The JSE has amended its listing requirements to ensure that its listed companies have a policy in place to promote racial diversity at board level. These amendments have been implemented in conjunction with amendments dealing with the King IV Report on Corporate Governance, which was released in November 2016.

The amended requirements include the publication of an annual compliance report following the Broad-Based Black Economic Empowerment Amendment Act No. 46 of 2013 (the BBBEE Act), and a policy on the promotion of racial diversity at board level.

These amendments became effective from 19 June this year, explains Zeona Jacobs, the JSE’s Director of Marketing and Corporate Affairs. ‘We require all JSE-listed companies to publish an annual compliance report in line with the provisions of the BBBEE Act and how they are complying against this.

‘This disclosure requirement necessitates that listed companies publish such on their website, along with a notice of availability via the JSE’s news service, SENS.’

SENS can be accessed free of charge by the market, investors and other stakeholders, and is subscribed to by global and local news wire services that in turn provide all JSE-related SENS news on their own websites.

The second listing requirement is for all listed companies to have a policy in place that supports racial diversity of company boards. ‘Firstly, companies must have a policy on the promotion of racial diversity at board level and, secondly, need to disclose in their annual report how they are doing in relation to their own policy,’ says Jacobs.

In addition to the amended listing requirements on the promotion of racial diversity, the JSE further amended its listing requirements in support of the recommended practice in the King IV Report for listed companies to have a non-binding advisory vote on remuneration. The results of the vote must be announced on SENS, and the outcome of any engagement (if required) must be disclosed in the company’s annual report.

The above amendments will be effective as follows as per an implementation letter issued by the JSE: publication of the BBBEE annual compliance report was 19 June 2017; King IV Report disclosure is 1 October 2017; and disclosure in the annual report of the policy regarding the promotion of racial diversity at board level is 1 June 2018. Jacobs emphasises that ‘the JSE encourages early implementation of the new listing requirements’, something that many listed companies welcomed and embraced early in the year.

‘Before we made the amendments, we followed a consultative process with the market. At the same time, the Financial Services Board ran its own consultative process in the market to ensure that any amendments were the right move for the market.’

Jacobs confirms that the JSE welcomes the amendments, which synchronise well with the bourse’s support of the transformation of the SA economy and its own efforts in contributing towards it. ‘The exchange is committed to the transformation of our country’s capital markets,’ she says.

‘We recognise that we are in an influential position of being able to drive our broader eco-system that not only includes our listed companies, but investors and intermediaries too.’

By Kerry Dimmer
Image: Rogan Ward/Independent Contributors/Africa Media Online