With CEO Neal Froneman retiring in September, attention has now turned to how long Sibanye-Stillwater chair Vincent Maphai will stay on in the key role, having reached the age of 72 — the approved retirement age for board members.
The average age of Sibanye’s board is 65, when excluding the executive directors, packing a lot of industry experience and some of the sector’s storied names — including Richard Menell, formerly the president of the Minerals Council.
Incoming CEO Richard Stewart is in his late 40s, while CFO Charl Keyter is 50 years old.
Sibanye in its 2023 annual report said it was paying close attention to board succession.
“Regarding the chair, Sibanye-Stillwater has established a retirement age for directors, with the approved age being 72 years. However, the board reserves the right to extend this age limit to 75, provided that the director is available and fit to carry out their duties,” the report reads.
“In 2024, Dr Maphai reached the age of 72, and given his availability and continued ability to fulfil his duties, the board expressed satisfaction with his performance and leadership. Consequently, the board resolved to extend Dr Maphai’s term for one year, with further extensions subject to annual review.”
Sibanye’s policy stipulates that to be deemed independent, a director’s cumulative tenure must not exceed 12 years from their initial appointment.
“This approach aims to foster a board composition that promotes ongoing renewal while leveraging the valuable expertise and stability provided by experienced directors.”
Several of Sibanye’s non-executive directors have been on the board since 2013 — making the board ripe for a makeover.
Non-executive directors who have been on the board since 2013 include Menell, Timothy Cumming and Jerry Vilakazi.
Former auditor-general Terence Nombembe was last year appointed to the board alongside Peter Hancock.
“The group believes it is beneficial for new directors to be brought onto the board periodically to refresh the group’s thinking in a manner that supports both continuity and appropriate succession planning.
“Sibanye-Stillwater recognises that a variety of director tenures within the boardroom is beneficial to ensure board quality and continuity of experience,” the annual report reads.
“Recognising the evolving discourse on the tenure of independent non-executive directors, the nominating and governance committee acknowledges both the benefits of long-serving directors in providing expertise and stability, as well as the importance of refreshing the board’s perspective through periodic inclusion of new members,” it reads.
The mining house said last week that Froneman will step down in September after 12 years in the CEO role — a period in which he diversified the group after a string of acquisitions — growing the miner’s market capitalisation from R10bn to more than R50bn.
Froneman, 65, will be replaced by Stewart.
Sibanye has previously said a priority area for the board in 2023 was the implementation of a comprehensive CEO succession plan, and this plan was developed with the assistance of an external service provider.
At the time, Sibanye said it was contemplating extending Froneman’s tenure beyond the normal retirement age.
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