Sappi Ltd.
Annual Report 2022

Plain-text annual report

Annual Integrated Report For the year ended September 2022 HOW TO NAVIGATE OUR REPORT Throughout our Annual Integrated Report, the following icons are used to show the connectivity between sections: Referencing Page Online Risk Sappi’s 3Ps Prosperity People Planet Thrive25 strategy Grow our business Sustain our financial health Drive operational excellence Enhance trust Our capitals Intellectual capital Human capital Financial capital Manufactured capital Social and relationship capital Natural capital Sappi and the United Nations (UN) Sustainable Development Goals (SDGs) * * * Sappi Southern Africa (SSA) priority SDGs. This report is printed on Sappi Magno Plus Silk 135 and 350 g/m2. Contents About this report Group overview Our 2022 reporting theme Who we are Where we operate Delivering sustained value Our strategy and performance Sappi and the SDGs How we create value Our business model Letter to the stakeholders: Chairman and CEO Q&A with the CEO Responding to our context Our operating context Risk management Our key relationships Integrating our key material issues Our key material issues Diving deeper into our performance and prospects Product review Chief Financial Officer’s report Governance and compensation Our leadership and executive management Corporate governance Remuneration report Social, Ethics, Transformation and Sustainability (SETS) Committee report Appendices Five-year review Share statistics Glossary Notice to shareholders Shareholders’ diary Proxy form for the Annual General Meeting Notes to the form of proxy Administration Forward-looking statements 1 4 5 6 10 20 24 26 30 36 42 46 54 76 78 110 122 144 150 168 192 198 200 202 207 218 219 220 222 IBC About this report Our Annual Integrated Report for the year ended September 2022 provides an overview of how we create value in terms of our purpose, vision and strategy. The report deals with key opportunities and risks in our markets as well as our performance against financial and non-financial objectives, together with our priorities and expectations for the year ahead. While the report addresses issues pertinent to a broad group of stakeholders, the primary audience is our shareholders. Our global and regional sustainability reports address the wider audience in more detail on key material issues. In addition to our Annual Integrated Report (pages 1 to 195), we have included supporting appendices (pages 196 to 222). Integrated thinking and the 3Ps We understand that the long-term sustainability of our business will only be ensured by delivering sustained value for our stakeholders. In understanding our value-creation process, we take an integrated approach, considering Prosperity, People and Planet (the 3Ps) – an approach that is aligned with the International Integrated Reporting Framework (IIRC) six capitals model. Prosperity People Planet Natural capital Recognising that our business depends on natural capital, we focus on understanding, managing and mitigating our impacts. Intellectual capital Our technology centres and research and development (R&D) initiatives promote a culture of innovation to support the development of commercially and environmentally sustainable solutions for the company. Financial capital We manage our financial capital, including shareholders’ equity, debt and reinvested capital to maintain a solid balance between growth, profitability and liquidity. Manufactured capital Our operations require significant investments in manufactured capital. Investing in building, maintaining, operating and improving this infrastructure requires financial, human and intellectual capitals. Human capital We require engaged and productive employees to create value. By creating a safe and healthy workplace for our people in which diversity is encouraged and valued, and providing them with ongoing development opportunities, we enhance productivity and our ability to service global markets. Social and relationship capital Building relationships with our key stakeholders in a spirit of trust and mutual respect enhances both our licence to trade and our competitive advantage, thereby enabling shared value creation. Annual Integrated Report 2022 Sappi 1 ABOUT THISREPORT ABOUT THIS REPORT About this report continued ENSURING HOLISTIC VALUE CREATION Value for Sappi is not only about delivering returns to our shareholders, it is also about maximising the value of every resource along our value chain to ensure those returns are sustainable. We recognise that our sphere of influence and impact extends beyond our mill gates. Through this lifecycle approach that harnesses the power of the circular economy, we strive to minimise our negative impacts and increase our positive impacts on people and the planet, while securing sustainable profit margins. We then measure value created, preserved and eroded in terms of our  defined, holistic targets, as outlined and set out in the Business model on pages 26 to 29. SCOPE AND BOUNDARY The scope of this report includes all our operations (refer to Where we operate on page  information that is material, comparable, relevant and complete. The issues and indicators we cover reflect our significant economic, environmental and social impacts, and those we believe would substantively influence the assessments and decisions of investors.  6 and 7). We aim to present FORWARD-LOOKING STATEMENTS For important information relating to forward-looking statements, refer to the inside back cover . At Sappi, we take a holistic view of value creation. The materiality of the information presented has been determined on the basis of extensive ongoing engagement with our stakeholders and has been assessed against the backdrop of current business operations, as well as prevailing trends in our industry and the global economy (refer to Integrating our key material issues on page and 77). 76 In preparing this report, we have tracked environmental findings and research, public opinion, employee views and attitudes, the interests and priorities of environmental and social groups, as well as the activities, profiles and interests of investors, employees, suppliers and customers, communities, governments and regulatory authorities. G l obal forces UN SDGs Risks and opportunities Operating context i a l r i t y determinatio n t e a M Integrated reporting boundary Sappi Europe Sappi North America Sappi Southern Africa Our stakeholder issues Financial reporting boundary 2 Annual Integrated Report 2022 Sappi 2 Annual Integrated Report 2022 Sappi OUR REPORTING SUITE Annual Integrated Report For the year ended September 2022 2022 Sappi Annual Integrated Report www.sappi.com/annual-reports Group Annual Financial Statements For the year ended September 2022 2022 Sappi Group Annual Financial Statements www.sappi.com/annual-reports Frameworks • IIRC's International Framework • Companies Act, No 71 of 2008, as amended (Companies Act) • Johannesburg Stock Exchange (JSE) Listings Requirements • King IV Code on Corporate Governance 1. (King IVTM) Frameworks • International Financial Reporting Standards (IFRS) • Companies Act • JSE Listings Requirements • King IV. 202 2 Group Sustainability Report 2022 Sappi Group Sustainability Report www.sappi.com/sustainability Frameworks • Global Reporting Initiative (GRI) standards • United Nations Global Compact (UNGC) • UN SDGs. For up-to-date information, please refer to our quarterly results announcements and analyst presentations www.sappi.com/quarterly-reports 1 Copyright and trademarks are owned by the Institute of Directors in South Africa NPC and all of its rights are reserved. ASSURANCE We obtained external assurance on selected sustainability key performance indicators in our 2022 Sappi Group Sustainability Report. The independent practitioner’s limited assurance report is included in the 2022 Sappi Group Sustainability Report. Our sustainability information is also verified by our internal audit team. Their verification process includes reviewing the procedures applied for collecting and/ or measuring, calculating and validating non-financial data, as well as reviewing reported information and supporting documentation. In addition, most of our key operations undergo external verification including the Eco-Management Audit System in Europe, ISO 50001 energy certification in Europe and South Africa and globally, ISO 45001 environmental certification and ISO 9001 quality certification, as well as OHS 18001 and ISO 45001 health and safety certification. We are also assessed in terms of the forest certification systems we use and, in South Africa, our broad-based black economic empowerment (BBBEE) performance is assessed by an external ratings agency. In 2021 Sappi Limited was a constituent of the FTSE/JSE Responsible Investment Index. Collectively, these external assessments and certifications, as well as interaction with our stakeholders, give us confidence that our performance indicators are reliable, accurate and pertinent. The Social, Ethics, Transformation and Sustainability (SETS) Committee is satisfied that the sustainability information presented in this report has been provided with a reasonable degree of accuracy. For information on the combined assurance framework relevant to the disclosure in this report, and for the independent auditors’ report, see Group Annual Financial Statements on www.sappi.com/annual-reports This year’s report does not include summarised financials. However, the full 2021 Sappi Annual Integrated Report with financials is available on www.sappi.com/annual-reports in interactive and PDF format. BOARD APPROVAL The Sappi Limited board acknowledges its responsibility for ensuring the integrity of the Annual Integrated Report and, to the best of its knowledge and belief, the 2022 Sappi Annual Integrated Report addresses all issues material to the group’s ability to create and preserve value in the short, medium and long term, and fairly presents the group’s integrated performance and outlook. The board believes that the Annual Integrated Report speaks to Sappi’s use of and effect on the 3Ps (addressing value creation, preservation and erosion), aligned with the six capitals, and how the availability of these resources is shaping our business and impacting how we will create value in the future. We believe that this report has been prepared in accordance with the Integrated Reporting Framework. The report has been prepared in line with best practice and the board approved the 2022 Sappi Annual Integrated Report on 9 December 2022. Sir Nigel Rudd Chairman Steve Binnie Chief Executive Officer (CEO) Annual Integrated Report 2022 Sappi 3 ABOUT THISREPORT   GROUP OVERVIEW Our 2022 reporting theme In 2020, the Covid-19 pandemic precipitated a public-health crisis which quickly evolved into an economic, social and, in places, organisational crisis. It completely disrupted the way we all lived, worked and interacted. However, we continued to focus on a brighter future. Having launched our Thrive25 strategy at the beginning of 2020, we were well positioned to evolve and adapt within this context of constantly shifting global forces. The following year, against the backdrop of the so-called ‘new normal’, we advanced our strategy by moving from the short- term need to secure our future to responding to a world economy which re-opened for business faster than expected. In FY2022, we experienced the convergence of global risks and challenges, including the ongoing global pandemic, energy scarcity, rapid inflation, geopolitical tensions, extreme weather events and logistical bottlenecks. Realising that the ‘new normal’ presents both challenges and opportunities, we amplified our actions as a company providing renewable woodfibre resource solutions, protecting the interests of our communities and employees and continuing to help build a more sustainable, inclusive world. The actions we prioritised that delivered our record performance and moved us forward in delivering on our purpose and our detailed throughout this report. strategy are Thrive25 The steps we have taken to amplify our positive impact on the world would not have been possible without close connection and collaboration with our stakeholders, particularly our people. Together, we will continue to anticipate challenges, innovate, work towards a lighter footprint on the planet and live up to our social compact. Together we will continue to amplify value – not just enterprise value – but value for all our stakeholders as we work to build a thriving world. Adapt. Advance. Amplify. 4 Annual Integrated Report 2022 Sappi Who we are Sappi is a leading global provider of everyday materials made from woodfibre- based renewable resources. As a diversified, innovative and trusted leader focused on sustainable processes and products, we are building a more circular economy by making what we should, not just what we can. G R O U P O V E R V E W I Our raw material offerings (such as dissolving pulp, wood pulp and biomaterials) and end-use products (packaging and speciality papers, graphic papers, casting and release papers and forestry products) are manufactured from woodfibre sourced from sustainably managed forests and plantations, in production facilities powered, in many cases, with bio-energy from steam and existing waste streams. Many of our operations are energy self-sufficient. Together with our partners, we work to build a thriving world by acting boldly to support the planet, people and prosperity. Paper production per year 5.5 million tons Paper pulp production per year Dissolving pulp production per year Globally we have 2.6 million tons 1.5 million tons 12,495 employees1 1 Includes corporate and Sappi Trading employees. Owned and leased sustainably managed forests in South Africa 400,000 ha Annual Integrated Report 2022 Sappi 5 Page heading continuedGROUP OVERVIEW GROUP OVERVIEW Where we operate Europe Sales offices Production facilities 15 10 North America Sales offices 6 4 Production facilities South Africa Sales offices 6 5 Production facilities Employees 5,571 Employees 2,042 Employees 4,631 Sappi Trading Sappi Trading operates a network for the sale and distribution of our products outside our core operating regions of North America, Europe and South Africa. Sales offices Bogotá Sydney Hong Kong Nairobi México City Shanghai Johannesburg São Paulo 6 Annual Integrated Report 2022 Sappi Sappi Europe Mills Products produced Alfeld Mill Bleached chemical pulp for own consumption Speciality paper; flexible packaging paper, paperboard, containerboard, release liner, label paper, functional papers Carmignano Mill Speciality paper; dye sublimation paper, flexible packaging paper, inkjet paper and label paper Condino Mill Ehingen Mill Speciality paper; dye sublimation paper, flexible packaging paper, inkjet paper and silicone base paper Bleached chemical pulp for own consumption and market pulp Coated woodfree paper and containerboard Gratkorn Mill Bleached chemical pulp for own consumption Kirkniemi Mill** Bleached mechanical pulp for own consumption Coated woodfree paper and label paper, containerboard Coated mechanical paper Lanaken Mill Bleached chemi-thermo mechanical pulp for own consumption Coated woodfree paper Maastricht Mill** Coated woodfree paper and paperboard Stockstadt Mill** Bleached chemical pulp for own consumption and market pulp Coated woodfree paper and uncoated woodfree paper Total Sappi Europe Total Sappi Europe excluding mills held for sale Other operation Products produced Rockwell Solutions Coated barrier film and paper Sappi North America Mills Products produced Cloquet Mill Dissolving pulp, bleached chemical pulp for own consumption and market pulp* Coated woodfree paper Matane Mill High-yield hardwood pulp for own consumption and market pulp Somerset Mill Bleached chemical pulp for own consumption and market pulp Westbrook Mill Converting for speciality casting and release paper Coated woodfree and packaging paper Total Sappi North America Sappi Southern Africa Plantations*** Products produced KwaZulu-Natal Plantations (pulpwood and sawlogs) (tons)*** Mpumalanga Plantations (pulpwood and sawlogs) (tons)*** Total Sappi Forests (owned and leased supply) Mills Products produced Lomati Sawmill Ngodwana Mill Sawn timber (m3) Unbleached chemical pulp for own consumption Mechanical pulp for own consumption Kraft linerboard Newsprint Stanger Mill Bleached bagasse pulp for own consumption Office paper and tissue paper Tugela Mill Neutral sulphite semi chemical pulp for own consumption Corrugating medium Sappi ReFibre**** Waste paper collection and recycling for own consumption Total Sappi Paper and Paper Packaging Ngodwana Mill Dissolving pulp Saiccor Mill Dissolving pulp Total dissolving pulp Capacity1 (’000 tons) Paper Pulp 120 275 100 60 280 980 750 530 260 140 250 300 165 220 3,455 145 1,120 2,225 675 Capacity1 (million m2) 100 Capacity1 (’000 tons) Pulp 370 285 525 Paper 340 970 23 1,333 1,180 Capacity1 (’000 tons) Hectares 165 235 400 Standing tons 10,666 17,260 27,926 240 140 110 200 690 210 110 60 170 83 633 255 890 1,145 1,778 Capacity (m3) Capacity (’000 tons) Timber Paper Pulp 99 Capacity at maximum continuous run rate per annum. The stated capacity is for dissolving pulp, the capacity for kraft pulp is 17% higher. Total Sappi Southern Africa 1 * ** Mills held for sale. *** Plantations include owned and leased areas. **** Sappi ReFibre collects waste paper in the South African market, which is used to produce packaging paper. 99 690 Annual Integrated Report 2022 Sappi 7 GROUP OVERVIEW g row As a company based on the power of renewable resources, we are well placed to take lessons from nature: When plants grow too quickly and are not properly rooted, they become top heavy and prone to toppling over. Similarly, if there is not enough light, even though tall, they can become spindly and not fit for purpose. So, while growth is one of our strategic fundamentals, our approach to it is purposeful and phased. This means being responsive to our environment and the impacts of constant change on our stakeholders. It also means being rooted in our legacy of innovation and excellence and grounded by our Thrive25 strategy. Accordingly, we leverage our existing strengths and grow our people to progress in high-impact, high-value areas. We also partner to shape new marketing opportunities and industry standards that will stimulate growth. Above all, we recognise that growth can only be sustainable insofar as it supports the health and repair of the natural environment on which we depend. And it is only inclusive when value is shared and society is positively impacted. This is our focus as we work to build a thriving world. 8 Annual Integrated Report 2022 Sappi g row As a company based on the power of renewable resources, we are well placed to take lessons from nature: When plants grow too quickly and are not properly rooted, they become top heavy and prone to toppling over. Similarly, if there is not enough light, even though tall, they can become spindly and not fit for purpose. So, while growth is one of our strategic fundamentals, our approach to it is purposeful and phased. This means being responsive to our environment and the impacts of constant change on our stakeholders. It also means being rooted in our legacy of innovation and excellence and grounded by our Thrive25 strategy. Accordingly, we leverage our existing strengths and grow our people to progress in high-impact, high-value areas. We also partner to shape new marketing opportunities and industry standards that will stimulate growth. Above all, we recognise that growth can only be sustainable insofar as it supports the health and repair of the natural environment on which we depend. And it is only inclusive when value is shared and society is positively impacted. This is our focus as we work to build a thriving world. Annual Integrated Report 2022 Sappi 9 GROUP OVERVIEW DELIVERING SUSTAINED VALUE Our strategy and performance OUR STRATEGY Through collaboration and innovation, we will grow profitably, using our strength as a sustainable and diversified global woodfibre group, focused on dissolving pulp, packaging and speciality papers, and biomaterials with an optimised graphic paper business. What this means How we performed in 2022 Grow our business • Grow dissolving pulp (DP) capacity, matching • Packaging and speciality papers constitutes market demand 25% of 2022 sales volumes • Continue to expand and grow packaging and speciality papers in all regions. Commence commercialisation of biotech opportunities • Optimise Graphic paper segment. • Target net debt at approximately US$1 billion and sustain net debt:EBITDA* at 1.5x through the cycle • Optimise capital management • Maximise return on capital employed (ROCE) • Review pricing strategies to secure optimal value • Continue to monitor bond market for opportunities. • Packaging and speciality papers EBITDA increased 37% y-o-y and contributed 27% of group EBITDA Increased packaging and speciality papers volumes y-o-y up 9% vs 2021 • • Pulp sales increased 15% compared to the prior year • Successful commissioning of DP expansion project at Saiccor • Concluded the agreement to sell three European graphic paper mills to consolidate our graphic paper assets and focus on core graphic paper categories • Strong growth in lignin sales and favourable advancement of other biotech opportunities. • Reduced net debt to US$1,163 million • Generated > US$500 million cash • Focused capital expenditure (capex) on essential projects to effectively manage liquidity and cash flow • Average net sales price per ton up 28% y-o-y. • Drive our safety-first culture • Continuously improve our cost position • Continue to maximise the benefits of our global footprint • Record safety performance • Group efficiency, procurement and continuous improvement savings > US$110 million • Volumes and pricing improved resulting in • Best-in-class production efficiencies to secure improved profitability increased volumes. • Maximised the benefits of OneSappi to achieve cost advantages. • Improving our understanding of, and proactively partnering with, all stakeholders • Driving sustainability solutions • Meeting the changing needs of every Sappi • Validated our decarbonisation targets with the Science Based Targets initiative (SBTi) • Actively supported local communities through community forums employee. • Followed Task Force on Climate-related Financial Disclosures (TCFD) recommendations • Expanded Supplier Code of Conduct compliance and initiated EcoVadis partnership • Sustained Level 1 broad-based black economic empowerment (BBBEE) in South Africa. Sustain our financial health Drive operational excellence Enhance trust * Earnings before interest, taxation, depreciation and amortisation (EBITDA). 10 Annual Integrated Report 2022 Sappi MEASURING OUR PROGRESS Guided by our strategy, we measure our progress holistically against our mission, collaborating and partnering with stakeholders as we strive to be a trusted and sustainable organisation with an exciting future in woodfibre. ROCE (%) EBITDA (US$ million) Self-assessment of 2022 performance Self-assessment of 2022 performance Thrive25 Link to strategic objectives Link to 3Ps & SDGs Thrive25 Link to strategic objectives Link to 3Ps & SDGs Our strategic performance indicators Our strategic performance indicators 2020 1.6 2021 2022 5.4 378 532 2020 2021 2022 27.9 1 339 0 5 10 15 20 25 30 0 300 600 900 1200 1500 Why is this important? Why is this important? ROCE is an important measure that assesses long-term profitability by comparing how effectively assets are performing with how these assets are financed. EBITDA measures how we performed operationally as a company. Identified sustainability goal Linked to executive remuneration Linked to executive remuneration 2023 objectives • Maximise volumes in all segments and improve logistics constraints • Further optimise the packaging and speciality papers volumes in all regions. 2023 objectives • Focus on maximising cash generation through efficient capex and working capital management. Self-assessment Strategic objective 3Ps SDGs Outstanding Satisfactory Grow our business Prosperity Sustain our financial health Progress to be made/ongoing Drive operational excellence Enhance trust People Planet Annual Integrated Report 2022 Sappi 11 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Our strategy and performance continued EBITDA margin (%) Sales (US$ million) Self-assessment of 2022 performance Self-assessment of 2022 performance Thrive25 Link to strategic objectives Link to 3Ps & SDGs Thrive25 Link to strategic objectives Link to 3Ps & SDGs Our strategic performance indicators Our strategic performance indicators 2020 2021 2022 8.2 10.1 2020 2021 2022 18.4 4,609 5,265 7,296 0 4 8 12 16 20 0 2,000 4,000 6,000 8,000 Why is this important? Why is this important? EBITDA margin is an important and comparable measure of our profitability (excluding the impact of financing, accounting treatments or tax implications) against our revenue. While not the only determinant of financial success, sales is a key measure of demand, customer loyalty and a critical contributor to profit. 2023 objectives • Sustain margins in all business segments • Focus on reducing fixed and variable costs • Maintain high operating rates. 2023 objectives • Continue to grow and optimise packaging and speciality papers and to fully operate our paper machine assets • Maximise DP volumes to capacity with increased volumes from Saiccor Mill. 12 Annual Integrated Report 2022 Sappi Net debt (US$ million) Net debt:EBITDA (ratio) Self-assessment of 2022 performance Self-assessment of 2022 performance Thrive25 Link to strategic objectives Link to 3Ps & SDGs Thrive25 Link to strategic objectives Link to 3Ps & SDGs Our strategic performance indicators Our strategic performance indicators 2020 2021 2022 1,957 1,946 2020 2021 5.2 3.7 1,163 2022 0.9 0 500 1,000 1,500 2,000 0 1 2 3 4 5 6 Why is this important? Why is this important? Given the capital-intensive nature of our operations, we need to raise debt to complete significant projects that enable our long-term success. Net debt comprises current and non-current interest-bearing borrowings and bank overdrafts (net of cash, cash equivalents and short-term deposits). The net debt to EBITDA ratio measures our ability to pay off our debt should net debt and EBITDA remain consistent. EBITDA focuses on the operating decisions of a business as it looks at profitability from core operations before the impact of capital structure. Linked to executive remuneration 2023 objectives • During 2023 our target is to reduce net debt to below US$1 billion. 2023 objectives • With significantly reduced net debt, we aim to sustain this ratio to less than 1.5x through the cycle. Self-assessment Strategic objective 3Ps SDGs Outstanding Satisfactory Grow our business Prosperity Sustain our financial health Progress to be made/ongoing Drive operational excellence Enhance trust People Planet Annual Integrated Report 2022 Sappi 13 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Our strategy and performance continued Lost-time injury frequency rate (LTIFR) (per million work hours)1 Gender diversity (%) Self-assessment of 2022 performance Self-assessment of 2022 performance Thrive25 Link to strategic objectives Link to 3Ps & SDGs Thrive25 Link to strategic objectives Link to 3Ps & SDGs Our strategic performance indicators Our strategic performance indicators 2020 2021 2022 0.35 0.38 0.30 2020 2021 2022 19.3 20.2 22.5 0,0 0,1 0,2 0,3 0,4 0 5 10 15 20 25 Why is this important? Why is this important? LTIFR is an important measure of our business’s safety. We target zero harm in the workplace Injury Index and aim for at least 10% improvement year-on-year. We view diversity as a key driver that enhances our competitiveness and viability as a business and contributes to a thriving world. We aim to appoint more women in management roles. Linked to executive remuneration Identified sustainability goal2 Identified sustainability goal 2023 objectives • Continue to reduce LTIFR and achieve zero fatalities. 2023 objectives • Stay on track to reach 23% of women in senior positions – HRL19 and upwards by 2025. 1 Combined employee and contractor LTIFR. 2 For this indicator, we have clear targets for 2025 that we are working towards. See our Group Sustainability Report for more information. 14 Annual Integrated Report 2022 Sappi Supplier Code of Conduct (%) Sustainable engagement (%) Self-assessment of 2022 performance Self-assessment of 2022 performance Thrive25 Link to strategic objectives Link to 3Ps & SDGs Thrive25 Link to strategic objectives Link to 3Ps & SDGs Our strategic performance indicators Our strategic performance indicators 2020 2021 2022 2020 Not measured 59 1,946 2021 75.6 74 2022 Not measured 0 20 40 60 80 100 0 20 40 60 80 100 Why is this important? Research indicates that 85% of consumers are more likely to buy from a company with a reputation for sustainability. By working in partnership with suppliers, we can better identify risk, assess social and environmental performance, and encourage commitment to sustainable choices and the SDGs throughout our value chain. Why is this important? We rely on a productive and engaged workforce. Employee engagement has been linked to higher safety performance, lower staff turnover, improved productivity and efficiency. Identified sustainability goal Identified sustainability goal 2023 objectives • Stay on track to reach 80% procurement spend with declared compliance with Supplier Code of Conduct. 2023 objectives • Sustain and/or improve percentage of staff engaged with our business from our base of 75%. Self-assessment Strategic objective 3Ps SDGs Outstanding Satisfactory Grow our business Prosperity Sustain our financial health Progress to be made/ongoing Drive operational excellence Enhance trust People Planet Annual Integrated Report 2022 Sappi 15 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Our strategy and performance continued Specific process water usage in water stressed locations (m3/adt) Share of renewable and clean energy (%) Self-assessment of 2022 performance Self-assessment of 2022 performance Thrive25 Link to strategic objectives Link to 3Ps & SDGs Thrive25 Link to strategic objectives Link to 3Ps & SDGs Our strategic performance indicators Our strategic performance indicators 2020 2021 2022 45.5 46.6 48.6 2020 2021 2022 53.1 53.7 53.9 0 10 20 30 40 50 0 10 20 30 40 50 60 Why is this important? Why is this important? Water has been identified as one of the most serious sustainability challenges facing the planet, partly due to the impacts of climate change. Forests and plantations, pulp and paper operations are highly dependent on the use and responsible management of water resources. This target supports our commitment to carbon emissions reduction and focused action to future-proof our business against the physical and transitional impacts of climate change and be part of the solution. Identified sustainability goal (for South Africa) Identified sustainability goal 2023 objectives • Stay on track to reduce specific process water in water-stressed locations by 23% by 2025 against base year 2019 (44.5 m3/adt). 2023 objectives • Stay on track to increase share of renewable and clean energy by 8% pts by 2025 against base year 2019 (51.6%). 16 Annual Integrated Report 2022 Sappi Energy intensity (GJ/adt) Specific GHG (Scope 1 + 2) emissions (kg CO2e/adt) Self-assessment of 2022 performance Self-assessment of 2022 performance Thrive25 Link to strategic objectives Link to 3Ps & SDGs Thrive25 Link to strategic objectives Link to 3Ps & SDGs Our strategic performance indicators Our strategic performance indicators 2020 2021 2022 23.7 22.3 22.1 2020 2021 2022 904.4 838.7 798.7 0 5 10 15 20 25 0 200 400 600 800 1000 Why is this important? Why is this important? Energy intensity is a measure of how efficiently we are operating. By continually improving this metric, we manage costs and lower our environmental impact. Since the UN Climate Change Conference (COP26) in Glasgow, Scotland in November 2021, climate impacts have worsened and carbon emissions have risen to record levels. We align with the climate science by having our targets validated by the SBTi and are taking focused action to future-proof our business against the physical and transitional impacts of climate change and be part of the solution. Identified sustainability goal1 Identified sustainability goal 2023 objectives • Stay on track to reduce energy intensity by 5% by 2025 against base year 2019 (22.1 GJ/adt). 2023 objectives • Stay on track to decrease specific GHG emissions (Scope 1 + 2) by 18% by 2025 against base year 2019 (883.4 kg CO2e/adt). 1 For this indicator, we have clear targets for 2025 that we are working towards. See our Group Sustainability Report for more information. Self-assessment Strategic objective 3Ps SDGs Outstanding Satisfactory Grow our business Prosperity Sustain our financial health Progress to be made/ongoing Drive operational excellence Enhance trust People Planet Annual Integrated Report 2022 Sappi 17 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Our strategy and performance continued Solid waste to landfill (kg/adt) Certified fibre (%) Self-assessment of 2022 performance Self-assessment of 2022 performance Thrive25 Link to strategic objectives Link to 3Ps & SDGs Thrive25 Link to strategic objectives Link to 3Ps & SDGs Our strategic performance indicators Our strategic performance indicators 2020 2021 2022 65.3 55.6 54.2 2020 2021 2022 73 77 77 0 10 20 30 40 50 60 70 0 20 40 60 80 Why is this important? Why is this important? Our continued focus to reduce solid waste to landfill supports the move towards a circular economy. This approach aligns with our purpose of contributing to a thriving world, one with less waste, lower costs and reduced environmental impact. We are committed to sourcing woodfibre from forests and timber plantations in a manner that promotes their health and supports community wellbeing. Identified sustainability goal Identified sustainability goal1 2023 objectives • Stay on track to reduce solid waste to landfill by 14% by 2025 against base year 2019 (52.1 kg/adt). 2023 objectives • Maintain or improve share of certified fibre above 75%. 1 For this indicator, we have clear targets for 2025 that we are working towards. See our Group Sustainability Report for more information. Self-assessment Strategic objective 3Ps SDGs Outstanding Satisfactory Grow our business Prosperity Sustain our financial health People Planet Progress to be made/ongoing Drive operational excellence Enhance trust 18 Annual Integrated Report 2022 Sappi Annual Integrated Report 2022 Sappi 19 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Sappi and the SDGs “In fulfilling our commitment to the UN SDGs, we promote enterprise value while striving to make a positive impact on people and the planet.” – Tracy Wessels Sappi Limited Group Head Investor Relations and Sustainability Q&A WITH DR TRACY WESSELS, GROUP HEAD INVESTOR RELATIONS AND SUSTAINABILITY Dr Tracy Wessels previously headed up the Centre of Excellence for DP at Saiccor Mill for several years and is now Group Head Investor Relations and Sustainability. Q1 You have been in your current role for nearly two years now. Are the SDGs gaining traction within Sappi? Q2 How do you measure progress against your SDG commitments? Yes, they are. People are increasingly referring to our performance against our priority SDGs in both informal and formal meetings and discussions – not just at senior levels, but also at lower levels of the organisation. This is being driven partly by focused internal communication campaigns. SEU is highlighting awareness of the SDGS with a series of eye-catching posters communicating relevant mill specific initiatives. SNA’s Ideas that Matter initiative now incorporates the SDGs (see page SSA is also driving awareness of the SDGs by structuring its annual corporate citizenship report around the SDGS, posters linked to the SDGs and a swap shop initiative linked to SDG12: Responsible Consumption and Production. 95 of this report for further details). Globally and in each region, we have established targets aligned with our priority SDGs. Performance against these targets is tracked and presented at our quarterly Regional Sustainability Council and Group Sustainable Development Council meetings. Ultimately, they are also reviewed by the Social, Ethics, Transformation and Sustainability (SETS) Committee. Our progress is published in our annual Group Sustainability Report and on the website. 20 Annual Integrated Report 2022 Sappi Progetto Apollo Stabilimento di Carmignano Italia Per raggiungere la decarbonizzazione dobbiamo fare di più con meno. Collaborando con un’azienda esterna (TEP), abbiamo investito 15 milioni di euro in tecnologie all’avanguardia per il nostro impianto di cogenerazione. Questa nuova tecnologia ci permette di estrarre più energia dalla stessa quantità di combustibile, di limitare gli inquinanti grazie ad un controllo delle emissioni e della combustione più effi ciente e di sfruttare le opportunità correlate all’impiego di energia verde. Oltre a ridurre la nostra impronta di carbonio, il calore residuo potrà asciugare i fanghi prodotti dall’impianto di trattamento delle acque refl ue, riducendo notevolmente la quantità di rifi uti smaltiti nelle discariche. Questa tecnologia sarà anche in grado di supportare l’impiego dei combustibili del futuro, tra cui l’idrogeno e il biometano. “Come Einstein soleva dire: non possiamo risolvere i problemi con lo stesso tipo di pensiero che abbiamo usato quando li abbiamo creati. Per questa ragione Sappi sta ripensando e reinventando tutti i processi nel suo percorso verso la decarbonizzazione.” Pierluigi Masi, Mill Director Impatto CO2 1.000- tonnellate all’anno in emissioni di anidride carbonica 3.500- tonnellate all'anno di rifi uti i n dis c aric a Questo è solo uno dei nostri numerosi progetti di decarbonizzazione. Per saperne di più, scansiona il codice QR Sappi_A4_CARMIGANO_Poster_ Final.indd 1 Sappi_A4_CARMIGANO_Poster_ Final.indd 1 07/06/2022 10:46 07/06/2022 10:46 Optimierung der Prozesse in der Zellstoff fabrik Werk Alfeld Deutschland Dieses ehrgeizige, mehrjährige Optimierungsprojekt in unserer Zellstoff fabrik ist nun abgeschlossen! Es umfasste die Erweiterung der Eindampfanlage für Dicklauge, wodurch die Zellstoff produktion gesteigert und zusätzliche grüne Energie erzeugt wird. Dicklauge ist ein Nebenprodukt der Zellstoff herstellung und als biobasierter Brennstoff eine erneuerbare Energiequelle. Dank des Projekts können wir außerdem zusätzliche Biogasmengen für die Nutzung im Laugenkessel gewinnen. “Der Abschluss dieses Projekts zeigt, dass die Anforderungen unseres Werks auf dem Weg zur Dekarbonisierung im Einklang mit der Erhöhung der Integration von eigenem Zellstoff stehen.” Richard Huster, Manager Utilities Auswirkungen jährliche Zellstoff pro- duktion um 6.000 Tonnen CO2 jährliche Treibhausgasemissionen (Scope 1) um mehr als 7.000 Tonnen weniger Einkauf von geringere Fremdzellstoff Kohlenstoff emissionen durch den Transport = Dies ist nur eines unserer vielen Dekarbonisierungsprojekte. Scannen Sie, um mehr zu erfahren Sappi_A4_ALFELD_Poster_ Final.indd 1 Sappi_A4_ALFELD_Poster_ Final.indd 1 07/06/2022 10:36 07/06/2022 10:36 to make Sappi cleaner, greener and leaner Reducing, recycling and re-using keeps waste out of landfill. That’s important because: South Africa is running out of landfill space. Landfills generate methane, a greenhouse gas associated with global warming. 5 reasons to divert waste away from landfill. Waste can often be beneficiated and generate income. Our Thrive25 target is to reduce specific landfilled solid waste by 24% by 2025. Less waste to landfill has a positive impact on human health and on the environment. Imagine greener, discover cleaner, and live leaner. past year?Q3 How does your SDG performance over the last year live up to the theme of this year’s report and what were the highlights of the We are very proud of the way in which our people have adapted and advanced, despite significant operating challenges. In line with ‘amplify’, the theme of this year’s report, I would say our actions have been bolder than ever before. Given that safety is one of our core values and that we strive to inculcate a 24/7 safety mindset within Sappi, under SDG8: Decent Work and Economic Growth, I have to mention the group’s outstanding safety performance in FY2022. Another example is our newly developed Sustainable Financing Framework under SDG17: Partnerships for the Goals which is linked to our international RCF of €515 million. This, our first financing facility with sustainability-linked KPIs, matures in February 2027 and comprises a consortium of eight relationship banks. The newly adopted Sustainable Financing Framework will now guide any sustainability-linked characteristics of future financing solutions. The framework was verified by ISS ESG with a second-party opinion that defines material sustainability KPIs and provides a basis for future KPI-linked credit and capital market activities for Sappi group. These KPIs include: • Decreasing specific GHG (Scope 1 and 2) emissions by 18% in 2025 • Ensuring certified fibre supplied to Sappi mills is in excess of 75% every year • Reducing solid waste to landfill waste disposal by 15% • Securing zero workplace injuries LTIFR for own employees. Another significant milestone was the validation by the SBTi of our 2030 decarbonisation targets (SDG7: Renewable and Clean Energy and SDG13: Climate Action (refer to page committing to science-based targets but through an intensive collaboration process with the SBTi, we revised our targets to be more ambitious and have included a supplier engagement goal to include a Scope 3 component. 38)). We began the process in 2020 by Since the Scope 3 target approved by the SBTi relates to our suppliers, it is also driving progress towards SDG17. Our suppliers play an essential role in our business, providing us with woodfibre and other materials and services with an indirect emissions impact. Recognising that the more suppliers we can inspire to decarbonise their operations in the value chain, the faster the world can mitigate the effects of climate change. We are engaging vigorously with them to establish science-based targets of their own, striving towards our target that 44% o our suppliers by spend should have science-based targets by 2026. In addition, our transparent reporting of our emissions can better enable our customers to reduce their own Scope 3 emissions and fulfil other climate-related commitments. Annual Integrated Report 2022 Sappi 21 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Sappi and the SDGs continued Q4 How has a challenging operating environment impacted Sappi’s progress towards the SDGs? In addition to energy, the Russia-Ukraine war has had a knock-on effect on food security and prices. With people all over the world having to spend more of their income on food, progress towards SDG1: No Poverty, is lagging. World Bank estimates warn that for each one percentage point increase in food prices, 10 million people are thrown into extreme poverty worldwide1. SDG1 is one of SSA’s priority SDGs. Given that we are headquartered in South Africa and within the context of high levels of unemployment and poverty in the country, we have a particular responsibility to drive progress towards this goal. 64). Our most significant ESD initiative We are doing so through a concerted focus on ESD, aimed at creating shared value and promoting systemic change (refer to page through which we strengthen participation in the forestry value chain is Sappi Khulisa. This encompasses individual and community tree farming. The total area managed currently is 37,028 hectares. In 2022, under this programme, 217,339 tons of timber worth some ZAR184 million was delivered to our operations. Since 1995, a total volume of 4,908.850 tons to the value of ZAR3.03 billion has been purchased from Khulisa growers. Currently, the value chain extends from 4,143 growers to approximately 871 small, medium and micro enterprises who are involved in silviculture, harvesting, loading and short and long-haul activities. Sappi partners with community managed projects through Forestry Enterprise Development agreements, to ensure continuous productivity of timber farms and sustainable supply of timber from land reform beneficiaries. In 2022, new areas under timber production expanded by 2,874 hectares on both Forestry Enterprise Development and Khulisa agreements. Initiatives in South Africa aimed at enhancing food security and generating income include an aquaponics project at Ngodwana Mill, beekeeping on our land, a peanut farming venture started by a group of women on our land and a pilot avocado farming project. These initiatives are described in more detail on page 96 and in our Group Sustainability Report, available at https://www.sappi.com/sustainability- and-impact We also remunerate, at least in accordance with the minimum wage in South Africa, just over 9,300 contractor employees. 