Align your Organisation with King V™’s 13 Principles
King V™ 2026 revolutionises corporate governance in South Africa with its 13 outcomes-based principles focused on ethical leadership, digital oversight, and stakeholder engagement.
Cyclopedic Consulting offers a proven CGRC roadmap, gap analysis, board training, policy design, and assurance, to transform compliance into competitive advantage for organisations.
By Adv. Sannah Pooe 2026/01/20
Risk Management: Make the Unconscious, Conscious
Every day involves unconscious risk management, assessing potential hazards, their likelihood, impact, and applying mitigation strategies to protect what matters most.
Just as individuals manage risks in daily life, businesses must adopt a proactive approach to risk management by formalizing these processes, anticipating challenges, and building resilience.
This strategic mindset allows companies to safeguard assets, respond to emerging threats, and seize opportunities, turning risk management into a vital driver of sustainable growth and competitive advantage.
By Adv. Sannah Pooe 2025/11/25
The Debarment Trap: Are Your Section 14 Processes Setting You Up for Tribunal Reversal?
Two recent Financial Services Tribunal decisions have spotlighted critical weaknesses in how providers handle representative debarments under Section 14 of the FAIS Act.
In cases against Discovery Connect and OUTsurance, the Tribunal overturned debarments considered “textbook cases” due to procedural flaws and insufficient evidence, emphasizing that debarment requires proof of actual dishonesty, not just errors or breaches. Common failures included lack of call recordings, absence of witness statements, and unresolved material disputes.
With rising debarments and FSCA scrutiny, providers face reputational risks and legal exposure if processes are not robust. Cyclopedic Consulting offers expert advisory services to help providers implement compliant, evidence-based debarment procedures, ensuring procedural fairness and defending against tribunal reversals.
By Harry Pretorius 2025/11/21
Risk Management: Increase your odds of winning, let’s play
This article explores risk management as a strategic game, comparing running a business to playing a high-stakes poker tournament.
It outlines the seven stages of the risk management lifecycle – analysis, treatment, and monitoring – presented as key tasks to systematically stack the odds in your company’s favour.
The piece emphasizes the importance of understanding risks, planning responses, and continuously monitoring outcomes to transform uncertainty into competitive advantage and long-term success.
By Adv. Sannah Pooe 2025/11/18
From paper to practice: Cultivating a hive of Compliance
Director accountability in South Africa can draw valuable lessons from the ASIC v Star Entertainment case, where multiple board members and executives faced penalties for failing to manage risks, including money laundering and misleading communications to banks.
The case highlights the critical need for directors to exercise care, diligence, and active oversight of compliance risks to protect company reputation and regulatory standing. Embedding these lessons means South African boards must prioritise robust governance frameworks, clear risk management, and transparent communication.
This case serves as a crucial reminder that director duties carry serious personal liability and that complacency in oversight can lead to significant penalties and reputational harm.
By Adv. Sannah Pooe 2025/11/04
The AI Illusion: A sharp tool in ignorant hands is a professional liability
Generative AI like ChatGPT offers great efficiency but risks arise when it is treated as a substitute for expert knowledge rather than a tool requiring it.
AI models create plausible text without understanding facts or context, leading to confident yet false outputs if users lack subject expertise to verify results.
The Deloitte case exposed reliance on AI without proper human oversight can produce flawed, costly reports, damaging credibility and outcomes.
Professionals must combine deep subject knowledge with rigorous research and validation when using AI, adopting company-wide policies and ongoing training to ensure ethical, accurate use.
AI excels in knowledgeable hands but poses serious professional liability if used superficially or blindly.
By Adv. Sannah Pooe 2025/10/28
AI: The Puppet and the Master
Adopting AI requires a strategic, balanced approach tailored to each company’s unique environment.
While AI offers opportunities like solving specific problems, improving efficiency, and enhancing risk management, it comes with challenges including high costs, infrastructure limits, regulatory uncertainty, and social impact.
Success depends on starting with clear business goals, strong data governance, workforce upskilling, strategic partnerships, and maintaining human oversight.
Ultimately, companies must treat AI as a powerful tool controlled responsibly by people, with robust governance ensuring ethical, effective use for sustained long-term growth.
By Adv. Sannah Pooe 2025/10/21
LRA 66 of 1995 – Code of Good Practice: Dismissal
The updated Code of Good Practice: Dismissal, effective from 4 September 2025, replaces previous dismissal guidelines and modernises South African labour law.
