Waste Management 2014 Annual Report Download - page 9

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The enterprise risk management program and process continue to evolve with enhancements made annually.
Board members are polled to collect their thoughts on significant risks facing the Company and how the
reporting format should be revised to improve management’s communication of enterprise risks to the Board. We
assign champions across the aforementioned areas that will work with the ERM Committee to establish a more
comprehensive risk mitigation strategy. In addition, external stakeholders will continue to be interviewed to
gather their views on risks that they perceive could have a significant impact on the Company or the industry.
The ERM Committee will review the assessment of the risks in each area and the proposed mitigation strategy
and determine what adjustments, additions, or changes are appropriate.
The Board of Directors and its committees meet in person approximately six times a year, including one meeting
that is dedicated specifically to strategic planning, and regular updates are given to the Board of Directors on all
Company risks. At each of these meetings, our President and Chief Executive Officer; Chief Financial Officer; and
Chief Legal Officer are asked to report to the Board and, when appropriate, specific committees. Additionally, other
members of management and employees are requested to attend meetings and present information, including those
responsible for our Internal Audit, Environmental Audit, Business Ethics and Compliance, Human Resources,
Government Affairs, Information Technology, Risk Management, Safety and Accounting functions.
One of the purposes of these presentations is to provide direct communication between members of the
Board and members of management; the presentations provide members of the Board with the information
necessary to understand the risk profile of the Company, including information regarding the specific risk
environment, exposures affecting the Company’s operations and the Company’s plans to address such risks. In
addition to information regarding general updates to the Company’s operational and financial condition,
management reports to the Board on a number of specific issues meant to inform the Board about the Company’s
outlook and forecasts, and any impediments to meeting those or its pre-defined strategies generally. These direct
communications between management and the Board of Directors allow the Board to assess management’s
evaluation and management of the risks of the Company.
Management is encouraged to communicate with the Board of Directors with respect to extraordinary risk
issues or developments that may require more immediate attention between regularly scheduled Board meetings.
Mr. Reum, as Non-Executive Chairman, facilitates communications with the Board of Directors as a whole and is
integral in initiating the discussions among the independent Board members necessary to ensure management is
adequately evaluating and managing the Company’s risks. These intra-Board communications are essential in its
oversight function. Additionally, all members of the Board are invited to attend all committee meetings, regardless
of whether the individual sits on the specific committee, and committee chairs report to the full Board. These
practices ensure that all issues affecting the Company are considered in relation to each other; and by doing so, risks
that affect one aspect of our Company can be taken into consideration when considering other risks.
In addition, the Audit Committee is responsible for ensuring that an effective risk assessment process is in
place, and quarterly reports are made to the Audit Committee on all financial and compliance risks in accordance
with New York Stock Exchange requirements.
Independence of Board Members
The Board of Directors has determined that each of the following eight non-employee director candidates is
independent in accordance with the New York Stock Exchange listing standards:
Bradbury H. Anderson
Frank M. Clark, Jr.
Andrés R. Gluski
Patrick W. Gross
Victoria M. Holt
John C. Pope
W. Robert Reum
Thomas H. Weidemeyer
Mr. Steiner is an employee of the Company and, as such, is not considered an “independent” director.
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