2008 Annual report - Sappi

sappi
includes board members’ individual as well as collective con -
tributions and performance. The committee makes appropriate
recommendations to the board based on these evaluations, at
least annually. A policy detailing the procedures for appointments
to the board is in place. The committee makes recommendations
on corporate governance practices and disclosures for Sappi and
reviews compliance with corporate governance requirements.
The nomination and governance committee consists of five
independent non-executive directors (one of whom serves as
chairman). The chief executive officer is invited to meetings of the
committee.
Management committees
Responsibility for the day to day management of the group has
been assigned by the board to the chief executive officer. To
assist the chief executive officer in discharging these duties, a
number of management committees have been formed.
Sustainability council
A sustainability council has been constituted as a management
committee consisting of senior executive and corporate
management representatives (human resources, risk, financial,
technical, legal, communications and regional environmental
specialists), as well as one non-executive director. The council
oversees and provides direction to management’s responsibilities
regarding sustainable development, risk management and
occupational health and safety.
Sappi strives to be a trustworthy and valuable corporate citizen.
Making appropriate social investment and managing the impact
on the environment are an integral part of sound corporate
governance. Sappi is committed to promoting a racially,
culturally and ethnically diverse workplace. Sappi promotes fair
employment practices and complies with employment equity
legislation in the countries in which we operate. The group
encourages open dialogue, employee participation and a
culture of engagement with all our stakeholders.
A separate sustainability review is included on pages 6 to 9.
Please also refer to our 2008 Sustainable Development Report
available on request or at www.sappi.com.
Executive committee
This committee comprises executive directors and senior
management from Sappi Limited and the chief executive
officers of the three main regional business operations of the
group. The chief executive officer has assigned responsibility
to the executive committee for a number of functional
areas relating to the management of the group, including the
development of policies and alignment of initiatives with
regards to: strategic, operational, financial, governance and risk
processes. The executive committee meets monthly.
Disclosure committee
This committee comprises members of the executive committee
and senior management from various disciplines whose objective
is to review and discuss any financial information prepared for
public release.
Treasury committee
The treasury committee is an advisory body to the chief financial
officer for Sappi’s treasury activities and operations. The committee
meets every second week. The committee comprises senior
financial and treasury managers. The responsibility of the
committee is to review and discuss treasury related matters.
Technical committees
A number of technical committees have been established
which focus on global technical alignment, performance and
efficiency measurement as well as new product development.
Knowledge generated is rapidly transferred between regions
through the technical committees who help to ensure that areas
of development are targeted, projects are correctly resourced
and global shuts are properly planned.
Group risk management team
The board recognises that risk management success can only
be achieved if all three elements of risk, namely threat,
uncertainty and opportunity, are recognised and managed in
an integrated fashion. The Group Risk Management Team is
mandated by the Sappi Limited board to establish, coordinate
and drive the risk management process throughout Sappi. It
has established a comprehensive risk management system to
identify and manage significant risks. A full report on Sappi’s
risk management can be found on pages 40 to 42.
Financial statements
The directors are responsible for overseeing the preparation
and final approval of the group annual financial statements.
The auditors are responsible for auditing the group annual
financial statements and expressing an opinion thereon. While
management is responsible for the preparation of the annual
financial statements, the directors have overall responsibility
to ensure that suitable accounting policies, supported by
reasonable and prudent judgements and estimates, are used in
the preparation of the annual financial statements, which fairly
present in all material respects the state of affairs of the group.
The directors are responsible for determining that appropriate
accounting standards have been applied and adequate
accounting records have been maintained. The directors also
oversee the appropriate adoption of the going concern basis in
preparing the annual financial statements, based on the historic
financial performance of the group, the ready access to financial
// 2008 Annual report
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