Lichtenburg Nut Company Business Plan — Management and Organisation

The management, technical and operations establishment supporting an integrated processing business.

Section 16 of 37

Management and Organisation

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15.1 Required executive capability

The company does not yet have an assembled management team. Rather than describe hypothetical individuals, this section specifies the capability that must be recruited and the compensation provided for in the model. Investors should treat the completion of these appointments as a condition precedent.

Table 37. Executive team specification

Role

Non-negotiable experience

Principal accountabilities

Cost (Yr 1 real)

Managing Director

Twelve or more years in South African food manufacturing, including profit and loss ownership of a plant above 3,000 tonnes and direct experience of national retailer negotiation

Commercial strategy, retailer relationships, board reporting, capital discipline

R1.35m

Finance Director

Chartered accountant with manufacturing costing experience and a track record of managing a working capital facility through a seasonal cycle

Financial control, treasury, covenant compliance, APSS claims, investor reporting

R1.05m

Operations Manager

Ten or more years running a food processing plant; commissioning experience is essential given the greenfield build

Production, maintenance, engineering, utilities, health and safety

R0.95m

Quality and Food Safety Manager

Food science qualification; FSSC 22000 lead implementer; direct experience of mycotoxin management in nuts or grain

The entire control architecture in Section 14; certification; recall readiness

R0.85m

Commercial Manager

Eight or more years in food sales with existing relationships across national retail and industrial channels

Account acquisition and management, pricing, trade spend, own brand launch

R0.85m

Supply Chain and Procurement Manager

Agricultural commodity procurement experience; understanding of the groundnut marketing season

Grower contracting, intake planning, inventory position, logistics

R0.78m

Costs are fully loaded annual packages in Year 1 real terms, escalated at 5.5% a year in the model. The quality manager appointment is the one that should not be compromised on cost.

15.2 Governance

Table 38. Governance structure

Body

Composition

Frequency

Mandate

Board of directors

Independent non-executive chair, two lead investor nominees, one development finance nominee, managing director, finance director

Bi-monthly in Years 1 to 2, then quarterly

Strategy, capital allocation, executive appointment, risk appetite

Audit and risk committee

Two non-executives, chaired by an independent; finance director in attendance

Quarterly

Financial reporting, external audit, covenant compliance, the risk register in Section 18

Food safety and quality committee

Managing director, quality manager, operations manager, one non-executive

Monthly in Years 1 to 3, then quarterly

Aflatoxin performance, non-conformance trends, recall readiness, certification status

Social and ethics committee

As required by the Companies Act

Half-yearly

Employment equity, grower programme, community and environmental performance

Executive committee

The six executives in Section 15.1

Weekly

Operational delivery against the dashboard in Section 32

15.3 Incentives

Management holds 10% of the equity at close, acquired for R8.0 million in cash. A further 5% is reserved for a management incentive scheme vesting against three conditions measured at the end of Operating Year 5: cumulative EBITDA of at least 90% of plan; no aflatoxin-related product recall; and net debt to EBITDA below 2.5 times. Weighting these three conditions rather than EBITDA alone is deliberate, a scheme that rewards volume alone would encourage exactly the tender-at-any-price behaviour that Section 11.3 identifies as the greatest threat to margin.