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Our performance in 2009 - Sappi

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<strong>2009</strong> annual report 79<br />

board to establish, co-ord<strong>in</strong>ate and drive the risk management process throughout <strong>Sappi</strong>. It has<br />

established a comprehensive risk management system to identify and manage significant risks.<br />

The group risk management team reports regularly on risks to the audit committee who have an<br />

oversight role with regards to the risk management processes at <strong>Sappi</strong> as well as to the board.<br />

A full report on <strong>Sappi</strong>’s risk management can be found on pages 67 to 69.<br />

F<strong>in</strong>ancial statements<br />

The directors are responsible for oversee<strong>in</strong>g the preparation and f<strong>in</strong>al approval of the group annual<br />

f<strong>in</strong>ancial statements. The auditors are responsible for audit<strong>in</strong>g the group annual f<strong>in</strong>ancial statements<br />

and express<strong>in</strong>g an op<strong>in</strong>ion thereon. While management is responsible for the preparation of the<br />

annual f<strong>in</strong>ancial statements, the directors have overall responsibility to ensure that suitable<br />

account<strong>in</strong>g policies, supported by reasonable and prudent judgements and estimates, have been<br />

used <strong>in</strong> the preparation of the annual f<strong>in</strong>ancial statements, which fairly present <strong>in</strong> all material<br />

respects the state of affairs of the group. In 2006, the group adopted International F<strong>in</strong>ancial<br />

Report<strong>in</strong>g Standards as issued by the International Account<strong>in</strong>g Standards Board. The directors<br />

are responsible for determ<strong>in</strong><strong>in</strong>g that appropriate account<strong>in</strong>g standards have been applied and<br />

adequate account<strong>in</strong>g records have been ma<strong>in</strong>ta<strong>in</strong>ed. The directors also oversee the appropriate<br />

adoption of the go<strong>in</strong>g concern basis <strong>in</strong> prepar<strong>in</strong>g the annual f<strong>in</strong>ancial statements, based on the<br />

historical f<strong>in</strong>ancial <strong>performance</strong> of the group, the ready access to f<strong>in</strong>ancial resources and f<strong>in</strong>ancial<br />

forecasts. The group’s results are reviewed prior to submission to the board as follows:<br />

All four quarters and f<strong>in</strong>ancial year end – by the disclosure committee and audit committee;<br />

Interim and f<strong>in</strong>al quarters – by both the group’s external auditors, and the audit committee;<br />

and<br />

In <strong>2009</strong>, additional reviews were performed by the group’s external auditors for quarters one<br />

and three as a result of f<strong>in</strong>anc<strong>in</strong>g activities dur<strong>in</strong>g the year.<br />

Internal controls<br />

The board is responsible for the group’s systems of <strong>in</strong>ternal f<strong>in</strong>ancial and operational control. The<br />

group’s <strong>in</strong>ternal controls and systems are designed to provide reasonable assurance as to the<br />

<strong>in</strong>tegrity and reliability of the annual f<strong>in</strong>ancial statements, that assets are adequately safeguarded<br />

aga<strong>in</strong>st material loss and that transactions are properly authorised and recorded. Such controls<br />

are based on established written policies and procedures which are monitored throughout the<br />

group and are applied by tra<strong>in</strong>ed, skilled personnel with an appropriate segregation of duties<br />

through clearly def<strong>in</strong>ed l<strong>in</strong>es of accountability and delegation of authority. The control system<br />

<strong>in</strong>cludes comprehensive report<strong>in</strong>g and analysis of actual results aga<strong>in</strong>st approved standards and<br />

budgets. All employees are required to ma<strong>in</strong>ta<strong>in</strong> the highest ethical standards <strong>in</strong> ensur<strong>in</strong>g that the<br />

company’s bus<strong>in</strong>ess practices are conducted <strong>in</strong> a manner which <strong>in</strong> all reasonable circumstances<br />

is above reproach. As part of an ongo<strong>in</strong>g process, reviews were undertaken across the group of<br />

the effectiveness of various elements of the group’s <strong>in</strong>ternal controls, procedures and systems.<br />

Where potential improvements are identified, they are be<strong>in</strong>g addressed. The reviews enabled<br />

management to further strengthen the group’s controls and the results of the reviews did not<br />

<strong>in</strong>dicate any material breakdown <strong>in</strong> the function<strong>in</strong>g of these controls, procedures and systems<br />

dur<strong>in</strong>g the year under review. The <strong>in</strong>ternal controls <strong>in</strong> place are considered to be effective. The<br />

<strong>in</strong>ternal controls at the four new mills <strong>in</strong> the Europe region were assessed for adequacy but not<br />

for effectiveness as most of the underly<strong>in</strong>g IT systems and platforms were only moved over to<br />

<strong>Sappi</strong> dur<strong>in</strong>g the course of <strong>2009</strong>. This transitional phase will be completed <strong>in</strong> 2010 and effectiveness<br />

test<strong>in</strong>g will be performed. A material breakdown is def<strong>in</strong>ed as a critical weakness <strong>in</strong> process or<br />

f<strong>in</strong>ancial systems which could result <strong>in</strong> a material loss, cont<strong>in</strong>gency or uncerta<strong>in</strong>ty requir<strong>in</strong>g<br />

disclosure <strong>in</strong> the published annual f<strong>in</strong>ancial statements. Section 404 of the US Sarbanes-Oxley<br />

Act requires companies listed on the NYSE to complete a comprehensive evaluation and report<br />

on the effectiveness of their <strong>in</strong>ternal controls over f<strong>in</strong>ancial report<strong>in</strong>g. <strong>Sappi</strong> has conducted its<br />

fourth evaluation at the end of fiscal <strong>2009</strong> and will <strong>in</strong>clude its Section 404 report <strong>in</strong> its Form 20-F<br />

to be filed with the United States Securities and Exchange Commission.<br />

governance

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