Vacancy:

Introduction

South Deep Joint Venture (hereinafter South Deep), an unincorporated joint venture between Gold Fields Operations Limited (GFO) and GFI Joint Venture Holdings (Pty) Ltd (GFI Holdings), as part of the submission of its mining license conversion application in 2010, set up two independent though interconnected Trusts, namely South Deep Community Trust (SDCT) and South Deep Education Trust (SDET). The objective of these Trusts was to contribute towards the socio-economic development of host communities neighboring the South Deep operation (host communities), as well as those from major labor-sending areas in the South African provinces of Eastern Cape, KwaZulu-Natal and Limpopo.

To date, these Trusts continue to deliver on their community development mandate. Since establishment, these Trusts have invested in excess of R106m in host communities and in labor-sending areas. More specifically, the SDET has invested R91.3m whilst the SDCT has meaningfully invested R15.03m in our host community and labor-sending areas. More sustainable investments are envisaged as the South Deep ramps up its production and generates more cash and profits. The real measure of value, however, will be in the lives directly and indirectly affected in a positive way through the investments supported by the Trusts.

The Trusts seek the services of an administrator to assist the Board of Trustees in fulfilling their obligations as stipulated in the respective trust deeds, to be responsible for the management and the administration of both Trusts and to perform all such administrative duties necessary as the Trustees may from time to time determine.
A candidate company will be fully committed to the purpose of the Trusts and enable the achievement of a shared vision of the Trusts for safe, healthy, sustainable, and productive communities during and beyond South Deep’s mining activities. We seek an organisation that will give the time and dedication to the role and enable the Trusts to leave a positive legacy in South Deep’s host communities and labor-sending areas during and after South Deep’s life of mine. The remuneration of the candidate company shall be determined by the Trustees, and shall be in line with what is generally considered reasonable in the non-profit sector within the Republic’s boundaries for services rendered by trust administrators.

About Gold Fields South Deep Gold Mine

Gold Fields Limited is a globally diversified gold producer with eight operating mines and two projects, operating in Australia, Chile, Ghana, Peru and South Africa, with total attributable annual gold-equivalent production of approximately 2Moz. It has attributable gold Mineral Reserves of around 48.1Moz and gold Mineral Resources of around 96.6Moz. Attributable copper Mineral Reserves total 691 million pounds and Mineral Resources 4,816 million pounds. Gold Fields has a primary listing on the Johannesburg Stock Exchange (JSE) Limited, with secondary listings on the New York Stock Exchange (NYSE).
As members of the World Gold Council (WGC) and International Council on Mining & Metals (ICMM), Gold Fields is committed to implementing the World Gold Council Responsible Gold Mining Principles and ICMM Sustainable Development Principles and meeting its Performance Expectations as well as reporting against the recently published Social Economic Reporting Framework.
Gold Fields’ purpose is to create enduring value beyond mining.

Specifically South Deep is a holder of a mining right (hold by GFO and GFI Holdings) that was granted by the Department of Mineral Resources and Energy (“DMRE”) and executed on 13 July 2010. The mining right affords South Deep the right to mine gold, silver, nickel, uranium, copper and pyrite. The mining right was converted in terms of Item 7 of Schedule II of the Minerals and Petroleum Resources Development Act, 28 of 2002 (MPRDA).

South Deep is a strategic asset for Gold Fields, and is projected to deliver long-term, cash generative production to the Group as it ramps up to steady state production. The successful delivery of South Deep – which accounts for 59% of the Group’s attributable Mineral Resources and 62% of attributable Mineral Reserves – is a key component of Gold Fields’ long-term portfolio. The mine continues to ramp up production towards steady state production of 12t gold output per annum by 2024 and has a life of mine of around 80 years. See also https://www.goldfields.com/south-africa-region.php

About the Trusts

The Trusts are part of South Deep’s Black Economic Empowerment ownership structure and receive an annual dividend income from the mine. Each Trust has a trust deed, specific scope of work and objectives that are ultimately intended to empower communities to be self-sufficient. The Trusts seek to offer community support and investment that has a sustainable and positive effect on the livelihoods of our communities, during and beyond the life of mine. Each Trust has a trust deed which was executed on 6 October 2010 for this purpose. The Trusts’ deeds were amended by a deed of submission in 2014 and in 2018 and the deeds set out the systems (albeit similar) by which the Trusts are to be controlled and operated, and the mechanisms by which the Trusts, and its trustees should be held accountable.

The Trusts have their own Board of Trustees that is independent of South Deep and Gold Fields. The Board of Trustees is both diverse and inclusive. Serving on the Board of Trustees is a Gold Fields representative that is appointed by Gold Fields, three independent trustees and two community trustees. Trustees are appointed by the Board of Trustees with the assistance of the Trust administrator.

