Governance, Commitments and Engagement

Indicates core indicators Indicates additional indicators Indicates core indicators that are partially met

GRI G3 Disclosure

TITAN Reference

Governance

4.1 - Governance structure of the organization, including committees under the highest governance body responsible for specific tasks, such as setting strategy or organizational oversight.

4.2 - Indicate whether the Chair of the highest governance body is also an executive officer (and, if so, their function within the organization’s management and the reasons for this arrangement).

The Chairman of the Board
is a non-executive member

4.3 - For organizations that have a unitary board structure, state the number and gender of members of the highest governance body that are independent and/or non-executive members.

Corporate Governance Independence of Directors towards Management	Female	Male	Total Number
Independent/Non-Executive Directors	7	0	7
Chairman	1	0	1
CEO	1	0	1
Executive Directors	4	1	5
Total	13	1	14

4.4 - Mechanisms for shareholders and employees to provide recommendations or direction to the highest governance body.

4.5 - Linkage between compensation for members of the highest governance body, senior managers, and executives (including departure arrangements), and the organization’s performance (including social and environmental performance).

Corporate Governance Statement 2012
Performance appraisals for all managers (including Executives) include the enforcement of the Corporate Values and the Code of Conduct in decision making and daily life. CSR is one of TITAN’s Corporate Values and each individual’s advocacy for CSR is measured accordingly through qualitative results for each individual, as well as through the dissemination of relative behavioral standards

4.6 - Processes in place for the highest governance body to ensure conflicts of interest are avoided.

Corporate Governance Statement 2012

4.7 - Process for determining the composition, qualifications, and expertise of the members of the highest governance body and its committees, including any consideration of gender and other indicators of diversity.

Board of Directors and Committees

4.8 - Internally developed statements of mission or values, codes of conduct, and principles relevant to economic, environmental, and social performance and the status of their implementation

4.9 – Procedures of the highest governance body for overseeing the organization’s identification and management of economic, environmental, and social performance, including relevant risks and opportunities, and adherence or compliance with internationally agreed standards, codes of conduct, and principles.

4.10 - Processes for evaluating the highest governance body’s own performance, particularly with respect to economic, environmental, and social performance.

Composition of the Board of Directors and Committees (Definition of independent members)

Commitments to external initiatives

4.11 - Explanation of whether and how the precautionary approach or principle is addressed by the organization (the organization’s approach to risk management in operational planning or the development and introduction of new products)

4.12 - Externally developed economic, environmental, and social charters, principles, or other initiatives to which the organization subscribes or endorses.

4.13 - Memberships in associations (such as industry associations) and/or national/international advocacy organizations

Stakeholders’ engagement

4.14 - List of stakeholder groups engaged by the organization

4.15 - Basis for identification and selection of stakeholders with whom to engage

4.16 - Approaches to stakeholder engagement, including frequency of engagement by type and by stakeholder group.

4.17 –Key topics and concerns that have been raised through stakeholder engagement, and how the organization has responded to those key topics and concerns, including through its reporting.

1^st Integrated Annual Report 2012

GRI Disclosure Tables