As a non-profit company, Cricket South Africa is subject to the corporate governance, disclosure and other legal requirements of the Companies Act, No 71 of 2008. Although not obliged to do so, CSA applies most of the King Code of Governance Principles (King III Code). An obvious departure from the King III Code is the fact that the majority of directors are not independent, nor does the board have executive directors. These departures were imposed on CSA by SASCOC to whom it is affiliated.
The Board considers sound corporate governance structures and processes as pivotal in delivering responsible and sustainable growth in the sport of cricket and the business of CSA in the interests of all stakeholders.
These governance structures and processes are regularly reviewed by the Board and, where necessary, are adapted to reflect national and international best practice.
The highest decision making body at CSA is the Members Forum, which currently is made up of the 12 Affiliate Presidents plus the President and Vice-President of CSA, who were elected from the ranks of the Affiliate Presidents. The Members Council sets general policy for CSA.
The Board of Directors of CSA (“the Board”) is responsible for the strategic direction of the organisation and exercises control over the affairs of CSA through the governance framework, which includes reporting to the Board, its committees and a system of assurance on internal controls.
The Board, in terms of CSA’s Memorandum of Incorporation (“MOI”), is currently composed of 7 (seven) non-independent directors (who are Presidents of Affiliates and therefore involved with cricket) and 5 (five) independent directors, i.e. persons, who, apart from their CSA directorships, are not involved with cricket. These independent directors were selected and nominated for appointment as such by a nomination process that was comprised of persons who were independent of CSA. The independent directors bring a wealth of experience on the legal, accounting and business front to CSA’s governance processes.
The term of directors is 3 (three) years and a director is eligible for election for an additional 3 (three) year term.
The Chief Executives’ Committee is an important planning and operational committee serving under the Chief Executive (CE) of Cricket South Africa (CSA). The committee is intended to serve as an advisory committee to the CE and is entitled to make strategic and operational recommendations to the CE and the Board of CSA.
The composition is as follows:
CSA has a whistle-blowing policy in which it encourages personnel to come forward anonymously and report issues of maladministration, conflict of interest and corruption. This applies to players, staff and other stakeholders. The process is managed by Deloitte and Touche.