The Objective of the Trusts (as per the Trusts’ Deeds)

The objectives of the Trusts are to procure and utilize donations and other accruals to the Trusts for payment to or on behalf of any one or more of the beneficiaries of the Trusts in order to fulfil the obligations as set out in the trust deeds for selected projects that meet the criteria of the respective trusts and focuses on:

Objectives of the South Deep Community Trust

The objectives of the South Deep Community Trust are as set out below:

 

1. Implement projects which are geared towards community development which shall include but not limited to job creation, establishment of educational facilities, adult literacy, development of infrastructure within the Community,
2. The promotion of community-based projects related to self-help, poverty alleviation, empowerment and capacity building; provision of training, support or assistance to emerging micro enterprises to improve capacity to start and manage businesses, which may include the granting of loans on such conditions as may be prescribed by the Minister by way of regulation,
3. Provision of training, support or assistance to community-based projects as stipulated above, and
4. Provisions of funding to charitable organisations which have similar objectives to those of the Trust.

Trust Objectives of the South Deep Education Trust

The objectives of the South Deep Education Trust are as set out below:

 

1. Education, which include but are not limited to the provision of funds for any expenditure directly incurred in providing educational training facilities, including expenditure on Board and lodging facilities, tuition, granting of scholarships, bursaries, skills development, provision of school buildings or equipment for educational institutions, curriculum support, school developments, safety and security at schools, outreach programmes, study and research,
2. Legal resources, which include but are not limited to legal advice, legal assistance, research, prosecuting, defending or instituting legal action,
3. The promotion of education-based projects related to self-help, poverty alleviation, empowerment and capacity building,
4. Provisions of funding to Labour Sending Areas which are directly linked to the Gold Fields Group for purposes set out above, and
5. Provisions of funding charitable organisations which have similar objectives of those of the Trust.

Request for Proposal

The Trusts herewith invite proposals from reputable and competent Trust Administrators and/or a social investment fund management company to:

1. offer a professional Trust Administration service,
2. assist the Board of Trustees in managing the South Deep Trusts and to create enduring value beyond mining,
3. enable the Trusts to invest meaningfully and impactfully in host communities and labour sending areas, and
4. work alongside other social investors and other development partners to drive the change sought whilst at the same time ensuring the proper governance of the Trusts,
5. other services as recommended and requested by the trustees and can be inclusive of a review of the Trusts Deeds, strategy formulation, review of past delivery, etc.

The Trust administration can often be complex and time sensitive and as such, the interested service provider should have the experience and key competencies, processes and systems to deliver quality work timeously whilst at the same time managing costs to ensure there are no over runs and unnecessary expenditure. The candidate company shall be suitably qualified and experienced and have highly experienced individuals from diverse backgrounds in their team and their current clients spanning various industries. The minimum experience and competencies sought includes but are not limited to:

 

a. Experience and key competencies

• sound experience in strategy formulation to give direction to the Trusts,
• sound experience and key competence in conducting impact assessments, baseline socio-economic assessments, and to utilise these to analyse the situational conditions of the communities so as to inform impactful investment to create sustainable communities,
• a minimum of 15 years’ Trust administration experience and expertise in the fields of socio-economic development, project management, project monitoring and evaluation, community and stakeholder engagement and management, asset management, tax management and experience in running Public Benefit Organisations (PBOs),
• a clean track record and a history of disciplined execution in managing diverse community projects and an order book in excess of R500m or more per year,
• the company should have strong governance practices, be process driven and systems oriented.
• Ability to identify, establish and sustain partnerships and to create synergies with organisations of the same purpose, vision and values.

 

b. Minimum Expertise

• Trust administration and management,
• accounting and financial management,
• project and programme management,
• social investment strategy design,
• monitoring and evaluation,
• community assessment,
• strong report writing and presentation and strategic review,
• risk identification and management,
• policy formulation, procedures formulation, standard operating procedures and formulation of codes of practice,
• community and stakeholder engagement and management and strong interpersonal skills.

 

 c. Roles and Responsibilities

The candidate administrator shall assist the Board of Trustees in fulfilling its obligations as stipulated in the Trusts’ deeds, manage the administration of the Trusts and perform all such administrative duties necessary as the Trustees may from time to time determine. The role shall include but not limited to.