1 https://www.worldbank.org/en/news/statement/2022/04/13/ joint-statement-the-heads-of-the-world-bank-group-imf-wfp-and- wto-call-for-urgent-coordinated-action-on-food-security 22 Annual Integrated Report 2022 Sappi Q5 As Sappi’s business is based on woodfibre, SDG15: Life on Land is extremely important. Would you say it’s the most important SDG for Sappi? I don’t think one can isolate one SDG as being more important than another. It depends on context, which is why we have prioritised the SDGs most relevant to Sappi. What is apparent is that the SDGs are all interlinked. Sappi’s business is based on woodfibre sourced from healthy forests and plantations. When sustainably managed as these are, they provide robust ecosystem services which contribute towards SDG1: No Poverty, SDG8: Decent Work and Economic Growth and SDG13: Climate Action. Q6 In a few months’ time, the global spotlight will be even more intensively on SDG7: Renewable and Clean Energy and SDG13: Climate Action at COP27. How achievable is a lower-carbon global economy? Global decarbonisation plans have been hampered by the Russia-Ukraine conflict, which has caused energy prices to spike as described in the operating context section. Nevertheless, while there might be setbacks in the short term, the world cannot afford to relax efforts in the medium term. Financing will play a key role in helping to drive decarbonisation. At COP27, the developed nations of the world need to progress initiatives like the Just Energy Transition Partnership announced at COP26, in which five developed countries (France, Germany, the UK, the US and the EU) agreed to channel US$8.5 billon to support a just, equitable transition in South Africa. The initiative focuses on increasing renewable energy capacity and a faster exit from coal, while spurring innovation in electric vehicles and green hydrogen. Similarly, in the US, the landmark IRA includes US$369 billion in climate and energy related funding and incentives to ramp up carbon-capture facilities, drive green hydrogen production and boost US manufacturing of solar panels, wind turbines and next-generation batteries. Shortly after our year end, the South African Presidency released a ZAR1.5 trillion investment plan for the next five years to assist the country's Just Transition to a greener economy. The bulk of the funding will go towards the electricity sector, which is the biggest contributor to GHG emissions in the country. More than 80% of Eskom’s electricity is generated by coal and over the last three years, on average, approximately 35% of SSA’s power was sourced from Eskom. It's important that the transition is achieved in a just manner. The social implications of an exit from fossil fuels in countries like South Africa where unemployment is already at record highs are potentially catastrophic. Our hope is that significant progress will be made on developing concrete action plans and finance frameworks to deliver on the promise of a global just transition where no-one is left behind. “Addressing climate change requires significant and unprecedented transformation across all sectors of the economy, with opportunities and challenges. Workers, communities, and poor people, whose lives and livelihoods are tied to high-emitting industries, may be particularly affected. It is for that reason that the Presidential Climate Change Commission developed the recommendations for the Just Transition in a manner that supports and empowers impacted groups.” – Valli Moosa Deputy Chairperson of South Africa’s Climate Change Commission and Chairman of Sappi’s SETS Committee Annual Integrated Report 2022 Sappi 23 DELIVERING SUSTAINED VALUE Timber Our Forest Stewardship Council™ (FSC™ N003159) and Programme for the Endorsement of Forest Certification (PEFC/01-44-43) certified tree plantations in South Africa provide a high-quality woodfibre base and enhance our competitive advantage. Our dissolving pulp brand, Verve, creates renewable alternatives for raw material feedstock to textiles, pharmaceuticals, foodstuffs, and more – products that meet the needs of people around the globe every day. DELIVERING SUSTAINED VALUE How we create value We take an integrated approach to value creation. Guided by our values, our six value streams enable the delivery of our purpose and our Thrive25 strategy. Our leading-edge tree improvement programmes ensure this advantage is maintained and enhanced Manufacturing excellence We focus on enhancing machine efficiencies, digitising our processes to make the smart factory a reality, reducing variable costs through new practices in logistics and procurement, as well as implementing go-to-market strategies, which lower the cost of serving our customers and increase customer satisfaction. Biomaterials We are unlocking the chemistry of trees and aligning with the circular economy by establishing a strong position in adjacent businesses including: nanocellulose, sugars and furfural, lignosulphonates, biocomposites and bio-energy. Extracting more value from each tree is at the core of our core business model. In FY2022, of our 28 paper/packaging assets, 16 improved performance year-on-year 25% sales revenue growth in lignin Our purpose (cid:2)(cid:24)(cid:8)(cid:8)(cid:15)(cid:31)(cid:22)(cid:1)(cid:15)(cid:21)(cid:16)(cid:21)(cid:31)(cid:16)(cid:18)(cid:31)(cid:17)(cid:27)(cid:15)(cid:23)(cid:127)(cid:31)(cid:24)(cid:31) (cid:16)(cid:3)(cid:26)(cid:15)(cid:25)(cid:15)(cid:14)(cid:19)(cid:31)(cid:129)(cid:18)(cid:26)(cid:23)(cid:127)(cid:31)(cid:17)(cid:13)(cid:31)(cid:27)(cid:14)(cid:23)(cid:18)(cid:11)(cid:4)(cid:15)(cid:14)(cid:19)(cid:31) (cid:16)(cid:3)(cid:22)(cid:31)(cid:8)(cid:18)(cid:129)(cid:22)(cid:26)(cid:31)(cid:18)(cid:141)(cid:31)(cid:26)(cid:22)(cid:14)(cid:22)(cid:129)(cid:24)(cid:17)(cid:23)(cid:22)(cid:31) (cid:26)(cid:22)(cid:21)(cid:18)(cid:27)(cid:26)(cid:11)(cid:22)(cid:21)(cid:31)(cid:16)(cid:18)(cid:31)(cid:17)(cid:22)(cid:14)(cid:22)(cid:143)(cid:16)(cid:31) (cid:8)(cid:22)(cid:18)(cid:8)(cid:23)(cid:22)(cid:144)(cid:31)(cid:11)(cid:18)(cid:10)(cid:10)(cid:27)(cid:14)(cid:15)(cid:16)(cid:15)(cid:22)(cid:21)(cid:31) (cid:24)(cid:14)(cid:127)(cid:31)(cid:16)(cid:3)(cid:22)(cid:31)(cid:8)(cid:23)(cid:24)(cid:14)(cid:22)(cid:16)(cid:29) Pulp We have strengthened our competitive position in the DP market with the 110,000 tpa capacity expansion of Saiccor Mill Packaging and speciality papers Our customers use our packaging and speciality papers to add value to niche markets, enable product differentiation and offer environmentally conscious consumers an alternative to fossil-fuel based packaging. Our focus on innovation helps our customers to meet and anticipate the challenges of changing market dynamics. Graphic papers Our market-leading range of coated and uncoated graphic paper products is used in magazines, corporate reports and accounts, direct mail, high-quality brochures, catalogues, calendars and books. Production capacity for high-barrier papers expanded at Alfeld Mill Record EBITDA of US$650 million in the graphics segment in FY2022 M A G M A G M A G Our products are manufactured from woodfibre sourced from sustainably managed forests and plantations, in production facilities powered, in many cases, with bio-energy from steam and existing waste streams. (cid:31)(cid:30)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:25)(cid:24)(cid:23)(cid:27)(cid:22)(cid:21) (cid:31) (cid:5)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:4)(cid:22)(cid:13) (cid:31) (cid:26)(cid:22)(cid:23)(cid:24)(cid:16)(cid:15)(cid:18)(cid:14)(cid:21)(cid:3)(cid:15)(cid:8)(cid:21) (cid:31) (cid:6)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:15)(cid:14)(cid:8)(cid:27)(cid:16)(cid:21) (cid:7)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:25)(cid:24)(cid:23)(cid:27)(cid:22)(cid:31) (cid:21)(cid:16)(cid:26)(cid:22)(cid:24)(cid:10)(cid:21) (cid:31) (cid:9)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:18)(cid:27)(cid:16)(cid:8)(cid:27)(cid:16)(cid:21) (cid:12)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:18)(cid:27)(cid:16)(cid:11)(cid:18)(cid:10)(cid:22)(cid:21) How we do business How we remain relevant As OneSappi, we do business safely, with integrity and courage, making smart decisions that we execute with speed. Ongoing engagement with our stakeholders, conducted in a spirit of trust and mutual respect, based on an understanding of their operating context, enables more tangible business value creation. What we need – the resources and relationships on which we rely Our integrated approach to sustainable development acknowledges that we depend on striking a balance between Prosperity, People and the Planet – the 3Ps – in order to thrive. We rely on certain inputs to create value. Our business activities Our products, services and What we create, preserve The value streams set out above reflect our belief that it is our responsibility to make the most out of every tree harvested. waste products Our diverse product range is aligned with our focus on using our expertise to help create a sustainable future while meeting the needs of a growing, evolving society. or erode – the broader impacts of our business activities our business activities have positive and negative outcomes, we strive to maximise the positive consequences of our value streams in terms of the 3Ps. (cid:20)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:19)(cid:23)(cid:18)(cid:17)(cid:24)(cid:23) (cid:21)(cid:27)(cid:21)(cid:16)(cid:24)(cid:15)(cid:14)(cid:24)(cid:17)(cid:15)(cid:23)(cid:15)(cid:16)(cid:13)(cid:31)(cid:19)(cid:18)(cid:24)(cid:23)(cid:21) What we are striving for – our long-term, broader outcomes Monitoring and reporting 3P targets aligns with our Thrive25 strategy of being a trusted partner to all our stakeholders. While we acknowledge that transparently on our ambitious See page 54 See page 26 See above and refer to See page 27 See page 27 page 27 See our 2022 Sappi Group Sustainability Report 24 Annual Integrated Report 2022 Sappi We take an integrated approach to value creation. Guided by our values, our six value streams enable the delivery of our purpose and our Thrive25 strategy. Our purpose (cid:2)(cid:24)(cid:8)(cid:8)(cid:15)(cid:31)(cid:22)(cid:1)(cid:15)(cid:21)(cid:16)(cid:21)(cid:31)(cid:16)(cid:18)(cid:31)(cid:17)(cid:27)(cid:15)(cid:23)(cid:127)(cid:31)(cid:24)(cid:31) (cid:16)(cid:3)(cid:26)(cid:15)(cid:25)(cid:15)(cid:14)(cid:19)(cid:31)(cid:129)(cid:18)(cid:26)(cid:23)(cid:127)(cid:31)(cid:17)(cid:13)(cid:31)(cid:27)(cid:14)(cid:23)(cid:18)(cid:11)(cid:4)(cid:15)(cid:14)(cid:19)(cid:31) (cid:16)(cid:3)(cid:22)(cid:31)(cid:8)(cid:18)(cid:129)(cid:22)(cid:26)(cid:31)(cid:18)(cid:141)(cid:31)(cid:26)(cid:22)(cid:14)(cid:22)(cid:129)(cid:24)(cid:17)(cid:23)(cid:22)(cid:31) (cid:26)(cid:22)(cid:21)(cid:18)(cid:27)(cid:26)(cid:11)(cid:22)(cid:21)(cid:31)(cid:16)(cid:18)(cid:31)(cid:17)(cid:22)(cid:14)(cid:22)(cid:143)(cid:16)(cid:31) (cid:8)(cid:22)(cid:18)(cid:8)(cid:23)(cid:22)(cid:144)(cid:31)(cid:11)(cid:18)(cid:10)(cid:10)(cid:27)(cid:14)(cid:15)(cid:16)(cid:15)(cid:22)(cid:21)(cid:31) (cid:24)(cid:14)(cid:127)(cid:31)(cid:16)(cid:3)(cid:22)(cid:31)(cid:8)(cid:23)(cid:24)(cid:14)(cid:22)(cid:16)(cid:29) Timber Our Forest Stewardship Council™ (FSC™ N003159) and Programme for the Endorsement of Forest Certification (PEFC/01-44-43) certified tree plantations in South Africa provide a high-quality woodfibre base and enhance our competitive advantage. Pulp Our dissolving pulp brand, Verve, creates renewable alternatives for raw material feedstock to textiles, pharmaceuticals, foodstuffs, and more – products that meet the needs of people around the globe every day. Manufacturing excellence We focus on enhancing machine efficiencies, digitising our processes to make the smart factory a reality, reducing variable costs through new practices in logistics and procurement, as well as implementing go-to-market strategies, which lower the cost of serving our customers and increase customer satisfaction. Biomaterials We are unlocking the chemistry of trees and aligning with the circular economy by establishing a strong position in adjacent businesses including: nanocellulose, sugars and furfural, lignosulphonates, biocomposites and bio-energy. Extracting more value from each tree is at the core of our core business model. In FY2022, of our 28 paper/packaging assets, 16 improved performance year-on-year Our leading-edge tree improvement programmes ensure this advantage is maintained and enhanced 25% sales revenue growth in lignin We have strengthened our competitive position in the DP market with the 110,000 tpa capacity expansion of Saiccor Mill Packaging and speciality papers Our customers use our packaging and speciality papers to add value to niche markets, enable product differentiation and offer environmentally conscious consumers an alternative to fossil-fuel based packaging. Our focus on innovation helps our customers to meet and anticipate the challenges of changing market dynamics. Production capacity for high-barrier papers expanded at Alfeld Mill Graphic papers Our market-leading range of coated and uncoated graphic paper products is used in magazines, corporate reports and accounts, direct mail, high-quality brochures, catalogues, calendars and books. Record EBITDA of US$650 million in the graphics segment in FY2022 M A G M A G M A G Our products are manufactured from woodfibre sourced from sustainably managed forests and plantations, in production facilities powered, in many cases, with bio-energy from steam and existing waste streams. (cid:31)(cid:30)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:25)(cid:24)(cid:23)(cid:27)(cid:22)(cid:21) (cid:31) (cid:5)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:4)(cid:22)(cid:13) (cid:31) (cid:26)(cid:22)(cid:23)(cid:24)(cid:16)(cid:15)(cid:18)(cid:14)(cid:21)(cid:3)(cid:15)(cid:8)(cid:21) (cid:31) (cid:6)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:15)(cid:14)(cid:8)(cid:27)(cid:16)(cid:21) (cid:7)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:25)(cid:24)(cid:23)(cid:27)(cid:22)(cid:31) (cid:21)(cid:16)(cid:26)(cid:22)(cid:24)(cid:10)(cid:21) (cid:31) (cid:9)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:18)(cid:27)(cid:16)(cid:8)(cid:27)(cid:16)(cid:21) (cid:12)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:18)(cid:27)(cid:16)(cid:11)(cid:18)(cid:10)(cid:22)(cid:21) How we do business How we remain relevant What we need – Our business activities As OneSappi, we do business safely, with Ongoing engagement with our stakeholders, integrity and courage, conducted in a spirit of the resources and we rely relationships on which The value streams set out above reflect our belief that it is our making smart decisions trust and mutual respect, Our integrated approach to responsibility to make that we execute with based on an sustainable development the most out of every speed. understanding of their acknowledges that we tree harvested. Our products, services and waste products Our diverse product range is aligned with our focus on using our expertise to help create a sustainable future while meeting the needs of a growing, evolving society. operating context, depend on striking a enables more tangible balance between business value creation. Prosperity, People and the Planet – the 3Ps – in order to thrive. We rely on certain inputs to create value. What we create, preserve or erode – the broader impacts of our business activities While we acknowledge that our business activities have positive and negative outcomes, we strive to maximise the positive consequences of our value streams in terms of the 3Ps. (cid:20)(cid:29)(cid:31)(cid:28)(cid:27)(cid:26)(cid:31)(cid:19)(cid:23)(cid:18)(cid:17)(cid:24)(cid:23) (cid:21)(cid:27)(cid:21)(cid:16)(cid:24)(cid:15)(cid:14)(cid:24)(cid:17)(cid:15)(cid:23)(cid:15)(cid:16)(cid:13)(cid:31)(cid:19)(cid:18)(cid:24)(cid:23)(cid:21) What we are striving for – our long-term, broader outcomes Monitoring and reporting transparently on our ambitious 3P targets aligns with our Thrive25 strategy of being a trusted partner to all our stakeholders. See page 54 See page 26 See above and refer to See page 27 See page 27 page 27 See our 2022 Sappi Group Sustainability Report Annual Integrated Report 2022 Sappi 25 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Our business model Inputs The resources and relationships on which we rely 1 • 19 production facilities around the globe (see 7) • Technology centres in Europe, USA and South Africa • Debt: US$1,163 million • Equity and liabilities: US$6,229 million • Research and development (R&D) investment: US$47.6 million • Investment in growth: US$1,194 million. Financial Intellectual l s a t i p a C Manufactured SDGs: • Employees: 12,495 • South African contractor employees: approx. 9,350 contractor employees (average) • Weighted average training spend per employee: US$602.42 • Ongoing stakeholder engagement • Corporate social responsibility investment: SEU €100,000, SNA US$417,000, SSA ZAR54 million. l s a t i p a C Human Social and relationship SDGs: • Plantations: – 399,996 hectares (ha) owned and leased, of which 261,605 ha are planted – the remainder is managed to conserve the natural habitat and biodiversity found there • Energy purchased: 2,661.7 MW Natural • Energy generated on site: 2,021.2 MW • Renewable energy 53.9%, of which 66.5% own black liquor • Water extracted: 300.82 million m3 in absolute terms, 34.4 m3/adt in l s a t i p a C specific terms • Certified fibre used: 77%. SDGs: Our SDGs Denoted in this table: 26 Annual Integrated Report 2022 Sappi Our activities Our value streams 2 Outcomes The broader impacts of our business activities 4 Forests Manufacturing excellence Biomaterials Pulp Packaging and speciality papers Graphic papers Outputs Our products, services and waste products 3 Products: • 6,657,941 tons of saleable production. Waste: • 1,494,161 tons of waste generated, of which 1,146,618 tons (76.74%) diverted from disposal. Emissions: • 4.1 million tCO2e absolute direct (Scope 1) GHG, in specific terms: 0.61 tCO2e/adt. Value created Value preserved Value eroded Total assets: US$6,229 million EBITDA (excluding special items) US$1,339 million Net debt of US$1,163 million US$104 million paid to governments as taxation US$1,070 million paid to employees as salaries, wages and other benefits Zero fatalities Global training average (weighted) of 46.89 hours per employee Productivity 3.8 hours worked per ton of saleable production (FY2021: 4 hours) At stand level, our plantations have a negative impact on biodiversity. At plantation level, we manage this impact by managing approximately one-third of our landholdings for biodiversity Lighter weight packaging products – lighter carbon footprint Annual Integrated Report 2022 Sappi 27 Actions to enhance outcomes 5 US$108 million paid to lenders as interest Resumption of dividend payments Our high levels of innovation give our customers a competitive edge in global markets New products developed to meet changing customer expectations and market trends Resumption of dividend payments • Implemented a series of price increases in our paper businesses to offset rising input costs • Ongoing diversification of our product portfolio into higher margin segments • Commercialisation of biomaterials gaining traction • Significant actions in all regions to resolve logistical > issues • Sale of three mills in Europe will help to reduce debt. Maintained our Level 1 BBBEE contributor status Globally, 74% of suppliers now in compliance with the Sappi Supplier Code of Conduct Improved productivity levels • Continued investment in embedding a safety culture across the group • Focus on entrenching transformation in our South African operations to support inclusive growth • Investment in training and development of our employees, 65% allocated to skills training and 35% allocated to compliance training > • Strong governance and ethical culture reinforced by the Code of Ethics (refreshed shortly after year end) • Social impact strategy in SSA gaining traction. High levels of water withdrawal 77% certified fibre supplied to mills enhances competitive advantage Year-on-year decrease in specific Scope 1 and 2 emissions of 4.8% 77% certified fibre supplied to mills • Progressed our science-based targets which have now been validated by the Science Based Targets Initiative (SBTi) • Finalised our climate change strategy • Continued to shape our response to the impact of climate change on our plantations. > Annual Integrated Report 2022 Sappi 28 DELIVERING SUSTAINED VALUE Our business model continued EXAMPLES OF OUR TRADE-OFFS The most difficult decisions made during the year Although we have proven the technology to extract xylose sugars from our prehydrolysis kraft cooking processes, we have taken a step back as we identify potential market partners to develop commercial opportunities for bio-based products from this sustainable feedstock. Risk Risk 4 Supply chain disruption 7 Cyclical macro-economic factors Risk 10 Liquidity The sale of three mills in Europe could potentially impact employees. Risk 9 Employee relations The implementation of our science-based targets will require significant capital investment of approximately US$70 million per annum. Risk Risk 3 5 Sustainability expectations Climate change Risk 10 Liquidity 29 29 Annual Integrated Report 2022 Sappi DELIVERING SUSTAINED VALUE Letter to the stakeholders: Chairman and CEO – Steve Binnie CEO – Sir Nigel Rudd Chairman OPERATING REVIEW The group delivered record EBITDA excluding special items of US$1,339 million, which was well above the previous record set in FY2000. Strong demand and the implementation of higher sales prices to offset rising costs, combined with a focus on product and customer mix optimisation, supported margin expansion in all product segments. The outstanding performance was particularly noteworthy within the context of a challenging macro- economic environment. Significant headwinds included extreme weather- related events, lingering Covid-19 pandemic effects in China, as well as extraordinary global inflation, which was triggered by geopolitical turmoil and ongoing global supply chain disruptions. Amid this volatility, we demonstrated resilience and remained committed to our strategy. Thrive25 SAFETY The Covid-19 pandemic has transformed how we think about health and safety in the workplace. The year began with the onset of the highly infectious Omicron sub-variant. Although extremely contagious, it soon became apparent that the Omicron variants cause less severe illness compared to previous strains of the virus. A focused vaccination/booster campaign allowed us to significantly scale back on our Covid-19 operating protocols and quarantine measures for direct contacts. By year end, all our operations were back to pre-Covid-19 operating conditions. Nevertheless, we remain vigilant and fully prepared to launch our Covid-19 protocols at a moment’s notice if required. We have worked very hard to create a culture that prioritises safety for our own employees and contractors at all times. Therefore, it was a particularly satisfying highlight for the year that we achieved a record safety performance. We do not accept that injuries and accidents are inevitable and our commitment to zero injuries underpins our value system. We comply with occupational health and safety legislation in all our operations. We are very pleased to report that there were no work-related fatalities during the year and our performance with respect to safety improved in every region. In 2022 we reset our safety key performance indicator (KPIs) to include contractors, recognising that we have an obligation to keep every person who steps onto a Sappi site safe, regardless of whether they are an employee or not. The revised KPI of combined employee and contractor LTIFR replaced employee LTIFR in our management incentive schemes. A renewed focus on training, safety communication campaigns and reward and recognition programmes yielded results. Sappi Europe managed to reverse the previous year’s disappointing performance with a positive turnaround and Sappi North America and Sappi South Africa continued with their steady improvement trajectory, reaching their best ever LTIFR levels. A number of noteworthy milestones were achieved during the year. Alfeld, Ehingen and Stockstadt Mills achieved 1 million zero lost-time man hours, Somerset Mill achieved 3 million zero lost-time man hours and Sappi Forests’ Zululand Coastal business unit achieved a record-breaking safety milestone of working 6 million zero lost-time man hours. Our safety ambition remains zero injuries and we continue to implement enhanced procedures and focus on improved personal behaviour and leadership engagement. 30 Annual Integrated Report 2022 Sappi Letter to the stakeholders: Chairman and CEO MARKETS In terms of our markets, the graphic papers segment generated record EBITDA of US$650 million. The remarkable turnaround from the lows of 2020 was driven by a number of factors, which led to an unprecedented global shortage of graphic paper. These included a surge in demand as economic activity normalised post-Covid-19 and a very tight market balance due to a combination of chronic global logistical challenges and reduced supply. Market capacity was impacted by permanent closures and a prolonged labour strike in Finland. The buoyant demand boosted sales volumes for the segment by 8% compared to the prior year. Furthermore, the favourable market conditions provided support for a series of selling price increases and energy/freight surcharges, which were necessary to compensate for substantial cost inflation and facilitated the material improvement in profitability for the segment. The strategic priority to invest in packaging and speciality papers in recent years reaped rewards. The segment continued to grow and achieved record EBITDA of US$359 million compared to US$214 million in the prior year. Sales volumes increased by 9%, driven by robust global demand and renewed growth in Europe. However, sales were constrained by available capacity and low levels of inventory in South Africa and North America where demand exceeded supply. Successful selling price increases and mix improvement offset rising costs and lifted margins for the segment. Sales volumes for the pulp segment increased by 15% compared to the prior year on the back of strong market demand and improved logistics as we secured regular breakbulk shipping alternatives for our South African exports. Demand for Verve1 during the year was particularly strong and sales were constrained by available production. The hardwood DP market price2 rallied during the first half of the year, peaking at US$1,220 per ton in July 2022. The rebound was primarily driven by positive momentum in global commodity markets, including viscose staple fibre, cotton and polyester combined with DP supply-side constraints including our own losses due to a flood in South Africa and a major fire at another large market player. DP pricing began to soften in late August as Covid-19 lockdowns in China constrained viscose staple fibre (VSF) operating rates and global recessionary fears began to dampen the outlook for textile markets. STRATEGIC REVIEW Heightened geopolitical tensions, extraordinary cost inflation, extreme weather events and global supply chain disruptions continued to challenge businesses in 2022. Within this extremely challenging context, we continued to make the tough decisions necessary to protect and enhance our business’s resilience and sustainability; looking beyond our current situation to the thriving future we wish to create. Fiscal 2022 was the second year of our Thrive25 strategic programme. The five-year strategy leverages the power of OneSappi to drive real and sustained value creation. We recognise that society in general and our people in particular expect us to play a role beyond making and selling. Therefore, every action we take is aligned to our ambition to build a thriving world by unlocking the power of renewable resources to benefit people, communities and the planet. Thrive25 Our strategy encompasses the following four main objectives: Grow our business – Committing to core business segments while investing in innovation, growth opportunities and ongoing customer relationships Sustain our financial health – Reducing and managing our debt, growing EBITDA, maximising product value, optimising processes globally, and strategically disposing of non-core assets Drive operational excellence – Strengthening our safety-first culture and reducing resource use while enhancing efficiency and making smart data investments 1 Sappi Verve is the brand name for our DP products. 2 Market price for imported hardwood DP into China is issued on a daily basis by the CCF Group. 3 Eskom is the South African electricity public utility. Enhance trust – Improving our understanding of – and proactively partnering with clients and communities, driving sustainability solutions, and meeting the changing needs of every employee at Sappi To achieve our ambition for a thriving world, we acknowledge the need to invest in a broader set of stakeholder considerations that impact our ability to attract capital, draw top talent, and future-proof our businesses. There are increasing expectations from investors and other stakeholders such as employees, our communities and consumers in our product value chains who want to be part of a sustainability narrative. Sustainability forms the foundation of our strategy as we strive to be a trusted, transparent, and innovative partner in building a bio-based circular economy. Thrive25 Thrive25 We made significant progress against the first phase of the strategy to deleverage the business. The priority for 2022 was to strengthen the balance sheet by maximising cash generation and reducing debt. Initiatives and actions undertaken in 2022 to support our strategic objectives are outlined below. Grow our business In 2022 we focused on commissioning of the 110,000 ton Saiccor Mill expansion project and, growing the sales volumes and optimising the product mix to higher margin categories from our packaging and speciality paper assets in Europe and North America. The Saiccor Mill expansion project was successfully commissioned, and all new equipment operated as anticipated. However, production volumes were below expectations and were negatively impacted by a number of external factors such as unplanned stoppages due to the flood in KwaZulu-Natal, Eskom3 power outages and raw material supply shortages, which severely disrupted operational stability at the mill. The mill operations stabilised in the fourth quarter and the ramp-up will be completed in the 2023 financial year. Annual Integrated Report 2022 Sappi 31 Annual Integrated Report 2022 Sappi 31 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Letter to the stakeholders: Chairman and CEO continued The underlying demand for packaging and speciality paper grades remained resilient and in 2022 we continued to optimise margins by shifting into more high-end label and packaging markets while expanding on our base folding carton business. The segment achieved a record EBITDA and is gaining critical mass in terms of contribution to group profitability. Over the last five years, since 2017, the segment contribution to group EBITDA increased from 15% to 27% and sales volumes grew from 13% to 25% of group sales volumes. The EBITDA margin of 17% for the segment is the highest to date and was boosted by selling price increases, which offset rising costs. In South Africa, the containerboard market continued to grow, driven by robust fruit exports and sales volumes were constrained by capacity. A critical quality upgrade and product range extension was completed at Ngodwana Mill to optimise our portfolio to better meet the needs of our customers. The tight supply situation was further exacerbated by very strong sales early in the year, which reduced inventories, and the extended shut for the upgrade. In Europe, market traction for our new range of label papers from Gratkorn Mill was better than anticipated and there is significant opportunity to grow this category further in 2023. In North America, the focus in 2022 was on optimising product and customer mix to higher margins on Somerset paper machine (PM) 1. The demand was particularly robust and sales were constrained by capacity. A debottlenecking project on PM1 was initiated, which will deliver a further 30,000 tons of paperboard in 2023. This additional capacity will be absorbed by our existing customers who are actively seeking to increase their volumes with Sappi. Demand from the foodservice board sector is anticipated to increase significantly in the coming years as legislation banning the use of polystyrene foam packaging products in several US states catalyses the shift from plastic to paper packaging. In November, the board has therefore approved a US$418 million investment at Somerset Mill to convert PM2 from coated woodfree graphic paper to solid bleached sulphate board (SBS). The 32 Annual Integrated Report 2022 Sappi machine capacity will also be increased during the conversion from 240,000 tons per annum (tpa) to 470,000 tpa. The project is expected to be completed in early 2025 and will be funded from free cash flow from operations. The capex will be phased over three years with the majority of the spend taking place in 2024 and 2025. This investment is fully aligned with our reduce our exposure to graphic papers and transition our portfolio to packaging and speciality papers, pulp and biomaterials. strategic focus to Thrive25 The graphic papers segment delivered excellent profits in 2022, generating an extraordinary EBITDA margin of 16%, which was well above historical margins. However, the favourable market conditions are anticipated to decline rapidly as recessionary fears soften demand in 2023. A key element of our Thrive25 strategy is to reduce our exposure to declining graphic papers markets. Aligned to this objective, on 29 September 2022, Sappi signed an agreement with Aurelius Investment Lux One S.à.r.l. to divest the Maastricht Mill in the Netherlands, the Stockstadt Mill in Germany and the Kirkniemi Mill in Finland. The decision was taken following a detailed and thorough strategic review and will significantly reduce our exposure to graphic papers markets. The sale will be subject to various standard suspensive conditions and is anticipated to close in the second financial quarter of 2023. The enterprise value of the transaction amounts to approximately €272 million. The proceeds will be used to reduce debt further, which will provide a platform for future expansions in our identified growth market segments. We are committed to exploring opportunities to utilise our graphic papers assets to produce packaging and speciality paper grades without significant capital investment, hence further reducing our exposure to graphic papers markets and improving the profitability of our assets. In mid-2021, we expanded the product portfolio at the Gratkorn Mill in Austria to produce non-wet-strength, wet-glue label papers. The product is ideal for many different applications, such as standard labels for bottles, tins and jars, as well as wrappers for various products. In January 2022, this was followed by the launch of a high- performance, semi-gloss face stock paper for self-adhesive labels for a wide range of applications – such as food, non-food, beverages and health and beauty care products. Today, these products are firmly established in the market and sales volumes in 2022 significantly exceeded expectations. In 2023, the production capabilities for label papers will be further extended at the Gratkorn Mill. The relatively modest investment in technological innovations, such as a new embossing calendar, will enable the mill to produce high-quality, wet-strength wet-glue label paper used in the beverage industry, for instance on returnable beer bottles. With this portfolio extension, Sappi will further strengthen its market leadership in label paper production. In our quest to offer customers state-of-the-art, sustainable alternatives to traditional film and foil-based packaging material solutions, we expanded our capacity to produce barrier papers at the speciality paper mill Alfeld Mill in Germany. A cutting- edge coating machine was commissioned in September 2022. This in-house technology will not only increase coating capabilities, but also boost the development of innovative sustainable packaging solutions in collaboration with our customers. Our commitment is to do more with less by making the most out of every tree used in our production processes. Therefore, our Sappi biotech business remains a long-term strategic focus as we develop new circular products for adjacent markets. We made pleasing progress in 2022 growing lignin and commercialising our Symbio fibre composite and Valida fibrillated cellulose product offerings. A positive development in 2022 was accelerated demand for lignin, with year-on-year sales revenue growth of approximately 25%. We are using Valida in our own paper production where its value lies in the strength it imparts to paper and its barrier functionality. It is also being assessed for use in adhesives, frost protection for fruit trees and industrial cleaning, to name a few. Furfural is a platform chemical for the production of numerous biochemicals. It is produced from C5 sugars in hemicellulose through hydrolysis and dehydration. Furfural is used in a large range of products including adhesives, antacids, fertilisers, flavouring compounds, inks and plastics, to solvents for the refining of lubricating oils. It can also be used as a fungicide, nematicide and weed killer or converted to furfural alcohol for furan resins. C5 sugars are present in large quantities in our Saiccor Mill spent cooking liquor and therefore beneficiation of these hemicellulose sugars presents an interesting commercial opportunity. We have established a pilot plant to determine the feasibility for producing furfural at Saiccor Mill with the objective to taking a decision on a commercial plant in 2023. Thrive25 strategic objective to reset the balance sheet was largely achieved. Sustain our financial health Our Substantial cash generation and a positive translation impact of a weaker EUR/US Dollar exchange rate on the predominantly Euro-denominated debt facilitated a material reduction in our net debt which reached the lowest level in over 20 years at year end of US$1,163 million (FY2021: US$1,946 million). The covenant leverage ratio also reduced substantially from 3.7 at the end of the prior year to 0.9, the lowest level since global expansionary investments began in the early 1990s. Thrive25 strategy, where A healthy balance sheet is a prerequisite for phase two of our we aim to grow the business by investing in higher margin and growing market segments. We also recognise that global macro-economic volatility and uncertainty remain significant risks to our business. We have therefore set a long-term strategic objective to target net debt of approximately US$1 billion and a net debt to EBITDA ratio of 1.5 times through the cycle. This materially lower debt level will provide more flexibility to withstand market downturns and, combined with strong anticipated future cash generation, should provide sufficient opportunity to fund growth in our targeted market segments. With interest rates rising sharply over the past year, future debt financing is likely to become increasingly expensive. While there are no significant maturities due before 2026 and we remain comfortable with the maturity profile of our debt, the strong cash generation in 2022 and relatively weak bond market presented an opportunity to reduce absolute debt through the repurchase of a portion of the 2026 bonds which were trading below par. Shortly after year end on 12 October 2022, a tender offer to purchase for cash a portion of the outstanding 3.125% senior notes due 2026 was concluded. As a result, US$206 million of the aggregate principal amount of the 2026 bonds in the tender offer was repurchased at a purchase price of 92.41% (plus accrued and unpaid interest). The transaction not only yielded a capital gain of US$15 million but will also reduce gross annual interest payments by US$6 million per annum. A further highlight was a decision by the board on 10 November to resume the payment of dividends, which have been suspended since 2018. The dividend decision was considered in light of a number of strategic priorities including paying down debt, converting graphic paper exposure to packaging and speciality paper, positioning the business for growth. Paying the dividend does not supersede nor put any of these priorities at risk given Sappi's robust cash generation and stabilised balance sheet. Capex in FY2023 is estimated to be US$430 million and includes approximately US$70 million for the Somerset PM2 conversion project, US$60 million for sustainability projects and US$20 million capex spill-over from FY2022. As a global leader in sustainable woodfibre products and solutions, sustainability and moving towards a circular economy underpin Sappi’s business strategy. In 2022 we took an important step to create a bridge between Sappi’s financing and sustainability strategies by establishing a sustainability-linked finance framework. This is an important strategic step for Sappi and supports our long-term vision to be a sustainable business with an ambitious sustainability strategy. The Sustainable Financing Framework will be used to guide any sustainability-linked characteristics of future financing solutions. The framework was verified by ISS ESG with a second party opinion that defines four material sustainability KPIs and provides a basis for future KPI-linked credit and capital market activities of the group. The KPIs focus on decreasing specific GHG (Scope 1 and 2) emissions, certified fibre supplied to Sappi mills, reducing solid waste to landfill and securing zero workplace injuries. The renewal of our international revolving credit facility (RCF) in August 2022 marked the first application of the framework. The new facility of €515 million matures in February 2027 and comprises a consortium of eight relationship banks. The RCF was structured with a margin adjustment mechanism, linked to progress in achieving the KPIs. Drive operational excellence Reducing both variable and fixed costs throughout the business is integral both to maintaining or improving margins and to the sustainability of our operations. The surge in costs for many of our raw materials over the past year has put significant pressure on the business. We set ourselves a target of a US$41 million reduction in third party expenditure compared to 2021 through efficiency and raw material usage improvements, as well as delivering savings through various procurement initiatives. We are pleased to report that savings of US$110 million were realised, which helped offset the significant increase in purchased pulp, chemicals and energy costs. In 2023 we are targeting approximately US$45 million in variable cost savings. Annual Integrated Report 2022 Sappi 33 Annual Integrated Report 2022 Sappi 33 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Letter to the stakeholders: Chairman and CEO continued We have committed to a capital allocation of approximately US$70 million per annum to achieve our sustainability goals. In 2022 we completed the conversion of the calcium cooking line at Saiccor Mill to the more sustainable magnesium bisulphite technology, as well as decarbonisation investments in Europe to convert boilers at Gratkorn Mill and Kirkniemi Mill from coal to biomass and an electric boiler at Maastricht Mill. In 2023 we will begin with phase two of the Gratkorn Mill boiler conversion, which is to install the biomass handling equipment which will enable us to switch completely from natural gas to biomass. The Saiccor Mill calcium conversion will reduce the need for coal-based power generation at the mill, significantly reducing the carbon footprint, and will additionally facilitate considerable variable cost savings. The kraft liner board machine at Ngodwana Mill was upgraded to improve quality and efficiency which will allow the mill to remain competitive against imported grades. The South African containerboard market is growing at a rate of 5% per annum on the back of increasing fruit exports and this is seen as a strategic investment to retain our customer footprint in preparation for further potential expansions in this product segment. Over the next few years, we will allocate capital for several information technology projects which are critical for addressing both the risk and opportunities offered by Industry 4.0 and will support the various advanced analytics projects across all three regions which are focused on improving operating efficiencies. Enhance trust Maintaining a sound ethical culture forms the foundation of Sappi’s long-term value creation for our stakeholders. We live and work in a constantly changing environment and operate in many different countries and jurisdictions. As an ethical global corporate citizen, presenting a coherent and consistent culture of the highest integrity is a core value and integral to our strategy and purpose to build a thriving world. Thrive25 The expected behaviour is encapsulated in our Code of Ethics, which guides our directors, employees, suppliers and customers in their day-to-day 34 Annual Integrated Report 2022 Sappi interactions and transactions. We continued to build on our commitment with an ongoing communication and training campaign. Shortly after year end, we launched our refreshed Code of Ethics to align more closely with our Thrive25 strategy. The Code, which has been translated into relevant languages, references several group policies, where heightened levels of awareness and compliance are required. In line with the refresh of the Code, global online training has been revamped with new scenarios and relevant examples. For our Code to be effective, we must live our core values of doing business safely, with integrity and courage, making smart decisions that we execute with speed. Thrive25 strategy recognises that Our we need to be more proactive in our dealings with various stakeholder groups and that we must become a trusted partner to these groups and create shared value while minimising risk and pursuing growth opportunities in a complex operating environment. Our people strategy focuses on leadership and creating a culture that enhances OneSappi; builds capability for current and future requirements; and strengthens employee engagement. In 2022 we executed our action plans to address issues raised in the employee engagement survey conducted in 2021 and are confident that we will see the benefits of this work in the 2023 survey. We are actively working to increase gender equality, while finding ways to nurture emerging talent and creating inclusive growth opportunities. Supporting the communities in which we operate is one of the ways in which we enhance trust. In South Africa where poverty and unemployment are key social imperatives, our community engagement agreements commit both ourselves and our communities to work together in driving shared value for mutual benefit. Integrated community forums (ICFs) are the key platforms which we use to build trust, gain advocacy and achieve shared value. Community participants range from traditional leaders and councillors to local business and environmental groups. The ICFs focus on three key areas: community skills development, asset-based community development (ABCD) and corporate social investment, as well as enterprise and supplier development (ESD). Through shared value, our overarching aim is to move our communities towards a sustainable future independent of Sappi. In 2022 the Russia-Ukraine conflict in Europe and devastating floods in KwaZulu-Natal, South Africa were events that spurred Sappi to action to support urgent humanitarian relief on the ground. We made donations to the Ukraine Humanitarian Fund and Gift of the Givers, Robin Hood Foundation and The Angel Network and launched employee donation drives, which encouraged Sappi employees to make in-kind and monetary donations towards the relief efforts. Values and ethics are critical for driving operational performance and developing stakeholder trust. We place a high premium on adherence to sustainable business practices and ethical behaviour as encapsulated in our Supplier Code of Conduct and in 2022 we made further progress towards our supplier engagement target with 74% of suppliers in compliance. Thus we are well positioned to achieve our 2025 target of 80%. Our partnership with EcoVadis gained momentum and we have almost 200 of our most strategic suppliers onboarded to the platform. The EcoVadis methodology allows us to assess the sustainability performance of our suppliers and identify risk within our supply chain. Through heightening our focus and ambition on climate action, we seek to increase our contribution to building a resilient, thriving world and have aligned our decarbonisation pathway with climate science. In 2022 our 2030 GHG emission reduction target was validated by the SBTi and our capital allocation plan approved by the board. SUSTAINABILITY Sappi has always focused on the sustainable management of our operations, on increasing efficiency and maximising value from our sustainable natural resources, but as we look to the future, it is clear we have an obligation to play a role beyond making and selling. Policy measures to enable the transition to low-carbon economies, with a general goal for net zero emissions of greenhouse gases (GHG) by 2050 are being rolled out globally. The private sector has a key role to play in this just transition and in line with this obligation, we have set 2030 science-based decarbonisation targets which were validated by the SBTi in July 2022. As we navigate the challenges of decarbonising our value chain, we recognise that collaboration is a critical element of our journey. We became a full member of the World Business Council for Sustainable Development (WBCSD) and, together with our peers in the Forest Solutions Group (FSG), we are developing net zero and nature positive roadmaps that are appropriate for the forest sector. Thrive25 sustainability goals and We are making great progress towards our are confident that a resilient and growing Sappi is well placed to lead as it adapts to an uncertain future. LOOKING FORWARD Looking ahead, our focus will be on the Thrive25 execution of our strategy, while ensuring that we remain ahead of emerging trends to deliver sustained value creation for our stakeholders. In a fluid operating context, a forward- looking risk management capability is crucial for proactive risk management, with risk appetite and tolerance at the core of our decision making. This will ensure that management and the board have a balanced view of risks and opportunities to make informed strategic choices and deliver sustainable value for our stakeholders. Macro-economic uncertainty has increased considerably in the past year. Ongoing lockdowns in China, the geopolitical turmoil in Europe and unprecedented inflation are increasing the likelihood of a global recession in 2023. This poses a risk to our business as weakening consumer sentiment and diminishing discretionary spend will likely weaken demand in our graphic papers and DP segments in upcoming quarters. Order activity in these segments has slowed and destocking is occurring across the value chain. The Covid-19 pandemic demonstrated that the underlying demand for packaging and speciality papers is more resilient in economic downturns, particularly for product categories in food, beverage and healthcare. Furthermore, the shift from plastic to paper offers significant opportunity to grow this segment. Rising input costs remain a risk in the year ahead although the prices for some raw materials, specifically natural gas and pulp, have started to decrease in the first quarter of FY2023. We remain focused on maximising our operational efficiency and will balance our production with demand to proactively manage our costs and preserve pricing. In South Africa, a fire at a municipal electrical substation in KwaZulu-Natal impacted production at our three local mills for a few days in October 2022. In addition, a strike at Transnet has negatively impacted DP supply chains once again and we anticipate that severe congestion at the Durban port may impact sales volumes in the first quarter of FY2023. Sales volumes for the first quarter of FY2023 in North America will be impacted by the annual maintenance shut at Somerset Mill. Deleveraging our balance sheet has been material and combined with substantial cash reserves, we are well positioned to navigate any market downturn. We remain encouraged by the increasing resilience of our business and opportunities for growth in our packaging and speciality papers segment. Notwithstanding the inflationary cost pressures and weakening demand in some product segments, we anticipate that the EBITDA for the first quarter of FY2023 will be above that of equivalent quarter in FY2022. APPRECIATION No business operates in isolation from a wide and varied group of stakeholders who all contribute to our development and performance. We thank all our stakeholders for their ideas, constructive criticism and support, which guide our thinking and actions and contribute towards making Sappi a better corporate citizen. To our customers in all our different markets and geographies, we extend our gratitude. We are committed to collaborating and will work together to provide relevant bio-based products and services, which provide sustainable value while impacting our natural capital as little as possible. Our success depends on the wellbeing, skills, knowledge, expertise, productivity, motivation and behaviour of our employees. We aim to resource the company with a capable, engaged and productive workforce and are committed to ensuring no harm comes to any of those who work with us. We thank our employees for their unwavering dedication, resilience and agility which allowed us to meet every challenge head on, achieving a record level of