Independent Chairperson: Sasolmed at Sasol

Purpose of Job

• The Independent Chairperson provides objective, ethical, and strategic leadership to the Board of Trustees (the Board), ensuring that Sasolmed (the Scheme) is governed in the best interests of its members. The Chairperson is responsible for promoting effective governance, facilitating sound decision-making, and overseeing a Board and Scheme Management team (the Management) culture that ensures compliance with applicable legislation and governance standards.

Key Accountabilities
Strategic Leadership and Direction

• Lead the Board in defining the Scheme’s strategic objectives and ensuring alignment with member needs and long-term sustainability.
• Facilitate annual strategic planning sessions and monitor execution of strategic initiatives.
• Ensure the Board remains focused on its governance and oversight responsibilities, rather than operational management.

Governance Oversight

• Ensure the Scheme complies with the Medical Schemes Act, CMS regulations, King VTM, and all other relevant legislation, governance standards and best practice.
• Oversee Management’s implementation of governance policies, including ethics, risk, compliance, and internal controls.
• Ensure appropriate Board and Trustee performance evaluations are conducted at least every two years.

Board Leadership and Facilitation

• Chair Board meetings, ensuring that meetings are effective, well-structured, and properly minuted.
• Set Board agendas in consultation with the Management and committee chairs.
• Facilitate open, balanced, and constructive deliberations while preventing dominance by any individual trustee, provider or stakeholder group.
• Ensure trustees understand their fiduciary duties and adhere to the Scheme’s Code of Conduct.

Independence, Ethics, and Conflict Management

• Act as the custodian of ethical leadership and uphold the highest standards of integrity.
• Ensure that conflicts of interest are declared, recorded, and managed appropriately.
• Ensure that the Board maintains an arm’s-length relationship with administrators, managed care organisations, brokers, and all service providers.
• Serve as a neutral leader, free from direct or indirect influence by stakeholder groups (e.g. employer, trade unions, administrator and service providers).

Oversight of the Principal Officer and Management team

• Provide support and guidance to the Principal Officer (PO), who in turn will manage the whole Management team, while ensuring accountability.
• Oversee performance management, succession planning, and the evaluation of the PO.
• Facilitate constructive engagement between the Board and Sasol (the employer and sponsor) representatives, collectively striving to enhance the Sasol employee value proposition.
• Ensure, through the relevant Scheme governance structures and committee, that appropriate, effective and fit-for-purpose Delegations of Authority are implemented and maintained.

Committee Oversight

• Oversee the structure and efficacy of Board committees.
• Lead and oversee the Board deliberations on the appointment of committee chairs (where applicable), and ensure committees operate within approved terms of reference.
• Receive and integrate committee reports into Board deliberations.

Stakeholder and Regulatory Engagement

• Represent the Scheme at high-level engagements with the regulator, industry bodies, and key stakeholders.
• Ensure transparent and responsible communication with members, including through the annual report and general meeting(s).
• Oversee the Board and Management’s response to CMS queries, inspections, governance assessments, or compliance reviews.

Business Leadership

• Lead the Board in driving sustainable financial management, ensuring prudent financial management considering financial statements, actuarial forecasts and risk reports.
• Provide steady, independent leadership during periods of organisational risk, disputes, or regulatory scrutiny.
• Ensure appropriate risk governance and that mitigation plans are in place for operational, financial, and compliance risks.

Qualifications and Experience

• 14+ years relevent experience
• Proven experience as a board chairperson, executive leader, and/or non-executive director, preferably in financial services, healthcare, or other highly regulated sectors.
• Expert understanding of legal and governance frameworks (King VTM, fiduciary duties, and industry regulation).
• Familiarity with medical scheme structures, health funding models, and relevant legislation (advantageous).
• Minimum undergraduate qualification in Commerce, Health Sciences, or Law, preferably aided by a postgraduate qualification.

Term and Performance

• The Chairperson’s term of office shall be three years, to be renewed if mutually agreed, with a three month notice period.
• The Chairperson can serve a maximum of three terms.
• Annual evaluations shall be conducted to assess performance, independence, and contribution to governance effectiveness.
• The maximum age of the Chairperson shall be 60 years of age, as at the start of their term.

Independence Requirements

• The Chairperson must meet the independence criteria set by the Board, including:
• Not being a member of the Scheme, or employed or contracted by or to its administrator, or service providers.
• No material relationship with the employer, trade unions, or brokers.
• No financial or personal interests that may impair independent judgement.

Personal Attributes

• Independence of mind and absence of conflicts of interest.
• Ethical, objective, and impartial leadership style.
• Strong interpersonal skills and emotional intelligence.
• Commitment to member-centric governance.

Leadership Competencies

• Strong strategic and analytical capability.
• Effective facilitation and decision-making skills.
• Ability to build consensus and promote constructive debate.
• High level of financial literacy and risk awareness and business ownership.
• Builds Talent through investing in the development of others, aligning stretch opportunities to colleagues' personal goals and proactively providing feedback
• High commercial agility by utilizing strong business acumen to make effective commercial decisions at pace.
• Focus on customer centricity by engaging and researching their customers, integrating their requirements to inform business decisions.
• Delivers excellence by creating robust approaches to delivery, effectively problem-solving and managing performance to achieve results.
• Demonstrates self-awareness, actively works to improve their development areas, and seeks feedback.
• Innovates, works with agility, and leverages learnings at pace.
• Gathers external information to inform the business' strategy and forecast the impact of the operating environment on the business.
• Acts and communicates in a way that creates meaningful impact, builds confidence in others, and gains buy-in.
• Identifies new opportunities, builds and sustains win-win relationships and maintains a strong network of partners.