World Fuel Services 2002 Annual Report Download - page 38

Download and view the complete annual report

Please find page 38 of the 2002 World Fuel Services annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 84

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84

PART III
Item 10. Directors and Executive Officers of the Registrant
The information concerning our directors and executive officers set forth under the captions “Election of Directors” and
“Information Concerning Executive Officers,” respectively, appearing in our definitive 2003 Proxy Statement for the Annual
Meeting of Shareholders (the “2003 Proxy Statement”), is incorporated herein by reference.
Item 11. Executive Compensation
The information set forth in the 2003 Proxy Statement under the caption “Compensation of Officers” and “Board of
Directors - Compensation of Directors” is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management
The information set forth under the caption “Principal Shareholders and Security Ownership of Management” in the
2003 Proxy Statement is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions
The information set forth under the caption “Transactions with Management and Others” in the 2003 Proxy Statement is
incorporated herein by reference.
Item 14. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are designed to ensure that information required to be disclosed by us in the reports
that we file or submit, is recorded, processed, summarized and reported, within the time periods specified in the Securities
and Exchange Commission’s rules and forms.
We have evaluated our disclosure controls and procedures during the last 90 days. Based on such evaluation, our CEO,
COO and Chief Financial Officer (“CFO”) believe that such controls and procedures are effective to achieve the above
objectives.
Changes in Internal Controls
Our CEO, COO and CFO have determined, based upon our most recent evaluation, that there have been no significant
changes in our internal controls that could significantly affect our internal controls and procedures subsequent to that
evaluation.
Limitations on the Effectiveness of Controls
Our management, including our CEO, COO and CFO, does not expect that our disclosure controls or our internal
controls will prevent all error and all fraud. A control system, no matter how well conceived and operated, can provide only
reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system
must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within the company have been detected. These inherent limitations include the
realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake.
Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by
management override of the control. The design of any system of controls is based in part upon certain assumptions about
the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under
all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of
compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control
system, misstatements due to error or fraud may occur and not be detected.
Page 30 of 70