profitability. Our gratitude goes to the board for their continued commitment to the group, their valuable insights and encouragement and for holding us to the highest ethical standards. We welcomed to the board non-executive directors Mr Louis von Zeuner with effect from 1 September 2022 and Mr Nkululeko Sowazi and Ms Eleni Istavridis with effect from 3 October 2022. Mr Peter Mageza, a longstanding member of the board and Chairman of the Audit and Risk Committee has indicated that he would like to retire. The board and Mr Peter Mageza have agreed that he should continue in his role until his retirement in 2024 to ensure a smooth transition to his successor. In conclusion, we value the support which our shareholders have provided as we work to enhance sustainable long-term shareholder returns. We look forward to their participation at the Annual General Meeting (AGM) on 8 February 2023. Personal note from the Chairman, Sir Nigel Rudd. My current term as Chairman of the board ends in February 2024. I would like to inform shareholders that I will not be seeking re-election in 2024. In line with governance best practice, the board has established a committee led by Mr Valli Moosa, the Lead Independent Director, who will be responsible for making a recommendation to the board for my successor. Annual Integrated Report 2022 Sappi 35 DELIVERING SUSTAINED VALUE DELIVERING SUSTAINED VALUE Q&A with the CEO “The strong cash generation and substantial debt reduction in FY2022 has fundamentally repositioned the business and created a more resilient balance sheet that can withstand any potential headwinds in our markets and provides a flexible platform for future growth.” – Steve Binnie CEO Q1 The substantial cash generation in 2022 has facilitated a significant debt reduction. Can you outline Sappi’s capital allocation priorities over the next few years? The strong cash generation and substantial debt reduction in FY2022 has fundamentally repositioned the business and created a more resilient balance sheet that can withstand any potential headwinds in our markets and provides a flexible platform for future growth. We recognise that a disciplined approach to capital allocation is a necessity in times of macro-economic uncertainty and our net debt target of approximately US$1 billion and maintaining the net debt to EBITDA ratio of 1.5 times through the cycle are our guiding principles for all discretionary capital allocation. Our first priority for capital is to maintain our licence to operate as we must comply with all legislation in the regions in which we operate. This periodically requires us to allocate capital for certain environmental and regulatory compliance initiatives. We also recognise that climate change, water scarcity, waste/pollution and biodiversity loss represent both physical and transitional risks to our business. We have a duty of care to minimise our impact on the environment and stakeholder expectations in this regard continue to mount. To this end, we have recently committed to science-based decarbonisation, which we anticipate will require a capital outlay of approximately US$70 million per annum to achieve our 2030 targets. Maintaining our existing operations is also a high-level priority and we consider our annual maintenance capex as a strategic investment in our existing assets to ensure future safe and efficient operations. We estimate that this first level capital priority to sustain our operations will require in the region of US$350 million per annum. Our second tier of capital allocation priorities is to improve the profitability of the business. There are a number of opportunities to improve profitably through smaller 36 Annual Integrated Report 2022 Sappi investments in efficiency enhancements, which improve our cost position and give us quick returns on our investment. We are also continuously striving to reduce our exposure to graphic paper markets and have an ongoing strategic programme to identify modest investment opportunities to modify and optimise our graphic paper assets to shift production to higher-margin packaging and speciality paper products. Our next priority for capital allocation is to return value to our shareholders. Our healthier balance sheet and large cash reserves means that we are now in a position to resume sustainable dividends. However, we acknowledge that there are significant uncertainties that lie ahead in 2023 and are thus taking a conservative approach with our dividend ratio and aim to increase dividends over the next few years to a cover of three times. Thrive25 strategy to focus on further growth Our stronger balance sheet now enables us to move into phase two of our in our higher-margin segments. We are excited about these opportunities and recently announced an investment to convert and expand the Somerset PM2 from coated paper to SBS paperboard. The project will be funded through free cash flow from operations, thus maintaining our net debt target. Following its completion, this expansion will increase our packaging and speciality paper capacity and is anticipated to boost our ROCE. Overall, we expect de-gearing and debt reduction to continue in FY2023 as we receive the proceeds from the sale of three of our European mills. We will continue to look for opportunities to deliver the growth and returns envisaged in our strategy and entrench our leading position in our selected markets. Thrive25 GROUP OVERVIEWPage heading Q2 Thrive25 One of the key strategic objectives is to reduce exposure to declining graphic paper markets. What progress has been made in 2022? Q3 In 2022 we saw unprecedented global inflation. How is Sappi mitigating rising cost impacts and what is the outlook for the year ahead? Our graphic papers segment delivered a record EBITDA in 2022. The extremely tight market conditions that led to this extraordinary achievement were driven primarily by significant capacity closures in the last three years. Combined with a stronger than anticipated rebound in economic activity post-Covid-19 and constrained global logistics, we experienced strong demand from our customers and were able to implement multiple price increases over the course of the year, which boosted margins substantially. We do not believe that these conditions are sustainable and the underlying demand for graphic paper continues to decline at a rate of approximately 5% to 6% per annum. Nevertheless, 2022 has demonstrated that the graphic papers segment has the potential to be profitable and generate substantial cash if supply and demand are in balance. Thrive25 strategy is to reduce our exposure A key element of our to declining graphic paper markets and we made great progress against this objective with the sale of three of our European graphic paper assets (Kirkniemi, Stockstadt and Maastricht Mills). For the most part, the product categories served by these assets (coated mechanical and uncoated woodfree paper) are not a core focus for Sappi and this divestment allows us to consolidate our portfolio and concentrate on commercial print where we are a leader and have competitive advantage. The sale removes approximately 1.2 million tons of lower-margin graphic paper capacity from our portfolio. The remaining graphic paper assets in our portfolio are competitive and can generate favourable returns in a balanced marketplace. The conversion and expansion of Somerset PM2 will remove another 240,000 tons of graphic paper capacity and increase our packaging capacity by 470,000 tpa. In addition, the modest investments at Gratkorn Mill to produce label paper will over the next few years swing a further 200,000 tpa from coated woodfree to speciality paper. We will continue to optimise our graphic papers business to contain costs and improve productivity and are confident that we will be able to reduce graphic papers to less than a third of our sales volumes in the next five years while growing our packaging and speciality papers portfolio. We continue to evaluate our graphic paper machines globally for potential conversion opportunities to packaging and speciality paper grades. Our aim is to create the flexibility to allocate capacity between graphic paper, where volume is declining, to packaging and speciality paper grades, where demand is growing and margins are higher. This helps to maintain our graphic paper operating rates, maximise cash generation and establish Sappi as a premium global supplier of packaging and speciality papers, while maintaining a strong position in graphic papers. The strong economic recovery post-Covid-19 has created havoc with global supply chains over the last two years. Severe port congestion and resultant berthing delays essentially locked up inventories on vessels outside ports creating an artificial shortage of goods, which set in motion a wave of inflation across the globe. Geopolitical turmoil in Europe in 2022 further exacerbated the already uncertain macro-economic environment and inflation escalated to unprecedented highs. Our variable manufacturing and delivery costs at a group level increased 35% y-o-y with every input category rising substantially. On the back of constrained raw materials availability, security of supply and aggressive cost mitigation became strategic imperatives. The arduous environment demanded agility and flexibility from our procurement, operations and sales teams as customer pressure mounted and our orderbooks reached record highs. Innovation springs from adversity and our teams stepped up to the challenge. We qualified alternate raw material suppliers, modified product recipes, optimised delivery modes and implemented product surcharges where appropriate to offset rising costs. The intensified level of global co-operation truly embodied our ‘OneSappi’ ethos and core values of doing business safely, with integrity and courage, making smart decisions that we execute with speed. Globally, our variable costs are still at very high levels and some categories continue to rise. However, with supply chains easing and demand for commodities softening, we expect that costs will begin to turn in 2023. Pulp prices have started reducing in China and we anticipate that North America and Europe pricing will follow shortly. Energy/gas costs in Europe also started to decline in the first quarter of FY2023, which will benefit our European business. Q4 You have recently announced a US$418 million capital investment project at Somerset Mill. Can you explain the rationale behind the investment decision and timing of the project? In 2018, we successfully converted PM1 at the Somerset Mill. The investment decision perfectly positioned Sappi to meet the sharp increase in demand for high-quality folding carton and food service paperboard products in North America. The mill generated record sales volumes and EBITDA in FY2021 while achieving the full run rate on PM1 and repeated the performance in FY2022 with another record performance. The PM1 hybrid machine has the flexibility to produce 350,000 tpa of SBS paperboard and coated graphic paper products. End-use markets for the packaging grades include folding carton for luxury beverages, cosmetics and perfumes, health and beauty care and consumer electronics, as well as foodservice board for disposable cups, plates and fast-food packaging. Annual Integrated Report 2022 Sappi 37 DELIVERING SUSTAINED VALUE We consider climate change to be one of the most urgent risks facing society and our operations today. Decarbonisation is thus both a moral and strategic obligation for our business. Sappi has a long track record of investing in our operations to reduce our GHG emissions and the board’s support of our science-based decarbonisation targets reinforces our ongoing commitment to climate action. The SBTi has confirmed that our well below 2° targets are in accordance with the Paris Agreement. Validation of our targets is a concrete demonstration to our increasingly sustainability conscious stakeholders that we are committed to doing our fair share to reduce global warming and contributing to a thriving world. Achieving our science-based decarbonisation trajectory will be a key enabler for future-proofing our business as we focus our growth strategy on circular, nature based solutions for a low-carbon economy. In the long-term, we anticipate that decarbonisation investments will reduce costs, spur innovation, provide resilience against regulation and boost investor confidence. We have developed a clear roadmap and capital allocation strategy to achieve our 2030 targets and we have also committed to using our influence to encourage our major suppliers to set their own science-based targets. We acknowledge that decarbonisation of our South African assets will be more challenging. Our mills in this region are still reliant on coal-based power for a significant proportion of their energy requirements. The South African energy landscape is heavily dependent on coal, which is an abundant resource in the country. While Sappi has a relatively high level of renewable energy integration within the context of the region due to our black liquor and biomass fuel sources, we are not fully self-reliant. We thus need to purchase energy from the national utility provider, Eskom, which is predominantly based on coal. There is currently very little renewable energy available for purchase within the country and therefore our decarbonisation roadmap for the region assumes that we will have to invest in our own renewable energy assets. We are actively investigating opportunities for investment in solar, wind and biomass power assets and will furthermore collaborate and explore opportunities for purchasing renewable energy from any new independent power producers that are established. Within the context of the national dependency on coal and high levels of unemployment and social inequality, we recognise that a just transition is critical for South Africa. We will therefore use our influence to collaborate with other business leaders, communities and government stakeholders to advocate for a just transition where no-one is left behind. DELIVERING SUSTAINED VALUE Q&A with the CEO continued The demand for Sappi’s foodservice board grades is particularly robust as the industry responds to customer requests for more sustainable and environmentally friendly packaging solutions. Furthermore, demand is expected to accelerate in the next few years as legislation banning the use of polystyrene foam packaging took effect in several US states in 2022 and will likely extend to additional states in future. Our customers are actively seeking to grow their volumes with Sappi as their preferred independent supplier. We have therefore made the decision to convert and expand the PM2 machine at Somerset Mill to 470,000 tpa of SBS. The PM2 conversion project will take three years and start-up is expected to take place in early calendar 2025. Although the graphic paper assets in North America are currently running full, the market is expected to continue to decline. The 2025 timeline of the conversion is aligned with the graphic paper market decline trajectory. In addition, the hybrid capability of PM1 is a considerable strategic advantage as we will be able to optimise our graphic paper and paperboard mix across the three Somerset Mill paper machines to ensure that our operating rates are maximised during the ramp up of PM2. The technical risk associated with the project is relatively low as the new equipment that will be installed is similar to that on PM1 and the know-how already exists to operate and produce high-quality SBS from this type of machine. We will work closely with our customers to secure sales volumes and expedite product qualifications. Thrive25 strategy to reduce The project is aligned with our exposure to graphic paper markets and is more than just a conversion, as the capacity of the machine will be doubled. This is therefore a significant growth project for our packaging and speciality papers segment and returns on the investment are expected to exceed a 20% internal rate of return (IRR). Q5 Sappi’s 2030 science-based decarbonisation targets were validated by the SBTi in July FY2022. What does this mean for the business? The physical impacts of climate change are already having a direct impact on our business. Changing weather patterns and more extreme weather events are occurring in every region in which we operate. In the past few years, we have experienced disruptions to our operations and supply chains as a result of drought, wildfires, acute cold events and flooding. In 2022 the catastrophic flooding that devastated the KwaZulu-Natal region of South Africa interrupted operations at our three mills in the region. Although the damage to our assets was fortunately relatively minor, the impact on our communities and employees was significant. Critical infrastructure surrounding our operations including road, rail and port assets were severely impacted and we were forced to close our mills for several days and a large quantity of inventory was damaged at a port warehouse. In total we lost 24,000 tons of production and 32,000 tons of inventory. After insurance proceeds, the event cost the business US$18 million. 38 Annual Integrated Report 2022 Sappi Annual Integrated Report 2022 Sappi 39 DELIVERING SUSTAINED VALUE il lum e Sky lanterns – traditionally called Khoom Fay in China – can be traced back thousands of years to one of the early Chinese dynasties. They were used not only as decorative light sources but also as military signals that could communicate messages across long distances. Today, it is said they are released at traditional festivals to emphasise the unity of family coming together to celebrate the lunar new year. This is represented by the lanterns collecting in the sky and expressing the wholeness of family. Sappi is situated in many different regions across many different cultures and countries. But we come together as one whole, OneSappi, united by our purpose which is our guiding light: Sappi exists to build a thriving world by unlocking the power of renewable resources to benefit people, communities and the planet. Passion and excellence are the sparks that ignite thriving. And they’re what keep our commitment to create a thriving future for the world and our business burning so brightly. They’re also what will continue to illuminate our way forward – today and tomorrow. 40 Annual Integrated Report 2022 Sappi il lume Sky lanterns – traditionally called Khoom Fay in China – can be traced back thousands of years to one of the early Chinese dynasties. They were used not only as decorative light sources but also as military signals that could communicate messages across long distances. Today, it is said they are released at traditional festivals to emphasise the unity of family coming together to celebrate the lunar new year. This is represented by the lanterns collecting in the sky and expressing the wholeness of family. Sappi is situated in many different regions across many different cultures and countries. But we come together as one whole, OneSappi, united by our purpose which is our guiding light: Sappi exists to build a thriving world by unlocking the power of renewable resources to benefit people, communities and the planet. Passion and excellence are the sparks that ignite thriving. And they’re what keep our commitment to create a thriving future for the world and our business burning so brightly. They’re also what will continue to illuminate our way forward – today and tomorrow. Annual Integrated Report 2022 Sappi 41 RESPONDING TO OUR CONTEXT Our operating context Our external operating environment presents us with both risks and opportunities, impacts our ability to generate enterprise value and informs our approach to our stakeholders, as well as our approach to material matters. The Russia-Ukraine war Rising levels of cyber crime Context Context Russia’s invasion of Ukraine in February this year caused a global inflation, energy, food and supply chain crisis. In addition, many customers were concerned about the use of woodfibre from conflict zones. The ongoing conflict was exacerbated by Covid-19 lockdowns in China. These developments exerted renewed pressure on global supply chains and energy prices, resulting in further broad-based inflation. Y-o-y variable manufacturing and delivery costs rose by 35% and fixed costs were 4% higher y-o-y due to escalating personnel and maintenance costs. Our response Several European countries have scaled back on their climate goals in the short term by reverting to coal. For example, Germany is still committed to phasing out coal-fired power plants by 2030. We intended to decommission the coal boiler at Stockstadt Mill by September 2022 but have had to delay this. However, the situation is temporary and we remain committed to a sustainable, low-carbon future – as envisaged by the Paris Agreement and the European Green Deal. Despite spiralling energy, raw materials and transportation costs, there was strong global demand for paper, particularly packaging, which remained resilient during the Covid-19 pandemic. Strong demand created an equally strong pricing momentum, which we leveraged by increasing pricing of our products. Other risk mitigation strategies included temporarily reducing capacity at Carmignano Mill in Italy, due to the continuing, sharp escalation of energy costs. The FSC and PEFC (including SFI) withdrew their certifications for Russia and Belarus, excluding wood originating from Russia and Belarus, from their certification systems. We supported stance of both certification bodies and immediately halted our wood procurement from the region. In FY2021, of total woodfibre sourced, less than 0.1% was sourced from Russia. See issues related to supply chain and food security are discussed on pages 83 to 84 and 64 respectively of this report. 42 Annual Integrated Report 2022 Sappi Digital transformation, the ongoing evolution of malware and the transition to working from home have meant that today, data is at greater risk for a breach. Cyber crime is escalating, causing immense, sometimes invisible damage to businesses and societies. Earlier this year, Sappi was the victim of a cyber attack when a hacker accessed a subset of our internal systems. Our global team identified the anomalous behaviour on one of our file servers and immediately initiated containment protocols. Our response Due to the rapid response from our teams and existing controls, there was no downtime experienced in any of our operations. In addition, there were no financial losses nor impact to any business systems. Limited, non-business critical information was exfiltrated. There was no access to core business systems nor to any live customer or partner data. The incident affirmed that our recent emphasis on cyber crime risk mitigation is highly justified, as our ability to both detect and contain the infiltration enabled us to avoid a potentially material business interruption. All files exfiltrated were reviewed and the following proactive measures were applied: • Limited non-essential and regional internet traffic • Partnered with multiple industry-leading incident response and forensic partners to capitalise on diverse experience and skill depth • Ensured all regulatory processes were adhered to through our internal and external legal counsel • Deployed advanced security detection and • response technology at a global scale Initiated mandatory training on cyber security for all our employees. Extreme weather events Context The world saw significant weather events in 2022, including record-breaking heat in Europe, wildfires in the US and Algeria, extreme heat and flooding in Pakistan, the melting of Greenland's huge ice sheet, as well as drought in Africa and China. In South Africa, floods in KwaZulu-Natal province damaged roads, warehouses, railway lines and homes and resulted in the loss of 24,000 tons of production and 32,000 tons of damaged inventory at our Durban port warehouse. Our response We halted production at our three mills in the KwaZulu-Natal province, Saiccor, Stanger, and Tugela, to ensure the safety of our employees. The mills operated on a skeleton crew as a precautionary measure until it was safe to return to work. Fortunately, there was no material damage to our assets, and we were covered by insurance for property and inventory losses. We provided support to affected communities (described on pages 63 and 64 of this report). While we expect extreme weather events to continue, our global decarbonisation plans and response to the impact of climate change on woodfibre should help to maintain and enhance enterprise value going forward. Shifting climate regulation Context Governments around the world are focusing on mitigating Scope 1, 2 and 3 carbon emissions through various programmes ranging from carbon trading and taxes – already in place in some regions in which we operate (South Africa and Europe) – to actual mandates eliminating the use of coal, for example. Our response SEU: The EU Green Deal is aimed at making Europe the first climate neutral continent by 2050. The first step is to reduce emissions by at least 55% by 2030, compared to 1990 levels. The EU Green Deal continues to proceed through the European policy process. We are engaging with policy development processes to support outcomes that are ambitious but also feasible to implement. SNA: In the US, the IRA which was signed into law August 2022, promotes the reduction of carbon emissions by roughly 40% by 2030. SNA is currently assessing the implications of the IRA, particularly opportunities for funding that might support our SBTi-related plans for decarbonisation in the form of tax breaks and other financial benefits. In December 2020, the Canadian federal government released A Healthy Environment and a Healthy Economy (Climate Plan), a climate plan to exceed Canada's 2030 emission reduction targets and achieve net zero GHG emissions by 2050. The federal government has also released an updated nationally determined contribution plan to match its commitments in the Climate Plan. The province of Quebec, in which our Matane Mill is situated, has its own emissions reduction commitment. While we monitor emerging regulation here, we do not see it as a significant risk, given that Matane Mill uses nearly 100% renewable energy and that electricity in the province is mainly derived from hydropower. However, we also monitor emerging regulation related to Scope 3 emissions. SSA: Developments in this region are discussed on page 50 of this report. Annual Integrated Report 2022 Sappi 43 RESPONDING TO OUR CONTEXT Our operating context continued Social unrest Context Levels of social disaffection in South Africa are high, fuelled by high unemployment rates of 34% for the general population and over 60% for youth. The situation is exacerbated by slow economic recovery from Covid-19, decaying infrastructure, high levels of crime and corruption, as well as escalating food and fuel prices. Globally, the country has one of the highest social inequality rates with almost half of all South Africans now relying on some financial support from the government. What this means is that living conditions are poor and social mobility is limited. Against this backdrop, Sappi is faced with increased militancy from unemployed youth and business forums. We are also expected to play a bigger role than just business given communities’ high expectations for us to facilitate and resolve social ills. Our response We recognise that we need to ensure the stability of our operations within the context described above. Accordingly, we adopt an approach beyond ‘business as usual’ in order to maintain our licence to operate and thrive. We do so by investing in the rural economy by generating employment, creating shared value and leveraging our ICFs. Initiated in 2018, ICFs aim to build trust, gain advocacy and achieve shared value. Sappi participants include management, HR, communication, procurement, engineering and project teams. Community participants range from traditional leaders and councillors to local business and environmental groups and the Abashintshi (young community members, meaning ‘changers’ in isiZulu). Integral to this structure is forestry managers’ participation in social impact programmes (speaking at schools, integrated fire awareness and training) and participating in social engagements (sports days etc.). The ICF focuses on three key areas: community skills development, ABCD and corporate social investment, as well as ESD. Our community engagement structure Our engagement approach is both short and long term. In the short term we focus on disaster relief efforts, donations – often in the form of paper, sports and recreation, as well as access to potable water and road and infrastructure support. In the longer term we focus on systemic change and helping to build social capital. This incorporates support throughout the education value chain – from support for ECD, to the Sappi Skills Centres at Ngodwana and Saiccor mills, which are focused on technical training. It also extends to environmental projects such as our partnership with WWF-SA (described on page  104) that both mitigate harm and create environmental benefit. Self-empowering ABCD projects like the Abashintshi help to drive community self-reliance. So too, do our collaborations with other organisations aimed at shared value which include: • Offering non-monetary developmental support for SMEs through a memorandum of understanding with the Small Enterprise Development Agency (SEDA) • Funding the membership of 10 of our incumbent SMEs for the Durban Chamber of Commerce and Industry which offers training, development support, networking and market expansion opportunities to these SMEs • Establishing memoranda of understanding with Ithala Bank and the Industrial Development Corporation for the provision of funding to SMEs within our value chain • Contributing ZAR694,000 to the National Business Initiative for the establishment of a business hub in Mandeni aimed at developing technical skills among identified SMEs and job-creation opportunities for local youth – the other funders are the German and Swiss governments • Partnering with a major South African logistics company to run a five-year incubation programme for the delivery of finished product between Saiccor Mill and our Durban warehouse. Through shared value, our overarching aim, is to move our communities towards a sustainable future independent of Sappi. Forestry communications relations team Social impact executive committee Community relations national manager Mill community relations team Integrated community forums Engagement with traditional leaders and councillors Abashintshi youth development programme 44 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Biodiversity loss Context Earth’s wildlife populations have plunged by an average of 69% in just under 50 years, according to the WWF and Zoological Society of London’s Living Planet Report1, as humans continue to clear forests, consume beyond the limits of the planet and pollute on an industrial scale. The report highlights that land use change is still the most important driver of biodiversity loss across the planet. Our response As our business depends on healthy ecosystem function, we have a particular interest in participating in initiatives to arrest biodiversity loss. We do so in the following ways: • High levels of certification to independently verified system • Membership of the Circular Bioeconomy Alliance aims to accelerate the transition to a circular bio-economy that is climate neutral, inclusive and prospers in harmony with nature • Business for Nature’s #MakeitMandatory campaign, which calls on all large businesses and financial institutions to assess and disclose their impacts and dependencies on biodiversity • Communicating our support for COP15 • Utilise third-party forest certification systems to advance responsible forest management, identify and manage risk, continuously improve Sappi’s operations and those of our suppliers Implement detailed procedures and systems to trace and document the origin of wood and the species used in our products • • Conduct annual supply-chain risk assessments coupled with rigorous supplier qualification processes. See our Woodfibre Procurement Policy at https://www.sappi.com/ groupwoodprocurementpolicy See other initiatives and programmes are described on pages 106 to 107 of this report. 1 Available at https://wwwflpr.panda.org/ Annual Integrated Report 2022 Sappi 45 RESPONDING TO OUR CONTEXT RESPONDING TO OUR CONTEXT Risk management OUR RISK MANAGEMENT PHILOSOPHY We have an established culture of managing key risks to our business. We believe effective risk management will safeguard the continuity of our operations and contribute to the achievement of our strategic objectives. Therefore, we ensure that our risk management processes are aligned and compatible with our strategy. Over the years, we have implemented several processes, resources and structures to ensure our risks are managed adequately and efficiently. Among these, we have entrenched safety programmes, internal audit reviews, insurance, information technology (IT) security, compliance and governance processes throughout the group, along with quality management and a range of line management interventions. We are also working to implement the recommendations of the TCFD. Group board of directors Assumes overall responsibility for risk governance Group Audit and Risk Committee Mandated to assist the board in carrying out its risk management responsibilities at group level Line management in each region, business unit and operation Responsible for implementing regional risk management processes Group internal audit Provides independent assurance on the risk management process For an analysis of the principal financial risks we are exposed to, refer to note 32 of the Group Annual Financial Statements at www.sappi.com/annual-reports Our 2022 Risk Management Report provides a detailed discussion of the group’s risk factors, and can be accessed at www.sappi.com/annual-reports  46 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT RISK APPETITE AND TOLERANCE We have a board-approved framework for risk appetite and tolerance. Risk appetite is the total quantum that Sappi wishes to be exposed to on the basis of risk/return trade-offs for one or more desired and expected outcomes. This is the quantum of risk that the board believes will provide an adequate margin of safety within the group’s risk capacity while enabling the achievement of strategic objectives. Risk tolerance is the amount of uncertainty Sappi is prepared to accept. This is the maximum level of loss or reduced earnings that can be absorbed without compromising key objectives, eg, return on investment. Strength of current mitigations Weak Satisfactory Good i n a t r e c t s o m A l e c n e r r u c c o f o d o o h i l e k i L e t o m e R 2 5 7 10 3 6 8 9 4 1 Very low Impact Very high s k s i r 0 1 p o T RESIDUAL RISK RANKING 1/ Safety 6/ Evolving technologies and consumer preferences 2/ Cyber security 7/ Cyclical macro-economic factors 3/ Sustainability expectations 8/ Uncertain and evolving regulatory landscape 4/ Supply chain disruption 9/ Employee relations 5/ Climate change 10/ Liquidity Annual Integrated Report 2022 Sappi 47 RESPONDING TO OUR CONTEXT Risk management continued 1/ Safety (2021: 1) Root cause 2/ Cyber security (2021: 6) Root cause Due to the nature of our manufacturing facilities and forestry operations, our employees and contractors operate in an inherently dangerous environment. We continue to prioritise their health and safety to ensure the continuity of our business. Thrive25 strategy objectives impacted 3Ps impacted Capitals impacted During the normal course of our business, we make use of our digital platforms to access and transact on confidential customer, employee, financial and commercial information, through our transactional and production systems. We also store, access and share our trade and proprietary information. Such stored content could be vulnerable to cyber attacks if not properly classified and protected by functional owners. Thrive25 strategy objectives impacted Mitigating actions • Conduct root cause analyses of all major incidents and fatalities • Drive continuous improvement in safety performance • Ensure compliance with behaviour-based safety (BBS) principles • Host regular training sessions • Approach all transgressions of our safety policies with discipline • Encourage reporting of near-miss incidents • External safety reviews. 3Ps impacted Capitals impacted Mitigating actions • Mitigate against cyber-attacks and information security breaches through our multi-layered IT security programme • Adhere to relevant data protection laws in the jurisdictions where we operate • Provide relevant cyber security training to all our employees Identify the employees susceptible to social engineering • and phishing attacks. Related material issues Related material issues • Ensuring the safety of our employees and contractors • Supporting sound labour relations • Attracting, developing and retaining Sappi talent. • Maintaining ethical behaviour and compliance • Attracting, developing and retaining Sappi talent. 48 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT 3/ Sustainability expectations (2021: 4) Root cause 4/ Supply chain disruption (2021: 3) Root cause The requirements from stakeholders are changing rapidly, challenging Sappi’s ability to keep up to date, exceed or even lead with regard to regulatory, social, product and environmental demands. Our operational impact and environmental footprint need to support and demonstrate our sustainability commitments and actions. Thrive25 strategy objectives impacted 3Ps impacted Capitals impacted Mitigating actions • Provide product information to customers • Enhanced health and safety specifications • Promote recyclability • Drive product innovation (including research and development (R&D)) • Move fast to secure benefit from the high-value niche opportunities created by the ‘paper-for-plastics’ movement • Build on our strong position and commitment to forest certification • Communicate our social and environmental credentials through all media channels • Implement ESG-related covenants. Related material issues • Procuring responsibly • Providing sustainable solutions for a circular bio-economy • Responding to evolving customer needs through innovation and collaboration • Sourcing sustainable woodfibre • Prioritising clean and renewable energy and responding to climate change • Focusing on water stewardship and circularity • Safeguarding and restoring biodiversity. We depend on a reliable and efficient supply chain to procure raw materials from suppliers and deliver products to our customers, within a time frame that meets their expectations. A number of factors, many of which are beyond our control, could disrupt the operation of our supply chain. These factors include inclement weather, natural disasters, transportation interruptions or inefficiencies, port or traffic congestion, labour shortages or disruptions and oil price increases, as well as unrest and pandemics. These could impair our ability to supply our customers or maintain an appropriate logistics chain and levels of production and inventory, all of which could adversely affect our reputation, business, results of operations and financial status. Thrive25 strategy objectives impacted 3Ps impacted Capitals impacted Mitigating actions • Documented business continuity plans • Ability to operate via multiple transportation modes • Operational plans to utilise multiple ports for shipments • Ongoing communication with key stakeholders, including government • Alternative modes of shipping • Fine-tuning internal processes to enhance co-ordination between departments • Negotiating longer lead times. Related material issues • Procuring responsibly • Maintaining and strengthening our competitive position through agility, innovation and operational efficiency • Prioritising clean and renewable energy and responding to climate change. Annual Integrated Report 2022 Sappi 49 RESPONDING TO OUR CONTEXT Risk management continued 5/ Climate change (2021: 5) Root cause Climate change is having an unavoidable effect on our business in the form of transitional, reputational and physical impacts. The latter includes the frequency and intensity of forest disturbances such as wildfires and extreme storms. This, in turn, could reduce forest productivity and change the distribution of tree species. The impact of climate change on our supply chain, including the availability of raw materials and the wood supply we need for our operations, may adversely impact our business. Regarding transitional risk, governments around the world are focusing on carbon trading and taxes as a response to climate change and such taxes could impact profitability to an increasing extent in future. Thrive25 strategy objectives impacted 3Ps impacted Capitals impacted Mitigating actions • Source pulp and woodfibre from a variety of sources and regions • Invest in fire, pest and disease prevention protocols in South Africa, as well as site species matching to withstand abnormal weather events and reduce our water footprint in this region • Following engagement with the South African Department 6/ Evolving technologies and consumer preferences (2021: 2) Root cause The advent of new technologies has an unavoidable impact on the way we operate. Similarly, changes in consumer preferences driven by emerging trends in advertising, electronic data transmission and storage, the internet and mobile devices, as well as digital alternatives to traditional paper applications, could materially affect the sustainability of our business. Thrive25 strategy objectives impacted 3Ps impacted Capitals impacted Mitigating actions • Improve profitability by implementing restructuring and other cost-saving projects • Enhance productivity • Drive growth in our higher-margin packaging and speciality papers business • Leverage our position in the market to capture growth in the DP market. Related material issues • Procuring responsibly • Providing sustainable solutions for a circular bio-economy • Maintaining and strengthening our competitive position through agility, innovation and operational efficiency of Forestry, Fisheries and Environment (DFFE), we anticipate our carbon tax liability to be zero, as in FY2021 • Sourcing sustainable woodfibre • Prioritising clean and renewable energy and responding • Group-wide decarbonisation initiatives. to climate change Related material issues • Providing sustainable solutions for a circular bio-economy • Sourcing sustainable woodfibre • Prioritising clean and renewable energy and responding to climate change • Focusing on water stewardship and circularity • Safeguarding and restoring biodiversity. • Responding to evolving customer needs through innovation and collaboration. 50 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT 7/ Cyclical macro-economic factors (2021: 7) Root cause Our business is impacted by cyclical changes in global economic conditions, including fluctuations in exchange rates, periodic supply and demand imbalances, industry capacity and output levels. Global economic turmoil can lead to significant decreases in sales volumes, as well as pressure on our prices in the markets where we operate. We continue to operate in a highly competitive environment. Consolidation in the pulp and paper industry – leading to larger, more focused companies – has become more prevalent. Thrive25 strategy objectives impacted 3Ps impacted Capitals impacted 8/ Uncertain and evolving regulatory landscape (2021: 8) Root cause Our business is subject to various regulatory requirements across the regions where we operate, including requirements relating to environmental stewardship, health and safety. Significant changes to applicable laws and regulations – along with instabilities in political, financial and social spheres – could impact our competitiveness and profitability. Thrive25 strategy objectives impacted 3Ps impacted Capitals impacted Mitigating actions • Monitor the balance between supply and demand • Monitor potential impairment of operating assets • Implement capacity closures as required • Improve efficiencies and reduce costs across the business • Enhance customer service, innovation, and efficient manufacturing and logistics processes • Drive performance to set our businesses apart from competitors • Increase pulp integration. Related material issues • Maintaining and strengthening our competitive position through agility, innovation and operational efficiency • Providing sustainable solutions for a circular bio-economy • Responding to evolving customer needs through innovation and collaboration. Mitigating actions • Remain up to date on changes to applicable legislation • Group-wide legal compliance programmes • Ensure compliance with all relevant laws and legislation • Report regularly on compliance to the group Audit and Risk Committee • Reduce the impact of our operations on the environment, • as guided by relevant and recognised programmes Invest in initiatives aimed at reducing our air emissions, wastewater discharges and waste generation • Monitor potential changes in pollution control laws, including GHG emission requirements, and take action accordingly • Co-operate across regions to apply best practices in sustainability. Related material issues • Maintaining ethical behaviour and compliance • Procuring responsibly • Ensuring the safety of our employees and contractors. Annual Integrated Report 2022 Sappi 51 RESPONDING TO OUR CONTEXT Risk management continued 9/ Employee relations (2021: 10) Root cause 10/ Liquidity (2021: 9) Root cause The majority of our employees are represented by labour unions and are subject to collective bargaining agreements. These agreements are negotiated and renewed periodically, and any corresponding wage increases or work stoppages could impact our business. The risk of workforce reductions, closures or restructuring remains a reality given the current economic climate. Thrive25 strategy objectives impacted Our principal sources of liquidity are cash generated from operations and available under our credit facilities, and other debt arrangements. Our ability to generate cash depends mainly on general economic, financial, competitive, market and regulatory factors. Our cash flow from operations may be adversely impacted by a downturn in world-wide economic conditions, which could result in a decline in global demand for our products. Thrive25 strategy objectives impacted 3Ps impacted Capitals impacted 3Ps impacted Capitals impacted Mitigating actions • Interact and engage with union representatives and organised labour regularly • Build constructive work relationships. Related material issues • Ensuring the safety of our employees and contractors • Supporting sound labour relations • Attracting, developing and retaining Sappi talent • Creating a positive social impact in our communities. Mitigating actions • Cost-saving initiatives • Re-prioritising various strategic initiatives • Commercial downtime taken to match supply to demand • Deferral of non-critical capex projects. Related material issues • Maintaining and strengthening our competitive position through agility, innovation and operational efficiency. 52 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Annual Integrated Report 2022 Sappi 53 RESPONDING TO OUR CONTEXT RESPONDING TO OUR CONTEXT Our key relationships Our overarching aim is to partner proactively with our stakeholders as we unlock the power of trees and their limitless potential to offer sustainable nature-based solutions that benefit people and the planet, thereby realising our vision of a thriving world. Doing so requires bold, decisive action. Highlights in FY2022 • Signed up for the United Nations Global Compact (UNGC) Early Adopter Programme. • Worked with a consortium of banks to develop the Sustainable Financing Framework, our first financing facility with sustainability linked KPIs. • Became a member of the WBCSD. • Higher levels of involvement in thought initiatives such as the World Resources Institute’s GHG Protocol Carbon Removals and Land Sector Initiative Project, which benefit the forestry industry as a whole. • Opening of the Saiccor Mill capacity expansion and environmental upgrade project by South African President Cyril Ramaphosa, marking the fulfilment of Sappi’s commitment made at the first South Africa Investment Conference in 2018. 