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Integrated annual report 2011 to the shareholders of Phuthuma Nathi Investments Limited

Phuthuma Nathi Investments Limited
Report of the audit committee
for the year ended 31 March 2011


As the company’s only asset is an investment in MultiChoice South Africa Holdings (Proprietary) Limited, the board deems it appropriate that all its members be appointed to the audit committee. The audit committee has pleasure in submitting this report, as required by sections 269A and 270A of the Companies Act No 61 of 1973 (“the Act”).

Functions of the audit committee

The audit committee has discharged the functions ascribed to it in terms of the act as follows:
  • Reviewed the year-end financial statements, culminating in a recommendation to the board to adopt them. In the course of its review the committee:
  •   took appropriate steps to ensure that the financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and in the manner required by the Companies Act of South Africa
      considered and, when appropriate, made recommendations on internal financial controls
      dealt with concerns or complaints relating to accounting policies, internal audit, the auditing or content of annual financial statements, and internal financial controls, and
      reviewed legal matters that could have a significant impact on the organisation’s financial statements.
  • Reviewed external audit reports on the annual financial statements.
  • Verified the independence of the external auditor and nominated PricewaterhouseCoopers Inc. as the auditor for 2011 and noted the appointment of Mr K J Dikana as the designated auditor.
  • Approved audit fees and engagement terms of the external auditor.
  • No non-audit services have been provided by the external auditor.

Members of the audit committee

The audit committee consists of the non-executive directors of the company. All the members act independently as described in section 269A of the Companies Act No 61 of 1973, as amended.

  Name of
committee member  
  P O Goldhawk       Chartered Accountant (SA) 
  M Langa       Diploma in Offset Litho Printing (London College of Printing) and Certificate in Periodical Journalism (University of London) 
  C P Mack       LLB – University of Cape Town  


The external auditor, in his capacity as auditor to the company, attended and reported at the meeting of the board and audit committee. Relevant senior managers attended meetings by invitation.

Confidential meetings

Audit committee agendas provide for confidential meetings between the committee members and the external auditor.

Independence of external auditor

During the year under review, the audit committee reviewed a representation by the external auditor and, after conducting its own review, confirmed the independence of the auditor.

Expertise and experience of finance function

The committee satisfied itself that the composition, experience and skills set of the finance function met the company’s requirements.

Discharge of responsibilities

The committee determined that during the financial year under review it had discharged its legal and other responsibilities as outlined in terms of the Act. The board concurred with this assessment.

P O Goldhawk
On behalf of the audit committee of the board

8 July 2011