RWL-CSR-Report-use-mail - Flipbook - Page 42
2-10 Nomination
The Directors are appointed, suspended and dismissed by
and selection of the
the General Meeting of Shareholders. With regard to future
highest governance
nominations and appointments, gender neutral decisions will
body
always be taken.
2-11 Chair of the
The Board, with the affirmative vote of the Non-Executive
highest governance
Directors, appoints a Non-Executive Director as Chairman.
body
2-12 Role of the
12
In addition to the ‘’governance body’’ paragraph: The Board is
highest governance
responsible, among other things, for achieving the Company’s
body in overseeing
objectives, strategy and associated risk/impact profile, as well
the management of
as ensuring delivery of results and sustainability goals that are
impacts
relevant to the business. The responsibility for the management of the Company is vested collectively in the Board.
2-12-b and 2-12-c are omitted due to confidentiality
2-13 Delegation of
12
In addition to the ‘’governance body’’ paragraph:The principal
responsibility for
tasks of the Non-Executive Directors include the functional su-
managing impacts
pervision of Executive Management.
Executive Directors charged with specific managerial tasks
are primarily responsible for the risk control and monitoring of
such specific managerial tasks.
Executive Management informs the Board at least once annually in writing of the main areas of strategic policy, general
and financial risks of Riwal, as well as the (progress made in
relation to the implementation of the) internal control and risk
management systems of the group.The Board meets at least
7 times per year.
2-14 Role of the
The sustainability reporting is reviewed and approved by the
highest governance
Executive Management prior to publishing.
body in sustainability
reporting
2-15 Conflicts of
Riwal’s board charter outlines the situations in which conflicts
interest
of Interests for Directors can occur and the expectations from
directors in such situations:
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