54 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Together with our stakeholders, we’re thinking and acting more boldly than ever before to come up with real-world solutions to a broad range of challenges. We establish and maintain proactive dialogue with all our stakeholders. In doing so we recognise that stakeholder needs are dynamic and that we need to challenge the status quo and be responsive to an evolving stakeholder landscape. In addition to responsiveness, our approach to engagement is based on the principles of inclusivity, materiality, relevance and completeness. In determining those issues most material to our stakeholders, we assess not just enterprise value, but also the impact of our activities on people and the planet. (Please see page   76 for further details.) We assess the quality of our relationships both informally, as set out on the following pages and formally – through regular employee and customer surveys, community forums and Greenlight Movement community surveys in South Africa. Our stakeholder work is aligned to the governance framework of King IV, namely performance and value creation, adequate and effective controls and trust, as well as reputation, legitimacy and ethics. Thrive25 strategy One of the strategic fundamentals of our is to enhance trust. Achieving this is not possible without an ethical culture underpinning our everyday activities, which is why we train our employees, customers and suppliers on our Code of Ethics and promote awareness of the Sappi hotlines in each region which allow all stakeholders to report breaches of the Code in full confidentiality without fear of reprisal. We regularly review our activities with regard to the Organisation for Economic Co-operation and Development (OECD) Anti-Bribery Convention and the Convention's 2009 Anti-Bribery Recommendation, particularly Section VII of the OECD Guidelines for Multinational Enterprises dealing with Combating Bribery, Bribe Solicitation and Extortion. No issues have been raised regarding Sappi with regards to compliance with the Convention and Guidelines either externally or internally. Our stakeholder engagement is also guided by our membership of and commitment to the United Nations Global Compact (UNGC) as well as our work on the UN SDGs, in particular, the SDGs which we have prioritised. See Maintaining ethical behaviour and compliance on page  80. Principle 10: Businesses should work against corruption in all its forms, including extortion and bribery. Annual Integrated Report 2022 Sappi 55 Employees Unions Customers and partners Communities and neighbours Industry bodies, related memberships and organised business Shareholders, bondholders and banks Suppliers and contractors Government and regulatory bodies Civil society and media RESPONDING TO OUR CONTEXT Our key relationships continued Employees Self-assessment of quality of relationship: Good Thrive25 Why we engage As we take Sappi into the future, based on the clear roadmap entrenched in our strategy, our task is to help our people understand the plan and clear their path to success. Our aim is to unlock the wide-ranging, significant expertise of our people today and tomorrow. In doing so, we secure our exciting future in woodfibre as a business that provides relevant solutions, delivers enhanced value and is a trusted partner to all our stakeholders. Shared priorities Constructive action regarding Covid-19 Shared priorities Focused wellness and wellbeing Our response Our response We implemented a staggered return to our sites as restrictions eased. Covid-19 information hubs continued to support our staff, customers and their families, focusing specifically on infection prevention and vaccination-related topics. • Wellbeing and wellness programmes are tailored to the • needs of each region In SSA, our HIV/Aids programme provides support for employees and contractors. In this region, we also work with government in terms of community health programmes. Shared priorities Effective recognition programmes Our response Our recognition programmes include: Sappi Limited • Technical Innovation Awards • CEO Thrive Award. SEU • Long-service awards • Annual Coryphaena Award. SNA • TOUTS Recognition Awards – a peer-to-peer recognition programme whereby employees can recognise each other for achievements • Periodic regional President’s Awards • Long-service recognition. SSA • Excellence in Achievement Awards (EAA) • Annual safety awards • CEO Award • Long-service awards. Sappi Trading • SMART Awards. Shared priorities Involvement in safety Our response • Our commitment to safety is entrenched in our company value statement • For the third year running, the theme for Global Safety Awareness week was ‘I Value Life’. The key messages were: – I value life – I am aware of my environment and potential hazards in it (situational awareness) • – understanding hazards and risks Involving our people in health and safety is part of our collaborative approach to doing business. Health and Safety Committees are in place at all our operations. Through these committees, our people are consulted about the development/review of policies and procedures and changes that affect workplace safety or health – in Sappi Europe (SEU), formal Health and Safety Committees are in place at different levels of the business in line with statutory requirements. All employees are represented by the Safety Committees – in Sappi North America (SNA), all unions can participate in joint management-worker safety committees – in Sappi Southern Africa (SSA) (including Sappi Limited), health and safety representatives are elected from non- supervisory staff. In line with legislation, there is one representative for every 50 workers – Sappi Trading does not have formal joint management-worker Health and Safety Committees due to the small size of the offices, but there are appointed safety officers. See Ensuring the safety of our employees and contractors on page 90. 56 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Shared priorities Connection with Sappi’s strategic goals and high levels of engagement Shared priorities Training and development that benefits Sappi and our employees Our response Our response • Group and regional CEOs engage with staff regarding company performance at the end of each quarter Globally, on average, each employee benefited from 46.89 hours of training (FY2021: 48.3 hours). • Targeted communication programmes are launched for any major development supporting the strategic goals (project launches, mergers and acquisitions (M&A) activities etc) • In SEU regular videos from the CEO are shared with staff • Quarterly staff updates are undertaken by the SNA leadership team • In SSA the Ask Alex initiative continues whereby employees can pose questions to the CEO • We conduct engagement surveys every second year, with the most recent one in 2021. Results are communicated to staff and workshopped with individual teams. A central action tracker facilitates updates on action items identified in each region in the last survey. A summary of themes and progress is provided to senior leadership at least twice annually. • Sappi Learning, a Cornerstone-based system, is a training and development tool offering new ways of engaging employees in personal development planning, with access to a whole library of online training content, including Udemy training modules • We have relaunched our learning, talent and performance tools under the Sappi Advance brand name with a comprehensive communication campaign reminding employees of the options for personal development that we offer. Already available in English, a fully translated version is being prepared by SEU for FY2023. SNA ensures that the programme is also available in French Canadian for our Matane Mill employees. SEU • The Leadership Talent Strategy and Sappi Leadership Academy develop a leadership pipeline See Engaging more closely with our employees on page 56. • The Apprenticeship Programme and Graduate Trainee Shared priorities Understanding Sappi’s commitment to sustainability which underpins our strategy Our response Globally, targeted internal publications and social media campaigns linked to days like Global Ethics Day, World Environment Day1 and the International Day of Biodiversity2 enhance understanding of the sustainability landscape and our role in promoting responsible biodiversity initiatives. SEU’s Blue Couch series features a series of interviews with speakers from the paper industry who provide insights about new products, innovations and sustainability. SNA runs an active sustainability ambassador programme which promotes understanding and awareness of sustainability- related issues. All regions undertake internal sustainability communication campaigns linked to our priority SDGs. 1 https://www.linkedin.com/company/sappi/videos/native/urn:li:ugcPo st:6939487203391602688/ 2 https://www.linkedin.com/company/sappi/videos/native/urn:li:ugcPo st:6934024075312783362/ Programme source talent. SNA • Education programmes are supported at targeted colleges and universities, as are programmes to encourage study in fields relevant to our operations, including scholarship programmes and internships • We support the University of Minnesota Sustainable Forests Education Cooperative, which offers continuing education opportunities to forestry and natural resource professionals in a broad range of fields. SSA • Sappi Leadx prepares future leaders • Apprenticeships, engineers in training and foresters in training programmes build our human capital for the future • The Lean & Me programme, which involves basic leadership practices, primarily targeted at supervisors and foremen in the manufacturing business, continues to gain traction across all mill sites • The National Employment Equity and Learning Committee ensures that we meet our legislative obligation to consult and attempt to reach agreement, as placed on us by the Employment Equity Act and Skills Development Act. The committee, which meets at least twice a year, has been reconfigured to include representation from the semi-skilled and unskilled categories of employees • We offer bursaries in a variety of fields related to our business • We offer a number of internships each year to support key business functions including IT, communications, human resources (HR) and manufacturing operations. In light of an ageing workforce within our industry, particularly in North America, our employees in each region have been visiting schools and becoming involved in initiatives that promote career paths within forestry and the pulp and paper industry. Annual Integrated Report 2022 Sappi 57 RESPONDING TO OUR CONTEXT Opportunities for value creation • Alignment with our strategic direction enables our people to contribute more positively to the business as well as their personal and career development • By building our human capital base, we establish a base of technical skills needed both by Sappi and by the industry • A diverse workforce enhances our ability to service global markets and promotes a culture of inclusivity • An increased commitment to safety delivers benefits at personal, team and operational levels • By living up to our purpose, we become a more attractive employer, particularly to Millennials and Gen Zers • By establishing an ethical culture where corporate citizenship is promoted, we ensure the ongoing viability of our business, enhance reputation and become an employer of choice. • Challenges for value creation • Recruitment and retention of key skills • Loss of institutional memory as older employees retire. Our key relationships continued EMPLOYEES continued Shared priorities Encourage employee volunteerism through initiatives Our response In FY2022, in addition to a corporate donation of US$100,000 to support humanitarian relief in Ukraine including through UN Crisis Relief, Sappi matched employee donations to the value of US$25,000 made to organisations including the International Committee of the Red Cross, Save The Children and Doctors without Borders. SEU • SEU supported various local education, cultural and environmental projects based on annual requests and identified needs • Additionally, SEU focused their efforts on Poland where hundreds of thousands of Ukrainians have found sanctuary. From collecting essential goods and supplies to making healthy meals, Sappi people in the Krakow Shared Service Centre are doing their part to provide relief and support. SNA • Through the Employee Ideas that Matter initiative, we provide grants to employees to benefit the non-profit organisations about which they are most passionate. The winners share US$25,000 in corporate giving to support their selected causes. In 2022 the amount was increased to US$50,000. SSA • Employee Wellbeing Committees at each mill support local community projects and Mandela Day volunteering initiatives • Following extensive floods in KwaZulu-Natal province earlier this year, we launched an employee donation drive, collecting over ZAR125,000 each for the Angel Network and Robin Hood Foundation. In addition, Sappi donated ZAR1 million to the Gift of the Givers organisation. 58 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Unions Self-assessment of quality of relationship: Fair Why we engage In 2022, globally, 55% of our workforce was unionised, with 71% belonging to a bargaining unit. A workplace where people feel they have been heard and in which they can make a meaningful contribution promotes productivity and stability. Accordingly, it makes sound business sense to maintain constructive relationships with our employees and their representatives. We do so in a spirit of mutual respect and understanding. Shared priorities Freedom of association, collective bargaining and disciplined behaviour Shared priorities Safety and wellness initiatives Our response Our response Sappi endorses the principles of fair labour practice as entrenched in the UNGC and Universal Declaration of Human Rights. At a minimum, we conform to and often exceed labour legislation requirements in the countries in which we operate. Protecting the right to freedom of association and collective bargaining is fundamental to the way we do business. We engage extensively with representative trade unions. Discussions range from remuneration issues, to training and development, health and safety and organisational changes. Given the complex labour situation in South Africa, we established several structures to enhance ongoing positive engagement with union leadership. This is facilitated by structures such as the National Partnership Forum which includes senior members of management and senior union leaders who hold regular meetings where business, safety and union challenges are discussed. Disciplined behaviour is essential for individual wellbeing, and to achieve our group goals and objectives. In each region, disciplinary codes ensure appropriate procedures are applied consistently, while grievance policies entrench the rights of employees, including the right to raise a grievance without fear of victimisation, right to seek guidance and assistance from a member of the HR department or their representative at any time and the right to appeal to a higher authority, without prejudice. See Supporting sound labour relations page 92. Principle 3: Businesses should uphold freedom of association and the effective recognition of the right to collective bargaining. Shared priorities Resolving grievances, engaging on strategy Our response • Well-established grievance channels, disciplinary procedures and whistle-blower protocols provide a non-retributory framework • We regularly engage with unions on economic conditions, market dynamics and growth plans. The Health and Safety Committees at all our operations provide a forum for consultation about the development/review of policies and procedures and changes that affect workplace safety or health. Wellness programmes include fitness and medical screening programmes, as well as psychological and financial support. Shared priorities Remuneration, working hours and other conditions of service Our response Our labour standards ensure that our remuneration practices are fair, with compensation levels set to reflect competitive market practices and internal equity, as well as company and individual performance. In rural areas, forest products companies like Sappi are often the only, or major employers which makes the local population very dependent on the company and which could, in turn, lead to exploitative behaviour and an indirect form of forced labour. Against this backdrop, in all three regions labour is sourced on the open market. We pay market-related wages in line with or above local legislation and ensure that working hours are fair. Principle 4: The elimination of all forms of forced and compulsory labour. Opportunities for value creation • Good employee-management relations enable us to resolve new and difficult labour issues as they develop • When employees understand strategic direction and operating context, they are more likely to be more committed to Sappi, leading to a more stable labour force and higher levels of productivity. • Challenges for value creation • Multi-union landscapes, particularly in North America and South Africa, add to complexities in the labour environment • There are unrealistic expectations about wage increases. Annual Integrated Report 2022 Sappi 59 RESPONDING TO OUR CONTEXT Our key relationships continued Customers and partners Self-assessment of quality of relationship: Excellent Why we engage The more closely we engage and collaborate with our customers, the more likely we are to understand and respond to their evolving needs by offering relevant solutions in the form of sustainable and practical products and services. This partnership approach builds the loyalty and long-term relationships that enable us to thrive. Through our continued focus on innovating packaging and speciality paper solutions, we remain committed to partnerships with customers, who are increasingly focused on the social and environmental credentials of our products. Survey after survey confirms that consumers want to be greener in their purchasing decisions. We are committed to embracing the circular economy using sustainable materials based on certified wood and replacing fossil-based chemistry and to working on new technologies that support transformation in Sappi and across our value chain partners to reduce CO2 emissions and contribute to the UN SDGs. Traceable and transparent supply chains are key to providing brand owners and consumers with the assurance and confidence that the woodfibre used for the wood-based products they buy originates from verified, responsibly managed forests, is delivered through supply chains that do not cause deforestation, where biodiversity is enhanced and the customary, traditional and civil rights of people are upheld. Against this backdrop, we are working across various forums to share our experience and knowledge on sustainable, transparent supply chains with our customers. Shared priorities New or enhanced products that meet rapidly changing market demand Our response Consumers have become increasingly aware of social and environmental issues and our customers are looking to us for help in this regard. Against this backdrop, our innovation and sustainability departments enable us to put sustainability at the heart of everything we produce, enhances our understanding of our customers’ current and future needs and means we can meet and anticipate those needs. Where relevant, we will collaborate with partners and/or conduct R&D and develop products to suit customers’ specific needs. See Responding to evolving customer needs through innovation and collaboration on page 88. 60 Annual Integrated Report 2022 Sappi Shared priorities Information and initiatives to encourage the use of our paper and packaging solutions and promote Verve’s environmental credentials Our response • We participated in the Challenge the Fabric summit in Paris, held by the Ekman Group and the Swedish Fashion Council • We also participated in several tradeshows including: – AWA Global Release Liner Industry Conference & Exhibition 2022, where we had a small stand and gave a presentation – FachPack in Germany, where we displayed samples of packaging for food products and non-food applications; new products in label papers, flexible packaging papers, containerboard and paperboard and new packaging solutions made with our barrier papers – LuxePack in Monaco, where we showcased our high-quality paperboard product Algro Design and our new Fusion Nature Plus virgin fibre liner – PCD Paris, which showcases perfume, cosmetics and premium drinks packaging • Shortly after year end we participated in LuxePack Monaco • and PRINTING United in Las Vegas In July 2022, we hosted Textile Exchange (TE) executives, with retail representatives and conservation consultants on a learning journey to our operations in KwaZulu-Natal in South Africa. TE’s 700 international members, who represent leading brands, retailers and suppliers, provide a collective driving force for urgent climate action by benchmarking the industry and providing actionable tools for improvement. Their goal is to guide the textile industry to achieve a 45% reduction in GHG emissions within fibre and raw material production. After visiting the Sappi WWF uMkhomazi Water Stewardship project, delegates spent time at the Sappi Forests Shaw Research Centre, seeing how the optimal woodfibre is developed for the production of DP that goes into textiles like viscose and lyocell and learning about the forestry value chain. RESPONDING TO OUR CONTEXT Comments on the TE learning visit So enlightening and eye opening! I felt a powerful sense of connectivity… to how we can all better partner and understand the constraints and opportunities to make progress on our shared goals. What a lovely group of people and talent your organisation has attracted and retained. Truly impressive. It gave a wonderful insight into the production process of dissolving pulp and the complex context in which you operate. It was great to see everybody’s expertise and passion for their work. Wish I had had this insight years ago. So excited to share with our buying teams. The Sappi family were so welcoming and it is obvious how passionate they are about what they do – the level of experience is inspiring. TE executive Biodiversity Consultant Retail Sustainability Manager Shared priorities Information about the fibre sourcing and production processes behind our brands Our response • Customers generally approach us for information about the fibre sourcing and production processes behind our brands, including carbon footprint. In response to these requests, in all regions, we publish paper profiles and information sheets for our papers. We also respond to many questionnaires from our customers that collect data on our CO2 reduction plans and performance. In SNA, we hold customer council meetings and have developed our own eQ GHG emissions calculator that quantifies the emissions associated with a customer order and how those emissions compare against the industry average • At the request of our customers, we participate in EcoVadis and hold a platinum rating for all three regions • We also publish frequently asked questions (FAQs) covering topics like climate change, as well as forests, energy and certification. Shared priorities Technical information Our response Globally, a series of technical brochures is available on our website www.sappi.com SEU • The Sappi &You online knowledge platform for graphic papers • The packaging and speciality papers site provides targeted information on packaging and speciality papers. SNA • The POP site is aimed at marketers, creatives, designers and printers looking to innovate in their categories. As an example, our booklet published on the site, ‘True or False?’ puts the same project side by side on coated paper and uncoated paper to make it easier for our customers to make a decision • Sappi etc. is an educational platform for designers and printers offering information on a wide range of topics including paper basics, advanced print and design techniques and special effects. SSA • Our paper and paper pulp product offerings are supported by strong technical teams at each mill and the technology centre in Pretoria. External testing services offered include water and wastewater testing; wood, pulp and liquors testing; microscopy; and together with paper and box testing which can be used to conduct a wide range of ISO and TAPPI paper and paperboard tests. Specialised services applicable to the pulp, paper and related industries can be tailored around customer requirements. Annual Integrated Report 2022 Sappi 61 RESPONDING TO OUR CONTEXT Our key relationships continued CUSTOMERS AND PARTNERS continued Opportunities for value creation • Meet customer needs for products with an enhanced environmental profile • • Innovate to align with evolving market trends Increase awareness of the importance of sustainability • Promote our customers’ own sustainability journeys • Keep abreast of market developments • Provide transparent information in line with our strategic pillar of ‘enhancing trust’ • Leverage our position as a solution provider for a low-carbon and bio-based economy to support customers and policy making • Showcase our products and promote the Sappi brand. • Challenges for value creation • Conflation of harvesting from sustainably managed plantations with deforestation, together with lack of understanding about the manner in which the forests and plantations from which we source woodfibre help to mitigate global warming • Promoting understanding of decarbonisation The Sappi stand at FachPack 2022 challenges. [case study] Co-creating digital solutions To stay abreast of our customers’ evolving needs, SNA partnered with the Rochester Institute of Technology (RIT) in New York to co-create next-generation digital solutions that add value both to our customers’ business and ours. Researchers in the newly launched Sappi-RIT Digital Innovation Lab will study the role of digital business solutions and the user experience in the pulp and paper industry. The lab is situated in the School of Interactive Games and Media within RIT's Golisano College of Computing and Information Sciences. The faculty is dedicated to advancing the fields of computing and information sciences through creativity and innovation. Sappi generates and captures considerable amounts of data, from our supply chain right through to customer behaviour. The collaboration with RIT is designed to unlock business insights and value from the data. Initially, the team will focus on leveraging the data to unlock a deeper understanding of our customers. The lab is part of a wider innovation and efficiency drive within Sappi to accelerate the transition to a bio-based, circular economy, reducing waste and maximising resources to achieve both our business and sustainability goals. 62 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Communities and neighbours Self-assessment of quality of relationship: Fair to good Why we engage Recognising that we are part of the communities beyond our fence lines and that their prosperity and wellbeing are linked to our own, we strive to make a purpose-driven, meaningful contribution towards their wellbeing and development. We work to create positive social impact by jointly identifying and leveraging opportunities, thereby demonstrating our commitment to transparency and collaboration. Community engagement meetings take various formats in our mills in the regions where they are situated. These range from broad liaison forums for business, local government and communities to legally mandated environmental forums that form part of the licensing conditions of mills. In South Africa, there are local farmer and community forums related to our forestry communities. In South Africa, ICFs comprising Sappi employees and community members have helped to enhance our relationships with communities. However, social unrest in the country continues to be an issue – the result of a disaffected population impacted by lack of service delivery and job opportunities. In some instances, this negatively impacts our reputation and relationships with communities. Shared priorities Community support including employment, job creation, business opportunities, economic and social impacts/ contributions and community support Our response SEU • Employees are encouraged to nominate and participate in local community projects and events • At a local community level our focus is to add to the wellbeing, safety and health of our communities. We support various local schools, sports and hobby clubs, forest products industry students, local safety and environmental organisations and local charities • Sappi Europe donated €10,000 as part of the Sappi Global Safety Awareness week activities linked to our I Value Life principle to ASPIRE Education Hub in Krakow. This charity focuses on the long-term wellbeing and education of Ukrainian teenagers displaced by the war. Teens can access remote learning facilities to connect with their Ukrainian schools as well as new learning opportunities in technology and the arts. SNA • Each site hosts an employee group focusing on community connections to channel local support • Education programmes are supported at targeted colleges and universities as are programmes to encourage study in fields relevant to our operations. • We provide financial support to several non-profit conservation organisations to support regional biologist positions, landowner and community outreach activities, advocacy efforts, etc. Examples include funding and in-kind support for elementary and secondary school field days, community forestry workshops, landowner outreach projects in co-operation with state agencies and industry associations, billboards promoting Sappi's private lands forestry programme and private landowner management assistance • The Ideas that Matter programme continues to recognise and support designers who support good causes. Since 1999 the programme has funded over 500 non-profit projects and has contributed more than US$14 million to a wide range of causes around the world that use design as a positive force in society. The programme was relaunched in FY2022 to align more closely with the UN SDGs, thereby encouraging applicants to use design to address local challenges. Grants in FY2022 ranged from support for child literacy, immigration and maternity care to rainforest preservation, anti-poverty programmes and resources for women of colour • The Employee Ideas that Matter programme provides direct funding to the non-profit organisations about which our employees are most passionate. The Ideas that Matter initiative was the winner in Excellence in Community Service in the 2022 Communitas Awards, which recognise organisations, companies and individuals for their outstanding engagements to bring about change to social and environmental issues affecting communities across the globe. Annual Integrated Report 2022 Sappi 63 RESPONDING TO OUR CONTEXT – education throughout the education value chain, including early childhood development (ECD); and skills centres at Saiccor and Ngodwana Mills train both Sappi employees and unemployed youth. In addition, Khulisa Ulwazi, our training centres for small growers are targeted at all forestry value chain participants, including land reform beneficiaries and Sappi Khulisa growers – support for local tourism through our mountain biking and trail running sponsorships and promoting recreational riding on Sappi land – support for Sappi forestry community schools based on requests and needs analyses – projects include fresh water, ablution facilities, fencing, buildings and structures and vegetable gardens • See Creating a positive social impact with communities for more about ESD work on page 95. Opportunities for value creation • Enhanced licence to operate and thrive • Promoting socio-economic development which could, in the long term, lead to increased demand for our products • Creation of shared value, positive social impact and promotion of inclusivity • Closer alignment with authorities’ local development plans. • Challenges for value creation • Community expectations for jobs and service delivery in South Africa. Our key relationships continued COMMUNITIES AND NEIGHBOURS continued Shared priorities Community support including employment, job creation, business opportunities, economic and social impacts/ contributions and community support Our response SSA • Following extensive floods in KwaZulu-Natal province in April 2022, Sappi donated ZAR1 million to the Gift of the Givers organisation for relief efforts. This was supplemented by an additional ZAR300,000 to Gift of the Givers from CellMark (our lignin trading partner) • Community support has been bolstered by the creation of a dedicated multi-disciplinary team comprised of the enterprise and supplier development (ESD) team, the HR team and the corporate citizenship team. This structure, in at each mill site, is referred to as the Community Management Committee (CMC). The purpose of this CMC is to identify shared value opportunities which help identify and support local entrepreneurs, as well as to promote the sourcing of goods and services from local suppliers where possible. The CMC also reports on the employment of local people and ensures investment in communities addresses specific needs. The CMC collaborates with government, NGOs and the private sector for scale • Given South Africa’s significant development needs, the bulk of community support is allocated to this region in areas like education, environment and socio-economic development. The latter is based on helping communities help themselves • Our focused ESD department aligns with this approach by working to incorporate small and medium enterprises (SMEs) into the mainstream economy • Other initiatives include: – Sappi Khulisa, our enterprise development scheme for emerging timber farmers; we also support a honey beekeeping programme in our Khulisa communities – the Abashintshi Youth programme which mobilises youth to create open channels of communication between communities and Sappi and trains them to mobilise their communities to develop themselves in line with the ABCD model 64 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Industry bodies, related memberships and organised business Self-assessment of quality of relationship: Good Why we engage We engage with industry bodies and organised business, believing that together we are better equipped to meet the needs of a growing and changing society, as well as demonstrate the value business brings to society. Our focus is on using our expertise and networks to help create a more sustainable future. Accordingly, we partner with industry and business bodies to provide input on issues and regulations that affect and are relevant to our businesses and industries. We also support and partner with industry initiatives aimed at promoting the use of our products and the overall sustainability of our industry. One of our longest relationships is with the UNGC, to which we have been a signatory since 2008. We work to implement the UNGC’s 10 principles, all of which align with the UN SDGs. During 2022 we formalised our full membership of the WBCSD, adding our voice to those protecting, promoting and engaging on issues affecting our industry and our business. Thrive25 Under our working closely and more often with those who share our values and commitment to our industry. strategy which emphasises partnership and collaboration, we have been focusing more intensively on Shared priorities Ethics and governance Our response Sappi Limited, being headquartered and listed in South Africa (SA), is a member of the Ethics Institute of SA and has also signed the Business Leadership South Africa Integrity Pledge, thereby committing the group to actively combat corrupt practices wherever encountered, preventing anti-competitive behaviour, adopting a zero-tolerance approach to corrupt behaviour and protecting whistle-blowers. Sappi Limited is an active participant in the National Economic Development and Labour Council (Nedlac) Companies Amendment Bill Task Team, where representatives of labour, government and business meet to discuss and seek consensus on the major amendments proposed to the current South African Companies Act and governance codes, as well as changes related to board Social and Ethics Committees. Shared priorities Decarbonisation and net zero Our response We engaged throughout the year with the SBTi until our targets were validated in June 2022. See Responding to climate change for more about ESD work on page  96. We are a project member of the WBCSD Forest Solutions Group. This collaborative platform enables companies from across the forest and forest products sector to support the development of Net Zero and Roadmap to Nature Positive, for the forest sector. The 2022 work priorities for the group included: Roadmap to Nature Positive, the GHG protocol, TCFD reference scenarios and phase two of the net zero roadmap. The Roadmap to Nature Positive economy, aligns with guidance from the Science Based Targets Network (SBTN) and the Taskforce on Nature-related Financial Disclosure (TNFD); the first draft has been completed and will be published at COP27. The Programme Leader Land Management and Wood Properties, Sappi Forests, spearheaded the carbon calculation and flows methodology related to forests, as well as the quantification and development of mitigating strategies for climate change as related to forests for Sappi. This individual is a member of the World Resources Institute technical working group on GHG Protocol Carbon Removals and Land Sector Initiative Project, which is developing new guidance on how companies account for and report land use, land use change, carbon removals and storage, bio-energy and other biogenic products. Sappi Forests is participating in the GHG pilot for Scope 1 emissions reporting from own land holdings in South Africa using a cradle-to-mill gate system boundary. The TE launched its Climate+ strategy in 2019, with a goal to reduce GHG emissions in the textile value chain by 45% by 2030, while addressing other climate-related impact areas, like water, biodiversity and soil health. To accelerate progress towards the Climate+ objective and to drive collective action, Sappi was one of 40 global brands that participated in a discussion with the Climate Board. The latter was appointed by the TE to uncover industry best practice in terms of reducing GHG emissions. Sappi is also a member of the TE man-made cellulosic fibre roundtable and climate sub-committee, being developed alongside the SBTN to reinforce consistency in language, frameworks and measurements. In the build-up to COP27 (climate change) Sappi joined the Africa Business Leaders Coalition and signed its Africa Business Leaders’ Climate Statement which was presented at COP27. Annual Integrated Report 2022 Sappi 65 RESPONDING TO OUR CONTEXT Our key relationships continued INDUSTRY BODIES, RELATED MEMBERSHIPS AND ORGANISED BUSINESS continued Shared priorities Biodiversity Our response Global Sappi Pulp was an advisory partner in the development of the Biodiversity Benchmark for the TE. Shortly after year end and in preparation for COP15, Sappi joined other companies from 56 countries in signing the Business for Nature Statement calling for mandatory assessment and disclosure on nature to be included in the Global Biodiversity Framework. In SNA’s sourcing areas, a significant portion of forestland is owned and managed by private landowners, often averaging less than 10 hectares. This presents challenges for forest health and biodiversity conservation. The Sappi Maine Forestry Program and the Sappi Lake States Private Forestry Program, staffed by SNA foresters, offer a wide range of services to landowners including contracting with experienced loggers and providing plans to enhance wildlife habitat and forest health. SNA also supports the University of Minnesota Sustainable Forests Education Cooperative. SSA supports South African National Biodiversity Institute (SANBI), Birdlife SA and WWF-SA. In this region we have seven declared nature reserves on our landholdings in Mpumalanga and KwaZulu-Natal. These proclaimed nature reserves are part of SANBI, are based on partnerships between landowners, provincial conservation authorities and NGOs, and are aimed at securing and enhancing biodiversity. The sites are declared where important biodiversity or ecosystem services have been identified. Shared priorities Issues that affect the sustainability of our industry and initiatives that promote sustainability, awareness and understanding Our response Global As a member of the Sustainable Apparel Coalition (SAC), we support the Higg Index developed by the apparel industry to evaluate materials, products, facilities and processes based on environmental performance, social labour practices and product design choices. SEU In FY2022 we participated actively in the 4Evergreen Alliance, which is focused on improving fibre-based packaging circularity and climate performance. The collaboration published Circularity by Design Guidelines, which offers a collective view from experts across the value chain on how different components of fibre-based packaging impact the paper recycling process in standard recycling mills, together with the different ways in which they can be classified. The collaboration also published the Collection & Sorting Guideline, together with three annex materials which aim to improve the use and execution of the Confederation of European Paper Industries (CEPI) harmonised test method for recyclability. 66 Annual Integrated Report 2022 Sappi We also participated in the Forests Dialogue (TFD), which leads multi-stakeholder dialogue processes among key stakeholders, to overcome conflict and spur collaborative action on the highest priority issues facing the world’s forests. Contributing to the Pulp and Paper Value Chain Information System (P&P-VIS) Together with other members of the CEPI and the European Paper Chemicals Manufacturing Industry Group, SEU contributed to the launch of the P&P-VIS in 2022. The system embodies two essential elements of sustainability transformation: collaboration and transparency. By working together to agree on a harmonised questionnaire and develop an online platform, important information can now flow accurately and efficiently between chemical suppliers and their pulp and paper manufacturing customers. The information shared supports our ability to ensure our products comply with requirements related to food contact, Ecolabel, declarable substances, together with other regulatory and market requirements. Through P&P-VIS, the paper industry has enhanced its capacity to react rapidly to new product safety regulations and to efficiently implement them throughout the value chain. SNA Sappi continues to be a sponsor of the Paper & Packaging Board’s How Life Unfolds® campaign, which highlights our commitment to innovative, sustainable products. We are a founding partner of The Recycling Partnership and support their work to transform recycling nation-wide and increase materials recovery. SSA Together with PAMSA and another industry member, we sponsored Primestars to develop an infotainment programme for high school learners from under-resourced communities. The programme was aimed at highlighting opportunities in the green economy. Shared priorities Product development and innovation Our response • Sappi Biotech collaborated with Frankfurter Brett and • Kegelmann Technik to launch a sustainable kitchen console made from Sappi Symbio In the light of growing consumer demand for sustainable packaging, SEU and packaging machine manufacturer Kallfass signed a collaboration agreement to develop a sustainable, paper-based alternative to film-based primary and secondary packaging in the non-food packaging sector • SNA is the co-lead of the committee operating under the auspices of the Alliance for Pulp and Paper Technology Innovation to demonstrate and deploy membrane-based technology for black liquor. Other members of the committee include the Georgia Institute of Technology (Georgia Tech), members of the US forest products industry and membrane system/ process developers. The work has progressed to mill scale trials and we continue to help fund patent protection for the invention. RESPONDING TO OUR CONTEXT Shared priorities Regulatory issues Our response SEU The European Green Deal aims to lead the world in achieving climate neutrality under the Fit for 55 legislative package. Our industry supports the objectives of the European Green Deal and is leading the way in taking concrete actions to achieve deep emissions reductions. Our main position in the context of EU policy related to decarbonisation is to ensure a predictable and enabling policy framework for EU industry. We engage through CEPI. One of the most recent proposals was to establish a broadened framework for eco-design requirements for sustainable products. The horizontal framework for eco-design requirements will cover the broadest possible range of products, including intermediate products and components, but excluding food, feed, medicinal products, living plants and animals. We are following the process closely. Together with other members of the European pulp and paper industry, we have been actively contributing to and keenly monitoring the development of the new EU Forest Strategy and the proposal for a regulation concerning certain commodities and products associated with deforestation and forest degradation. SNA In the USA, extended producer responsibility (EPR) legislative activity has gathered momentum. The biggest impact of such legislation is likely to be increased costs to our customers and possible mandates for greater recycled content, which could disadvantage and add costs to Sappi products. The state of Maine, where our Somerset and Westbrook mills are located, was the first state to pass EPR legislation. We are engaging through our trade association, the American Forest & Paper Association, who appointed a consultant to inform and influence the conversation among the media, policymakers, and the public surrounding EPR proposals. See Our engagement with regulators regarding carbon taxes on page 72. SSA We supported PAMSA in its engagement with the Department of Forestry, Fisheries and the Environment (DFFE), which resulted in the granting of an exclusion for specific waste streams from the definition of waste to promote beneficiation opportunities of the likes of paper sludge and ash in various products such as brick and block manufacturing, soil conditioners, biofuels and cement production. Shared priorities Enhanced forestry management Our response SNA We belong to the Cooperative Forest Research Unit based at the University of Maine, where scientists conduct applied research that provides Maine’s forest landowners, forestry community and policymakers with the information needed to ensure both sustainable forestry practices and science-based forest policy. We continued our ongoing participation in Emerald Ash Borer surveys and other pest/pathogen/invasive species quarantines and studies. The revised SFI Forest Management, COC and Fiber Sourcing Standards went into effect on 1 January 2022. The new standards bring clarity and rigour in key areas of due diligence systems and avoidance of controversial sources, landscape biodiversity conversation and logger training together with new climate Smart Forestry practices and an optional climate change adaptation module. We are a member of Minnesota Forest Industries (MFI), which meets quarterly with public agencies to discuss forest-related challenges, industry needs, workforce challenges, and trends/ concerns/opportunities. SSA A milestone was reached last year when we were awarded the first-ever PEFC forest management certificate in the country. This means that all our plantations are now both FSC and the PEFC certified. In addition to PEFC forestry management certification, Ngodwana, Saiccor and Tugela Mills are now chain of custody certified. The Sappi Forests Vice-President spoke at the 15th World Forestry Congress, held in Korea on the topic: Managing forests for the SDGs: Creating value, equality and resilience from forest products and ecosystem services. Shared priorities Combatting deforestation and promoting certification Our response We believe that creating value in standing forests is one of the best ways to combat deforestation in the long term. Engagement with participants along the supply chain from the forests to the customers is active, and Sappi advocates for the importance of sustainable forest management practices, and forest certification as assurance of the supply chain integrity. We are an active member of FSC International’s northern and southern economic chambers and PEFC’s international stakeholder member, and collaborates to promote and expand forest certification, but also to ensure that the systems continuously develop themselves to sustain the integrity and robustness of certified supply chains. Annual Integrated Report 2022 Sappi 67 RESPONDING TO OUR CONTEXT Our key relationships continued INDUSTRY BODIES, RELATED MEMBERSHIPS AND ORGANISED BUSINESS continued Shared priorities Promoting the sound credentials of woodfibre Our response Sappi is a member of the SAC's policy advocacy task team responsible for providing commentary on the development of the EU textile strategy and associated policies, in line with the EU Green Deal directive. One of the key aims is to ensure that virgin wood-based raw materials are recognised as a sustainable option. This advocacy group is supported by the Federation of European Sporting Goods Industry and Global Fashion Agenda. Opportunities for value creation • Address complex topics through collaboration • Develop sustainable, transparent supply chains • Maintain and expand markets for our products • Enhance understanding of our social and environmental credentials • Influence policy and regulations • Promote dialogue • Share our experience and knowledge on sustainable, transparent supply chains to help prevent deforestation. • Shared priorities Ensuring the integrity of natural resources like water Challenges for value creation • High costs of and resource requirements for certain industry memberships. Our response SSA has partnered with WWF-SA to proactively manage water resources in the uMkhomazi catchment, in which our Saiccor Mill is situated through multi-stakeholder collaboration across the landscape. This collaborative approach is an extension of an innovative structure, known as the ICF (see page  44), which we pioneered and through which we engage with communities close to our areas of operation. Under this project, we launched the first community-based alien vegetation clearing and maintenance project with the Nzinga community. [case study] Progressing DNA fingerprinting for small growers The DNA Fingerprinting for Small Growers initiative was launched in FY2022. Supported by the South African Technology Innovation Agency, it aims to make DNA fingerprinting technology developed by the Forest Molecular Genetics Programme, through the founding members (of which Sappi is one), available to small growers and farmers. This will help with the identification of clonal genotypes, confirmation of hybrids and with parentage and pedigree reconstruction. This has become an indispensable tool in the forestry industry, aimed at ensuring the deployment of fast-growing, resilient trees. The Technology Innovation Agency, has provided ZAR500,000 per annum, which will support a dedicated technician and subsidise the cost of DNA fingerprinting for small growers and private nurseries to a total of 800 to 1,000 samples per year. In the next phase, there will be engagement between industry members and the outgrower community. 