It emphasises fairness, flexibility, and mutual respect, recognising each dismissal case’s uniqueness and supporting small businesses with practical obligations.
Key changes include a progressive approach to misconduct, nuanced consideration of unprotected strikes, clearer probation rules, broader definitions of incapacity, and detailed retrenchment procedures with mandatory notices.
Employers must carefully follow the code to avoid unfair dismissal claims, while employees gain stronger procedural protections.
This consolidated code aims to make dismissal processes fairer, transparent, and efficient for all parties involved.
By Adv. Sannah Pooe 2025/10/07
Policy Management
Corethix offers a cloud-based solution for managing internal policies, compliance, and conduct risks, providing a central repository with automated updates, mobile accessibility, and policy attestation tracking.
It enables organisations to ensure employees, contractors, and suppliers understand and adhere to policies through engagement dashboards and knowledge testing. Partnering with Cyclopedic Consulting, clients benefit from expert policy drafting, tailored governance frameworks, training, and ongoing support.
Together, they provide a comprehensive system that not only manages policies efficiently but also embeds compliance into company culture, reducing risk and fostering integrity.
By Tsholofelo Pooe 2025/10/01
Contra Proferentem Rule: Clarity or Consequences
Contra Proferentem is a legal principle in contract law meaning “against the party who put it forward.” It applies when contract terms are ambiguous, interpreting such terms unfavorably against the drafter, typically the stronger party like a corporation.
This rule protects the weaker party, addressing imbalances in bargaining power by ensuring clarity and fairness in contracts. It’s especially relevant in standard form contracts, insurance policies, and limitation of liability clauses.
Drafters must exercise precision to avoid legal risk, while courts use this rule to break ties in favour of the non-drafting party.
The Consumer Protection Act further strengthens this protection against unfair, unclear contractual terms. Contra Proferentem promotes careful drafting and punishes ambiguity, ensuring responsibility lies with the creator of unclear terms.
The safe contract is one drafted with clarity and precision.
By Adv. Sannah Pooe 2025/09/30
Contra Review: Your Relationship Therapist
Contract review is a critical aspect of corporate governance, protecting organisations from financial, legal, and reputational risks while ensuring contracts align with business objectives and regulatory requirements.
A thorough review covers fundamental business terms, risk and liability clauses, operational performance metrics, compliance, and administrative details. High-risk contracts like M&A, partnerships, and finance agreements require rigorous examination, while routine agreements benefit from standardised or technology-assisted review.
Best practice includes a risk-based schedule, collaboration with subject experts, and use of Contract Lifecycle Management software to streamline and automate oversight.
Contract reviews are not mere formalities but vital strategic controls that prevent disputes, safeguard interests, and enable sustainable business growth.
Neglecting them exposes organisations to cascading risks, whereas investing in strong review processes supports clarity, equity, and corporate stability.
By Adv. Sannah Pooe 2025/09/23
Mirror on the Wall: Prima Facie
Prima facie is a Latin term meaning “at first sight” or “on its face,” referring to evidence that is sufficient to support a legal claim on initial examination.
A prima facie case establishes an initial burden of proof; if uncontested or unexplained, it is adequate to proceed with the claim.
However, it does not guarantee ultimate truth, only legal sufficiency to demand a response, shifting the burden to the opposing party to rebut the evidence.
The concept ensures efficiency and justice by filtering out frivolous cases while allowing valid claims to advance. Prima facie applies in civil and criminal law, serving as a crucial starting point for deeper inquiry and rigorous examination of evidence.
The legal system uses it to balance fairness and procedural integrity, with the burden of proof shifting during trial. MIRROR ON THE WALL: PRIMA FACIE is a metaphor illustrating how prima facie evidence opens the door to challenge and reveal the deeper truth beyond surface appearances.
By Adv. Sannah Pooe 2025/09/09
Lights – Camera – ECCTA!
Prima facie is a Latin term meaning “at first sight” or “on its face,” referring to evidence that is sufficient to support a legal claim on initial examination.
A prima facie case establishes an initial burden of proof; if uncontested or unexplained, it is adequate to proceed with the claim.
However, it does not guarantee ultimate truth, only legal sufficiency to demand a response, shifting the burden to the opposing party to rebut the evidence.
The concept ensures efficiency and justice by filtering out frivolous cases while allowing valid claims to advance. Prima facie applies in civil and criminal law, serving as a crucial starting point for deeper inquiry and rigorous examination of evidence.
