Passion is a word Capespan understands well. We’re passionate about providing that service to you.

We’re passionately committed to our producer and business partners. And we’re absolutely passionate about delivery. After all, Capespan is an international leader in delivering dew-fresh, world-class product and service solutions to global fruit trading partners 365 days a year. 

Mindful of its important role, Capespan grows unabated, continuing to strengthen and further mature its position by evolving in line with global trends. By guaranteeing our producers top-level technical support and ensuring that business partner requirements are met and often exceeded, Capespan continually affirms its position as supplier of choice. 

We offer you the spice of life - an astounding variety of produce. About 54 million cartons of product are delivered annually in 44 countries on six continents to our business partners, including the top 30 global retailers. Thus we enable more than 1 300 producers to fulfill their global supply objectives. 

New commercial varieties are developed in conjunction with producers and international business partners. This comprehensive product development initiative both improves sought-after ranges and introduces exciting new cultivars.  

Finally, providing clockwork delivery of nature’s choicest bounty throughout the year is the clout in our service. Because, Capespan delivers.

Corporate Governance - Capespan Board and Board Committees

Adherence to Corporate Governance

The directors of Capespan are committed to achieving and upholding good corporate governance as embodied in the King III Report.

The Board fully understands its responsibility to all stakeholders of the company.

The Board

As at 31 December 2009, the Board comprised of nine non-executive directors, four independent non-executive directors and two executive directors.

The directors have a wide range of expertise in the areas of fruit marketing, finance and general commerce.

The Chairman of the Board is a non-executive director and the roles of the Chief Executive Officer and Chairman are separate.

The Board Charter defines its responsibilities relative to matters contained in the King III Report and related legislation.

In addition, the Board monitors the delegation of authority, which is regularly reviewed and updated to various committees, subsidiary boards and members of management, and those matters that are reserved for the Board's authority.

The directors have a responsibility to become acquainted with all their duties, and the Company Secretary is responsible for ensuring that directors are kept abreast of all legislation and changes to the legislation. The directors are responsible for ensuring that the operations of the business are known to them to enable them to fulfil their fiduciary duties.

All directors are entitled to seek independent and professional advice concerning the affairs of the Group. The cost of such advice is paid for by the Group.

The Board meets on a quarterly basis or more frequently if circumstances require.

Board Commitees

 The Board has established three sub-committees, reporting to the Board:

• Audit Committee
• Remuneration Committee
• Nominations Committee

Audit Comitee

The Audit Committee has a charter with defined terms of reference setting out the roles, duties and responsibilities of the committee.

The Audit Committee is responsible for the review of the financial statements and accounting policies, the effectiveness of management information and other systems of internal control, the overall risk profile of the Group, compliance with statutory and regulatory requirements, interim and final reports, which reports the effectiveness of the internal audit function, external audit plans and fees and the findings of the internal audit function and the external auditors.

As at 31 December 2009, the Audit Committee comprised three members, all being non-executive, of which two are independent directors. The Chairman is an independent director. The Audit Committee meets at least four times per year.

These meetings are also attended by the internal and external auditors, the Managing Director and the Chief Financial Officer.

The internal and external auditors have unrestricted access to the Audit Committee and its Chairman.

During the financial year under review, KPMG Inc. were the external auditors for the Capespan Group and the Audit Committee is satisfied that they are independent.

Remuneration Committee

As at 31 December 2009, the Remuneration Committee consists of five non-executive directors (two of which are independent). It meets at least twice per year.

The purpose of the Remuneration Committee is to ensure that executive directors and senior management are remunerated fairly, responsibly and appropriately and that the remuneration scales and conditions of employment are market-related.

The performance of the Group Chief Executive Officer is assessed on an annual basis by the Remuneration Committee. The Group Chief Executive Officer assesses the performance of the executive directors.

Nominations committee

As at December 2009, the Nominations Committee comprised three non-executive directors (one independent director) and one executive director.

The purpose of the Nominations Committee is to set out the role, composition, authority, responsibilities and operations of the Nominations Committee. The committee supports and advises the board in relation to the selection and appointment of directors who are able to meet the needs of the company and the ongoing evaluation and review of the performance of the board.

Company Secretary

The Company Secretary is qualified to perform her duties in accordance with applicable legislation. All directors have access to the advice and services of the Company Secretary who ensures compliance with applicable procedures and legislation.

Directors' Interests

Full details of directors' interests are disclosed in writing by directors annually.

Internal Audit

The Group has an in-house audit function. The internal audit function reports to the Audit Committee and has unrestricted access to the Chairman of the Audit Committee, the CEO and Chairman of the Board.

During the year under review, no material malfunction has occurred in the Group's internal control system.

Ethics

The Group subscribes to sound principles of ethics and good business practice and the directors believe that the ethical standards and the criteria for compliance with these standards are being met.

A formal documented code of ethics is in place and is the prime source of reference for questions of an ethical nature.

Relations and Communication with Shareholders

The Board and Management of capespan are comitted to keeping shareholders informed of dvelopments in the business.