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2
First. Preliminary Provisions
1)
Introduction, Objectives and Importance
1-1)
Introduction
In accordance with Savola Group's (the “Company” or “Savola) policy and strategy to
ensure proper internal controls across Savola, compliance with rules and regulations and
to provide its stakeholders with highly transparent and credible information, to
strengthen its relations with them, and enhance its performance and decision making
process, the Savola Board of Directors (the “Board) approved this Corporate Governance
(CG) Framework and thereafter it shall be subject to changes and amendments as
necessary.
1-2)
Objectives of CG Framework
This Framework shows Savola's set of controls, principles, standards and policies that are
managed and monitored through Savola's commercial, financial and administrative
operations to achieve its objectives and plans. These rules shall ensure that the Company
complies with best governance practices that enable the Board to exercise its
responsibilities towards the Company and its Operating Companies (OpCos) to achieve
the best results for shareholders and protect their rights as well as the rights of all
stakeholders.
1-3)
Importance of Corporate Governance for Savola
Corporate Governance is concerned with the way in which the business and the Company
affairs are managed by the Board and Executive Management, particularly regarding the
following:
a.
Enhancing the mechanisms that help in setting Savola’s objectives and strategies and
following up their implementation through clear performance indicators;
b.
Setting effective mechanisms to manage Savola’s affairs and its OpCos and activating
the mechanisms of decision-making (i.e. activating the role of the Board and its
Committees and determining the level of authority among Savola and its OpCos);
c.
Protecting the interests and rights of Shareholders;
d.
Being fully responsible towards the shareholders and other stakeholders and treating
them in a just and fair manner;
e.
Enhancing compliance with applicable laws, regulations, and policies; and
f.
Enhancing the mechanisms of transparency and disclosure.
Savola believes that an effective CG system requires an efficient Board and Executive
Management team that are aware of the importance of this Framework, as well as an
effective organizational structure with clear roles, competencies and responsibilities. It
also requires a sound internal control system through the implementation of a number of
functions such as (sound planning and visibility, effective investment portfolio
management, policies and procedures, external audit, internal audit, risk management,
and governance and compliance), as well as providing a supportive and responsive
culture and work environment.