68 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Our membership of industry associations and other organisations Sappi Limited • African Business Leaders Coalition • Business Leadership South Africa • CEO Initiative • Circular Bio-economy Alliance • EcoVadis • Ethics Institute (South Africa) • • Nedlac • Paris Pledge for Action • Sustainable Apparel Coalition • Technical Association of the Pulp and Paper International Stakeholder member of the PEFC1 Industry • TE • UNGC • WBCSD including the FSG. SEU • Biobased Industries Consortium • BioChem Europe • CELAB: Towards a Circular Economy for Labels • CEFLEX: A circular economy for flexible packaging • CEPI • Eurograph • European Joint Undertaking on Biobased Industries • 4Evergreen Alliance • Ligninclub • Print Power • The Alliance of Energy-Intensive Industries • The Forests Dialogue. SNA • Alliance for Pulp and Paper Technology Innovation • American BioFuels Association • American Forests and Paper Association • American Forest Foundation (AFF) • Biorenewable Deployment Consortium • Federal Forest Resources Coalition • Forest Products Working Group • Forest Resources Association • FSC • Great Lakes Timber Professionals Association • Maine Forest Products Council • Maine Tree Foundation • Michigan Forest Products Council • Minnesota Forest Industries • Minnesota Timber Producers Association • NH Timberland Owners Association • Paper and Paper Packing Board • Paperboard Packaging Council • Pulp and Paper Products Council • Sustainable Packaging Coalition • Sustainable Forestry Initiative (SFI) • The Recycling Partnership • University of Maine Cooperative Research Unit • University of Maine Paper Surface Science Consortia • University of Minnesota Sustainable Forests Education Cooperative. SSA • Birdlife SA • Business Unity South Africa • Fibre Circle • Fibre Processing and Manufacturing Skills Education and Training Authority • Forestry South Africa • FSC • National Business Initiative • Manufacturing Circle • Packaging SA • PAMSA • Recycle Paper ZA • Shared Value Initiative • SANBI • South African Chamber of Commerce and Industry and local chambers of commerce and industry • WWF-SA. Sappi Forests • Biological Control of Eucalypt Pests • Biorenewable Deployment Consortium • CAMCORE • Eucalypt Pest and Pathogen Working Group • Forestry and Agricultural Biotechnology Institute • Forest Molecular Genetic Programme • • South African Institute of Forestry • The Tree Protection Co-operative Programme Institute for Commercial Forestry Research – founding member. Annual Integrated Report 2022 Sappi 69 RESPONDING TO OUR CONTEXT Our key relationships continued Shareholders, bondholders and banks Self-assessment of quality of relationship: Good to excellent Why we engage Our aim is to provide investors (shareholders and bondholders) and analysts with transparent, timely, relevant communication that provides them with an understanding of our industry and our performance, setting out the manner in which we hope to achieve growth ambitions to facilitate informed decisions. • We engage with various ratings agencies, particularly in terms of ESG performance • We participate in the CDP Climate and Forest disclosure projects every year, making our submissions publicly available. This year, for the first time, we participated in CDP Water • Our Chief Financial Officer and Head of Treasury engage with bondholders, banks and rating agencies continually on the performance of the company. A key point of discussion was our international RCF of €515 million benefits from the group’s newly developed Sustainable Financing Framework. Opportunities for value creation • Understanding of and commitment to our strategic direction • Enhanced reputation • Greater investment confidence • Broader licence to invest. • Challenges for value creation • Slow post-Covid-19 economic recovery • Uncertainty about certain environmental regulations • Cyclicality of our business. Shared priorities Understanding Sappi’s strategy Understanding Sappi’s performance Return on investment Transparent information about risks, opportunities and ESG performance, in particular the impact of climate change on strategic and financial decisions Ability to generate sufficient cash flows to fund our business and service our debt Our response • Our investor relations department engages with shareholders and analysts on an ongoing basis • Our Chairman and CEO also engage with shareholders on relevant issues • We conduct ad hoc mill visits and road shows, and issue announcements through the Johannesburg Stock Exchange (JSE) – Stock Exchange News Services (SENS), in the press and on our website (see www.sappi.com/SENS) • We publish our Annual Integrated Report (see www.sappi.com/annual-reports) Reports (see www.sappi.com/sustainability) group website and Sustainability on the • Shareholders can attend and participate in the Annual General Meeting as well as the four quarterly financial results briefings 70 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT [case study] About our RCF and Sustainable Financing Framework The newly adopted Sustainable Financing Framework is our first financing facility with sustainability-linked KPIs. The new facility of €515 million matures in February 2027 and comprises a consortium of eight relationship banks. The RCF was structured with a margin adjustment mechanism, linked to progress in achieving the KPIs and will be used to guide any sustainability-linked characteristics of future financing solutions. The framework was verified by ISS ESG with a second party opinion that defines four material sustainability KPIs and provides a basis for future KPI-linked credit and capital market activities of the group. The KPIs focus on decreasing specific GHG (Scope 1 + 2) emissions by 18% in 2025; ensuring that certified fibre supplied to Sappi mills is more than 75% every year; reducing solid waste to landfill by 15%; and securing zero workplace injuries (LTIFR) for own employees. This is an important strategic step for Sappi and supports our long-term vision to be a sustainable business with an ambitious sustainability strategy. Annual Integrated Report 2022 Sappi 71 RESPONDING TO OUR CONTEXT Our key relationships continued Government and regulatory bodies Self-assessment of quality of relationship: Fair to good Why we engage Dialogue with members of governments and regulatory authorities is seen as an opportunity for all stakeholders involved to better understand all aspects and, as such, hopefully make better decisions. We work to ensure that our position on a broad range of priority issues is understood by politicians, decision makers, opinion formers and other role-players in the regions where we operate. This is in order to support a policy and legislative environment that helps us achieve our business objectives, as well as enhance our reputation and brand. In addition to direct contact, we also work through a variety of industry groups and associations as described on page 69. The social and economic benefits of our industry nationally, as well as at a local level Increased investment Shared priorities Energy issues and carbon taxation The impact of increased regulations on business Enhancing sustainable forest management and land use Our response SEU We are actively working in various forest-sector collaborations to ensure a thriving forest bio-economy remains an integral part of the EU Green Deal. Through sustainable forest management practices, responsible sourcing, efficient use of resources and manufacturing innovation, the sector provides fibre-based and low-carbon solutions and products, thus boosting the transition into a circular economy. SNA We actively engage through various industry trade associations at the federal and state level to ensure that a thriving forest resources industry remains a vibrant part of the US economy. In August 2022, US President Biden signed the Inflation Reduction Act (IRA) into law. Our response is described on page this report. 43 of 72 Annual Integrated Report 2022 Sappi SSA • The Carbon Tax Act came into effect on 1 June 2019. The first phase from 1 June 2019 to 31 December 2022 applies to activities that directly emit GHG. The tax includes various allowances in the first phase, including a 100% allowance for forestry. We engaged with the DFFE, which agreed with our carbon sequestration calculation and SSA's carbon tax liability for the 2021 calendar year was zero. We also anticipate zero liability in calendar 2022 • We engage with government to assist in the development of rural areas, including the expansion of tree farms in the Eastern Cape • As a member of Forestry South Africa, we previously participated in the development of the Masterplan for the Commercial Forestry Sector in South Africa 2020 – 2025 and the Public Private Growth Initiative. SSA is also participating in the Public Private Growth Initiative, a forum enabling business sectors to discuss economic growth plans with the presidency • Amendments to the Employment Equity Act have been approved by parliament for public comments. SSA, together with other members of organised business, submitted consolidated comments, through Business Unity South Africa as well as Forestry South Africa. It is hoped that comments from business, particularly around concerns on the sectoral targets, will be incorporated in the final paper. Opportunities for value creation • Promoting understanding of issues and challenges and the strategic value of our industry helps to create a more receptive regulatory and policy environment. • Challenges for value creation • Policies which take neither our high use of bio-based energy into account nor recognise the important carbon sequestration role played by the sustainably managed forests and plantations from which we source woodfibre • Slow granting of water use licences in South Africa • Uncertainty about regulatory developments, for example: carbon tax • Administrative delays. RESPONDING TO OUR CONTEXT Suppliers and contractors Self-assessment of quality of relationship: Good Why we engage The more than 16,000 suppliers that comprise our global value chain are essential to our business. From providing woodfibre and other raw materials to energy and logistics, they support us in making the everyday products that our customers need world-wide. Ensuring these suppliers ‘do right’ by acting in accordance with our own policies, principles and values is a strategic priority – one that is enshrined in our Supplier Code of Conduct and supported by our collaboration with EcoVadis, a global platform providing business sustainability ratings. We aim to establish mutually respectful relationships with our suppliers and encourage them to share our approach to using woodfibre not only for business profit but also for generational prosperity; investing in and searching for innovative ways to leave the planet better than we found it and making a purpose-driven and meaningful contribution towards the wellbeing and development of employees and our communities. We want to build long-term value partnerships, based on the importance of suppliers to a sustainable supply chain. In relation to smallholders, in South Africa and North America, we engage directly with the small landowners supplying wood to our mills. We also offer forestry services to support their forest management. In Europe, we have procurement partners who do this on our behalf. Within the communities where we operate in South Africa, we also support small to medium enterprise development, training initiatives and forestry outgrower schemes to stimulate value chain development in rural areas. Shared priorities Robust safety procedures and a strong culture of safety Our response Given our focus on zero harm in the workplace, we work with our contractors to ensure that they follow Sappi’s safety systems and regard their safety as just as important as that of our own people. In South Africa, Sappi Forests continues to work closely with contractors and their workers to implement the innovative Stop and Think Before You Act safety initiative. Shared priorities Transparency into the value chain Our response We continued to assess the sustainability performance of our suppliers through proactive ratings and evaluations using EcoVadis’ methodology. Under the EcoVadis banner, we have been submitting our own sustainability performance to our customers for many years now. Globally, our procurement team made progress in assessing suppliers against our Supplier Code of Conduct: SEU, 83% of total procurement spend covered; SNA, 72% and SSA 58%. Shared priorities Security of fibre supply Certification Income generation and job creation Our response SEU In Europe, we procure wood through well-established wood sourcing companies and wood procurement partners in Europe (Metsä Forest in Finland, proNARO in Germany, Sapin in Belgium and Papierholz in Austria) all of which operate with an established pool of forest owners and wood suppliers. In addition, we are a member of CEPI, which participates in actions supporting and promoting forest management and certification. SNA The Sappi Maine Forestry Program and the Sappi Lake States Private Forestry Program, staffed by SNA foresters, offer a wide range of services to landowners, including contracting with experienced loggers and providing plans to enhance wildlife habitat and forest health. The SNA stumpage programme assists landowners with developing harvest plans and timber stand improvement project plans with appropriate silvicultural techniques that ensure prompt regeneration after harvest. SNA stumpage foresters conduct inspections on all jobs to ensure compliance with laws, policies and best management practices to conserve soil and water quantity/quality, along with other values such as biodiversity conservation, aesthetics management, cultural resource protection, etc. Annual Integrated Report 2022 Sappi 73 RESPONDING TO OUR CONTEXT Opportunities for value creation • Improved supplier relations • Increased uptake of the Supplier Code of Conduct • Better understanding of the requirements of the Sappi group • Expanded basket of certified fibre • Support for local economic development • Support for emerging supplier-contractor development. • Challenges for value creation • Security of woodfibre supply • Ensuring that small, medium and micro enterprises have the right social and environmental procedures in place and monitoring compliance. Our key relationships continued SUPPLIERS AND CONTRACTORS continued Shared priorities Security of fibre supply Certification Income generation and job creation Our response SSA Qualified extension officers provide growers in our Sappi Khulisa enterprise development scheme with ongoing growing advice and practical assistance. Khulisa Ulwazi (growing knowledge) training centres are targeted at Khulisa growers and land reform beneficiaries. Training covers entrepreneurship, fire management, harvesting planning, leadership and management development, as well as safety. Sappi is involved in several land reform projects, helping beneficiaries to manage their land. Many of these properties previously belonged to commercial farmers who had supply agreements with Sappi. For many of the land claims in which we have been involved, and where there has been a change in ownership, we continue to buy the timber and help manage those plantations. The high cost of certification has been an issue for small growers which we have helped to overcome by offering a group certification scheme. In 2022 there were 39 members in the scheme with plantations totalling 45,600. Sappi was the first forestry company in South Africa to achieve PEFC certification through the Sustainable African Forestry Assurance Scheme (SAFAS). This incorporates a value-based platform (VBP) approach, which is designed to look at integrated risks across landscapes and is more suitable for smallholders. Using the VBP approach, we are now assessing 13 grower groups, covering 4, 443 hectares, for certification readiness. 74 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Civil society and media Self-assessment of quality of relationship: Good Why we engage We maintain an open relationship with the media, believing that an informed media is better able to serve public reporting and debate on any issue. We continue to update the media on our belief that it’s our responsibility to use the full potential of each tree we harvest. We engage with civil society organisations on issues of mutual interest and belong to key organisations relevant to our operations. We engage with various civil society groups on our societal and development impact. Globally we interact and engage with a wide range of non-governmental organisations, especially through our participation with the forest certification systems (FSC, PEFC and SFI). We leverage these platforms to actively contribute to the growth of forest certification world-wide and collaborate with diverse stakeholders. Business developments The future of our industry Shared priorities Our impacts on our communities Protecting the environment Our response Global • Join key credible organisations as members • Develop personal relationships and engage continually • Provide support to and sponsorship for key organisations on issues of mutual interest. SNA • SNA engages in a variety of roles in diverse collaboratives as a participant, funder, partner and leader. Our staff serve in roles ranging from interested stakeholder for consultative purposes, committee members, leads/chairman and board of directors. One example is Minnesota Forest Industries, to which SNA belongs and which meets quarterly with public agencies to discuss forest-related challenges, industry needs, workforce challenges, and trends/concerns/ opportunities. SSA • In terms of civil society, our forestry operations belong to several fire associations, given that fire is a key risk on our plantations • Initiated in 2014, our project to re-establish the Warburgia salutaris (pepper-bark tree) in communities and the wild continues to gain traction. A major breakthrough for the project has been the discovery that the medicinal properties so highly prized in the bark, are also abundant in the twigs and leaves. Thus, the twigs and leaves of trees planted out in the field can be harvested within four years – much earlier than would be the case for bark harvesting which can only be done on an adult tree. This ensures that the trees can be harvested sustainably, providing health benefits and economic opportunities for traditional healers and muti (medicine) traders. Since inception of the project, together with our working group partners, we have propagated and provided over 60,000 seedlings to traditional healers and urban and rural communities and created seed orchards in safe and protected estates • We are now following the same approach to three other species of tree, all of which, like Warburgia, can be used in traditional medicine and which are in danger of being over-harvested. Opportunities for value creation • Inform and educate media • Encourage civil society to share our sustainability and strategy through positive actions. Thrive25 • Challenges for value creation • Misunderstanding of our environmental impacts. A case study on our Warburgia work has been included by WBCSD in their Roadmap to a Nature Positive Economy that was launched at the 27th COP27 after year end. Annual Integrated Report 2022 Sappi 75 RESPONDING TO OUR CONTEXT Integrating our key material issues Safety Sustainability expectations Employee relations Supply chain disruption Evolving technologies and consumer preferences Risk Maintaining ethical behaviour and compliance Procuring responsibly Key material issue Global forces Move towards a circular economy Climate change and climate transition Resource scarcity and growing concern for natural capital Rising social inequality and growing social activism with increased expectations of business Persistent supply chain challenges Workplace culture Responsible procurement Stakeholder issue Stakeholder issue Risk Cyclical macro-economic factors Cyber security Supply chain disruption Liquidity Sustainability expectations Climate change Evolving technologies and consumer preferences Liquidity Sustainability expectations Climate change Supply chain disruptions Evolving technologies and consumer preferences Key material issue Maintaining and strengthening our competitive position through agility, innovation and operational efficiency Providing sustainable solutions for a circular bio-economy Responding to evolving customer needs through innovation and collaboration Return on investment Keep abreast of market developments Products based on renewable resources Circulatory Reduced environmental impact Circulatory New or enhanced products that meet rapidly changing market demand Responsible consumption The links between our stakeholder issues, key material issues, risks and global forces shaping our world Changing consumer and employee behaviour Deglobalisation, polarisation and increased geopolitical tensions Rapid pace of technological innovation and threat including cyber risks Sustainability expectations Supply chain disruptions Climate change Risk Key material issue Sourcing sustainable woodfibre Sustainability expectations Climate change Uncertain and evolving regulatory landscape Evolving technologies and consumer preferences Supply chain disruptions Prioritising clean and renewable energy and responding to climate change Evolving technologies and consumer preferences Sustainability expectations Climate change Supply chain disruptions Evolving technologies and consumer preferences Sustainability expectations Climate change Focusing on water stewardship and circularly Safeguarding and restoring biodiversity Stakeholder issue Shifting demographics Deforestation Biodiversity loss Reduction of fossil fuel usage Global warming Water quality and quantity Resource scarcity Stakeholder issue Safety Employee relations Safety Sustainability expectations Employee relations Sustainability expectations Sustainability expectations Employee relations Employee relations Risk Ensuring the safety of our employees and contractors Safety as a core value Supporting sound labour relations Attracting, developing and retaining Sappi talent Creating a positive social impact in our communities Key material issue Fair, equitable, safe workplace Connection to, and understanding of, our business and strategic direction Training and development Remuneration Diversity and inclusion Social responsibility and social inequity Community upliftment Jobs 76 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Safety Sustainability expectations Employee relations Supply chain disruption Evolving technologies and consumer preferences Risk Cyber security Supply chain disruption Risk Cyclical macro-economic factors Liquidity Sustainability expectations Climate change Evolving technologies and consumer preferences Liquidity Sustainability expectations Climate change Supply chain disruptions Evolving technologies and consumer preferences Maintaining ethical behaviour and compliance Procuring responsibly Key material issue Key material issue Maintaining and strengthening our competitive position through agility, innovation and operational efficiency Providing sustainable solutions for a circular bio-economy Responding to evolving customer needs through innovation and collaboration Workplace culture Responsible procurement Stakeholder issue Stakeholder issue Return on investment Keep abreast of market developments Products based on renewable resources Circulatory Reduced environmental impact Circulatory New or enhanced products that meet rapidly changing market demand Responsible consumption Global forces Move towards a circular economy Climate change and climate transition Resource scarcity and growing concern for natural capital Rising social inequality and growing social activism with increased expectations of business Persistent supply chain challenges The links between our stakeholder issues, key material issues, risks and global forces shaping our world Safety Employee relations Safety Sustainability expectations Employee relations Sustainability expectations Sustainability expectations Employee relations Employee relations Risk Ensuring the safety of our employees and contractors Safety as a core value Supporting sound labour relations Attracting, developing and retaining Sappi talent Creating a positive social impact in our communities Key material issue Fair, equitable, safe workplace Connection to, and understanding of, our business and strategic direction Training and development Remuneration Diversity and inclusion Social responsibility and social inequity Community upliftment Jobs Changing consumer and employee behaviour Deglobalisation, polarisation and increased geopolitical tensions Rapid pace of technological innovation and threat including cyber risks Stakeholder issue Shifting demographics Sustainability expectations Supply chain disruptions Climate change Risk Key material issue Sourcing sustainable woodfibre Sustainability expectations Climate change Uncertain and evolving regulatory landscape Evolving technologies and consumer preferences Supply chain disruptions Prioritising clean and renewable energy and responding to climate change Evolving technologies and consumer preferences Sustainability expectations Climate change Supply chain disruptions Evolving technologies and consumer preferences Sustainability expectations Climate change Focusing on water stewardship and circularly Safeguarding and restoring biodiversity Deforestation Reduction of fossil fuel usage Global warming Water quality and quantity Resource scarcity Biodiversity loss Stakeholder issue Annual Integrated Report 2022 Sappi 77 RESPONDING TO OUR CONTEXT RESPONDING TO OUR CONTEXT Our key material issues The issues set out on the following pages are those that we believe underpin our strategic risks and opportunities and have the highest potential impact – negative and positive – on stakeholder value. Further information on each of these issues can be found in our 2022 Sappi Group Sustainability Report available at www.sappi.com In line with the double materiality approach, the discussion of our material issues aims to enhance our stakeholders’ understanding, not just of the impact of environmental and social issues on Sappi’s enterprise value, but also of the impact of our activities on the environment and society. Our emphasis is on operating context, key developments and significant sustainability-related risks and opportunities. As an example, through the one lens of materiality, climate change and GHG emissions may have ramifications for enterprise value. Through the other lens, Sappi’s own carbon footprint and actions have an impact on the environment and society. We define short term as one to two years, in line with immediate risks and opportunities and medium term as three to five years in line with management accounting’s five-year financial forecast plan. Our long-term time horizon is five to 30 years and takes into account the nature of our mill operations and capital investments for long-life assets, Sappi Forests research planning horizons in response to climate change, as well as the EU’s plan for carbon neutrality by 2050. 78 Annual Integrated Report 2022 Sappi Enterprise value (Market value of equity and net debt) Environment (Climate, nature, forests, water and waste) Society Impact on Sappi (can be financially material) Sappi’s impact (can be positive and/or negative) Primary stakeholders: Primary stakeholders: shareholders, bondholders and banks employees, unions, customers, communities, industry bodies and organised business, suppliers and contractors, government and regulatory bodies, civil society and media S o c i a l , p o l i t i c a l , e c o n o S a p p i e x i s t s t o b u il d m i c, e n vir o a t h rivin g w A s O n e S a p pi, w e d o b G r o w o ur b usiness s. e u s t. e n s n e e d s, stakeholder is m u nities and the pla e e x e c ute with spee E nhance trust p le, c o a t w s t h d. n m m n e e x p e c t a t i o n i e s . Our operating c o n t e x t ntal trends and developments, socie t a l Associated risks and opp o r t u n i Our purpos e orld by unlocking the power of renewab l e r e s o u r c e s t o b usiness safely, with integrity and coura g e , m a k i n g s m a r Our value s e t s e s i n u s , b o e fi t p e n c i s i o e t d Our Strateg y Drive operational excellence a i n o S u s t alt h e c i a l h n a r f n u Annual Integrated Report 2022 Sappi 79 RESPONDING TO OUR CONTEXT Our key material issues continued Principles Maintaining ethical behaviour and compliance Why it’s material Key developments in FY2022 strategy Thrive25 Shortly after year end, we launched our refreshed Code of Ethics (Code) to align more closely with our and incorporate new examples of everyday situations that, like the original examples, explain the behaviour expected from Sappi people when faced with tricky situations. The Code, which has been translated into relevant languages, references several group policies, where heightened levels of awareness and compliance are required. In familiarising themselves with the Code, employees are encouraged to read these policies. Story pictures are used to assist in the messaging, which are also displayed on the media screens, lift lobbies and on Sappi desk calendars. In line with the refresh of the Code, global online training on the Code has been revamped with new scenarios and relevant examples. In 2021, KPMG advised Sappi that as a measure to improve the perception of auditor independence, it would cease performing non-audit-related services to its JSE-listed audit clients. KPMG accordingly informed Sappi that they would be withdrawing from servicing our hotline for SEU and SSA from December 2021. Accordingly, we appointed a new service provider globally with effect from the beginning of calendar 2022. Several different communication channels were used to promote the use of the new Ethics Hotline, which helped to ensure a smooth transition. Training initiatives – incorporating relevant and practical examples – aim to avoid a tick-box approach to ethics. A comprehensive training programme covered the following topics: • Anti-fraud and corruption (relevant new employees in all regions and a refresher course for all regions) • Code of Ethics online training (Matane Mill and relevant new employees in all regions) • Environmental law training (relevant new employees in all regions) • Competition law (relevant new employees in all regions) • Occupational health and safety compliance (relevant new employees in all regions) • Data governance including regional laws like South Africa’s Protection of Personal Information Act (POPIA) and Europe’s General Data Protection Regulation. POPIA came into effect in South Africa in July 2021, following which we implemented the required privacy policies and procedures and appointed, trained and registered POPIA information officers with the applicable regulator. We reviewed implementation in FY2022 and established that it had been successful. To help heighten awareness throughout Sappi, we participated in various international events, including Global Ethics Day, International Fraud Awareness Week and World Whistle- blower Day. We live and work in a constantly changing environment and operate in many different jurisdictions with different ways of doing things. As OneSappi, we need to have a consistent set of ethical standards which apply across all regions. Integrity is one of our core values and trust is one of our strategic imperatives – demonstrating the high premium we place on ethical behaviour. Upholding such behaviour is integral to achieving our strategy and remaining true to our purpose of building a thriving world. Thrive25 How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks Our strategic fundamentals 2/ Cyber security 8/ Uncertain and evolving regulatory landscape 9/ Employee relations The global forces shaping our Thrive25 strategy • Rapid pace of technological innovation and threats, including cyber threats • Changing consumer and employee behaviour • Shifting demographics. Our highlights Refreshed and relaunched the Code of Ethics shortly after year end Smooth global transition to new Ethics Hotline service provider Opportunities for value creation The number of people using social media currently stands at over 4 billion, more than double the number of users in 2015. Social media doesn’t recognise country borders. A tweet, comment or post – made not just by Sappi people but also by our stakeholders about something perceived as unethical – goes around the world in seconds. We have updated our social media policy and will be conducting relevant training to all regions in line with the updated policy in FY2023. 80 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Procuring responsibly Why it’s material Key developments in FY2022 Globally, since 2021 we have been using EcoVadis to assess the ESG performance of our suppliers. By the end of FY2022, 199 suppliers were sharing their EcoVadis scorecards with us and another 19 were in progress to disclose on the platform. This equates to 59% of our global procurement spend. The EcoVadis scorecards enable us to gain insights to suppliers’ corporate social responsibility performance in an efficient way to inform our business decisions. They also help to identify risk and prioritise areas where further improvements are needed. To date, we have focused on onboarding suppliers onto the EcoVadis platform and regularly reviewing scores – requesting improvements where necessary. Our Supplier Code of Conduct underpins this work. Our target is that 80% of procurement spend should comply with the code. In SEU, 83% of total spend was covered by agreements into which the provisions of the code are embedded, 72% in SNA and 58% in SSA. Globally, this translates to 74% of global procurement spend. Thrive25 Recognising that we also have a responsibility to reduce our Scope 3 emissions from our value chain, we have also set a Scope 3 target of 44% of our suppliers (by spend) will have science-based targets by 2026 (see page 99 for further details). Currently, in terms of suppliers and climate, the status is as follows: 86% of our suppliers disclosing on EcoVadis have action on energy consumption and GHG emissions, 70% use renewable energy, 65% report on CO2 emissions, 47% disclose to CDP climate, 37% report Scope 3 emissions, 26% are part of SBTi and 21% have ISO 50001 certification. Research indicates that 85% of consumers are more likely to buy from a company with a reputation for sustainability. By working together in partnership with suppliers, we can better identify risk, assess social and environmental performance, and encourage commitment to sustainable choices and the SDGs throughout our value chain. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks Our strategic fundamentals 3/ Sustainability expectations 4/ Supply chain disruption 6/ Evolving technologies and consumer preferences The global forces shaping our Thrive25 strategy • Rapid pace of technological innovation and threats including cyber threats • Changing consumer and employee behaviour • Shifting demographics. Our highlights Significant increase in the number of our suppliers disclosing on the EcoVadis platform – from 90 in FY2021 to 199 in FY2022 74% of global procurement spend now in compliance with our Supplier Code of Conduct Opportunities for value creation Close collaboration with our suppliers helps to future-proof Sappi by mitigating the risks related to operational disruptions, as well as reputational and regulatory risks. It can also make us more attractive to potential investors and customers – according to the World Economic Forum, sustainable procurement practices lead to a 15% to 30% measurable increase in brand value. Annual Integrated Report 2022 Sappi 81 RESPONDING TO OUR CONTEXT Our key material issues continued Prosperity Maintaining and strengthening our competitive position through agility, innovation and operational efficiency Why it’s material Key developments in FY2022 Our industry is highly capital intensive and investment cycles are long. Accordingly, competitive position cannot be based on investment alone, but also on natural and manufactured resource efficiency, technology and innovation (see page together with responsiveness to changing global forces and market demands. Being agile and efficient underpins our ability to achieve our vision of being a sustainable business with an exciting future in woodfibre that provides relevant solutions, delivers enhanced value and is a trusted partner to all our stakeholders. 85), How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 4/ Supply chain disruption 6/ Evolving technologies and consumer preferences 7/ Cyclical macro-economic factors 10/ Liquidity Our strategic fundamentals The global forces shaping our Thrive25 strategy • Changing consumer and employee behaviour • Shifting demographics. Our highlights Sale of three European mills to align more closely with our Thrive25 strategic focus Commissioning of Saiccor Mill capacity expansion and environmental enhancement project Opportunities for value creation Our Stanger Mill currently uses a certain percentage of bagasse (sugar cane waste residue) in the production of tissue paper. Looking ahead, the mill will be expanding its use of bagasse in combination with pulp to produce compostable thermomoulded food grade utensils like plates and bowls. This aligns with resource efficiency, circularity and market demands for higher levels of biodegradability, particularly in fast food applications. 82 Annual Integrated Report 2022 Sappi We demonstrated our agile, efficient response to a rapidly evolving competitive marketplace in the following ways: Reducing exposure to the graphic paper segment In September 2022, we reached an agreement with AURELIUS Investment Lux One S.à.r.l. for the sale of Kirkniemi Mill in Finland, Maastricht Mill in the Netherlands and Stockstadt Mill in Germany. The decision to sell the mills follows a detailed, thorough strategic review in line with Thrive25 . The proceeds will be used to reduce debt further, which will provide a platform for future expansion in our identified growth market segments. Although we are reducing exposure to the graphic papers segment, we are expanding our presence in growth segments including packaging and speciality papers, DP and biomaterials. While our drive to reduce our exposure to graphic papers has been influenced to some extent by digitisation, the strategic shift towards packaging and speciality papers has also been strongly driven by consumer concerns about fossil-based plastic packaging and a changing climate, as well as their preference for renewable paper-based packaging. Going forward, as regards graphic papers, SEU’s focus will be on the stronger commercial print market. In addition, in the packaging and speciality papers segment, the European business will focus predominantly on the flexible packaging, functional papers, self-adhesives including glassine and labels, as well as dye-sublimation categories. Promoting manufacturing efficiency Globally, to ensure and enhance operational efficiency, we track the overall machine efficiency of every single paper machine in all three regions and compare this against ‘best own practice’ and ‘best realisable’. World-class benchmarks are considered for the different types of paper machines and product portfolios. Every year, the team challenge the new ‘best realisable’ figure during the budgeting process against new benchmarks, own improvements and records achieved. In FY2022, of our 28 paper/packaging assets, 16 improved performance year-on-year. We continue to monitor performance to enhance understanding of grade changes, quality issues, sheet-breaks and mix impacts in order to ensure continuous improvement. Dye sublimation allows for printing on polyester and polyester resin coated products. Using a wide-format printer, dye- sublimination inks are printed on special transfer paper that SEU produces at Carmignano Mill for use in fashion, home textiles, sportswear and more. Responding to increased market demand in the dye-sublimation business, a timely investment at Carmignano Mill has expanded the mill’s warehouse capacity and installed a fully automated winder and packaging infrastructure onsite. The business previously had to rely on external converters in Germany and Hungary to store and convert its dye-sublimation paper into various reel sizes. Following an extension of the warehouse by 6,500 m2, RESPONDING TO OUR CONTEXT the mill now has sufficient onsite storage capability and space to continue growing the business. The savings are significant. Not only does Sappi save €1 million a year on storage and handling costs, but by keeping the product onsite and eliminating transport from Italy to the converters in Germany and Hungary, the mill will reduce its Scope 3 carbon emissions by an estimated 2,500 tons a year. In SNA, some of our more significant process improvements in FY2022 included: • Process efficiency work at Somerset Mill to upgrade steam flow meters and increase condensate recovery • A further capital project at the same mill to improve mill steam recovery and complete a PM1 chiller upgrade • Water reduction projects at Cloquet Mill linked to steam savings • Enhancements to the Cloquet Mill recovery boiler, which led to operating efficiency improvement and helped to avoid downtime • An improved maintenance reliability effort and continuous focus by Matane Mill’s production team to optimise productivity which resulted in a record production year. In SSA we achieved the following: • The major capacity expansion project at Saiccor Mill (see 85 in more detail) involved the conversion of all page  remaining pulping processes from calcium to magnesium and was successfully completed in March 2022. This has helped to reduce overall environmental footprint through reduction of coal-based steam and power generation and reduced chemical consumption • At Ngodwana Mill we upgraded the wet end, press section and the first dryer section of PM1 to improve the quality of kraft linerboard and enable the production of lower basis weights – important at a time when our customers are looking to lower their carbon footprint through lighter-weight packaging. The mill, which previously produced kraft linerboard in basis weights between 140 g/m2 to 400 g/m2, can now produce product ranging from 100 g/m2 to 400 g/m2. Production capacity has now increased from 240,000 to 250,000 tpa • Production at Tugela Mill has increased to 170,000 tpa through the installation of a log deck at the woodyard to improve chip quality and reduce rejects, a bottom scraper to improve outlet consistency and control, as well as a screw press to improve pulp washing and outlet consistency. These process improvements will allow for the additional production and sales of Ultraflute amounting to 15,000 tpa and increased liquid lignosulphonate sales of 4,725 tpa. Environmental benefits include a reduction in chemical oxygen demand due to the improved washing processes • Our furfural pilot plant at Saiccor Mill, which aims to prove the scalability of the Sappi technology for furfural extraction from magnesium oxide (MgO) thick liquor was commissioned in September 2022. Saiccor Mill expansion: technical fast facts • The expansion and upgrades include a new evaporator, recovery boiler, screening and washing plant, as well as upgrades to the bleach plant and pulp machines, improved recovery circuits and additional magnesium digesters • New technology employed incorporates improved washing technology to optimise water and energy efficiency, optimised cooking technology for improved pulp quality control, the application of robotics to facilitate debottlenecking and shop-floor digitisation for improved commissioning, control and operational efficiency • Upgrades to the woodyard to enable smooth logistics supply chain operation include the installation of offloading equipment, side-arm rail carriage chargers and new chipper lines Installation of the largest sulphite recovery boiler in the world, with the capacity to process up to 1,500 tons of dry solids per day. • Implementing innovative supply chain solutions In SEU, under our wider supply chain strategy, we have implemented the Paperini initiative with the aim of achieving a more efficient and transparent digital supply chain. Paperini offers our customers a move away from traditional timely order tracking to an optimised, transparent delivery process enabling tracking of orders across the delivery process. Sappi is working with a renowned, trusted and neutral partner in the digital market, Shippeo, which provides a secure platform and guarantees to comply fully with applicable European data protection laws. Once our carriers are connected, they have full access to the Shippeo platform and its tracking data. Data shared via Shippeo is used to calculate the estimated time of arrival of a delivery based on an algorithm, which incorporates actual GPS positions, traffic and weather conditions. This enables us to inform our customers proactively in case of possible order delivery delays. Our objective is that eventually, at least 80% of our deliveries will be tracked in real time. In SNA, we experienced several raw material supply issues during FY2022, particularly in terms of latex and starch which are used in all grades at Somerset Mill. Our R&D, procurement and manufacturing departments collaborated to redesign multiple products quickly in ways that would not impact customer quality expectations. Changes were tested through ongoing evaluations to ensure continued quality-first production. This resulted in minimal loss and no customer complaints. Given the increase in supply chain uncertainty, network visibility grew in importance. To address this, proactive track and trace reporting for product shipments was provided to the customers that were most impacted via our collaboration with Schneider Logistics and Four Kites. In addition, detailed dashboards were created to highlight areas where service and cost issues were experienced, so mitigation measures could be implemented. Finally, visibility in emissions calculations and reporting has vastly improved and there is a dashboard in the beta phase of testing. Annual Integrated Report 2022 Sappi 83 RESPONDING TO OUR CONTEXT Our key material issues continued Prosperity continued In SSA, we had to contend with challenging logistics problems at the port of Durban, due to severe backlogs. The situation was compounded after the floods earlier this year, when access was compromised by road and rail infrastructure being washed away. Rail efficiency has also been impacted by theft, vandalism and wagon availability. We dealt with these challenges in the following ways: • Moving from containers to breakbulk • Utilising road, rather than rail • Shipping DP from Ngodwana Mill via the port of Maputo in Mozambique rather than Durban – Maputo is only 250 kilometres from the mill, while Durban is 650 kilometres. In total, during FY2022, we exported approximately 20% of SSA’s total DP production via breakbulk. While there are certain issues like congestion at the border related to exporting via Maputo, we will continue to assess the situation and maintain flexibility going forward. Assessing electric vehicles in Europe The EU has mandated the use of electric-vehicle and hydrogen fuel-cell power starting in 2030. Last year, our teams in Europe began looking into the future by evaluating the use of electric trucks between Gratkorn Mill in Austria and one of our supplier’s locations. After the promising results of the pilot study, they expanded the research. The project was led by Sappi’s digital transformation team together with the research team of associate professor, Athanasios Rentizelas of the Industrial Engineering Laboratory, National Technical University of Athens, in collaboration with the Sappi Wesel distribution centre in Germany. Together, they conducted a research project to evaluate the potential benefits from using electric heavy- duty trucks (battery electric vehicles) and charging infrastructure for distribution of products to Sappi customers located in a distance up to 100 kilometres (km) from Wesel. The study identified that on average, a fleet of three electric trucks could satisfy 64% of the customer orders and 73% of product weight demand within the 100 km distance. Using this fleet of electric trucks instead of EURO VI diesel ones could reduce the direct CO2 emissions by 144 tpa if renewable electricity is used for charging, or 38 tons per year if the average German grid electricity is used (based on year 2021 values). Following these promising results, Sappi Europe, together with local partners, is now looking for subsidies to support the realisation of the project. 