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IoDSA
Governance Assessment Instrument
Information
2010
Custodians of Corporate Governance.
Introduction
Currently the King Report on Corporate Governance in Southern Africa, 2009 (King III) together
with relevant legislation, sets the standard and principles for corporate governance in South Africa.
There is however no credible and generally accepted national standard available for measuring how
various organisations are performing against the appropriate standard.
The Governance Assessment Instrument (GAI)
The IoDSA has developed a governance assessment instrument in the form of an automated web-
based tool that will serve as both a measure and an enabler of good corporate governance
structures, policies and procedures.
The design of the instrument is such that it can be employed towards different intents, including:
• Implementation of King III
• Assessment of implementation and
• Reporting on application of King III and other relevant governance standards.
The assessment criteria in the GAI are based on the Principles and recommendations contained in
King III and those provisions of the Companies Act, 2008 and the JSE Listing Rules that pertain to
governance. Each assessment criterion has an appropriate answer set and weighting attached to it
which takes account of the relative impact that it has on the overall governance at an organisation
in relation to the other criteria. The benefit of this is that skewed results are avoided.
On completion of the assessment questions, the GAI generates reporting that consists of the
following:
• An overall result
• A traffic light indicator and dashboard per assessment category and
• Narrative reporting with various degrees of detail depending on the requirement of the user.
The current live module has been developed for “Public and Large Private Companies”. However, a
unique feature of the GAI is that it will consist of different modules customised to cater for the needs
of also SMEs, non-profit organisations, medical aid schemes, retirement funds and the various
types of government entities. These additional modules to the GAI will therefore, in essence entail
tailoring King III for application by each of these sectors. The additional modules will become
available for use during the second half of 2010.
Due to the independent verification capability thereof and the fact that it will, over time, establish
standards and a statistical benchmark for different sectors and industries, the IoDSA foresees that
the assessment instrument will evolve to become an enabler of transparent, credible and
measurable reporting to stakeholders.
Custodians of Corporate Governance.
Founding Partners
The IoDSA would like to thank the following Founding Partners for their financial support and pilot
feedback in the development of the GAI.
Custodians of Corporate Governance.
The Subscription Process
The web link to the tool is accessible via the IoDSA website - www.iodsa-gai.co.za.
Organisations interested in using the GAI may follow the following processes:
Option 1 – Obtaining user license
1. Complete registration form and forward to gai@iodsa.co.za
2. Accept and sign User License Agreement
3. Within 1 working day, a username/password will be forwarded to the designated contact
person
4. On initial log in, user will be required to change username/password for security purposes
5. Invoice will follow for payment by either,
a. Monthly billing in advance, or
b. 1 year annual subscription upfront with 10% early settlement discount
Option 2 – Registering for trail of product
1. Complete registration form and forward to gai@iodsa.co.za , indicate trail version
2. Within 1 working day, a username/password will be forwarded to the designated contact
person
3. 30 day trail provide with 5% of GAI to assess suitability and functionality
4. Should the organisation then wish to covert to the full license, steps 2-5 of Option 1 will
apply.
Supporting Documents
Included herewith, please find the following, for further information:
• Registration form
• User License Agreement
Costing Model & Terms
Contract Period
The contract period is ONE YEAR. Thereafter the notice period is one month.
Licensing and Terms
The licensing terms are set out in detail in the licensing agreement.
Monthly subscriptions entitle the licensee access and use of the GAI. The license fee is payable
monthly in advance (1st of the month) or an annually in advance by choice of the licensee.
Payments are to be made by EFT, and or deposits are referenced with your account number or
fund registration number. Fees quoted are EXCLUSIVE of VAT.
Custodians of Corporate Governance.
Annual Discount
Where a Licensee has the preference for one annual invoice and payment, an early settlement
discount is offered of 10% of the annual value.
