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Governance and Remuneration: Chairman’s Introduction

The Board and management team of Mediclinic are committed to maintaining strict principles of corporate governance and the highest standards of integrity and ethics which are embedded in the Company’s corporate culture and values. Mediclinic’s corporate governance structures support effective strategy delivery and are focused on building and maintaining a sustainable business. It also supports the Company’s commitment to responsible corporate citizenship in every country and community in which it operates.

In the Corporate Governance Statement that follows, feedback is given on the governance framework, as well as on meetings, principal activities, composition and diversity of the Board and on measures taken to ensure the Board’s accountability to wider stakeholders. Every Director demonstrated commitment to Mediclinic throughout the year through their meeting attendance and the high quality of their contributions at those meetings. The Nomination Committee and the Board continued to demonstrate their commitment to succession planning during the year and targeted diverse pools of talent from which to recruit the right individuals. This was demonstrated with the appointment of Dr Ronnie van der Merwe as CEO successor to Mr Danie Meintjes from 1 June 2018 and the appointment of Dr Anja Oswald as an independent non-executive Director in July 2018. Further, the continued involvement of Mr Meintjes as a non-executive Director from 1 August 2018 has reinforced the Board’s view that his move from executive to non-executive Director continues to be in the best interests of the Group, its shareholders and other stakeholders in view of the wealth of knowledge and experience he has gained over his 30 years at Mediclinic.

The above changes represent key steps in a phased succession plan, further demonstrated by the planned retirement of Mr Desmond Smith as Senior Independent Director (“SID”) and Chairperson of the Audit and Risk Committee at the conclusion of the Company’s AGM on 24 July 2019 and the nomination of Mr Alan Grieve as his successor in both roles from this date. Succession will continue to be a key priority for the Nomination Committee and for the Board, including non-executive Directors.

The key elements of the Company’s governance structures include:

  • managing the business in a sustainable manner;
  • ensuring good clinical outcomes and quality healthcare;
  • upholding strict principles of corporate governance, integrity and ethics;
  • maintaining effective risk management and internal controls;
  • engaging with stakeholders; and
  • offering employees competitive remuneration packages based on the principles of fairness and affordability.

Further details are included in this Annual Report, as well as in the Clinical Services Report and the Sustainable Development Report.

I remain confident that the Board, supported by an effective management team and governance structure, is well placed to continue to drive long-term value for stakeholders and maintain Mediclinic’s leading position in the international healthcare market.

As mentioned in the report that follows, the Financial Reporting Council (“FRC”) published the 2018 UK Corporate Governance Code (“2018 Corporate Governance Code”) in July 2018 which will apply to Mediclinic in respect of the 2019/2020 financial year. The Board has reviewed the new requirements and welcomes its focus on the themes of corporate and Board culture, stakeholder engagement and sustainability.

Dr Edwin Hertzog

Non-executive Chairman

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