1 Page 89 Catherine Salfino, “How to Cultivate Loyalty with Next Gen Shoppers”, Sourcing Journal, August 12, 2021, https://sourcingjournal. com/topics/lifestyle-monitor/ customer-loyalty-gen-z-shopperstiktok- salesforce-covid19-cottonclothing-295476/. Quoted on page 89 The State of Fashion 2022, McKinsey. 84 Annual Integrated Report 2022 Sappi Providing sustainable solutions for a circular bio-economy Verve Why it’s material More than ever, sustainability is dominating consumer priorities and the fashion agenda. Consumers want to know where materials come from, how products are made, and whether the people involved are treated fairly. In response, more and more companies are expanding their sustainable assortments and working to boost the sustainability of their supply chains. Demonstrating progress in sustainability is particularly important in gaining the trust of younger fashion consumers, as some 43% of Gen Zers say they actively seek out companies that have a solid sustainability reputation1. Our DP brand, Verve, meets this need by creating renewable alternatives for raw material feedstock to pharmaceuticals, foodstuffs and textiles in particular. DP is a highly purified form of cellulose extracted from trees using unique cellulose chemistry technology. Sappi is one of the world’s largest manufacturers of DP with a capacity of 1.4 million tpa and a 17% share of the global market. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks Our strategic fundamentals 3/ Sustainability expectations 5/ Climate change 6/ Evolving technologies and consumer preferences 7/ Cyclical macro-economic factors The global forces shaping our Thrive25 strategy • Changing consumer and employee behaviour • Shifting demographics • Climate change and climate transition • Resource scarcity and growing concern for natural capital. Our highlights Strengthened our competitive position in the DP market with the expansion of Saiccor Mill Visit by members of the Textile Exchange and retail industry to Saiccor Mill helped to highlight the role the mill plays in the lyocell value chain and potentially the reduction in the value chain’s science-based targets. See page  report. 61 of the RESPONDING TO OUR CONTEXT Key developments in FY2022 “Today, we are witnessing far more than a financial investment. We are witnessing an investment in infrastructure, people, innovation, technology and sustainability. It is an investment in community development, in the local economy, in our export capacity and in the industrialisation of our economy.” Those are the words of South African President Cyril Ramaphosa, who officially opened our ZAR7.7 billion DP capacity expansion project at Saiccor Mill in September 2022. This significant investment secures our leading position in a rapidly growing market – estimated to be growing at 3.2% compound annual growth rate per annum1. In addition to expanding capacity by 110,000 tpa, the project has significant environmental benefits: The conversion of the calcium cooking line to the more sustainable magnesium bisulphite line has reduced the need for coal-based power generation, thereby halving fossil fuel carbon emissions. Other environmental benefits include the reduction of sulphur dioxide, specific water use efficiency improving by 17%, water consumption reducing by 5% and solid waste to landfill from coal ash decreasing by 48%. New technology includes improved washing technology to optimise water and energy efficiency; optimised cooking technology for improved pulp quality control; the application of robotics to facilitate debottlenecking; as well as shop-floor digitisation for improved commissioning, control and operational efficiency. A significant development from a marketing point of view was the segmentation of the Verve brand to reflect different target markets: • Verve Advantage – a lyocell grade primarily aimed at textile markets in which Sappi Verve supplies more than 50% of the global requirement • Verve Performer – a viscose grade for the textile and sponge markets • Verve Elements – a speciality grade focused on the pharmaceutical, microcrystalline cellulose and ethers markets. This brand architecture has strengthened Verve as the fibre of choice by expanding our reach throughout the value chain and providing an identifier through to retailer level. The Higg Index suite of tools, developed by the SAC, aims to standardise the measurement of value chain sustainability. Under our membership of the SAC, we are required to undertake Higg self-assessments for social and labour performance, facility social and labour module, together with environmental performance (facility environmental module) annually. Our Cloquet Mill was recently one of the first DP facilities to complete an external environmental management verification process. The mill achieved a final score of 84% on the Higg facility environmental module audit, receiving a verified score of 100% across energy, water, and wastewater management. These results highlight the mill’s high levels of resource efficiency and emission control and reinforce our brand positioning. (See further details regarding our DP mills in South Africa on page 60.) Verve’s partnership with Birla on ‘Green Track’ blockchain technology provides a forest-to-garment traceability solution for brand owners. Through this collaborative partnership, our branded DP, Sappi Verve, continues to strengthen its sustainability credentials within the textile industry. Providing a brand-owner traceability solution has been made possible with the use of Birla’s pioneering Green Track blockchain technology, coupled with Sappi’s comprehensive database on wood origin for its DP operations in South Africa and the US. This is a significant advantage, given the estimate that only 5% of textile brand owners can trace their raw materials to origin. Birla has recently agreed to two of South Africa’s major fashion retailers joining Green Track. By 2025, landfills in the EU will no longer accept textile waste in terms of recycled textiles. In the light of this and consumer pressure for recycled textiles, we continue to assess potential textile recycling partnership opportunities to produce pulp from recycled textiles. We plan to evaluate opportunities to pulp other sustainable materials in addition to wood but are not convinced that this is a viable growth avenue for Sappi. Opportunities for value creation In the light of growing concerns about climate change, engagement with our customers on this topic is an opportunity to enhance trust in line with our strategy. Thrive25 Our DP business is engaging on climate-related topics with four customers headquartered in Austria, China, India and Japan. Together they make up approximately 80% of DP supply from South Africa and North America. Engagement involves sharing our Scope 1, 2 and 3 emissions for DP – in other words, these customers’ Scope 3 emissions. We report progress against targets annually to these customers. Through engagement with both our suppliers and our customers, we can collaborate to achieve meaningful decarbonisation through our entire value chain. 1 Dissolving Pulp Market Size, Share, Growth, And Industry Growth by Type (Eucalyptus Type, Pinewood Type and Other Type) By Application (Viscose, Cellulose Acetate and Cellulose Ether, and Others), Regional Forecast (2022 – 2028), published September 2022. Annual Integrated Report 2022 Sappi 85 RESPONDING TO OUR CONTEXT Our key material issues continued Prosperity continued Biotech Why it’s material Our commitment is to do more with less by making the most out of every tree used in our production processes. Our focus on circular design and adjacent markets enables us to achieve stronger value chain relationships and enhanced revenue stream opportunities. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 3/ Sustainability expectations 6/ Evolving technologies and consumer preferences 7/ Cyclical macro-economic factors 10/ Liquidity Our strategic fundamentals The global forces shaping our Thrive25 strategy • Move towards a circular economy • Changing consumer and employee behaviour • Climate change and climate transition • Resource scarcity and growing concern for natural capital. Our highlights 25% sales revenue growth in lignin Accelerating sales of Pelletin Development of translucent Valida First commercial unit for Valida commissioned Sappi Symbio option with 90% cellulose content launched Opportunities for value creation We support the drive to improve the productivity of food production and food security by harnessing the unique properties of wood acids, wood sugars and wood lignin in our bio-based products to replace potentially harmful current incumbents. In crop production our bio-based products are an important source of soil organic carbon, which contributes to soil organic matter and carbon sequestration. In addition, as a complexing agent; it makes critical trace elements available to plants. This holds significant promise for a world battling with issues of food security. 86 Annual Integrated Report 2022 Sappi Key developments in FY2022 A positive development was accelerated demand for lignin, with y-o-y sales revenue growth of approximately 25%. Our biotech lignin strategy has always been to expand beyond commodity markets to niche markets. We are achieving this, with strong demand allowing us to test value add in various applications. One such area is in crop protection and nutrition. Sappi Forests Shaw Research Centre is working with Cedara Agricultural College and the Seedling Growers Association of South Africa to establish nutritional uptake and protection against plant pathogens, which impact crops like avocadoes, potatoes and tomatoes and are a global challenge for food security. We have also developed several commercial products which enhance the efficacy of industrial fertilisers and help improve the absorption of macro and micro-nutrients for improved crop production. Sales of Sappi Pelletin, first launched in 2020 and used as a binder in animal feed product to enhance durability and strength, continued to gain traction. The product has now been registered in several export markets with more registrations due. Independent studies demonstrate that Sappi’s lignin product has anti-microbial properties, which help in feed preservation. Use in animal feed can enhance gut health and lead to enhanced poultry and milk production. Our Valida fibrillated cellulose offers a natural, biodegradable alternative for diverse applications ranging from automotive foam, light-weight concrete, multi-colour paint, pesticides, shampoo, skincare and wound care. Valida is also being assessed for use in adhesives, frost protection for fruit trees and industrial cleaning, to name a few. Other avenues of opportunity include controlled release fertilisers, sun protection and paper and packaging. We are already using Valida in our own paper production where its value lies in the strength it imparts to paper and its barrier functionality. Another important development in FY2022, in response to market demand, was the development of translucent Valida for use in cosmetics and other markets where this product property is highly valued. Recognising that some applications require a dry Valida product, we have produced this at pilot scale and are testing the product with customers in the market. Our Valida pilot plant in The Netherlands continues to run at capacity and we have commissioned our first commercial unit at Carmignano Mill in Italy. Plans to further scale-up capacity for Valida-S grades are ongoing. Produced from C5 sugars (sugar derived from non-food biomass) in hemicellulose through hydrolysis and dehydration, furfural is a platform chemical for the production of numerous biochemicals. Its uses range from adhesives, antacids, fertilisers, flavouring compounds, inks and plastics, to solvents for the refining of lubricating oils. RESPONDING TO OUR CONTEXT It can also be used as a fungicide, nematicide and weed killer or converted to furfural alcohol for furan resins. We have established a pilot plant at Saiccor Mill and will be taking a decision on a commercial plant in 2023. In terms of xylose, we have proven the technology to extract xylose sugars from our prehydrolysis kraft cooking processes and are in ongoing discussions with potential market partners to develop commercial opportunities for bio-based products from this sustainable feedstock Our Sappi Symbio product, a natural composite material combining high-quality cellulose from wood and thermoplastics, aligns with our drive to make everyday materials more sustainable. It can be used in standard processing equipment, such as injection moulding and extrusion and in a wide range of applications across furniture, consumer electronics and automotive components. We have now developed a Sappi Symbio option with 90% cellulose content to offer enhanced sustainability advantages and higher value to compounders and end-users. As reported in FY2021, commercialisation gained traction with uptake by a major automotive manufacturer in the US. Against the backdrop of the knock-on effect of Covid-19, development activities in the auto industry slowed. However, we continued to engage in testing and trials with several automotive manufacturers around the world, many of whom have defined green targets. We expect further momentum to commercialise Symbio in FY2023 as these projects move to completion. C O N T E X T I R E S P O N D N G T O O U R Annual Integrated Report 2022 Sappi 87 RESPONDING TO OUR CONTEXT Our key material issues continued Prosperity continued Responding to evolving customer needs through innovation and collaboration Why it’s material Key developments in FY2022 Innovation is critical to the future wellbeing of society and to driving economic growth. We are leveraging advances in AI, machine learning, robotics and other technologies to meet the rapidly evolving needs of our customers all over the world. This is underpinned by our technical teams, who help to deliver the new thinking, new products and new processes that establish the pathway to success. Our technical knowledge and prowess, along with a willingness to embrace innovation, helps to drive us forward firstly, by taking us into new markets and introducing new products. Secondly, by finding solutions for a new manufacturing reality in a low-carbon, bio-based circular economy. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 3/ Sustainability expectations 5/ Climate change 6/ Evolving technologies and consumer preferences Our strategic fundamentals The global forces shaping our Thrive25 strategy • Move towards a circular economy • Climate change and climate transition • Resource scarcity and growing concern for natural capital. Our highlights R&D investment of US$46.6 million (FY2021: US$43 million) Finalists’ entries in the Technical Innovation Awards represent a five-year net present value of US$123.9 million at a 100% probability of success rate Production capacity for high-barrier papers expanded at Alfeld Mill Ultracast Viva™ named the product of the year in the Business Intelligence Group’s 2022 Sustainability Awards programme Opportunities for value creation In North America, we are running a pilot programme for key customers which offers a carbon neutral option for our Spectro and Proto packaging products. We will take a decision on the way forward once the pilot ends in March 2023. 88 Annual Integrated Report 2022 Sappi Thrive25 Exciter Innovation Programme Our Exciter R&D programme comprised of global projects aligned with from all business segments: biotech, packaging and speciality papers, graphic papers and DP, as well as scoping for new ideas. The focus of the projects, which are global and based on the OneSappi approach, has shifted to emphasise sustainability, together with packaging and speciality papers. Projects are progressed to commercialisation through an internally developed stage gate model. Our R&D portfolio is focused on the following: • Decarbonisation with a focus on energy, pulping, papermaking, bleaching and new technologies • Meeting the challenges of the packaging legislative environment with particular reference to single-use plastics, microplastics and recyclability • Developing lignin value-add products • Assessing alternative pulping technologies • Optimising the graphic papers sector and increasing focus on cost reduction • Progressing Valida dry development from laboratory scale to pilot • Environmental impact, including climate change risk; water treatment and product circularity in our products (recyclability, compostability and biodegradability). Thrive25 strategy – growth in Technical Innovation Awards The theme for this year’s annual Technical Innovation Awards was ‘Think, Connect, Innovate!’ The finalists’ projects were all aligned with our packaging, product diversification, efficiency, productivity, and quality, as well as innovative and sustainable solutions, which are a mix of new or improved products or optimised processes. Value delivery is integral to projects ticked the boxes for economic and commercial value with a total calculated five-year net present value of US$123.9 million at a 100% probability of success rate. and finalists’ Thrive25 This year we refreshed the awards process by removing the limit of five people for team recognition and introduced a new category: technical excellence – projects across a broad range of technical aspects that help us achieve our OneSappi objectives, but which may not have reached the economic or innovation thresholds. We also continued with the commendation awards for projects with sound commercial promise which have not yet reached commercialisation status. The global winners this year were the team from Ngodwana Mill in South Africa. The newsprint market was severely impacted by the Covid-19 pandemic and the mill’s PM2 faced significant commercial downtime. Against this backdrop, the team implemented modifications to PM2 and developed new packaging grades for the recycled liner and flexible packaging papers markets. RESPONDING TO OUR CONTEXT Expanding production capacity at Alfeld Mill Building on our comprehensive portfolio of high-barrier papers that ensure the optimum protection, we expanded production capacity for high-barrier papers at Alfeld Mill. The mill can now produce papers with an exceptionally high barrier even under the most demanding climatic conditions. Right on schedule for high-barrier paper innovation at Alfeld Mill Beginning in September 2022, Alfeld Mill in Germany began putting its cutting-edge coating machine into operation for high-barrier papers that offer an exciting sustainable alternative to traditional film and foil-based materials. While these papers are in extremely high demand, including to meet ever stricter regulatory requirements, industry has been slow to develop viable solutions. Given Sappi’s in-house technology, we have been able to demonstrate a viable solution and are on schedule to begin production for the market in calendar 2023. The highlighted in-house technology will not only increase Sappi’s coating capabilities, but also boost development of more innovative solutions for sustainable packaging together with our customers. In addition, customers will benefit from higher production capacity and a shorter supply chain. Moreover, we intend to tap into new customer groups through the unique combination of paper and dispersion- coating technology, offering even more competitive and attractive paper packaging solutions. The investment at Alfeld Mill strengthens our position as the leading global provider of sustainable paper packaging solutions. With the construction of two new buildings, the optimal infrastructure for the innovative machine was established in 2021. Commissioning of the coater is progressing according to plan with teams excited to be part of this industry-first breakthrough with completely novel technology. Meeting evolving customer demand We extended production of our successful Fusion Topliner white grade from Ehingen Mill in Germany to Gratkorn Mill in Austria. Fusion Topliner, a white virgin fibre liner for high-quality corrugated packaging, is now the most widely used corrugated liner made from pure virgin fibre. It is recommended for applications such as premium quality consumer goods packaging and point-of-sale displays – where high visual impact and differentiation are key. The product also stands out with exceptional strength and versatility. Volume availability will be increased month by month to support the expected growth of our customers, and to satisfy large requirements in the corrugated board business. We launched Raw, a unique graphic paper that provides users with the reliable print performance typical of coated papers, but with the touch, feel and high whiteness/high bulk appearance of an uncoated paper. By stimulating the sense of touch in addition to vision, Raw helps create deeper connections for consumers. Available for litho printing in sheets from 115 g/m2 to 300 g/m2 and suitable for dry toner printing, the paper will run on HP Indigo digital presses without primer. Another new addition to our portfolio is Crystalcon, an uncoated, translucent paper. By combining Crystalcon with Sappi Seal, we can offer manufacturers a compostable, recyclable packaging solution that is well suited to both food and non-food applications. Although not completely transparent, the new paper allows sufficient visibility for consumers to examine the packaged product. It can be used as a sustainable alternative to film and is both recyclable and compostable. Potential applications range from pasta or rice packaging to magazines, as well as packaging for goods from virtually all product segments – from small electronic devices to clothes. It also significantly contributes to establishing paper as primary packaging material in the market. In addition, a new board packaging offering called Proto Blister was provided to the North America market this year. This product’s unique combination of surface strength, stiffness and printability allows for high-performance graphic backing for the clear blister pack which encloses the packaged product. This is yet another example of paper-based packaging quality. Building on 80 years of experience in technological innovation and evolution in the release paper industry, we launched Arrio, a decorative laminate surface solution that delivers remarkable aesthetics, premium haptics and scratch and fingerprint resistance for high-wear surfaces. Arrio, which offers a superior surface to conventional melamine in aesthetics and performance, is a perfect solution for decorative and functional surfaces on furniture, work surfaces, kitchen cabinetry and more. The durable acrylic surface extends product lifetime and does not require application or removal of protective film layers, thus reducing manufacturing costs and waste. It also provides superior haptics, including super matte, smooth touch and high-colour intensity surfaces and it is suitable for single radius wrapping applications. Offered initially in a super matte, fingerprint resistant, soft-touch texture named Matte Haven on black décor, the Arrio platform will continue to develop with the future addition of texture and décor colour options. Recognition for Ultracast Viva Ultracast Viva™ (UC Viva), a textured release paper line, created the industry’s first premium high-fidelity casting paper compatible with solvent-free systems. UC Viva was named the product of the year in the Business Intelligence Group’s 2022 Sustainability Awards programme. The sustainability awards honour the people, teams and organisations who have made sustainability an integral part of their business practice or overall mission. Amid a global movement to limit or eliminate the use of solvent-based casting systems, UC Viva is a revolutionary development showing that products developed for solvent-free systems can be reliable and high functioning. Using a proprietary process, UC Viva brings to market performance improvements that are more compatible than ever with green chemistry systems, including benefits from its increased reusability and easier handling with expanded temperature limits. Created with a commitment to forward-looking sustainability practices and environmentally friendly manufacturing, UC Viva is the innovative answer for more responsible solutions to reduce pollution. Annual Integrated Report 2022 Sappi 89 RESPONDING TO OUR CONTEXT Our key material issues continued People Ensuring the safety of our employees and contractors Why it’s material Key developments in FY2022 Our vision of a thriving world is based on safety, which is why it is the core value on which all our other values are based: As OneSappi, we do business safely, with integrity and courage, making smart decisions that we execute with speed. Our maturing safety culture, which reinforces safety as a shared responsibility, is helping to save lives and empower people, while improving business performance and making a positive impact on our operations. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks Our strategic fundamentals 1/ Safety 9/ Employee relations The global forces shaping our Thrive25 strategy • Rising social inequality and growing social activism with increased expectations of business. Our highlights Zero fatalities and continuous improvement in safety performance Management incentives expanded to include LTIFR and lost-time injury severity rate (LTISR) for contractors in addition to own employees Opportunities for value creation In SNA, our safety platform, in conjunction with the employee engagement platform, developed the SNA Safety Impact Award Programme to recognise proactive initiatives that improve safety culture and enhance employee engagement related to safety, thereby leading to the reduction of injuries at our sites. Looking ahead, the platform will continue to emphasise site-specific injuries for reducing hand injuries – identified as a common incident – enhance recognition for achieving excellence in our leading indicators and continue to collaborate with our contractors. Covid-19 The impacts of the Covid-19 pandemic lessened over the year. However, there were still sporadic cases which were dealt with through preventative absenteeism. In total, tragically, 17 colleagues have succumbed to the disease to date. All operations and sites continued with sanitising and hygiene protocols, social distancing, self-declaration health check requirements with ongoing engagement and communications for the necessity of self-awareness at work and at home. As restrictions were lifted, the ongoing focus was on encouraging all to vaccinate. In South Africa we provided vaccination services in our onsite clinics for all employees and family members. Global safety awareness week For the third consecutive year, the theme of Global Safety Awareness Week was 'I value life', reinforcing the idea that safety is not a one-off event, but a daily choice. The lifting of Covid-19-related restrictions allowed for face-to-face engagements across the group. Activities, which were open to all Sappi staff and contractors across the group, focused on promoting situational awareness and understanding risks and hazards. Global Safety Awareness Week Be responsible Put safety fi rst Make safe decisions I value life means Care for and protect ourselves and others Commit to zero injuries I value life 90 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT performance, achieving a combined employee and contractor LTIFR of 0.55 vs a target of <0.66. The injury index for own employees and contractors also improved, showing the best-ever performance over the last five years. This performance was underpinned by a safety communication campaign featuring a handbook (see below) and posters, all of which focused attention on frequent injuries and reinforced the fact that nothing is so important than it cannot be done safely. Safety performance in SNA was excellent, with a record low combined employee and contractor LTIFR of 0.18 compared to a target of 0.38. Safety performance in SSA continued to improve, with a best-ever combined employee and contractor LTIFR of 0.26 versus a target of 0.29. Occupational safety All three regions within the group have safety programmes and processes that have the objective of creating an environment where no person will suffer permanent disability or loss of life. Our global I value life initiative aims to accelerate improved safety performance in areas of concern and to develop a safety awareness culture in all parts of our business. The initiative includes integrated health and safety planning and management, training at all levels, participative information and control structures and adherence to international best practice and safety standards. Our view that injuries and accidents are not inevitable, is underpinned by risk assessments, group sharing of all incidents and root cause investigations, enforcement of compliance and leadership engagement with our people. In terms of group safety performance, all regions showed continuous improvement. A key highlight was the fact that, for the second consecutive year, there were no fatalities. Safety performance was as follows: • The combined (own employees and contractors) LTIFR was 0.30 against a target of <0.37 • The combined (own employees and contractors) LTISR was 9.31 – almost half the target of 17.08 • The combined injury index was 2.81 compared with the target of 6.15. Sappi Europe managed to reverse the previous year’s disappointing SEU safety handbook We calculate LTIFR by dividing the product of lost-time injuries and a group-wide standard for work hours by the unit’s work hours, ie LTIFR = LTI * 200 000/units actual work hours. Group LTIFR 1 7 0 . 0.80 0.60 0.40 0.20 0 1 7 0 . 6 5 0 . 1 4 0 . 8 3 0 . 9 5 0 . 8 5 0 . 5 5 0 . 6 3 0 . 4 3 0 . 4 3 0 . 1 4 0 . 3 4 0 . 8 4 0 . 9 2 0 . 7 3 0 . 1 3 0 . 5 2 0 . 100 80 60 40 20 0 2014 2015 2016 2017 2018 2019 2020 2021 2022 ● Sappi LTIFR ● Contractor LTIFR Sappi injury index Contractor injury index Annual Integrated Report 2022 Sappi 91 RESPONDING TO OUR CONTEXT Our key material issues continued People continued Supporting sound labour relations Why it’s material Key developments in FY2022 The overall industrial relations climate in SEU was good. Approximately 61% of SEU employees are members of a union and approximately 87% of employees fall within a bargaining unit. We engage with various unions in each country where we operate and collective labour agreements (CLAs) are in place at all mills. Last year we reported that there were no CLAs in place at Carmignano and Condino Mills in Italy and Lanaken Mill in Belgium. However, at the Italian mills these are now in place until 2024 and a CLA is also in place at Lanaken Mill. While we continued to be engaged in dynamic contract negotiations, consistent with increased labour activity nation-wide, the overall industrial relations climate in SNA was satisfactory. Approximately 65.2% of SNA’s employees are members of a union and there are 12 collective bargaining agreements in place with hourly employees. In total, we negotiated eight collective bargaining agreements. We anticipate a comparatively light negotiation schedule in the next financial year. Negotiations with the United Steelworkers’ Union will take place at Allentown Sheeting Facility and Westbrook Mill in March and August 2023 respectively. Overall union representation in SSA workforce declined from 50% in FY2021 to 48%, with 61% of employees falling within the scope of the bargaining unit. SSA continues to recognise two trade unions – the Chemical Energy, Pulp, Printing, Wood and Allied Workers Union and United Association of South Africa, but also engages with other non-recognised trade unions. Collective bargaining in SSA during FY2022 was concluded shortly after year end. In the Pulp and  Paper Industry Chamber, a decentralised bargaining process which approved company-level negotiations, was adopted for the 2022 bargaining season. Industry wage settlements were satisfactorily concluded for the sawmilling and forestry sectors. Thrive25 is trust. Against One of the strategic fundamentals of this backdrop, sound labour relations are important because they form the foundation of trust between us and our employees. We provide them with a strong voice in our decision-making processes so that they develop a sense of ownership towards their work and Sappi. We also provide the proper channels that allow our people to voice their concerns. We continue to endorse the principles of fair labour practice as entrenched in the UNGC and the Universal Declaration of Human Rights. At a minimum, we conform to and often exceed, the labour legislation requirements in countries in which we operate. Sappi promotes freedom of association and engages extensively with representative trade unions. Globally, approximately 55% of our workforce is unionised, with 71% belonging to a bargaining unit. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 1/ Safety 7/ Cyclical macro-economic factors 9/ Employee relations Our strategic fundamentals The global forces shaping our Thrive25 strategy • Rising social inequality and growing social activism with increased expectations of business • Changing consumer and employee behaviour • Shifting demographics. Our highlights Relatively positive industrial relations with trade unions at all manufacturing sites and plantations Opportunities for value creation In SSA, within the context of community unrest and potential business disruption, our focus is on enhancing union- management relationships. Following engagements at the National Partnership Forum, it was agreed that Sappi would afford shop stewards the opportunities to have curated individual development plans, following the same process used for high-potential employees. A list of desired competencies was prepared and approved by the shop stewards. The list of competencies was then used for individual consultations with shop stewards to help them self-assess against the competencies. Based on the results of that assessment, customised development plans were developed for each shop steward. Development plans incorporate online training, classroom training, learning from others and many practical assignments. Business unit employee relations managers are supporting and mentoring the shop stewards. 92 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Attracting, developing and retaining Sappi talent Why it’s material Key developments in FY2022 The Covid-19 pandemic has reshaped the traditional world of work, leading to increasing numbers of people to re-evaluate what they want from a job and from life. This has created a large pool of active and potential workers who are shunning the traditionalist path, resulting in what commentators have called The Great Resignation or The Great Attrition. The success of our business depends on our people, who we see as a core pillar of competitive advantage. Accordingly, we focus on energising our employees through meaningful work; promoting strong relationships with co-workers and managers; promoting a culture of development in which diversity and inclusion are encouraged; providing the resources and environment to balance stress and wellbeing and offering both financial and non-financial incentives. That we are succeeding in this regard is highlighted by the fact that in FY2022, globally, voluntary staff turnover was 6.15%. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 9/ Employee relations Our additional SSA priority SDGs Our strategic fundamentals The global forces shaping our Thrive25 strategy • Deglobalisation, polarisation and increased geopolitical tensions • Rising social inequality and growing social activism with increased expectations of business • Changing consumer and employee behaviour • Shifting demographics. Our highlights Sappi Advance IT training platform was launched across all regions, thereby enhancing performance enablement 61.09% skills training, 38.91% compliance training Increased training spend in all regions Opportunities for value creation In line with our strategic fundamental of ‘enhance trust,’ we have instituted a leave policy at senior levels of the organisation which allows people to self-determine the amount of leave they take. We believe this will enhance engagement and retention. Attraction The Great Resignation has impacted millennials and Gen Zers in particular. According to Deloitte, four in 10 Gen Zers (born between the mid to late 1990s and the early 2010s) and nearly a quarter of millennials (those born between 1981 and 1996) would like to leave their jobs within two years, and roughly a third would do so without another job lined up, signalling significant dissatisfaction levels1. The same survey highlights the fact that these groups want businesses and their own employer to do more. Only 18% of Gen Zers and 16% of millennials believe their employers are strongly committed to fighting climate change. Gen Zers and millennials want to see employers prioritise visible climate actions that enable employees to get directly involved, such as banning single-use plastics and providing training to help people make better environmental decisions. We have a significant advantage in that Sappi’s business aligns with these priorities and that we are strongly focused on our purpose: Sappi exists to build a thriving world by unlocking the power of renewable resources to benefit people, communities and the planet. In all regions, our people visit schools and universities to promote our industry. We also host mill and forestry visits. In South Africa we offer bursaries and have issued new bursaries in the priority areas of forestry science, industrial engineering and electrical/mechanical engineering. Development To build strong skills across Sappi and build leadership capability at all levels we provide training and development opportunities and give performance feedback. In terms of young talent, SEU trains and develops approximately 225 young apprentices. To date, this three to four-year vocational training programme has been offered primarily at our four German-speaking mills but has now been introduced in Finland and Belgium. The programme is helping to build a technical talent pool to replace staff who will retire in the short to medium term. A specific programme for the upskilling of Lanaken Mill operational staff will be launched early in the next financial year. In SNA, all salaried personnel received training on Sappi Advance including virtual and in-person sessions on developing, managing and reporting on performance enablement objectives; manager training on allocating and approving objectives; how to best use the tools available for development plans; check-ins and performance reviews; as well as how to link available training for development plans. To evaluate the transition to completing necessary training in Sappi Advance and allowing employees to demonstrate completion for compliance and gainshare purposes, a calendar of compliance-related courses was set up for pilot employees with staggered due dates. 1 https://www2.deloitte.com/content/dam/Deloitte/at/Documents/ human-capital/at-gen-z-millennial-survey-2022.pdf Annual Integrated Report 2022 Sappi 93 RESPONDING TO OUR CONTEXT Our key material issues continued People continued The Lean Six Sigma team also resumed some in-person training, with facilitation from those skilled and certified in the methodologies. Specific departments including finance, sales and manufacturing are taking specific training actions in response to industry/workforce concerns and comments from engagement surveys. Somerset Mill provided in-person leadership development training while Cloquet Mill offered supervisory skills training and permanently adopted some of the modifications made in response to Covid-19 requirements, such as shorter modules, online learning and an overall reduced number of classroom hours. In addition, multiple departments have received in-person training on general management/self-awareness topics such as Myers-Briggs and communication, change agility and giving and receiving feedback. In SSA, in terms of leadership development, the LeadX programme continued in South Africa with minor updates based on feedback from the previous group. Updates focused on the technical cluster engagements and creating psychological safety at work. Monthly check-ins continued with participants on the manager in training programme (72 managers in FY2022), which is now compulsory for all first-time managers going forward. Lean & Me continued to gain momentum across manufacturing, with the creation of two customised business version based on business demands – Lean & Me Lite for senior managers and support services and Lean & Me for risk, health, safety and environmental teams. Technical skills development received a further boost in the reporting period with the introduction of additional technical programmes including woodyard superintendent, paper machine operator (PM1 and PM2 Ngodwana Mill), maintenance planner, business process engineer and HR business partner. The programmes include online training, classrooms, mentoring and practical assignments. Sappi Trading employees are encouraged and supported to improve their job performance and abilities for future career growth. In FY2022, training courses ranged from Portuguese, English and Japanese language courses attended by sales and customer service employees in Mexico and Shanghai to ‘Introduction to Sappi graphics and speciality papers’ attended by non-sales employees in Hong Kong. Average training hours per employee in FY2022 Retention Diversity and inclusion play a key role in employee retention. In today’s global marketplace, we recognise that diversity facilitates interaction with different cultures, colleagues and clients. We believe that the creation of an inclusive culture representative of such a diverse array of people, thoughts and ideas enables us to innovate, deliver and service our customers based on a broad palette of considerations. Diversity and inclusion are not just about fairness, morality and justice as being the right thing to do; nor just about legal compliance – they’re also about enhancing enterprise value. Thrive25 Under SDG8: Decent Work and Economic Growth, our target is to increase the proportion of women in management roles by 3.7 percentage points. This is reinforced by gender equity targets specific to each region. We are making excellent progress against our gender equity targets and at a group level the proportion of women in management positions in FY2022 was 22.5%, a 3.5% increase from the FY2019 baseline. SSA and SNA exceeded their FY2022 gender equity targets, but SEU is lagging and specific action plans were developed during the year to accelerate progress in the region. In SSA, we continue to perform well against our transformation targets and are classified as a Level 1 BBBEE contributor. The representation of designated employees1 in the workplace continues to gather momentum with the profile as follows: top management: 43.8%; senior management: 55.6%; mid- management: 64.1%; junior management: 81.6%; semi-skilled and discretionary decision making: 98.4% and unskilled; and defined decision making: 98.7%. Employee engagement, which allows us to understand better our employees’ needs and concerns and respond to these, continues to underpin our retention efforts. Our central action tracker provides regular updates on the action items identified in our last employee engagement survey in FY2021. Progress on action items has been accelerated by the fact that the close-out of action items is now included in the performance objectives of each line manager and supervisor across the business. Identified action items include work/life balance, culture, rewards and recognition, benefits and manager and co-worker relationships. Average training spend per employee in FY2022 Spend US$ 629.45 276 707.28 602.42 Region SEU SNA SSA Hours Region 30 54 63 SEU SNA SSA Sappi group (weighted average) 46.89 Sappi group (weighted average) 1 Black people (including Coloureds and Indians), women and people with disabilities. 94 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Creating a positive social impact in our communities Why it’s material Our vision of a thriving world can only be achieved if we support and promote growth and development in the communities surrounding our operations. Our community investment programmes focus on creating stronger social licence to operate, demonstrating our commitment to active corporate citizenship, enhancing our reputation and customer loyalty, as well as attracting talent. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 7/ Cyclical macro-economic factors 9/ Employee relations Our additional SSA priority SDGs Our strategic fundamentals The global forces shaping our Thrive25 strategy • Deglobalisation, polarisation and increased geopolitical tensions • Rising social inequality and growing social activism with increased expectations of business • Changing consumer and employee behaviour • Shifting demographics. Our highlights 13% year-on-year increase in community investment in SSA Significant progress on enterprise and supplier development in SSA Opportunities for value creation We are recalibrating our Abashintshi youth development programme in South Africa and are also intensifying our economic empowerment initiatives – developments which should lead to positive benefits. Our approach There is broad alignment between the three manufacturing regions on key themes including community welfare, education, environmental protection, conservation and biodiversity (with a strong focus on forestry), community training and economic opportunities. Projects are aligned with and support business priorities and needs, taking into account feedback from our stakeholders. We prioritise three key stakeholder groups – employees, local communities and customers. At a community level, mills in each region support local projects ranging from youth clubs, community centres, vulnerable groups, sports clubs, environmental education and paper donations. Project support is provided to Sappi Forests’ community schools based on requests and needs analyses. Projects include fresh water, ablution facilities, fencing, buildings and structures and vegetable gardens, as well as hospices and local clinics are supported in each community. Each region has its own programmes which are detailed extensively in our Group Sustainability Report, available at www.sappi.com/sustainability The fact that Sappi is headquartered and listed in South Africa, coupled with the significant development needs of the country, dictates a higher focus on social impact activities in our country of origin. Key developments in FY2022 Emergency relief and support is activated if and when required, both at a global and regional level. The Russian invasion of Ukraine created a humanitarian emergency which we responded to by donating funds and matching employee donations up to a set limit. in South Africa, the floods of April 2022 in KwaZulu-Natal caused significant damage and human tragedy. As in Europe, we donated funds and matched employee donations up to a set amount. (See pages and 64.) 58 In North America we continued with our Ideas that Matter initiative which, for over two decades, has provided funding and resources for designers working with non-profit organisations to make social and environmental impact, to encourage reforms in justice, education and healthcare and to address diversity, equity and inclusion efforts across communities and around the world. Sappi has made global contributions totalling nearly US$14 million through the work of more than 500 projects toward addressing these causes. A condition of entry this year was that work should align with one of the UN SDGs. The winning entries championed causes ranging from child literacy, immigration and maternity care to rainforest preservation, anti-poverty programmes and resources for women of colour. Annual Integrated Report 2022 Sappi 95 RESPONDING TO OUR CONTEXT Our key material issues continued People continued Our Social impact framework t c a p m I 1 PRODUCTS how impact feeds into our products and services 4 PEOPLE – how we positively impact staff 2 PHILOSOPHY the underlying values, principles and culture of the company 5 COMMUNITIES – our relationship with local communities 3 PARTNERSHIPS the health of stakeholder relationships 6 PLANET – our impact on the environment We continued to progress our social impact framework which enables us to map and track our community approach across all segments, thereby increasing our positive impact on society. We used the framework to update the 2022 strategy with deliverables focused around economic, social and environmental outcomes and the following broad themes: promoting regional development, empowering communities and protecting resources. The creation of local economic opportunity in South Africa has increased in importance and urgency. It is being addressed through a multi-pronged approach including increased community training as well as targeted shared value, supplier development and enterprise development programmes. We are committed to developing SMEs so that, like Sappi Khulisa (Refer to page but become part of Sappi’s – and other enterprises – core business. 