Pricing – Module: Public and Large Private Companies
1. FIRST YEAR SET-UP AND LICENSE FEE:
COMPANY MONTHLY LICENSE FEE (unlimited users)
Holding Company / Single entity R1 900
Subsidiary (2nd to 5th) R1 000 per subsidiary
5 Company License Fee bundle R5 000
Subsidiary (6th onwards) R 500 per subsidiary
20 Company License Fee bundle R10 000
Subsidiary (21st onwards) MINIMUM R 200 per subsidiary
2. RENEWABLE LICENSE FEES (FROM 2ND YEAR):
COMPANY MONTHLY LICENSE FEE (unlimited users)
Holding Company / Single entity R 950
Subsidiary (2nd to 5th) R 500 per subsidiary
5 Company License Fee R2 500
Subsidiary (6th onwards) R 250 per subsidiary
20 Company License Fee R5 000
Subsidiary (21st onwards) MINIMUM R 200 per subsidiary
Pricing for other modules and types of companies on request.
Custodians of Corporate Governance.
About the IoDSA
The Institute of Directors in Southern Africa (IoDSA) is the only organisation in southern
Africa that represents directors, professionals and business leaders in their individual capacities.
As the primary decision-makers in the private and public sectors, directors hold a special position of
leadership and trust and are responsible – both legally and morally – for determining the company’s
strategic direction and for the control of the company. The company is integral to society as the
creator of wealth and employment, and the role of the directors vitally important.
The purpose of the IoDSA is:
1. To be the role model for good governance, leadership and integrity;
2. To be the custodians of corporate governance; and
3. To develop and enhance professional directorship.
The IoDSA provides forums where decision-makers can network and exchange ideas for the
advancement of business and public affairs. The IoDSA also places a great emphasis on
encouraging members to improve their personal competencies through education and lifelong
learning. Boards and directors benefit from the Centre for Corporate Governance, whereby
interventions are offered, which will assist in improving a Board’s efficiency and effectiveness as a
whole. The center also offers well-researched and independent opinions and advice on technical
governance matters, and the advertising of non-executive director vacancies to our membership
base to assist with board appointments.
Internationally, the IoDSA maintains contact amongst business leaders and associations at the
highest level. These associations and affiliations represent a global network of directors and senior
executives reaching every corner of the business landscape. In southern Africa, membership
currently exceeds 4000 and is widely representative of commerce, industry, government and the
business professions, and spans the full spectrum of business from the largest public companies to
the smallest private enterprises. IoDSA members hold positions on the boards of many of the
companies listed on the Johannesburg Stock Exchange.
The profile of IoDSA members vary from directors of privately owned companies or professionals to
directors of publicly listed companies, leaders of parastatals as well as senior position holders in
the public sector.
The IoDSA’s goal is to properly represent all decision makers that ensure the success of private
and public enterprise, with a particular emphasis on increasing member diversity.
Although membership is limited to individuals, the IoDSA has valued patrons, endorsers and
partners. These are organisations that align themselves to the aims and objectives of the IoDSA by
supporting the Institute’s vision.
For further information on IoDSA services, please visit www.iodsa.co.za
Custodians of Corporate Governance.
Contact Information
Angela Oosthuizen Ansie Ramalho
Chief Operating Officer Director: Centre for Corporate Governance
Tel: 011 430 9900 Tel: 011 430 9900
Cell: 084 606 4444 Cell: 083 309 2343
Email: angelao@iodsa.co.za Email: ansier@iodsa.co.za
Natasha Bouwman Michael Lasch
Supervisor: Centre for Corporate Governance Governance Assesment Instrument (GAI)
Tel: 011 430 9900 GM: GAI Operations
Email: natashab@iodsa.co.za Cell: 083 377 0559
Email: gai@iodsa.co.za
Custodians of Corporate Governance.
Sample Views
Home Page
The Assessment Questions
Custodians of Corporate Governance.
The Dashboard
The Reporting - Summary
Custodians of Corporate Governance.
The Reporting - Exceptions
Custodians of Corporate Governance.