• Account Management: The administrator will be responsible for proactively managing the bank account of the Trust including account set up, investment performance review, attend to payments to Beneficiaries and to that of the Independent Trustees and to provide ongoing support to the Board of Trustees.
• Maintaining Accounting records: The administrator will be required to maintain adequate financial and accounting records and systems to archive these for a minimum period of 10 years. They shall provide reasonable assurance that the records may be relied on for the preparation of the financial statements.
• Annual Financial statements and Financial Management: The administrator will be responsible for the content and integrity of the annual financial statements and related financial information which shall be developed, audited and distributed by the end of January of each year to the Board of Trustees and other key stakeholders as shall be determined by the Board of Trustees. It will be the administrator’s responsibility to ensure that the financial statements fairly present the situation of the Trust as at the financial year and the results of its operations and cash flows for the year then ended, in conformity with the Specific Accounting Policies and standards. Such reports shall also be availed and accessible on the Trusts website: South Deep Trusts | South Deep Trusts (sdTrusts.org.za).
• Reconciled Monthly cash flow statements: The administrator shall maintain a strong control environment and prepare monthly cash flow reports and reconcile spending with the bank statements and to ensure that the Trusts do not overspend and that they remain solvent.
• Controls: The administrator shall set processes, systems and standards of internal control aimed at reducing risk of error or loss in a cost-effective manner.
• Ethics: The Trust administrator is required to maintain the highest ethical standards in ensuring the Trust’s business is conducted in a manner that all reasonable circumstances is above reproach.
• Risk Management and Mitigation: The administrator shall endeavour to minimise risks in the Trust by ensuring that appropriate infrastructure, control, processes, systems and ethical behaviour are applied and managed within predetermined procedures and constraints. To this end, the administrator, jointly with the Board of Trustees shall identify, assess, manage and monitor all known forms of risk across the Trust and seek to minimise risk or risk exposure.
• Asset register: the administrator will compile and maintain the assets register of the Trust assets.
• Meetings and Applications: with regards to the Trust meetings, the administrator shall
  • call and host quarterly meetings of the Trusts or call any other meeting as required by the Trustees and as anticipated in clause 18.2 of the Trusts deeds,
  • collate agendas to be discussed at the meetings of the Trustees.
  • compile minutes and resolutions for the Trustees signatures
  • keep all records and documents of the Trustees.

• Annual Budgets: Attend to budgetary requirements of the Trusts which shall include but not be limited to the preparations of the business plan and an annual budget (which will inter alia, detail the projected income and expenditure, as well as projected balance sheet and capital expenditure) for each financial year or part thereof, expenses for the Trust as well as net revenue available for distribution.
• Stakeholder engagement: The company will act as a client relationship manager and liaison between the Trusts and the communities, beneficiaries, stakeholders (customers, government authorities and government departments), legal entities, Gold Fields, Invictus, et cetera, jointly with the Board of Trustees. The Administrator shall convene and attend quarterly stakeholder meetings with members of the communities to give feedback to the Host communities and beneficiaries. As and when required, the Administrator shall attend the Annual General Meeting of Gold Fields.
• Reporting: The candidate company shall report to the Board of Trustees at each Trustees meeting and/or as and when the Trustees shall determine and/or deem necessary.
• Appointment of employees: The administrator shall have authority to appoint the employees of the Trust subject to the approval of the Trustees of any proposed vacancy and written consent from the Trustees.
• Appointment of the Trustees: The administrator shall assist the Board of Trustees to prepare adverts, distribute adverts, arrange interviews and appoint suitably qualified individuals to serve in the Board of Trustees. The decision to appoint will however rest solely with the Board of Trustees.
• Agreements: The administrator shall assist the Board of Trustees to draft agreements and make follow-ups with beneficiaries to ensure adherence to agreements.

 

d. Project Management and Program Execution

For both Trusts, the successful candidate company shall be required to attend to the following:

• Program and Project Management, Monitoring and Evaluation: Plan, Implement, manage, monitor and evaluate the current, present and future social investment projects and the programmes of the Trusts.
• Consolidated Stakeholder Report: Consolidate projects and work conducted and issue monthly, quarterly and annual stakeholder reports to summarize the focus of the Trusts and programs delivered. The monthly reports shall be a brief update. Annual performance reports however will be more detailed and will summarize the outcomes and the impact that the Trusts are delivering in the host and labor sending communities. These reports shall be submitted to the Board of Trustees for distribution to the key stakeholders and assist the Trustees to communicate publicly each quarter and each year on our implementation The reporting shall be aligned with relevant ICMM and WGC principles and a commitment to transparency.
• Impact Assessment: Conduct impact assessments and analyze and evaluate the impact of the projects delivered and continuously review projects and programs to ensure sustainability and advise on the best projects / programs to support.
• Baseline Socio Economic Assessment: Conduct baseline socio economic assessments and understand the current situation on the ground and to provide the reference point from which to design sustainable programs.
• Community Assessment: Understand the medium term and long-term needs of each of the eight host communities and design programs that will address the identified needs.
• Strategy Facilitation: Where required and when required, to facilitate strategic workshops to give an end-to-end direction to the Trusts and to ensure that the programs of the Trusts are impactful and that the Trust adheres to the required laws and regulations.
• Stakeholder engagement and Management: The administrator shall proactively drive stakeholder engagements and shall have a duty to obey the Trust instrument by acting in accordance with the powers granted to them by the Board of Trustees and act impartially by treating all beneficiaries equally and to manage engagement with the stakeholders professionally.