64 for further detail), they are not CSI projects, In FY2022, we spent over ZAR245 million with SMEs, significantly exceeding our set annual target by ZAR133 million. Services supplied ranged from alien invasive plant management to civil and mechanical work and from logistics and transportation to plumbing and electrical. We engage with other corporates and contractors to contribute towards local SME development and recruitment of local community members. As an example, in FY2022 we had a total of 13 incubation initiatives in collaboration with contractors whereby SMEs were sub-contracted at a cost of ZAR30 million to perform services like scaffolding, civil works and piping, mechanical engineering works, harvesting, etc. Contractors have also invested in training SMEs and local community members to enhance their job-related skills and ensure quality of work. Spend in FY2021 and FY2022 2022 2021 €100,000 US$417,500 €100,000 US$145,100 ZAR54 million ZAR48 million In 2018, we launched a focused ESD strategy and established a dedicated ESD unit tasked with helping to incorporate SMEs into the mainstream economy. Since then, we have made considerable progress, successfully integrating 133 SMEs into the value chain. SEU SNA SSA 96 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Planet Sourcing sustainable woodfbre Why it’s material Key developments in FY2022 Our forests are the lungs of our planet, helping to regulate our climate, while directly supporting the livelihoods of over a billion people. The social and economic benefits of these services are estimated to be in the trillions. Today, it’s clearer than ever that there is no solution to climate change without a solution to tropical deforestation. Yet, despite recent efforts, deforestation increased by 12% between 2019 and 2021.1 Simply put, zero deforestation is not an option but a strategic necessity for companies like Sappi with land-based value chains to deliver on the UN SDGs. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks Our strategic fundamentals 3/ Sustainability expectations 4/ Supply chain disruption 5/ Climate change The global forces shaping our Thrive25 strategy • Climate change and climate transition • Resource scarcity and growing concern for natural capital. Our highlights 77% of fibre supplied to our mills certified We are piloting the Sustainable African Forestry Assurance Scheme for small growers in South Africa Opportunities for value creation A new FSC CoC standard came into effect in September 2021, incorporating a new chapter 7 on FSC core labour standards. With this new step, the principles of the International Labour Organisation’s (ILO) Core Conventions and the ILO Declaration on Fundamental Principles and Rights at Word (1998) are integrated into FSC’s CoC standards. The revised FSC CoC standards now include core labour requirements which are auditable and include the effective abolition of child labour, elimination of all forms of forced or compulsory labour, the elimination of discrimination in respect of employment and occupation, respect of freedom of association and the effective recognition of the right to collective bargaining.2 This puts workers’ rights on the agenda for around 45,000 FSC CoC certificate holders all over the world. These standards are already in place for forestry management but will now apply to our mill CoC certificate holders. Certification for Sappi is expected within the next 12 months. While the key topics are already covered in our company policies and operating/HR procedures, the new standards will strengthen our reputation and standing in terms of social issues and workers’ rights. We believe that robust, internationally recognised and third-party verified forest certification systems are effective tools for promoting sustainable consumption and production, as well as combating deforestation and illegal logging through proof of legality and responsible practices. Accordingly, we strive to increase the amount of certified fibre supplied to our mills and prioritise responsible management on our plantations in South Africa. As sustainably managed forests are more productive, by doing so we ensure a sustainable supply of woodfibre. Implementing robust certification systems Following PEFC CoC certification for SSA’s pulp and paper mills in FY2022, all our mills in Canada, Europe, South Africa (except for Stanger Mill) and the US hold both PEFC and FSC CoC- certification. Our mills in the US are also SFI CoC certified and we hold SFI fibre sourcing certifications for Cloquet and Somerset Mills. In FY2022, 77% (2021: 77%) of all the wood-based raw material supplied to Sappi’s mills originated from FSC or PEFC (including SFI) certified forests. In SEU, SNA and SSA, the share of certified woodfibre supplied in FY2022 was respectively: 87% (2021: 87%), 59% (2021: 57%) and 85% (2021: 85%). These high levels of certification enable us to offer a wide product portfolio of certified products and give us full traceability of purchased wood-based raw material. By striving for increasing Thrive25 levels of certification in line with our global and regional targets, we hope to drive responsible production and consumption patterns, as well as demand for wood-based products originating from certified forests. Much of the woodfibre we use is dual-certified. We have rigorous tracing protocols in place regarding the documentation of the origin of woodfibre. In addition, suppliers must provide evidence that all woodfibre is sourced from controlled, non-controversial sources in accordance with the FSC Controlled Wood Standard, as well as PEFC (and SFI in the United States) risk-based due diligence systems. All suppliers are requested to provide wood origin information (country of harvest and where applicable, sub- national region and/or concession of harvest) and a list of tree species at least annually and/or upon request. Based on the data, Sappi prepares mill-specific wood origin declarations which are available for all interested stakeholders on www.sappi.com Our continuous commitment to zero deforestation, as well as sustainable forestry and sourcing, are embedded in our Group Woodfibre Procurement Policy which incorporates core requirements on woodfibre and its origin; clear requirements on traceability and supply chain integrity; and further action points to ensure zero deforestation, sustainable forestry and sourcing. This policy was revised for clarity and added rigour in FY2022. 1 Why net zero needs zero deforestation now: Initial research paper from the UN Climate Change High-Level Climate Champions, Global Canopy, The Accountability Framework initiative, WWF and the Science Based Targets initiative, available at: https://climatechampions. unfccc.int/wp-content/uploads/2022/06/Why-net-zero-needs-zero- deforestation-now-June-2022.pdf 2 https://fsc.org/en/document-centre/documents/resource/302 Annual Integrated Report 2022 Sappi 97 RESPONDING TO OUR CONTEXT Our key material issues continued Planet continued Expanding certification outside our operations We continue to participate in efforts to expand sustainable forestry practices and certification: SNA works closely with a variety of programmes dedicated to providing logger education and continuous education, including SFI State Implementation Committees, Maine Forest Products Council, Maine Tree Foundation, and numerous academic programmes (providing financial and in-kind support). In SSA, we helped to develop the SAFAS and have also established a group FSC scheme for small and medium- sized growers, paying growers in the scheme a premium for certified timber delivered. In FY2022, the scheme had 39 members representing a planted area of 45,600 hectares and 306,400 tons delivered. We are currently piloting SAFAS certification for small growers. Enhancing supply chain sustainability In SNA, written stumpage and wood supply agreements include requirements to comply with applicable laws, including the use of best management practices to ensure that wood procurement operations adapt appropriately to seasonal adverse weather conditions and other weather events to ensure that soil productivity and water quality resources are protected. A key procurement provision is to build inventory at mills during the winter months to avoid logging activities during the spring breakup/mud season. We specify that wetlands and other wet areas should be logged when soils are in a frozen condition and that best management practice guidelines appropriate to the site should be adhered to. We also identify, mitigate and avoid adverse impacts on Forests with Exceptional Conservation Value, which includes areas identified by NatureServe with a G1 (Globally Critically Imperilled) or G2 (Globally Imperilled) ranking for species and native plant communities. 101 and In SSA, R&D play a significant role in tree growth and improved supply chain efficiency. (See pages 102 for Sappi Forests’ response to climate change). Conventional breeding methods are no longer viable as change is rapid, breeding cycles are too long, and species variation is insufficient to respond to future threats. Molecular technology and biotechnology tools are used to ensure forest sustainability and precision agriculture. Other methods include hybrid varieties where desired traits of two species are combined to increase adaptability to marginal areas; and mulching not burning, as mulched areas hold more soil water and have a positive impact on growth. In addition, our work with land reform beneficiaries and our Sappi Khulisa programme (see pages respectively), help to ensure security of woodfibre supply. 74 and 22 98 Annual Integrated Report 2022 Sappi Prioritising clean and renewable energy and responding to climate change Why it’s material Since the UN COP26 in Glasgow, Scotland in November 2021, climate impacts have worsened and carbon emissions have risen to record levels, affecting businesses around the world and hitting vulnerable communities the hardest. Our industry is energy intensive. In addition, our business is dependent on woodfibre which is impacted by climate change. Against the backdrop of these transitional and physical risks, we have long recognised our responsibility to be part of the climate solution. A significant portion of R&D is allocated to decarbonisation including pulp backward integration which brings green energy opportunities aligned with our strategy; energy swaps and energy change opportunities balanced with economics. In addition, our Future Energy Technologies and Decarbonisation cluster is exploring and developing novel technologies for fuel shift and deep decarbonisation in terms of Scope 1 and 2 emissions, with a particular emphasis on energy, pulping, papermaking and bleaching. We align with climate science and are taking focused action to future-proof our business against the physical and transitional impacts of climate change and be part of the solution. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 3/ Sustainability expectations 5/ Climate change 6/ Evolving technologies and consumer preferences The global forces shaping our Thrive25 strategy • Climate change and climate transition • Resource scarcity and growing concern for natural capital. Our strategic fundamentals Our highlights Validation of our science-based targets by the SBTi 12.7% reduction of specific GHG (Scope 1 and Scope 2) emissions over five years Opportunities for value creation By accelerating our decarbonisation journey and motivating our suppliers to adopt science-based targets, we are working to realise our vision of a thriving world. This, we believe, is important to enhance our reputation, motivate customers to buy our products and attract investment, all of which ultimately contribute to increased enterprise value. RESPONDING TO OUR CONTEXT Key developments in FY2022 Approval of our science-based targets In June, the SBTi approved our science-based targets. Related to Thrive25 climate action, under our targets, globally we had committed to an 18% reduction in specific GHG emissions (Scope 1 and 2 combined). This ambition has now accelerated: Under our science-based targets, we commit to reduce Scope 1 and 2 GHG emissions by 41.5% per ton of product by 2030 from a 2019 base year. We have also committed that 44% of our suppliers (by spend) will have science-based targets by 2026. Our science-based targets hold significant competitive advantage in that they will help to: • Build trust with our customers in line with one of our key strategic fundamentals • Highlight our commitment to continuous improvement • Ensure that our operations remain lean and efficient • Enhance enterprise value and investor confidence • Promote resilience against a future where resources, particularly those derived from fossil fuels, will become increasingly scarce and expensive. Actioning our targets A capital plan has identified capital projects within our existing five-year plan as well as further longer-term interventions, to facilitate the required emissions reduction. The capital expenditure between FY2021 – FY2030 required to achieve the targets is estimated to be in the region of US$70 million per annum. Decarbonisation projects include process efficiency improvements, transitioning to low-carbon energy generation, as well as upgrading of certain plants which allow for fuel switching from fossil to biogenic fuels and increased purchases of renewable energy. In FY2022, globally 53.9% (FY2021: 53.7%) of energy used was renewable, mostly from own black liquor. In SNA, we already use a high percentage of renewable energy – 76.7% in FY2022. Decarbonisation plans that have already been implemented or that are in progress in our other regions include: SEU • The recently completed €35 million phase 1 modernisation of the power plant boiler at Gratkorn Mill, Europe’s largest paper mill. During the transitional phase, the new state-of-the-art boiler will run predominantly on natural gas. In FY2023 phase 2 will install the necessary biomass handling equipment to enable a full conversion to biomass. • A €16 million investment in a biomass boiler at Kirkniemi Mill, completed earlier this year. The investment established the equipment needed to receive, store and handle woody biomass like the bark, sawdust and wood chips used for biofuel production. • The installation of an e-boiler at Maastricht Mill. With an investment of close to €6 million, the mill’s yearly emissions of CO2 will be reduced by some 13% (compared to 2019) following commissioning. The reduction in CO2 emissions will be achieved by replacing part of the gas generated steam by electric generated steam via a newly to-be-installed e-boiler. The electricity used will be generated through renewable energy sources such as solar power and wind energy. SSA • Ngodwana Energy, a 25 MW biomass energy plant at Ngodwana Mill in which SSA holds a 30% stake together with consortium partners KC Africa and African Rainbow Energy and Power. The plant, which was commissioned in March 2022, uses biomass recovered from Sappi’s surrounding double certified plantations1 and screened waste material from the mill production process. Up to 35 tons an hour of biomass is burned in a boiler to generate steam and drive a turbine to generate electricity which is fed into the national grid. The project falls under the South African Government’s Renewable Energy Independent Power Producer Programme. • Our capacity expansion project at Saiccor Mill involved conversion from calcium to magnesium pulping and was commissioned in FY2022. The technology used has enabled halving of fossil fuel emissions and a reduction in gas emissions of 40%. (Please see page 85 of this report for further details.) Our assessment of our suppliers’ climate performance (Scope 3) is discussed on page   81 of this report. We are meeting regularly with key suppliers to advocate that they set science-based emission reduction targets by 2026. We also discuss strategies for decarbonisation, as well as developments related to new or alternative materials and innovation that could support reduced carbon footprints. Specific GHG (Scope 1 and 2) emissions (kg CO2e/adt) Globally, over five years, specific Scope 1 and 2 GHG emissions have declined by 12.7%. Year-on-year, the decrease was 4.8%. 2 000 1 500 1 000 500 0 . 3 3 6 7 1 , . 9 4 4 7 1 , . 5 5 0 7 1 , . 4 6 9 7 1 , . 5 5 6 7 1 , . 5 1 3 4 . 6 1 8 3 . 0 7 0 4 . 3 7 1 3 . 0 9 3 3 . 8 7 9 6 . 1 9 1 7 . 0 1 8 6 . 1 4 3 6 . 9 0 7 5 . 3 5 1 9 . 9 1 8 8 . 4 4 0 9 . 7 8 3 8 . 7 8 9 7 SEU SNA SSA Global ● 2018 ● 2019 ● 2020 ● 2021 ● 2022 1 Sappi’s plantations are both 100%: FSC™ (N003159); and Programme for the Endorsement of Forest Certification (PEFC/01-44-43) certified. Annual Integrated Report 2022 Sappi 99 RESPONDING TO OUR CONTEXT Our key material issues continued Planet continued Progressing our climate strategy We made progress on our climate strategy, which is aligned with our Thrive25 strategic pillars as set out below: Grow our business Sustain our fnancial health Drive operational excellence Enhance trust What this means Climate relevancy • Committing to core business segments while investing in innovation, growth opportunities and ongoing customer relationships. • Purposeful innovation and collaboration to provide low-carbon, bio-based solutions and accelerate climate action. • Reducing and managing our debt, growing EBITDA, maximising product value, optimising processes globally and strategically disposing of non-core assets. • Optimise allocation of capital for profitable growth while ensuring that it reduces our impact on climate change and positions us competitively for a low-carbon future. • Strengthening our safety-first culture and reducing resource use while enhancing efficiency and making smart data investments. • Continual focus on reducing our own and value chain emissions, protecting biodiversity and promoting the responsible use of scarce water resources. • Improving our understanding of, and proactively partnering with clients and communities, driving sustainability solutions, and meeting the changing needs of every employee at Sappi. • Being a transparent, proactive and responsible company and partner with a long-term, solutions-oriented approach to address climate change mitigation, adaptation and resilience; playing our part to ensure a socially inclusive just transition. Implementing an implicit price of carbon Prior to the reporting year, we used a shadow price of carbon per region. This created awareness of carbon impact across the business and helped to prioritise low-carbon initiatives and stress-test investments. In line with our accelerated climate-related ambition and based on technical analysis, we are now using an implicit carbon price1 in capital investment decision making. We will review the price – which is differentiated per region due to the varying costs of carbon abatement – annually. Conducting climate change scenarios Each country in which we have manufacturing operations, as well as the EU region, has submitted NDCs to the UN Framework Convention on Climate Change. Transition risk is assessed in terms of scenarios involving these NDCs and the associated time frames. Various scenarios within the parameters of key regulatory developments are also assessed against the backdrop of various issues (such as Sappi’s own decarbonisation plans and possible carbon taxes to drive behavioural change, reputational impact if site emissions reduction plans do not align with the relevant NDC) and the related opportunities (health benefits). With the help of external consultants, we have conducted climate change scenarios for our mills, with data from Global Climate Change Institute (GCI) at the University of the Witwatersrand in Johannesburg also being used. Our baseline was 2020, with scenarios to 2030 and 2050. The climate hazard indicators we used were water stress, flood, heatwave, cold wave, hurricane, wildfire and sea level rise. Under Representative Concentration Pathways 2.6 (low), 4.5 (moderate) and 8.5 (high), each indicator was then assigned a risk rating. This has helped to embed climate change aspects into our current risk register methods, thereby improving our overall approach to risk. Overall, the scenarios helped us to establish that in terms of our mills, Sappi faces moderate risk, with the greatest exposure to water stress and cold wave. The latter is set to decline over time due to climate change, but risks are more pronounced for individual sites. 1 This price is based on how much it costs Sappi to implement emissions reduction projects, such as renewable energy purchases or energy- efficiency upgrades. 100 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Responding to climate change on Sappi’s plantations As a semi-arid region with high inter and intra-seasonal precipitation variability, Southern Africa is very vulnerable to climate change. Evidence is mounting that changes are occurring in many of the region’s climate characteristics, such as rising temperatures with indications that the rate of warming has been increasing, especially in the last two decades. Plantation forestry in South Africa is sensitive to climate change as projected increases in temperature and changes in rainfall can result in some areas not being climatically suitable for a specific genotype while some areas might become climatically unsuitable for forestry. Although other areas might become climatically suitable, expansion of plantation forests is limited in South Africa due to availability of suitable land and due, also, to water legislation. The assets of the Sappi’s tree improvement programme based at the Shaw Research Centre in Howick, include a broad genetic base, acquired over 25 years and a skilled breeding team exploiting innovative technologies and nursery technologies research into improved propagation techniques for elite genotypes. The land management and pest and diseases programmes conduct research on stress detection, climate change predictions, site classification to improve site-genotype matching, risk mapping, nutritional research, site resilience, biological control measures and national pest and disease surveys. Key developments in FY2022 are set out below: • Site classification upgrade to include moisture index – In response to hotter and drier climatic conditions, Sappi Forests Research has developed an updated evapotranspiration-based moisture index classification system. The index was developed by: – leveraging climate model data from the University of the Witwatersrand (WITS) GCI with which Sappi has a strong partnership calculating a moisture index for each decade from 2000 to 2100 using an internationally accepted model developed by the Food and Agriculture Organisation, which requires data on temperature, relative humidity, wind speed and solar radiation summarising the data and developing an app on the Sappi Map Centre to visualise some of the data layers. – – The findings indicated that while most of Sappi’s landholdings fall within the moist and dry classes, a significant portion are in the wet class. A small percentage of Sappi land is in areas that are known to be very dry, approaching arid, but is managed accordingly. The improved classification system of potentially available moisture for tree growth is useful in showing the impact of climate change on future growth potential and risk. In addition, it can be used to indicate areas at greatest risk of drought and flag areas of potential seasonal drought. This will allow Sappi to prepare for the future by contributing to tree breeding objectives and site by genotype matching, as well as risk management research and planning. • WITS GCI downscaled climate change forecast and recorded weather trends for Sappi Southern Africa As reported in our 2021 Annual Integrated Report, we worked with other industry members and the WITS GCI to identify six representative climate change models and downscaled these to local conditions at a finer resolution for years between 1960 and 2100. The data was processed to various beneficial data products to inform on a range of factors, including drought, heat and fire risk. Sappi further processed the forecasted climate data in-house by algebraically adjusting the basic weather forecasts to a year 2000 baseline. Summarised data products are available on a Sappi Forests block and compartment level and can be visualised on the Sappi Map Centre Climatic Data Web Application. The data shows a shifting of rainfall seasonality, less rainfall in many areas and shifting climate zones from cool to warm and warm to sub-tropical. Cool areas and the Mpumalanga regions will be most impacted by temperature increases. Forecasts, while not as severe, align with long-term weather records. Having information on future climate and translating this into future site classification and risk maps provides tools which can be used to inform research and development and prepare for future management practices. As human activity is unlikely to change soon, climate models and projections will need to be frequently updated and the impact of future climate on tree survival and growth will be modelled on an ongoing basis. We will continue to downscale further to finer resolutions and are already using model projections for contextualising future climate on site by genotype matching and for our tree breeding strategy. Adaptions of this work will be used in pest and disease projections and monitoring. Looking forward, we will be implementing research projects to test strategies to adapt to hotter and drier climates and shifting seasons. Annual Integrated Report 2022 Sappi 101 RESPONDING TO OUR CONTEXT Our key material issues continued Planet continued Future climate predictions from WITS GCI. • Using biological control to manage pests As with other agricultural products, trees are susceptible to pests and diseases. This susceptibility is expected to be exacerbated by climate change. In efforts to identify and register more sustainable pest control products for use in plantation forestry, the pests and diseases programme has been collaborating with the South African company, Andermatt Madumbi, regarding some of their biological products which showed promise in laboratory studies as part of an MSc study conducted in 2019 to 2020. The company has since been collaborating with Sappi in the testing of some of their products under commercial conditions at Clan Nursery. The aims of the trials are to investigate the possible use of their biological products for the control of Quambalaria eucalypti and other pathogens, as well as to improve general hedge vigour, cutting production and enhance cutting survival and rooting. Results of the studies indicate that the Madumbi products are having a positive effect on both hedge production and cutting survival and rooting, as well as reducing the incidence of powdery mildew and Quambalaria eucalypti. The impact of two of their biological control products (Eco 77 and Double Nickel) has been very promising. Consequently, formal label extension trials have now been initiated. This is a significant breakthrough as there are currently only two fungicides registered for use in forestry nurseries. Having biological products that are less hazardous will be a significant milestone in integrated pathogen management in forestry. 102 Annual Integrated Report 2022 Sappi Differences in disease incidence in the Clan Nursery Hedge- camp after Andermatt Madumbi biological control agent applications. Healthy green, lush plot treated with Andermatt Madumbi products in foreground, next to the control plot to which no pathogen control treatments were applied. note white/grey fungal growth on leaves of the control plot, as well as reduced shoot growth. RESPONDING TO OUR CONTEXT Focusing on water stewardship and circularity Water Why it’s material Water issues have been identified as one of the most serious sustainability challenges facing the planet, partly due to the impacts of climate change. Increasing populations, accelerating industrialisation and growing levels of urbanisation will put even greater pressure on this limited resource going forward. Water is essential for the health of the forests and plantations from which we source woodfibre. In addition, pulp and paper operations are highly dependent on the use and responsible management of water resources. Water is used in all major process stages, including raw materials preparation (wood chip washing), pulp cooking, washing and screening, and paper machines (pulp slurry dilution and fabric showers). Water is also used for process cooling, materials transport, equipment cleaning, general facilities operations, and to generate steam for use in processes, on-site power generation and various other purposes. Against this backdrop, responsible water stewardship is essential for Sappi and for a thriving world. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks Our strategic fundamentals 3/ Sustainability expectations 5/ Climate change 6/ Evolving technologies and consumer preferences The global forces shaping our Thrive25 strategy • Climate change and climate transition • Resource scarcity and growing concern for natural capital. Our highlights Successful backwash project at Stanger Mill Water stewardship partnership with WWF-SA gaining traction Opportunities for value creation Our partnership with WWF-SA has created a replicable, scalable model which can be leveraged in line with our social impact framework. Key developments in FY2022 Our water use is lower in Europe since the relative pulp integration is lower than in North America and South Africa. Pulp production is relatively more water intensive than paper production. Most of our mills are situated in the vicinity of rivers from which they draw water. Withdrawal from surface sources (mostly rivers) accounts for the largest percentage of water use. This withdrawal is subject to licence conditions in each area where we operate. Water and effluent testing is routinely conducted at all mill sites. Water management is included in our operational environmental management plans, which are reviewed and updated annually. Our plantations are not irrigated, and fertiliser is generally only used once in each rotation. Progressing water stewardship in our operations Two notable water-related projects were completed at Ngodwana Mill. In the first project, the team identified the potential to use a non-hazardous chemical in the oxygen reactor to preserve pulp viscosity thereby allowing for the use of lower-density timber for customers who require higher pulp viscosity. This allowed for lower levels of chlorine dioxide usage in the bleaching process, which in turn has reduced the formation of adsorbable organic halides by approximately 30%. Good pulp washing ensures recovery of valuable chemicals and lower bleaching additives. At the mill’s DP plant, wash presses were retrofitted with enhanced dewatering devices. This has enabled the recovery of chemicals and reduced the need for bleaching additives, thereby enhancing effluent quality. A significant project was also completed at Stanger Mill which abstracts water under licence from the Mvoti River, but cannot sustain processes when there is low flow, forcing some plants to shut. Through process modelling and mass balances it was established that approximately 2,000 cubic metres (m3) of water per day – a significant amount – was used for backwashing filters at the process water plant. The backwash water was then discharged into the nearby Mbozambo lake. The backwash recovery project involved sampling and testing the backwash stream for turbidity, suspended solids, as well as the cations and anions. An ion balance was conducted, from which the mill concluded that the backwash stream could be utilised in the process if the suspended solids were removed. The recommendation was made that the backwashed water be pumped upstream to the nearby water clarifier, allowing settling of the suspended solids, and the clean supernatant to overflow back to the process water plant for reuse. Annual Integrated Report 2022 Sappi 103 RESPONDING TO OUR CONTEXT Our key material issues continued Planet continued Specific process water extracted (m3/adt) Globally, specific process water extracted decreased by 1.7% 50 40 30 20 10 0 . 5 9 2 . 9 6 2 . 1 5 2 . 1 6 2 . 0 4 2 . 8 7 4 . 2 2 4 . 2 0 4 . 8 7 3 . 6 7 3 . 6 8 4 . 5 5 4 . 9 4 4 . 5 5 4 . 6 6 4 . 6 4 3 . 6 4 3 . 2 7 3 . 0 5 3 . 4 4 3 SEU SNA SSA Global ■ 2018 ■ 2019 ■ 2020 ■ 2021 ■ 2022 The opportunity for green jobs is fully aligned with Sappi’s commitment to ESD, which promotes sustainable livelihoods through capacity building of SMEs. (See page for further details.) 95 of this report The project in the uMkhomazi catchment is also aligned with the uMhlathuze Water Stewardship Partnership, where we play an active role in supporting improved rangeland health and community cattle management in the uMhlathuze catchment in northern KwaZulu-Natal near eSigcalabeni. Sappi and WWF have proactively worked with community members to form the eSigcalabeni Grazing Association, in partnership with Meat Naturally. Meat Naturally is an organisation that partners with NGOs and land users to offer community-based cattle owners formal training on regenerative grazing techniques, rangeland restoration practices, cattle management, stock theft patrol, predator control, and importantly marketing their cattle through mobile cattle auctions. Supporting water stewardship in Europe Water stewardship is an integral part of our journey to build a thriving world for people, communities and the planet. The unprecedented droughts affecting all parts of the world have made water stewardship more important than ever. In 2022, Sappi Europe launched an internal initiative to further articulate our vision, approach and strategy on water stewardship across the region. A taskforce was created bringing together experts from each mill. Their objective is to build upon current practice to strengthen and broaden our approach and maturity to managing water-related risks and opportunities. Together, the group conducted an exercise to identify Sappi Europe’s current water stewardship maturity, gaps and opportunities. Based on the findings, the group is now working on water management plans for each mill, aligning water-related metrics and elevating water as a priority issue. The taskforce is aligning its approach with international organisations and lessons learned from peer companies. The experience of a Sappi taskforce member at World Water Week in Stockholm in 2022 has helped the group to focus on ensuring plans are as integrated and inclusive as possible. This was achieved by connecting the backwash and forward wash outlet pipes from each of the six filters to a newly installed common header which discharges the water into the newly constructed sump. Construction began in June 2022 and the project was successfully commissioned in September 2022. The system is currently recovering 2,000 m3/day on average, an amount which represents 11.5% of the mill’s total water usage. Advancing our external water stewardship partnership South Africa’s key challenges include water scarcity, water management and community upliftment. In 2021, SSA finalised a two-year water stewardship agreement with the WWF-SA, aimed at improving water security in the uMkhomazi catchment where our Saiccor Mill and 42,000 hectares of our forestry land are situated. The project aims to achieve sufficient water for all users at an acceptable level of assurance and quality through multi-stakeholder collaboration focused on: • Improved water governance through multi-stakeholder engagement: – – – the uMkhomazi Catchment Working Group is now established we have engaged with the Impendle local municipality to ensure water stewardship is prioritised and engaged with the Department of Water and Sanitation (DWS) to establish the Upper uMkhomazi Catchment Management Forum contributed to the development of a Catchment Management Strategy in collaboration with DWS • • Enhanced water-use efficiency Green jobs in the form of removal of alien invasive plants and wetland rehabilitation: – 40.3 ha of invasive alien plants cleared at Nzinga, with 10 individuals employed – follow-up clearing planned for FY2023 the uMkhomazi catchment has also been mapped to inform the priority areas for project implementation. In addition, a database of the uMkhomazi catchment to share and demonstrate the work and investment has been established – • Capacity development of local communities in natural resource management: – supported the Qhutshini and Nzinga Grazing Associations in implementing improved rangeland management on 20,000 ha in the upper catchment. 104 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Circularity Why it’s material Closing raw material loops is important for the environment. The circular economy is regenerative by design and aims to gradually decouple growth from the consumption of finite resources. For many years now, we have been moving away from the 'take-make-waste' linear model to align with this approach and generate additional revenue. How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 3/ Sustainability expectations 5/ Climate change 6/ Evolving technologies and consumer preferences Our strategic fundamentals The global forces shaping our Thrive25 strategy • Move towards a circular economy • Climate change and climate transition • Resource scarcity and growing concern for natural capital. Our highlights Over five years, the percentage of waste diverted from disposal has increased by 5.2% Solid waste to landfill has decreased by 19% over five years Opportunities for value creation In Europe, the Confederation of Paper Industries (CEPI) has developed an updated test method to evaluate the recyclability of paper products in laboratory conditions. Additionally, the 4evergreen Alliance launched a Design of Circularity guideline and Guideline for the improved collection and sorting of fibre-based products. These tools support value chain actors to make all paper packaging recyclable and reach a recycling rate of 90% by 2030. Key developments in FY2022 Our commitment to the circular economy begins with maximising our use of every tree harvested and continues throughout our manufacturing processes. Highlighting this approach, in FY2022, we diverted 76.7% of solid waste from landfill for beneficial purposes. In addition, specific landfilled solid waste has declined by 19.08% over five years. We are a strong advocate for recycling and waste minimisation of all valuable material types, and we encourage our customers, suppliers and community partners to promote recycling and to themselves recycle as much, as often and as responsibly as they can. Packaging for the food industry that meets stringent health and safety standards and that is also recyclable is a longstanding challenge. Sappi has been working with leading consumer brand owners to develop and supply renewable paper-based packaging solutions by understanding and supporting the goals of making their packaging recyclable without compromising on food protection and shelf life. One example of this is the Sappi Guard range of products. These innovative papers for flexible packaging come with integrated barriers against oxygen, water vapour, grease, aroma and mineral oil. Thanks to the integrated barriers, there is no need to apply special coatings or laminations. The work was enabled by our 2017 acquisition of barrier film technology company, Rockwell Solutions. Yet another example is Sappi Seal, the first paper-based solution with dispersion technology competing with extrusion/lamination in the market. Sappi Seal is also recyclable. EPR legislation is in place across all our manufacturing regions. In the US, the state of Maine, where both the Somerset and Westbrook Mills are located, was the test case for the first successful EPR adoption, shortly followed by the state of Oregon. The biggest  impact of such legislation is likely to be increased costs to our customers and possible mandates for greater recycled content which could disadvantage and add costs to Sappi products. We will continue to monitor the Maine regulatory development process and engage as draft proposals emerge, presently slated for late 2022. In addition, we are actively participating with our Trade Association, American Forest & Paper Association, in steering their position to participate in the regulatory development process relevant to the various states. Like the US, there is presently no federal approach in Canada. However, legislation is in place in the province of Quebec, where our Matane Mill is situated. We continue to monitor developments in this regard. In South Africa, under EPR, a differentiated fee for the various paper and paper packaging categories has been calculated. This is based on current levels of collection and ease of recycling and will be payable for each ton of paper and paper packaging that is placed on the domestic market. 2022 is the first year of implementation. Annual Integrated Report 2022 Sappi 105 RESPONDING TO OUR CONTEXT Our key material issues continued Planet continued Beneficial use of solid waste (%) 100 80 60 40 20 0 . 2 3 9 . 9 6 8 . 2 6 8 . 9 7 8 . 1 8 8 . 0 6 8 . 0 8 7 . 0 9 7 . 9 7 7 . 2 5 7 . 6 2 7 . 3 0 7 . 1 8 6 . 9 2 6 . 6 8 5 . 8 5 7 . 5 7 7 . 7 6 7 . 9 2 7 . 9 2 7 SEU SNA SSA Global ■ 2018 ■ 2019 ■ 2020 ■ 2021 ■ 2022 Ngodwana and Tugela Mills in SSA each use approximately 17% recovered paper and board. Much of this is supplied by Sappi ReFibre, SSA’s secondary fibre division, which sources used paper products from an extensive network of agents across the Southern African region as well as from waste producers. The recovered board and paper are used to supplement virgin fibre in the manufacturing of packaging paper grades. Stanger Mill uses a certain percentage of bagasse (sugar cane waste residue) in the manufacture of paper products and going forward, this will now also be used to produce moulded fibre products (discussed further on page 103). Safeguarding and restoring biodiversity Why it’s material Despite enormous progress in development in every sphere of our lives, there is a dramatic loss in biodiversity, fuelled by human activity. This has been highlighted by UN Secretary General, António Guterres who said: “Humanity is waging a war on nature. This is suicidal. Making peace with nature is the defining task of the 21st century. It must be the top, top priority of everyone, everywhere1.” Given that we are a renewable resource company, biodiversity is the foundation of our business. We promote healthy ecosystems in the forests and plantations from which we source woodfibre – biodiversity indicators are incorporated into the internationally acknowledged, independent forest certification systems we use, including the FSC, PEFC and the SFI. In addition, we are increasingly involved in global initiatives aimed at nature positive solutions (for further detail, please see Our key relationships on page 54.) How this issue links to other aspects of our business Our global priority SDGs Our top 10 risks 3/ Sustainability expectations 5/ Climate change Our strategic fundamentals The global forces shaping our Thrive25 strategy • Move towards a circular economy • Climate change and climate transition • Resource scarcity and growing concern for natural capital. Our highlights Significant progress towards our biodiversity-related Thrive25 target Opportunities for value creation We welcome global moves to put nature and biodiversity more firmly in the spotlight as highlighted by the TNFD. We will be reviewing v0.3 of the TNFD framework due to be released shortly after year end. We see it as an opportunity to provide guidance on further mainstreaming biodiversity into all aspects of our business. We are also collaborating with peers within the Forest Solutions Group of WBCSD to develop a Roadmap to Nature Positive for the forest and forest products sector. The first draft of the roadmap (available at wbcsd.org) was published at COP27 and will be presented at COP15. This draft offers a shared definition of nature positive for the forest sector that is closely aligned with emerging frameworks from the SBTN and the TNFD and aims to contribute to their development. 1 https://unfccc.int/news/un-secretary-general-making-peace-with-nature-is-the-defining-task-of-the-21st-century 106 Annual Integrated Report 2022 Sappi RESPONDING TO OUR CONTEXT Key developments in FY2022 In SSA, where we are one of the country’s major landowners, we own and lease 399,996 hectares (ha) of land, of which 262,000 ha are planted, and 138,000 ha are unplanted natural areas that are managed for biodiversity in accordance with best practice principles. All our land – including the 136,000 ha managed for biodiversity conservation – is FSC and PEFC certified. An improvement in biodiversity can refer to the identification of threatened or protected species on Sappi property and implementing appropriate management, or it can mean an improvement in habitat condition and reduction in impacts caused by the forestry operation. We consider both aspects to be important. Where information is available on rare, threatened or protected species, efforts are made to safeguard these areas, such as blue swallows on the Roelton Nature Reserve in KwaZulu-Natal and the population of the grass aloe, Aloe craibii on the Angle Ridge Nature Reserve in Mpumalanga – two of our seven declared nature reserves. At the operational level, the second interpretation is of relevance: namely the clearing of alien weeds from natural areas, a reduction in sediment reaching streams, improved flow of water courses, and the provision of a mosaic of habitats that can provide suitable conditions for a  variety of species. Keeping pristine areas in a natural state and ensuring that burning frequencies for grassland habitats are appropriate are also mechanisms for enhancing species diversity. Thrive25 Thrive25 Progressing our Our conservation areas (ICAs) on our plantations by 10% by 2025. target is to enhance biodiversity in important target There are approximately 156 sites on Sappi owned land classified as ICAs, adding up to about 38,320 ha of a diverse range of habitats including grasslands, wetlands, riverine areas and natural forest patches. Essentially, ICAs are areas that are important at the local level and are classified using a systematic conservation planning approach. Criteria that are used include the presence of both plant and animal red data species, the threat status of the ecosystem, the size, connectedness, condition and aesthetic and recreational value of the area. In terms of habitat type, 28 of our ICAs are forests, 67 are grasslands, 20 are wetlands and 41 are river systems. The habitat condition of all our ICAs has been assessed and they have now been rated according to the following categories: natural (18 sites), good (78 sites), moderate (55 sites) and poor (five sites). Key action plans identified to enhance biodiversity relate to: • • Examining the burning regime to ensure that it is at the Implementing alien weed control appropriate frequency, depending on fire risk • Managing cattle • Implementing erosion control measures such as stream crossing upgrades and identified erosion features within ICAs. Progress on implementation of identified actions is monitored annually and in 2024, a formal re-assessment of all ICAs will provide a rating to be compared with that allocated when undertaking the initial assessment in 2021 to 2022. Expanding our nature reserves We currently have seven proclaimed nature reserves on our land, covering approximately 6,350 ha. A further potential nature reserve has been identified for proclamation through the biodiversity stewardship programme in KwaZulu-Natal to protect a critically endangered butterfly, the Karkloof Blue Butterfly. C O N T E X T I R E S P O N D N G T O O U R Annual Integrated Report 2022 Sappi 107 RESPONDING TO OUR CONTEXT c re ate We are creators, relentless in our drive to make everyday solutions more sustainable. We understand that the power of the imagination is one of our biggest strengths and that opportunities don’t just happen. Which is why we apply our creative energy to seeking them out and leveraging our partnerships to realise them. In doing so, we harness the intellectual curiosity and critical thinking of our people to let go of certainties and develop breakthroughs that delight our customers, enable lasting outcomes for our stakeholders and a more positive impact on the planet. This aligns with our values of “making smart decisions which we execute with speed”. So that when we fail, we fail fast and move on. While innovation is key to delivering profit and margin improvement, we do not create merely because we have the available manufacturing assets, skills, technology and IP. We do so to lead by example, inspire others and create the thriving tomorrow to which we are committed. 