The legal system uses it to balance fairness and procedural integrity, with the burden of proof shifting during trial. MIRROR ON THE WALL: PRIMA FACIE is a metaphor illustrating how prima facie evidence opens the door to challenge and reveal the deeper truth beyond surface appearances.
By Adv. Sannah Pooe 2025/08/26
Without Prejudice: Can’t Touch This
The legal term “Without Prejudice” means that communications, especially during settlement negotiations, are confidential and cannot be used as evidence in court against the party who made them.
It encourages honest, open discussions aimed at resolving disputes without fear of those statements being held against a party later.
The Johannesburg High Court reaffirmed this principle in the 2025 SA Sportsbook case, confirming that “without prejudice” offers do not constitute admissions of liability or insolvency.
However, exceptions exist where such communications may be disclosed if they involve fraud, misrepresentation, separate disputes, admissions of debt, breaches of settlement, or if privilege is waived. Proper use of “without prejudice” creates a safe space for negotiations, but careless use can be detrimental.
This legal tool fosters settlement while balancing confidentiality and justice.
By Adv. Sannah Pooe 2025/08/12
Risk Management: Controls
Risk management controls are essential for identifying, assessing, and mitigating risks that may affect an organisation’s objectives.
Controls are typically categorised into four types:
Preventive Controls: Proactive measures such as policies, access restrictions, firewalls, and training designed to stop risks before they occur.
Detective Controls: Mechanisms like audits, monitoring systems, intrusion detection, and anomaly detection that identify risks early to enable timely response.
Corrective Controls: Measures including incident response plans, root cause analysis, system upgrades, and compensation activities that mitigate damage post-incident and prevent recurrence.
Directive Controls: Governance tools such as codes of conduct, procedures, supervision, and training programs that guide behaviour and ensure compliance.
Best practices entail a layered approach combining these controls, leveraging automation and regular testing, and fostering a culture of compliance led by strong leadership.
Controls should be risk-based, cost-effective, and continuously improved to balance operational efficiency and risk reduction.
Cyclopedic Consulting helps organisations embed these controls into their risk management functions to strengthen resilience and strategic execution.
By Adv. Sannah Pooe 2025/08/05
AI Friend & Foe: Case Law Citation
The expanded information about the Northbound Processing case confirms and strengthens the summary.
It highlights South African courts’ increasing intolerance for negligent use of AI in legal research, where fictitious AI-generated case citations were presented in legal arguments.
The judge accepted no intent to mislead but emphasized the professional duty of legal practitioners to verify AI-generated sources rigorously.
The matter was referred to the Legal Practice Council for further investigation, underscoring serious ethical and professional accountability.
This case joins others internationally in warning lawyers of the risks and consequences of uncorroborated AI case law.
The responsibility rests squarely on legal practitioners to safeguard the integrity of court proceedings by confirming every source’s authenticity before use.
This full context reinforces the critical message: AI can aid legal research, but human diligence and ethical adherence remain paramount.
By Adv. Sannah Pooe 2025/07/16
Governance Guides: King and ISO
King IV and ISO 37000 are both key governance frameworks with overlapping objectives but different scopes and applicability.
King IV is bespoke to South Africa, mandatory for JSE-listed companies, and focuses heavily on board responsibilities, regulatory compliance, and governance culture within the South African context.
ISO 37000 offers a globally recognized, flexible governance standard suitable for multinational operations and a broader governance landscape.
The optimal approach for South African organisations is to use ISO 37000 as the foundational framework for universal governance principles such as accountability, strategy, and leadership, while layering King IV principles for South African-specific regulations and reporting requirements.
This blend avoids duplication, enhances compliance, and builds investor confidence, creating a future-proof and world-class governance framework.
By Adv. Sannah Pooe 2025/07/07
Governance : The Cement that Holds Every Brick Together
Governance is the essential “cement” that binds an organisation’s departments and individuals into a strong, cohesive, and enduring structure.
Like cement in a building, governance provides structural integrity, ensures alignment, fills gaps, and prevents risks such as fraud, inefficiency, and cultural decay.
It operates at every level, from board leadership setting direction and accountability, through senior management translating strategy into action, to frontline teams implementing policies and maintaining standards.
Weak governance at any level creates fractures that can lead to chaos, compliance failures, toxic culture, and ultimately organisational collapse.
