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<strong>SABMiller</strong> <strong>plc</strong> <strong>Annual</strong> Report <strong>2011</strong> 9<br />

Águila Light<br />

A lighter version of Águila, <strong>the</strong><br />

classic Colombian beer, Águila Light<br />

has become a new option for <strong>the</strong><br />

consumer looking to experience<br />

a lighter taste.<br />

Origin:<br />

Colombia<br />

First brewed: 2002<br />

www.aguilalight.com<br />

Corporate governance<br />

Being <strong>the</strong> most admired company in <strong>the</strong> sector<br />

naturally requires <strong>the</strong> highest standards of<br />

transparency, ethics and corporate governance.<br />

The directors are committed to maintaining <strong>the</strong>se<br />

standards while also providing <strong>the</strong> leadership,<br />

controls and strategic oversight to ensure we<br />

deliver value to all <strong>the</strong> company’s shareholders.<br />

Each director brings independence of character<br />

and judgement to <strong>the</strong> role. Board and committee<br />

meetings are characterised by robust, constructive<br />

debate based on high-quality <strong>report</strong>ing from<br />

management, and <strong>the</strong> board keeps its performance<br />

and core governance principles under regular<br />

review. I am most grateful to my board colleagues,<br />

not only for maintaining <strong>the</strong>se principles but for <strong>the</strong>ir<br />

wise oversight of <strong>the</strong> business and <strong>the</strong> guidance<br />

and support <strong>the</strong>y have given me during <strong>the</strong> year.<br />

After extensive consultation, <strong>the</strong> Financial Reporting<br />

Council (FRC) issued a new UK Corporate<br />

Governance Code in May 2010. We welcome <strong>the</strong><br />

new Code and endorse <strong>the</strong> emphasis it places<br />

on <strong>the</strong> roles and responsibilities of <strong>the</strong> board. We<br />

believe that good corporate governance depends<br />

principally on high-calibre individuals with deep<br />

experience of our company and industry, a clear<br />

understanding of <strong>the</strong>ir role and responsibilities<br />

and <strong>the</strong> tools necessary to discharge <strong>the</strong>ir<br />

responsibilities, ra<strong>the</strong>r than on prescriptive, boxticking<br />

requirements about committee composition<br />

or length of service.<br />

The board has continued to evaluate <strong>the</strong> balance<br />

of skills, knowledge and experience among<br />

its members and is committed to progressive<br />

renewal through orderly succession. Through<br />

<strong>the</strong> nomination committee, we have appropriate<br />

succession plans for our non-executive directors,<br />

executive directors and senior management with<br />

due regard to <strong>the</strong> need for diversity. At <strong>SABMiller</strong> we<br />

have one of <strong>the</strong> most internationally diverse boards<br />

in <strong>the</strong> FTSE 100 index and five of <strong>the</strong> last seven<br />

independent non-executive directors appointed by<br />

<strong>the</strong> board have been women.<br />

Given that two of <strong>the</strong>se directors, Maria Ramos<br />

and Liz Doherty, were subsequently appointed to<br />

senior roles in o<strong>the</strong>r companies and had to resign<br />

from <strong>the</strong> board of <strong>SABMiller</strong> <strong>plc</strong>, we were delighted<br />

to announce <strong>the</strong> appointment of two new nonexecutive<br />

directors, Lesley Knox and Helen Weir, in<br />

May <strong>2011</strong>. Both bring a wealth of strategic, financial<br />

and international experience and we are extremely<br />

fortunate to have secured <strong>the</strong>ir services.<br />

One third of <strong>the</strong> company’s independent nonexecutive<br />

directors are women and <strong>the</strong> company is<br />

well placed as to <strong>the</strong> future balance of <strong>the</strong> board.<br />

Both of our new directors will be members of <strong>the</strong><br />

audit committee and Lesley Knox will also be a<br />

member of <strong>the</strong> remuneration committee.<br />

Also in May <strong>2011</strong>, we announced <strong>the</strong> planned<br />

retirement of Malcolm Wyman as chief financial<br />

officer and <strong>the</strong> appointment of Jamie Wilson as<br />

his successor. Malcolm is a very special individual<br />

and has played a pivotal role in <strong>SABMiller</strong>’s<br />

transformation from a small regional business into a<br />

leading global brewer and shareholders will have an<br />

opportunity to express <strong>the</strong>ir gratitude at this year’s<br />

annual general meeting. We wish Malcolm and his<br />

wife a long and happy retirement.<br />

Previously <strong>the</strong> Finance Director of our business<br />

in Europe, Jamie brings outstanding talent and<br />

considerable industry experience in both financial<br />

and general management to <strong>the</strong> role of chief<br />

financial officer. His appointment will fur<strong>the</strong>r<br />

enhance <strong>the</strong> commercial focus of <strong>the</strong> finance<br />

function. The board unanimously recommends<br />

his election as a director following his appointment<br />

in succession to Malcolm.<br />

In line with our plans made at <strong>the</strong> time of <strong>the</strong><br />

merger, we have announced <strong>the</strong> appointment of<br />

Tom Long as <strong>the</strong> new chief executive officer of<br />

our North America joint venture, MillerCoors, with<br />

effect from 1 June <strong>2011</strong>. Tom brings extensive<br />

industry experience, having served previously as<br />

chief executive officer and marketing officer of Miller<br />

Brewing Company.<br />

Tom takes over from Leo Kiely, who has<br />

successfully guided <strong>the</strong> integration and start-up<br />

of MillerCoors. We extend our thanks to Leo for<br />

his enormous contribution and wish him well in<br />

his retirement.<br />

Barry Smith, President <strong>SABMiller</strong> Latin America,<br />

retired in December 2010. Barry made an<br />

exceptional contribution to <strong>the</strong> group and left<br />

with our very best wishes.<br />

Fur<strong>the</strong>r details of <strong>the</strong> directors’ approach to<br />

corporate governance can be found in <strong>the</strong><br />

corporate governance <strong>report</strong> which appears<br />

on pages 57 to 64.<br />

Outlook<br />

While consumer demand is likely to continue<br />

growing in most developing markets, <strong>the</strong>re are<br />

uncertainties in <strong>the</strong> outlook for inflation and <strong>the</strong><br />

pace of recovery in Europe and North America.<br />

Pricing will be considered selectively, country by<br />

country, taking account of an expected moderate<br />

increase in our raw material input costs, <strong>the</strong><br />

competitive context and our intention to achieve<br />

growth through affordability in some markets.<br />

In line with our established strategic priorities,<br />

we plan to drive growth by fur<strong>the</strong>r streng<strong>the</strong>ning<br />

and extending our brand portfolios and channel<br />

management capabilities while maintaining our<br />

focus on cost control and productivity.<br />

Overview Business review Governance Financial statements Shareholder information<br />

Meyer Kahn<br />

Chairman

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