 Status and application of King V
6.2 Governance outcomes
6.3 Ethical and effective leadership
6.4 Sustainable development and corporate citizenship
6.5 Stakeholder inclusivity
6.6 Committee structures and delegation
Module 7: Making the committee operational
7.1 Terms of reference
7.2 Annual work plan
7.3 Meeting management
7.4 Management information
Module 8: Reporting, assurance and evaluation
8.1 Statutory report to shareholders
8.2 Presentation of the report
8.3 Reliability and assurance
8.4 Evaluating committee effectiveness
Practical case study and course conclusion
