Waste Management 2015 Annual Report Download - page 9

B OARD OF D IRECTORS
Our Board of Directors currently has ten members. Each member of our Board is elected annually.
Mr. Reum is the Non-Executive Chairman of the Board and presides over all meetings of the Board, including
executive sessions that only non-employee directors attend.
Stockholders and interested parties wishing to communicate with the Board or the non-employee directors
should address their communications to Mr. W. Robert Reum, Non-Executive Chairman of the Board, c/o Waste
Management, Inc., P.O. Box 53569, Houston, Texas 77052-3569.
Leadership Structure
We separated the roles of Chairman of the Board and Chief Executive Officer at our Company in 2004. We
believe that having a Non-Executive Chairman of the Board is in the best interests of the Company and
stockholders, due in part to the ever-increasing demands made on boards of directors under federal securities
laws, national stock exchange rules and other federal and state regulations. The Non-Executive Chairman’s
responsibilities include leading full Board meetings and executive sessions and managing the Board function.
The Board named Mr. Reum Chairman of the Board effective January 1, 2012, due to his tenure with, and
experience and understanding of, the Company, as well as his experience on public company boards of directors.
The separation of the positions allows Mr. Reum to focus on management of Board matters and allows our
Chief Executive Officer to focus his attention on managing our business. Additionally, we believe the separation
of those roles contributes to the independence of the Board in its oversight role and in assessing the Chief
Executive Officer and management generally.
Role in Risk Oversight
Our executive officers have the primary responsibility for risk management within our Company. Our Board
of Directors oversees risk management to ensure that the processes designed and implemented by our executives
are adapted to and integrated with the Company’s strategy and functioning as directed. The primary means by
which the Board oversees our risk management structures and policies is through its regular communications
with management and our enterprise risk management process. The Company believes that its leadership
structure is conducive to comprehensive risk management practices and that the Board’s involvement is
appropriate to ensure effective oversight.
The Company has an enterprise risk management, or ERM, process that is coordinated by an ERM
Committee consisting of our Chief Financial Officer, Chief Operating Officer, Chief Legal Officer and head of
Internal Audit. The ERM process begins with identification of the Company’s programs and processes related to
risk management and the individuals responsible for them through use of a risk assessment conducted by Internal
Audit. The risk assessment identifies perceived risks to the Company, with follow-up interviews with members
of senior management to review any gaps between their and their direct reports’ responses.
For 2016, we interviewed the Company’s Senior Leadership team and additional members of senior
management to capture their insight on the strategic risks that could affect our ability to execute against our
strategy, as well as the more long-term risk landscape and the potential effect of such risks on the viability of the
business. As a result of this process, we have grouped our risk focus across the following areas:
• Environmental and Regulatory Developments;
• Information Security and Technology;
• Safety;
• People Management; and
• Operational Risk Management.
The ERM 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
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