An interview with George Poole, Group Company Secretary, Halfway Toyota Group of Companies, South Africa
• Company Secretary for the Halfway Group of Companies, incorporating Toyota, Ford, Nissan, Hyundai & Mazda dealerships throughout South Africa and Botswana, and interests in Insurance, IT, service stations, vehicle hire and an extensive property portfolio, with a particular focus on Corporate Governance
• Appointed CEO of the property division in 2016, currently involved in the development / construction of new dealerships, and restructuring of the Group
• Presenting on “Looking Back at King IV: Successfully Implementing Governance Principles on Day One Stream 1
• Chairperson on Day One and Day Two
How has the role of company secretaries/general counsels in Africa evolved towards ethical leadership?
At last year’s conference, chaired by Professor Mervyn King, we got a glimpse of the challenges being faced by Company Secretaries and General Counsels with regard to ethical leadership, and discussed ways of dealing with these challenges, and we left the conference feeling buoyed to go out and make a difference in each of our different environments. The wealth of information and passion with which Professor King encouraged all delegates to commit to ethical leadership, as advocated in King IV, had a profound effect on each of the delegates, and should have improved the level of understanding of King IV principles. This in turn would definitely have had a positive effect on ethical leadership in the Boardroom.
How has digitalisation and innovation changed your roles today?
Digitalisation and innovation have made our jobs much easier in general, but I still find that the “old” methods actually forced one to take more care in ensuring that the processes were followed properly, as there were no ‘shortcuts’ available. Digitalisation and innovation however do assist in getting the job done in half the time, and with a lot less use of paper, which is great from an environmental perspective.
What is the most significant challenge that you have faced in your current role and how did you overcome it to avoid conflict?
The most challenging aspect of my current role is educating Directors about their roles and responsibilities, and ensuring that they are aware of the huge responsibility which rests on their shoulders, in relation to their position as Directors. The differentiation between the legal persona of the company and their own persona has also been a challenge, as Directors in small to medium-sized companies generally believe that they own the assets of the company, and can do with those assets whatever they like. I have had personal experience in this regard, and will share some interesting stories in this regard with the conference this year.
How does an organisation stay abreast with the laws and legislation in today’s world?
The only way an organization can stay abreast with laws and current legislation effecting companies, is by attending seminars and receiving the latest updates and literature pertaining to this ever-changing environment. Being a member of an Association which is dedicated to staying up-to-date with the latest rules and regulations pertaining to companies, is also an invaluable way of staying current.
What are the steps taken to identify the challenges faced while complying to POPI and GDPR?
The General Data Protection Regulation (GDPR), the legal framework that sets guidelines for the collection and processing of personal information of individuals within the EU, and the corresponding Act in South Africa called the Protection of Personal Information Act (POPI) are actually quite similar, and steps should be taken by every company to ensure whether they need to comply with either, or both of these Acts, dependant on the environment that they do business in? The most common thought with regard to how we bring the POPI Act in line with GDPR is that Parliament would have to amend the Act, or the Information Regulator interpreting the POPI Act in line with GDPR. Either way, S.A. and African Companies would need to ensure whether they are required to comply with either or both Acts, and adjust their reporting processes accordingly.
Why is it important to manage data securely in an organisation?
Data Protection in an organisation is crucial, as organisations owe it to their staff, clients and customers to protect their details, and the organisation should confirm that the affected party is aware their information is secure, and that the organisation will do everything in their power to ensure that their information remains secure. Following proper data protection procedures is also crucial to help prevent cybercrimes by ensuring details, specifically banking, addresses and contact information, are protected to prevent fraud, eg. your clients or customers’ bank accounts being hacked. A breach in your data protection can be costly, and affected customers and staff, could, in some cases pursue legal action against your business. You can also leave yourself open to punishment for failing to comply with the Data Protection Act.
In your past experience, how have you transformed risks into opportunities?
Risks in a business are as common as sliced bread these day’s, and in order to reduce the risks affecting your business, it is imperative that you stay “ahead of the curve”, by employing the best security measures, and in the case of data, having state-of-the-art antivirus and other computer protection software. We have used this strategy of staying ahead to our benefit by using it in our marketing drives, and ensuring that our customer are made aware of the measures taken by our organization to protect their information and assets, which in turn has given us an excellent reputation of being a “safe” organization to deal with.
What are the pros and cons of good corporate governance?
The main “pro” of corporate governance is the protection it affords the owners of the organisation from personal liability, but for a smaller organisation the “con” is complying with all the corporate governance regulations that can be difficult and complicated. As mentioned earlier in this interview, companies and their Directors are distinct legal entities, meaning that the owners of the company and the company itself are legally separated, and the shareholders of a company are required to appoint a board of Directors to manage the company on their behalf. Corporate governance in this event is a positive, as it ensures that the Directors given authority to manage the business for the shareholders, have to adhere to corporate governance guidelines, and hence the shareholders interests are protected. The biggest disadvantage of having to comply with governance guidelines are that there are so many formalities to be followed, that even if you are a single shareholder company, you are still required to adhere to the myriad of formalities applicable to a public company.
How do you think this annual conference will serve as a knowledge platform to the audience?
The 4th Annual Board Secretaries conference, entitled “Turning Tides” encompassing such topics as Corporate Governance, Stakeholder Management, Boardroom effectiveness and Risk management is a well-balanced, interactive and informative forum where delegates are encouraged to participate in topical discussions, and should leave the conference with new ideas, fresh concepts and contemporary information relating to the Secretarial and General Counsel environments. The high-quality speakers and the world-class facilitators will guarantee that delegates are well-informed and will be able to refer back to their time in Cape Town not only with fond memories but with a copious amount of new legislation and current trends. This conference is renowned for its relaxed, informal and interactive format, and makes it THE Board Secretary and General Counsel conference to attend in Africa.