 

 e. Governance and strategy

• Governance: Identify the governance and compliance gaps and help design Policies and Procedures from time to time to close the identified gaps and ensure that the Trusts comply with the requisite laws of the country and ensure proper governance of the Trust.
• Appointment of Trustees: The administrator shall from time to time assist the Board of Trustees in appointing the Trustees as per the Trust deeds.
• Social Investment and Project pipeline: Advise on the Social investment strategy, help design the Project pipeline for the Trust (Medium to long term – 5 to 10 years window) for the maximum benefit to its Host communities and Labor Sending Areas.
• Processes and systems: Implement processes and systems to ensure transparency and fairness of the processes.
• Communication and management of the Trusts website: manage the communication and enable the Trusts to communicate with its key stakeholders and to keep the website of the Trusts current.
• Legal compliance: have processes and systems that will enable the Trusts to comply with the applicable laws of the country and relevant international laws on the trusts and will maintain systems to deliver on this objective.
• Code of conduct: have processes and systems that will enable the Trusts, Trustees and those whom we do business with to maintain a code of conduct and standards with which we expected to comply with.
• Combating bribery and corruption: have processes, systems and controls in place that will enable the Trusts and Trustees to combat bribery, corruption and anti-competitive behavior. Implement policies and practices to prevent bribery and corruption.

 

f. Scope of Work

      South Deep Education Trust

The administrator shall be required to offer a fully outsourced service in managing the

South Deep Education Trust:

 The service shall include but shall not be limited to.

• Manage current bursary and scholar support programmes from end to end by:

1. 1. collating all applications for funding from beneficiaries for the Trustees consideration,
   2. selecting and recommending beneficiaries for the Trustees consideration,
   3. collecting beneficiaries’ FICA documents, and verify same in compliance with the provisions of the Financial Intelligence Centre Act 38 of 2001,
   4. managing and supporting current recipients of bursaries and/or scholar support programmes,
   5. offer other services to the recipient beneficiaries (bursars and scholars) as shall be proposed and deemed necessary for consideration and approval by the Board of Trustees,

• monitoring, evaluation, reporting and assessing the impact of the programme.
• design, present and implement strategies across the education spectrum in line with the purpose, objective and scope of the Trust.
• develop, design and present further programs for the consideration and approval of the Trustees. Programmes to cover the entire education spectrum in line with International Council on Mining and Metals’ Social and Economic Reporting Framework. Propose programmes and to take to consideration the global trends in the market and address current needs and future needs in the job market.
• work with other reputable social investors and development partners (local and/or international) to extend the reach and impact of the Trusts.

 

South Deep Community Trust

The administrator shall be required to fully offer an outsourced service in managing the

South Deep Community Trust. The service shall include but shall not be limited to:

• managing current community programmes from end to end and to ensure sustainability.
• managing the assets of the trust.
• monitoring, evaluation, reporting and assessing the impact of the current and new programmes.
• conducting due diligence on the new funding proposals received from the communities or from beneficiary organizations and have processes and systems to verify applications received to ensure compliance with anticorruption and anti-money laundering legislation and to ensure that only compliant and well run and governed organisations benefit from the Trusts.
• designing, presenting and implementing strategies to build sustainable communities in line with the purpose, objective and scope of the Trust.
• developing, designing and presenting further Community programmes for the consideration and approval of the Trustees. Programmes to be informed by the Baseline Socio Economic Assessment, Community Assessments, Municipal Integrated Development Plan and Municipal Local Economic Development programs and address the needs of the communities and to seek to create sustainable jobs.
• conducting site visits to ensure that projects / programs are executed in line with the agreements and yields the desired benefits.
• working with other reputable social investors and development partners (local and/or international) to extend the reach and impact of the Trusts in South Deep’s Host communities and Labour sending areas.

 

g. Documents to submit with the proposal

Interested Administrators and/or Social Investment Fund Managers are required to submit a proposal and include the following documents in their proposal.

• Company Registration documents
• Company profile highlighting the management team, areas of expertise, the end-to-end services offered, administration processes and services offered, experience and capacity
• Proposed approach to management of South Deep Trusts
• Stakeholder reports from previous three years
• Financial statements from previous three years
• Tax clearance certificate
• BEE status and certificates
• List of past clients
• References and testimonies from the current clients and beneficiaries
• Indicative fees and fee structures and principles
• Core team, including biographies, mapped against the above requirements.
• Details of internal management systems to ensure rigorous QA/QC
• Any other information that might be regarded as relevant and useful

 

Closing Date for submission
The closing date for submission of proposals is the 28 February 2023.

Kindly apply by forwarding the above to Helani@NLAteam.com and/or Sheridan@NLAteam.com.

Only shortlisted candidates shall be contacted.