Governance often has a reputation as bureaucratic “red tape,” caused by complexity, unclear purpose, rigid processes, and punitive culture, but solutions lie in simplifying policies, communicating their importance, streamlining approvals, and fostering a culture of ownership.
Governance is a living system requiring continuous maintenance to embed trust, transparency, and sustainability into organisational culture.
Cyclopedic Consulting helps design and strengthen governance frameworks that are practical, nimble, and integral to business growth.
By Adv. Sannah Pooe 2025/06/18
Is Your Legal Practice FICA-Compliant? What Every Sole Practitioner Must Know in 2025
South African legal practitioners face escalating regulatory scrutiny under the Financial Intelligence Centre Act (FICA) as the country aims to exit the FATF greylist by October 2025.
Recent inspections reveal about 80% non-compliance among legal practitioners, highlighting widespread gaps in Risk Management and Compliance Programmes (RMCPs), client due diligence, and FIC registration.
Non-compliance risks severe penalties, including fines up to R10 million for individuals and R50 million for companies, criminal charges, imprisonment, and personal liability for directors. Obligations for sole practitioners include registering on the FIC’s goAML platform, developing a tailored RMCP with documented policies, conducting ongoing client due diligence and suspicious transaction reporting, appointing compliance officers, and providing staff training.
The legal profession’s inherent vulnerabilities, such as handling client funds and property transactions, make stringent compliance essential. Sole practitioners must proactively embed FICA compliance into their practice to avoid penalties and ensure business survival.
Cyclopedic Consulting offers specialized support transforming compliance into a competitive advantage.
By Harry Pretorius 2025/06/12
Director Accountability: Global Lessons for South African Boards from the ASIC v Star Entertainment Case
The 2022 Australian Federal Court ruling in ASIC v Star Entertainment underscores the critical duty of directors to actively engage with and scrutinize board materials rather than passively accepting management’s assurances.
The case involved civil penalties against 11 directors and executives for failing to address money laundering risks linked to high rollers, with Justice Michael Lee emphasizing that accepting fees entails fulfilling one’s responsibilities diligently.
South Africa’s legal framework, including the Companies Act and King IV Report, imposes even stricter director accountability, with provisions for personal liability and lifelong delinquency declarations for gross negligence or misconduct.
Recent South African cases reinforce that passive oversight and failure to question suspicious activities can result in personal liability. Boards are urged to enhance due diligence, improve documentation, foster stakeholder-centric governance, and leverage tools like Corethix’s Integrity Risk Index (IRI) to proactively manage conduct risks.
Cyclopedic Consulting provides tailored governance solutions incorporating these lessons to help South African boards meet evolving fiduciary expectations.
By Harry Pretorius 2025/06/09
Predict, Prevent, Protect: AI in CGRC
Artificial Intelligence (AI) imitates human intelligence using programmed machines that analyze data, recognize patterns, make decisions, and improve through machine learning.
While often feared due to dystopian portrayals in media, AI is more valuable as a tool that enhances business efficiency and decision-making.
Just as knives evolved to become essential tools despite limited harmful misuse, AI offers immense benefits when used responsibly.
AI significantly transforms Conduct, Governance, Risk Management, and Compliance (CGRC) by automating processes, reducing errors, and driving cost savings. It supports behavioural risk analytics, ethics training, incident management, policy automation, predictive risk assessments, fraud detection, cybersecurity, compliance tracking, and contract review.
Corethix exemplifies AI-driven CGRC solutions, helping organisations reduce manual workload, identify risks early, and lower compliance costs via automation.
Cyclopedic Consulting partners with clients to leverage AI effectively, fostering an authentically intelligent approach to governance and risk.
By Adv. Sannah Pooe 2025/06/02
COFI: All in One
The Conduct of Financial Institutions (COFI) Bill introduces a unified regulatory framework consolidating key financial sector conduct laws to enhance consumer protection, streamline compliance, and increase executive accountability.
It repeals and amends existing legislation like FAIS, LTIA, and STIA, enforcing stricter standards for insurers, banks, and intermediaries under the Financial Sector Conduct Authority (FSCA). COFI mandates legally binding Treating Customers Fairly (TCF) principles, hefty penalties for misconduct, and promotes financial inclusion through innovative, accessible products.
Cyclopedic Consulting offers expert guidance to help financial institutions prepare for COFI compliance, improve governance, and manage conduct risk effectively.
By Adv. Sannah Pooe 2025/10/07