108 Annual Integrated Report 2022 Sappi c reate We are creators, relentless in our drive to make everyday solutions more sustainable. We understand that the power of the imagination is one of our biggest strengths and that opportunities don’t just happen. Which is why we apply our creative energy to seeking them out and leveraging our partnerships to realise them. In doing so, we harness the intellectual curiosity and critical thinking of our people to let go of certainties and develop breakthroughs that delight our customers, enable lasting outcomes for our stakeholders and a more positive impact on the planet. This aligns with our values of “making smart decisions which we execute with speed”. So that when we fail, we fail fast and move on. While innovation is key to delivering profit and margin improvement, we do not create merely because we have the available manufacturing assets, skills, technology and IP. We do so to lead by example, inspire others and create the thriving tomorrow to which we are committed. Annual Integrated Report 2022 Sappi 109 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Product review 110 Annual Integrated Report 2022 Sappi Annual Integrated Report 2022 Sappi 111 Page heading continued Product review continued Pulp 112 Annual Integrated Report 2022 Sappi “We continue to invest in all three of our world-class production sites – further entrenching our leadership position as a trusted source for responsible and sustainable DP.” Our pulp segment predominantly comprises two product categories, namely DP and high-yield pulp (HYP). Occasionally, excess kraft pulp produced at Cloquet Mill, Somerset Mill and Ngodwana Mill is sold externally and included in the pulp segment. Our Verve brand is a significant player in the DP market. With capacity of 1.5 million tpa and 17% share of the DP market, Verve is a truly sustainable brand. From textiles to pharmaceuticals and food applications, Sappi has the expertise, technology and the track record to meet almost any challenge from these DP market segments. Sappi’s DP is a highly purified form of cellulose extracted from sustainably grown and responsibly managed trees using unique cellulose chemistry technology. The majority of DP is consumed to make apparel, home textiles and non-woven products. DP is converted to viscose and lyocell staple fibres. From there, the fibre is spun into yarns and ultimately woven into textiles, providing naturally soft and breathable fabrics which are smooth to the touch, hold colour and drape well. The fibres produced from DP also act as good blend partners in fabric with cotton and polyester. DP, however, far exceeds cotton and polyester when it comes to sustainability. What consumers want are goods that are renewable, biodegradable and have superior resource efficiency. This is where DP fibres differentiate themselves versus the alternatives. Viscose staple fibre (VSF) is the most prominent fibre, accounting for approximately 73% of global DP demand. VSF is most commonly used in fashion, home and decorating textiles, as well as non-woven applications such as the fibre component in face masks, health and hygiene, clothing and sanitation. Verve DP provides both the quality and the sustainability assurance into this major market segment. Lyocell represents the next generation of DP fibres. With its sustainable DP raw material, reduced chemical processing and closed loop systems, Lyocell continues to be the most sustainable wood based cellulosic fibre. Our commitment to and investment in sustainability shows in that approximately 60% of the world’s Lyocell fibre is manufactured from DP produced at Sappi’s dissolving pulp manufacturing sites. DP can also be processed into products that are used in food and beverages, health and hygiene, wrapping and packaging, pharmaceuticals and many more applications that touch our daily lives. Demand for DP used in textiles, particularly viscose and lyocell fibres, is expected to continue to grow post the Covid-19 pandemic. Based on the growth rate in the overall textile market, driven by factors such as population growth, rising urbanisation, wealth and the shift towards more comfortable, environmentally friendly natural fibres, we expect long-term growth in demand to be between 4% to 6% per annum for DP. DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Market prices for DP are influenced by VSF and other textile market dynamics, paper pulp market pricing which influences swing mills, as well as general macro- economic uncertainties pertaining to the ongoing US-China trade dispute and US Dollar/RMB exchange rates fluctuations. Sappi’s Matane Mill, located in Quebec, Canada, has the capacity to produce 285,000 tons of HYP. Approximately 45% of Matane’s pulp production is consumed internally within our packaging business, thereby increasing the pulp integration. The higher levels of pulp integration lowers our cost of pulp, reduces its volatility on earnings through the pulp cycle and provides certainty of supply. External HYP sales to third parties are included in the pulp segment. The pulp produced at Matane Mill is a high-quality HYP made from either Aspen or Maple hardwood. Sappi Matane Aspen pulp is a high-yield fibre with good bulk, excellent brightness and exceptional drainage. It is ideal for the manufacturing of printing paper grades. Sappi Matane Maple is a HYP with superior bulk and drainage properties, as well as excellent opacity and formation. It is an excellent fibre for the manufacturing of paperboard and linerboard products, as well as speciality papers. In FY2022, the DP segment made up 17% of Sappi’s sales revenue. Sales volumes of 1,421,000 tons included 175,000 tons of HYP from Matane Mill and 12,000 tons of kraft pulp produced at Somerset Mill. OUR MARKETS IN 2022 AND OUTLOOK FOR 2023 The hardwood DP market price1 rallied during the first half of the year, peaking at US$1,220 per ton in July 2022. The rebound was primarily driven by positive momentum in global commodity markets including viscose staple fibre, cotton and polyester combined with DP supply-side constraints including our own losses due to a flood in South Africa and a major fire at another large market player. DP pricing began to soften in late August 2022 as Covid-19 lockdowns in China constrained VSF operating rates and global recessionary fears began to dampen the outlook for textile markets. Strong market demand and improved logistics resulted in EBITDA for the year being substantially higher than the prior year with EBITDA margins improving from approximately 21% to 26%. Segment sales volumes increased by 15%, or 185,000 tons compared to the prior year on the back of strong market demand and improved logistics as we secured regular breakbulk shipping alternatives for our South African exports. Demand for Verve during the year was particularly strong and sales were constrained by available production. The Saiccor Mill expansion project was successfully commissioned during the year and all new equipment operated as anticipated. However, production volumes were below expectations and were negatively impacted by a number of external factors such as unplanned stoppages due to the flood, Eskom2 power outages and raw material supply shortages, which severely disrupted operational stability at the mill. Macroeconomic uncertainty has increased considerably during the latter part of 2022. Ongoing lockdowns in China, the geopolitical turmoil in Europe and unprecedented inflation are increasing the likelihood of a global recession in 2023. This poses a risk to our pulp business as weakening consumer sentiment and diminishing discretionary spend will likely weaken demand in our dissolving pulp segment in upcoming quarters. Order activity has slowed in the first quarter of FY2023 and destocking is occurring across the value chain. Pulp segment made up 17% OF SALES IN FY2022 We aim to remain focused on meeting and exceeding the needs of our customers. We will continue to capitalise on our competitive advantages: our world-class and sustainably managed plantations, our geographic positioning and our sterling reputation as a reliable partner, to bring our customers sustainable products that create shared value for everyone. Moderate HYP demand growth continues to be driven by increased packaging demand due to single-use plastic replacement, e-commerce- driven packaging demand and limited recovered paper availability. Significant board capacity expansion is planned, particularly for Asia, but much of this will be accompanied by integrated HYP capacity additions. Recession is a risk to HYP demand from both paper and packaging segments. Our focus remains on meeting our own growing need for high-quality HYP for our packaging and speciality papers businesses in Europe and North America, as well as external sales to third parties. 1 Market price for imported hardwood DP into China issued daily by the CCF Group. 2 Eskom is a South African electricity public utility. Annual Integrated Report 2022 Sappi 113 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Product review continued 114 Annual Integrated Report 2022 Sappi Annual Integrated Report 2022 Sappi 115 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Product review continued Packaging and speciality papers “We manufacture innovative packaging and speciality paper products and services with a commitment to sustainability and a circular economy. Working closely with brand owners, converters, printers, designers and communications agencies, we pride ourselves in being a reliable and Legislative changes and growing consumer pressure are forcing brands to re-think their packaging choices. Governments, retailers, brand owners and their consumers are demanding paper-based packaging solutions that are biodegradable, recyclable, compostable and provide the necessary functionality for their applications. We estimate that the increasing demand for more sustainable and environmentally friendly packaging solutions will lead to demand growth of 3% to 6% per year globally, across the spectrum of our products. Sappi’s evolution within this segment is supported by the suitability of our technically advanced and efficient paper machines for conversion to packaging grades that require a variety of surface treatments or coatings for functionality. Ahead of commissioning conversion projects, we carefully analyse our assets, specifically their production capabilities and cost of production, the cost to serve customers, demand growth and competitive threats. We choose only those projects where we believe we hold a significant advantage. global business partner.” We have made progress in growing our business with a compelling value proposition, a propensity for innovation, and a superlative service record. We aim to create solutions that solve our customers' most critical challenges, helping them grow their sales, lower costs, improve their sustainability metrics, and minimise their risk. We work in partnerships based on trust and respect. For that reason, we place great value on reliability. Our well maintained assets, financial stability, global availability and consistent premium quality are vital to our customers. In FY2022, 29% of Sappi’s sales revenue was packaging and speciality papers, fairly flat compared to last year. 116 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Sappi offers products and solutions in many different product categories including: Flexible packaging: innovative paper-based solutions with integrated functionalities such as barrier technology from water, oxygen and grease, as well as sealing properties are suitable for various applications, notably in packaging for food, as well as non-food markets. Label papers and self-adhesives: label papers are used for both wet glue and wet-strength labels processes in the beverage, food and packaging applications. Our clay-coated kraft and glassine release liners provide solutions, not only for labels but also applications such as self-adhesive tapes, and medical and industrial applications. Containerboard: includes liners and fluting, for corrugated boxes. Sappi’s products are found in applications like consumer packaging, shelf-ready packaging and transport packaging for agricultural and industrial uses. Paperboard: high-quality coated boards for use in luxury packaging applications that require functionality and superior graphics across a range of market segments, including health and beauty, confectionery, premium beverages and food packaging. Casting and release papers: used by suppliers to the fashion, textile, automobile and laminate industries. Our papers serve as moulds to impart textures on other surfaces, ranging from decorative laminates and synthetic leather, to engineered films and rubber. Dye sublimation papers: for digital transfer printing with water-based dye sublimation inks. Designed for the transfer of an image onto various materials, such as apparel, outdoor advertising and home textiles. Digital imaging papers: for large format inkjet printing. Posters, for indoor/outdoor applications and technical printing in the construction industry (CAD/engineering). Tissue paper: used for bathroom tissue, kitchen towels, serviettes and medical and industrial wipes. We manufacture at sites throughout Europe, North America and South Africa, ensuring scale-based efficiencies and security of supply. Globally, we are well positioned to support and benefit from the paper for plastic packaging movement. For example, in 2019, the European Union introduced new rules to reduce marine litter by banning certain single-use plastic items, alongside a measure which holds those plastic producers responsible for the cost of cleaning these items from European beaches. Similarly, in 2022 legislation in several US states banning the use of polystyrene foam packaging was passed. The industry will also be given incentives to develop less-polluting alternatives for these products. With our comprehensive product range on three continents, R&D centres in each region, sharing best practices and collaborating with customers to develop new solutions, our customers can expect reliability of supply from a broad geographic footprint, and a leader in innovation within the sector. OUR MARKETS IN 2022 AND OUTLOOK FOR 2023 The strategic priority to invest in packaging and speciality papers in recent years reaped rewards. The highlight of the year for this business segment was the achievement of record profitability driven by robust global demand and renewed growth in Europe. Sales volumes were 9% higher than last year, however, sales were constrained by available capacity and low levels of inventory in South Africa and North America where demand exceeded supply. Successful selling price increases and mix improvement offset rising costs and lifted margins for the segment. EBITDA margins for the segment increased from 13.6% last year to 17.0% in fiscal 2022. Packaging and speciality papers segment made up 29% OF SALES IN FY2021 Demand for packaging and speciality papers in North America is particularly robust and our customers are actively seeking to increase their volumes with Sappi. The board has therefore approved a US$418 million investment at Somerset Mill to convert PM2 from coated woodfree graphic paper to solid bleached sulphate board (SBS). The machine capacity will also be increased during the conversion from 240,000 tpa to 470,000 tpa. The project is expected to be completed in early 2025 and will be funded from free cash flow from operations. The capital expenditure will be phased over three years with the majority of the spend taking place in FY2024 and FY2025. This investment is fully aligned with our Thrive25 strategic focus to reduce our exposure to declining graphic paper segments. The Covid-19 pandemic demonstrated that the underlying demand for packaging and speciality papers is more resilient in economic downturns, particularly for product categories in food, beverage and healthcare. Furthermore, the shift from plastic to paper offers significant opportunity to grow this segment. We believe we will achieve additional volume growth in 2023, aided by the shift from plastics to paper in various packaging and speciality paper categories. Annual Integrated Report 2022 Sappi 117 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Product review continued 118 Annual Integrated Report 2022 Sappi Annual Integrated Report 2022 Sappi 119 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Product review continued Graphic papers “When companies build brands, picking the right paper can mean the difference between creating something average and something memorable.” At Sappi, we understand this difference and use our expertise to develop a variety of graphic papers designed to meet specific needs, whether a premium product for delivering a premium brand message, a comprehensive solution that caters to numerous requirements or a paper that is more budget friendly. We at Sappi deliver so that brands can have a more memorable impact. OUR MARKETS IN 2022 AND OUTLOOK FOR 2023 Global demand for graphic papers has generally been in secular decline. The outbreak of Covid-19 in 2020 led to a significant decline in graphic paper usage across the globe. However, as Covid-19 lockdowns eased and economic activity resumed, global demand for graphic paper grades progressively improved. The remarkable turnaround from the lows of 2020 was driven by a number of factors, which led to an unprecedented global shortage of graphic paper. These included a surge in demand as economic activity normalised post-Covid-19 and a very tight market balance due to a combination of chronic global logistical challenges and reduced supply. Market capacity was impacted by permanent closures and a prolonged labour strike in Finland. The buoyant demand boosted sales volumes for the segment by 8% compared to the prior year. Furthermore, the favourable market conditions provided support for a series of selling price increases and energy/freight surcharges, which were necessary to compensate for substantial cost inflation and facilitated the material improvement in profitability for the segment. The graphic papers segment generated record EBITDA of US$650 million with EBITDA margins increasing from 4.4% in the prior year to 16.4%. Despite the extraordinarily tight market conditions in FY2022, the graphic paper markets are in long-term decline and indications are that demand in FY2023 will again be under pressure. A key element of our strategy is to reduce our exposure to declining graphic paper markets. Aligned to this objective, on 29 September 2022, Sappi signed an agreement Thrive25 with Aurelius Investment Lux One S.à.r.l. to divest the Maastricht Mill in the Netherlands, the Stockstadt Mill in Germany and the Kirkniemi Mill in Finland. The decision was taken following a detailed and thorough strategic review and will significantly reduce our exposure to graphic paper markets. For the most part, the product categories served by these assets (coated mechanical and uncoated woodfree paper) are no longer a core focus for Sappi and this divestment allows us to consolidate our portfolio and concentrate on commercial print (high- quality books, flyers, brochures, posters, manuals, special interest magazines, photobooks) where we have a competitive advantage. The sale will be subject to various standard suspensive conditions and is anticipated to close in the second financial quarter of 2023. The enterprise value of the transaction amounts to approximately €272 million. The proceeds will be used to reduce debt further, which will provide a platform for future expansion in our identified growth market segments. 120 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Macro-economic uncertainty has increased considerably during the latter part of 2022. Ongoing lockdowns in China, the geopolitical turmoil in Europe and unprecedented inflation are increasing the likelihood of a global recession in 2023. This poses a risk to our graphic papers business as weakening consumer sentiment and diminishing discretionary, advertising spend will likely weaken demand in this segment in upcoming quarters. Order activity in this segment has slowed in the first quarter of FY2023 and destocking is occurring across the value chain. In FY2022, 54% of Sappi’s sales revenue was from the graphic papers segment. The four major grades of graphic papers are discussed below: Coated woodfree paper Printers and publishers use coated woodfree paper for a variety of marketing promotions including brochures, catalogues, calendars, corporate reports, direct mail, books and magazines. Coated woodfree paper provides a smooth and uniform surface for optimal print fidelity. We manufacture coated woodfree paper in our North American and European businesses but sell to customers all over the world. Coated woodfree paper products are sold through large paper merchants, as well as directly to commercial printers. Demand trends: Global advertising expenditure is forecast to grow, but the share of that spend relative to print is expected to decline. However, we believe there will always be a place for paper within the marketing mix. Globally, demand for coated woodfree paper is forecast to decline from approximately 21 million tons in 2019 to approximately 16 million tons by 2024. Sales: Sappi’s sales volumes for coated woodfree paper increased 5% from last year and sales revenue was 44% higher, due to a surge in demand as economic activity normalised post-Covid-19 and a very tight market balance due to a combination of chronic global logistical challenges and reduced supply. Globally, demand for coated woodfree paper decreased by approximately 2%, however, Sappi gained market share. Coated mechanical paper Coated mechanical paper is primarily used in magazines, catalogues, newspaper inserts and other advertising materials. Sappi’s coated mechanical paper sales all come from our European business. Customers for this paper are typically large web printers, publishers, retailers and cataloguers. Demand trends: Demand for coated mechanical paper is more closely linked to that of demand for magazines. Readership, subscriptions, circulation, pagination and advertising revenue continue to decrease in larger markets as consumers opt for digital formats. Sales: Sappi’s sales revenue from coated mechanical paper was 74% higher than last year, due to reduced supply as economic activity resumed post-Covid-19. Volumes were approximately 26% higher than the prior period. This year, the global market contracted by approximately 8% relative to the prior year. Uncoated woodfree paper Uncoated woodfree paper is used for letterheads, business stationery, photocopy paper, books, brochures, envelopes, pamphlets and magazines. Sappi manufactures and sells uncoated woodfree paper in our European and South African businesses. Our main customers in this sector are paper merchants, commercial printers and retailers. Demand trends: Demand for uncoated woodfree paper is expected to marginally decline over the next several years. Graphic papers segment made up 54% OF SALES IN FY2022 Sales: Our sales revenue from uncoated woodfree paper was 26% higher than last year, largely as a result of the resumption of global economic activity as Covid-19 lockdowns eased. Globally, demand decreased by approximately 1% in the current financial year. Newsprint paper Newsprint is manufactured from mechanical and bleached chemical pulp, with uses including the printing of newspapers and advertising inserts. We manufacture and sell newsprint from our South African business. Demand trends: Demand for newsprint is principally derived from newspaper circulation and overall retail advertising. Newspaper readership is declining around the world. This industry segment was hard hit by the Covid-19 pandemic with an estimated drop in demand of approximately 5% during the current year and an estimated decline of 5% to 6% annually through to 2025. Publishers are consolidating, while some titles have closed. Pockets of growth exist in advertising-financed daily newspapers typically found in large metropolitan cities. Sales: Newsprint volumes continue to be impacted by the negative impacts of Covid-19 on the economy, however, no production curtailment was necessary in the current financial year. Relative to the prior year, our volumes were 4% down and sales revenue was 3% higher. Globally, newsprint demand declined 5% versus 2021. Annual Integrated Report 2022 Sappi 121 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report “Despite a challenging macroeconomic environment, guided by our Thrive25 strategy, our focus on innovation, efficiencies and adaptability supported record results for the 2022 financial year.” – Glen Pearce Chief Financial Officer (CFO) SECTION 1 Financial highlights US$ million Sales EBITDA excluding special items Operating profit excluding special items Profit/(loss) for the year EBITDA excluding special items to sales % Operating profit excluding special items to sales % Operating profit excluding special items to capital employed (ROCE) % Net cash (utilised) generated Net debt Basic earnings per share (US cents) 2022 2021 % change 7,296 1,339 1,038 536 18.4 14.2 27.9 506 1,163 95 5,265 532 203 13 10.1 3.9 5.4 29 1,946 2 39 152 256 4,023 n/a n/a n/a 1,645 (40) 4,650 The group experienced vastly divergent fortunes from the lows of fiscal 2020 to peak record earnings during fiscal 2022. During the current year, commodity product price hikes, supply-side contraction and energy price escalations triggered selling price increases across all our product categories. Global supply chain capacity restraints favoured demand for local deliveries providing opportunities to optimise mix, increase market share and improve margins. The resultant strong cash generation alleviated liquidity concerns and reduced the leverage ratios from a high of seven times to 0.9 times. Total variable costs increased by 26% to US$577 per ton. Energy cost increases, particularly gas prices in Europe, were the catalyst for sharp increases in chemical and fibre costs. Freight forwarders took advantage of tight market conditions by increasing charges, resulting in consolidated delivery costs increasing by 21%. The implementation of energy and delivery cost surcharges restored sales margins and were replaced by selling price increases as markets adjusted to the higher pricing levels supported by strong demand and capacity reductions. Consolidated selling prices increased by 28% to US$919 per ton to offset the variable cost increases resulting in EBITDA margin increasing to 18% (FY2021: 10%). 122 Annual Integrated Report 2022 Sappi SECTION 1 continued Financial highlights continued The graphic papers segment benefited from numerous positive influences to generate a record EBITDA performance of US$650 million. The combination of industry capacity reductions in Europe and North America and prolonged global port congestions led to a global shortage of graphic paper. An extended labour strike in Finland curtailed supply further, providing favourable market conditions to support a series of price increases that offset a spike in input costs. The packaging and speciality papers segment is largely managed through periodic contractual commitments and although selling prices increased by 22%, there was a delay in margin recovery following the initial input cost increases. Demand in all regions was favourable and sales volumes increased 9% but were restricted by capacity constraints and low inventory levels. The segment nevertheless posted record EBITDA earnings of US$359 million. Strong market demand in the pulp segment and the availability of breakbulk shipping alternatives improved volumes by 15%. Hardwood DP prices peaked at US$1,220 per ton driven by strong global commodity markets. The South African pulp operations were unable to take full advantage of the favourable conditions as production volumes were restricted by external factors due to extreme weather conditions, power outages and raw material supply shortages. The group generated cash of US$506 million after an increase in net working capital of US$270 million and capex of US$368 million. The net working capital increase was linked to inflationary increases in inventory and receivables as the group managed net working capital as a percentage of sales within the target of 9%. Cash generated and favourable exchange rate movements reduced net debt by US$783 million to US$1,163 million. Profit for the year of US$536 million (FY2021: US$13 million) included special item costs of US$268 million of which US$183 million related to a write-down to fair value of our held-for-sale European assets. Earnings per share excluding special items increased from US15 cents to US138 cents. The directors declared a dividend of US15 cents per share at nine times earnings cover adjusted for non-cash items. Segment reporting Our reporting is based on the geographical location of our businesses, ie Europe, North America and South Africa. The selected product line information is reviewed by our Executive Committee in addition to the geographical basis upon which the group is managed. This additional information is presented in this report to assist our stakeholders in obtaining a complete understanding of our business. Exchange rates and their impact on the group’s results The group reports its results in US Dollar and, as such, the main foreign exchange rates used in the preparation of the financial statements were: Income statement average rates Balance sheet closing rates 2022 2021 2022 2021 EUR1 = US$ US$1 = ZAR 1.0853 15.7829 1.1955 14.8505 0.9801 18.1537 1.1716 14.9659 Two of our three geographic business units (Europe and South Africa) have home or ‘functional’ currencies of € and ZAR respectively. The results and cash flows of these two non-US Dollar units are translated into US Dollar at the average exchange rate for the reporting period in order to arrive at the consolidated US Dollar results and cash flows. When exchange rates differ from one period to the next, the impact of translation from the functional currency to reporting currency can be significant. Annual Integrated Report 2022 Sappi 123 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued SECTION 2 Financial performance The discussion in this section focuses on the group financial performance in 2022 compared with 2021. A detailed discussion, in local currencies, of each of our three operating regions follows in section 3. 2021 % change 7,339 Income statement Our group financial results can be summarised as follows: Metric tons '000 Sales volume US$ million 2022 7,937 Sales revenue Variable manufacturing and delivery costs Fixed costs Sundry items1 Operating profit excluding special items Special items Operating profit Net finance costs Taxation 7,296 5,265 (4,380) (1,832) (46) 1,038 (268) 770 (97) (137) (3,238) (1,777) (47) 203 (57) 146 (134) 1 8 39 35 3 (2) 411 n/a 427 (28) nm Net profit EPS excluding special items (US cents) 1 Sundry items include all income and costs not directly related to manufacturing operations, such as 4,023 820 536 138 13 15 debtor securitisation costs, commissions paid and received and results of equity-accounted investments. Sales volume In 2022, sales volume increased by 598,000 tons compared with 2021. The regional and product segment contributions to sales volume are shown below: Sales volume (metric tons ‘000) North America Europe South Africa Group DP Packaging and speciality papers Graphic papers Forestry 2022 1,758 3,175 3,004 7,937 1,421 1,600 3,447 1,469 2021 % change 1,685 2,817 2,837 7,339 1,236 1,464 3,200 1,439 4 13 6 8 15 9 8 2 Pulp volumes were up 15% for the year, on the back of strong market demand and improved logistics as we secured regular breakbulk shipping alternatives for our South African exports. Demand for Verve (Sappi Verve – brand name for DP) during the year was particularly strong and sales were constrained by available production. Packaging and speciality papers volumes were up 9% for the year driven by robust global demand and renewed growth in Europe. However, sales were constrained by available capacity and low levels of inventory in South Africa and North America where demand exceeded supply. Graphic papers volumes were up 8% for the year. The remarkable turnaround from the lows of 2020 was driven by a number of factors which led to an unprecedented global shortage of graphic papers. These included a surge in demand as economic activity normalised post-Covid-19 and a very tight market balance due to a combination of chronic global logistical challenges and reduced supply. Market capacity was impacted by permanent closures and a prolonged labour strike in Finland. Capacity utilisation improved to an average of 91% for the group as improved DP, packaging and speciality papers and graphic papers markets assisted us in taking less production downtime during the year. 124 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Sales volume to capacity North America Europe South Africa Group 2022 % 2021 % SECTION 2 continued Financial performance continued 97 92 84 91 94 82 80 84 Sales revenue Sales revenue increased by 39% from US$5.3 billion in 2021 to US$7.3 billion in 2022. Selling price and mix improvements resulted in sales revenue improving by US$2.2 billion. Consolidated volumes were up on last year as discussed above, resulting in sales revenue improving by US$192 million. The stronger US Dollar resulted in a negative US$357 million conversion impact. Variable and delivery costs Variable and delivery costs increased by US$1.1 billion from 2021. The higher sales volumes accounted for 8% of the increase. Energy costs per ton of product sold increased by 83% year-on-year while other main cost categories, exclusive of DP, increased by between 30% and 36%. The net DP purchases and sales of the Sappi group is detailed in the graph below. Sappi group DP balance (US$ million) Net pulp sales 817 144 263 1 000 800 600 400 200 0 (200) (400) (600) (800) (698) Europe North America South Africa Sappi group ■ Net sales ■ Net purchases The table below reflects the breakdown of variable and delivery costs by type. Variable manufacturing and delivery costs US$ million Wood Energy Chemicals DP and other Delivery Group 2022 779 801 1,042 1,127 631 4,380 2021 % change 573 437 784 958 486 3,238 36 83 33 18 30 35 Annual Integrated Report 2022 Sappi 125 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued Fixed costs Fixed costs increased by US$55 million from fiscal 2021. Inflationary pressures resulted in personnel costs and maintenance increasing by 3%. The increase in ‘Other’ is mainly a credit to inventory movement during fiscal 2021 as a result of a stock build. The weaker ZAR and € resulted in a reduction in US Dollar costs (US$101 million). Excluding the currency impact fixed costs increased by US$156 million. Details of the make-up of fixed costs are provided in the table below. Fixed costs US$ million Personnel Maintenance Depreciation Other Group 2022 1,104 247 292 189 1,832 2021 % change 1,077 240 319 141 1,777 3 3 (8) 34 3 EBITDA and operating profit excluding special items EBITDA excluding special items increased to US$1.34 billion, 152% higher than the previous year. Operating profit excluding special items increased from US$203 million last year to US$1.038 billion in 2022. The EBITDA bridge reflected in the graph below shows the impact on profitability from higher sales volumes and selling prices offset by increased variable and fixed costs. Reconciliation of EBITDA excluding special items: 2022 compared to 20211 (US$ million) Sales revenue Variable and delivery costs Fixed costs 2,196 (357) 213 (1,355) (156) 101 (27) 1,339 3,000 2,500 2,000 1,500 1,000 500 0 192 532 FY2021 EBITDA Sales volume Price and mix Currency conversion Variable and delivery costs Currency conversion Fixed costs Currency conversion Other FY2022 EBITDA 1 All variances were calculated excluding Sappi Forestry. 2 “Currency conversion” reflects translation and transactional effect on consolidation. 126 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS The tables below detail the EBITDA and operating profit excluding special items of the business for both 2022 and 2021 and the margins of each. EBITDA excluding special items by region US$ million 2022 2021 SECTION 2 continued Financial performance continued North America Europe South Africa Corporate and other Group 464 536 334 5 1,339 209 94 228 1 532 EBITDA excluding special items margin by region (%) . 1 1 2 . 4 2 1 25 20 15 10 5 0 . 1 4 1 8 3 . . 4 3 2 . 6 9 1 . 4 8 1 . 1 0 1 North America ■ ■ 2022 2021 ■ Base pay Europe South Africa Sappi group ■ Short-term incentive (MIS) EBITDA excluding special items by product category US$ million 2022 2021 DP Packaging and speciality papers Graphic papers Other Group 325 359 650 5 1,339 197 214 120 1 532 Operating profit excluding special items by region US$ million 2022 2021 North America Europe South Africa Corporate and other Group 369 416 250 3 1,038 105 (52) 151 (1) 203 Annual Integrated Report 2022 Sappi 127 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued SECTION 2 continued Financial performance continued Operating profit excluding special items margin by region (%) . 8 6 1 . 2 6 20 15 10 5 0 (5) . 9 0 1 ) 1 2 ( . . 5 7 1 . 0 3 1 . 2 4 1 . 9 3 North America ■ ■ 2021 2022 Europe South Africa Sappi group Operating profit excluding special items by product category US$ million DP Packaging and speciality papers Graphic papers Other Group ■ 2021 ■ 2022 2022 2021 250 264 521 3 1,038 127 109 (32) (1) 203 EBITDA excluding special items by product 2022: US$1,339 million In the chart below, 51% of the group’s EBITDA originates from growing markets in the DP and packaging and speciality papers segments. The graphic papers segment, which contributes 49% of the EBITDA remains an important strategic component as we focus on the commercial print market. ■ EBITDA excluding special items by product 2022: US$1,339 million 5 ■ 325 2021 2022 EBITDA excluding special items by product 2022: US$1,339 million EBITDA excluding special items by product 2022: US$1,339 million 5 650 2022 650 2022 325 359 359 ■ ■ ■ ■ Pulp Packaging and speciality papers Graphic papers Unallocated and eliminations Pulp For information regarding the financial performance of the regions, please refer to Packaging and speciality papers section 3 of this report. Graphic papers Unallocated and eliminations ■ ■ ■ ■ Key operating targets Our financial targets and performance against the key operating targets are dealt with in the Our strategy and performance section on page 10. 128 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Special items Special items consist of those items which management believe are material by nature or amount, to the results for the year and require separate disclosure. A breakdown of special items for 2022 and 2021 is reflected in the table below: SECTION 2 continued Financial performance continued Special items – gain/(loss) US$ million Plantation price fair value adjustment Net restructuring provisions Profit/(loss) on disposal, written off assets and incremental costs Net asset (impairment) reversals (Loss)/gain on measurement of held for sale assets Equity-accounted investees impairment reversal (impairment) Insurance recoveries Fire, flood, storm and other events Total 2022 2021 (38) – (63) – (183) 3 30 (17) (268) (13) (2) 1 (19) 4 (4) (1) (23) (57) The net impact of special items in 2022 was US$268 million. The major components are described below: • A negative non-cash US$38 million plantation price fair value adjustment was recognised following decreases to the market price of timber • Our European region wrote off assets of US$20 million while our South African region wrote off inventory and incurred incremental costs related to the April floods in KwaZulu-Natal as well as equipment failures and power utility outages resulting in a total combined cost of US$81 million. Insurance recoveries to the value of US$30 million have been recognised related to flood damage • A write-down to fair value less costs to sell of US$183 million was recorded following the divestment of our held-for-sale European assets. A related US$4 million of selling costs was also incurred prior the write-down • Pension settlement gains of US$26 million and US$3 million were recorded in our North American and Swiss pension funds respectively. Net finance costs US$ million Finance costs Finance income Net foreign exchange gains Net fair loss on financial instruments Total 2022 2021 108 (10) (1) – 97 112 (8) (1) 31 134 Finance costs of US$97 million were lower than the prior year primarily due to a fair value loss on financial instruments in the prior year and Euro-denominated interest charges converted at a weaker Euro/US Dollar exchange rate. Annual Integrated Report 2022 Sappi 129 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued SECTION 2 continued Financial performance continued Taxation A regional breakdown of the tax charge is provided below. US$ million Europe North America South Africa Total Profit/ (loss) before tax Tax (charge)/ relief Effective tax rate % 134 378 161 673 (30) (79) (28) (137) 23 21 17 20 In Europe, the difference between the effective and statutory tax rates is due to non-valued losses carried forward in Belgium, the Netherlands, Finland and Austria and offset by the impairment for assets held for sale being non-deductible. In North America, the difference between the effective and statutory tax rates is predominantly due to non-valued losses utilised. The South African effective tax rate was reduced by special tax allowances in addition to tax relief due to a reduction in the statutory tax rate (from 28% to 27%). Net profit, earnings per share and dividends After taking into account net finance costs and taxation, our net profit and earnings per share for 2022, with comparatives for 2021, were as follows: US$ million Operating profit Net finance costs Profit/(loss) before taxation Taxation Profit/(loss) for the period Weighted average number of shares is issue (millions) Basic earnings per share (US cents) 2022 2021 770 97 673 137 536 563.3 95 146 134 12 (1) 13 549.7 2 The directors have elected to declare a dividend of US15 cents per share at nine times earnings cover adjusted for non-cash items. 130 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS SECTION 3 Below we discuss the performance of the regional businesses. The discussion is based on performance in local currencies as we believe this facilitates a better understanding of the revenue and costs in the European and South African operations. North America Metric tons ’000 Sales volume Pulp Packaging and speciality papers Graphic papers 2022 1,758 483 523 752 2021 % change 1,685 453 485 747 4 7 8 1 US$ million 2022 US$ million 2021 % change US$ per ton 2022 US$ per ton 2021 % change Sales Variable manufacturing and delivery costs Contribution Fixed costs Sundry items and consolidation entries Operating profit excluding special items EBITDA excluding special items 2,200 1,688 (1,386) (1,122) 814 (560) 115 369 464 566 (535) 74 105 209 30 24 44 5 55 251 122 1,251 1,002 (788) 463 (319) 66 210 264 (666) 336 (318) 44 62 124 25 18 38 0 50 239 113 Strategic investments in the Matane Pulp Mill and the conversion of PM1 at Somerset Mill to packaging and speciality paper grades contributed substantially to another record earnings year for the North American region. The success was pervasive across all product segments as tight US graphic paper markets supported selling price increases. Strong demand exceeded available capacity and the region was able to capitalise on favourable mix opportunities resulting in a 38% contribution per ton improvement. Fixed costs increased by 5% due to inflationary impacts on personnel costs and short-term incentives in recognition of the record annual performance for the region. EBITDA margin for the region improved from 12% in the previous year to 21%. Europe Metric tons ’000 Sales volume Packaging and speciality papers Graphic papers 2022 3,175 636 2,539 2021 % change 2,817 525 2,292 13 21 11 € million 2022 € million 2021 % change € per ton 2022 € per ton 2021 % change Sales Variable manufacturing and delivery costs Contribution Fixed costs Sundry items and consolidation entries Operating profit excluding special items EBITDA excluding special items 3,504 (2,177) 1,327 (781) (164) 382 493 2,090 (1,350) 740 (702) (82) (44) 78 68 61 79 11 100 nm 532 1,104 (686) 418 (246) (52) 120 155 724 (479) 263 (249) (30) (16) 28 49 43 59 (1) 73 nm 454 Graphic paper capacity reductions coupled with an extended Finnish strike and strong demand recovery contributed to an 11% volume improvement in the graphic paper segment. The favourable conditions supported selling price increases to offset the spike in variable cost increases. The packaging and speciality papers segment volumes were ahead of last year by 21% buoyed by strong market traction for the label paper offerings from Gratkorn Mill. Variable cost increases per ton of 43% were mainly driven by energy and delivery cost increases due to geopolitical disruptions in the region. Fixed costs were 11% up on last year, primarily due to inflationary impacts on personnel costs and short-term incentives in recognition of the record performance for the region. EBITDA margins increased from 4% to an unprecedented 14% in the current year. On 29 September 2022, Sappi signed an agreement with Aurelius Investment Lux One S.à.r.l. to divest the Maastricht Mill in the Netherlands, the Stockstadt Mill in Germany and the Kirkniemi Mill in Finland. The sale will be subject to various standard suspensive conditions and is anticipated to close in the second financial quarter of 2023. The enterprise value of the transaction amounts to approximately €272 million. Annual Integrated Report 2022 Sappi 131 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued SECTION 3 continued South Africa* Metric tons ’000 Sales volume* Pulp Packaging and speciality papers Graphic papers 2022 1,535 938 444 153 ZAR per ton 2022 2021 % change 10 20 (3) (1) 1,398 784 459 155 ZAR per ton 2021 % change ZAR million 2022 ZAR million 2021 % change Sales* Variable manufacturing and delivery costs Contribution Fixed costs Sundry items and consolidation entries Operating profit excluding special items EBITDA excluding special items * Excludes forestry. 21,133 16,083 (13,463) 7,670 (6,708) 2,964 3,946 5,271 (9,995) 6,088 (5,985) 2,139 2,242 3,386 31 35 26 12 40 76 56 13,767 11,504 (8,771) 4,996 (4,370) 1,945 2,571 3,434 (7,149) 4,355 (4,281) 1,530 1,604 2,422 20 23 15 2 27 60 42 Pulp volumes increased by 20% compared to the prior year due to strong demand and improved logistics through the addition of breakbulk vessels and alternative routes of supply. Volumes were, however, restricted by unplanned power outages, raw material supply disruptions, severe floods and a general transport strike during the year. Packaging paper volumes were down 3% on last year despite strong demand from the agricultural sector and constrained paper imports into South Africa, which created tight supply conditions. Low inventory levels and a product extension and quality upgrade at the Ngodwana Mill restricted supply. The robust demand in both segments supported selling price increases of 20% to offset 23% variable cost increases of particularly wood, chemicals and delivery costs. Fixed costs increased by 12% due to higher personnel, maintenance and depreciation costs. As a consequence of the above, EBITDA margins increased from 20% in the previous year to 23%. Major sensitivities Some of the more important factors which impact the group’s EBITDA excluding special items, based on current anticipated revenue and cost levels, are summarised in the table below: Sensitivities Net selling prices DP prices Variable costs Energy costs Sales volume Fixed costs Paper pulp price Oil price ZAR/US$ (weakening) €/US$ (weakening) Europe € million North America US$ million South Africa ZAR million Translation impact* US$ million Group US$ million 28 – 18 5 8 6 7 2 – (3) 23 3 11 2 8 5 3 2 – (4) 284 176 145 22 111 62 7 1 93 – – – – – – – – – (2) (17) 68 14 39 8 22 15 11 5 3 (24) Change 1% US$10 1% 1% 1% 1% US$10 US$1 10 cents 10 cents * Based on currency impact on translation of EBITDA. The table demonstrates that EBITDA excluding special items is most sensitive to changes in the selling prices of our products. The calculation of the impact of these sensitivities assumes all other factors remain constant and does not consider potential management interventions to mitigate negative impacts or enhance benefits. 132 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS In the table below, we present the group’s cash flow statement for 2022 and 2021 in a summarised format: SECTION 4 Cash flow US$ million Operating profit excluding special items Depreciation and amortisation EBITDA excluding special items Contributions to post-employment benefits Other non-cash items Cash generated from operations Movement in working capital Net finance costs Taxation Capital expenditure Net proceeds on disposal of assets Other Net cash generated (utilised) 2022 1,038 301 1,339 (25) (47) 1,267 (270) (92) (23) (368) 2 (10) 506 2021 203 329 532 (49) (11) 472 39 (102) (2) (374) 4 (8) 29 Net cash generated for the financial year was US$506 million (FY2021: US$29 million). The significant improvement in cash generation was largely due to substantially higher profitability despite a large investment in working capital of US$270 million related to inflationary pressures for inventories and accounts receivables. Capital expenditure of US$368 million for the year was below expectations due to the timing of vendor payments and consequently approximately US$20 million will roll over in to the 2023 financial year. Investment in fixed assets versus depreciation (US$ million) 1 4 5 1 7 4 1 7 4 1 5 3 4 7 3 1 6 3 600 500 400 300 200 100 0 2018 ■ Cash flow capex 2019 2020 2021 2022 Depreciation Annual Integrated Report 2022 Sappi 133 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued SECTION 5 Balance sheet Summarised balance sheet US$ million Property, plant and equipment Right-of-use assets Plantations Net working capital Other assets Net post-employment liabilities Other liabilities Employment of capital Equity Net debt Capital employed 2022 2,705 76 382 670 567 (85) (794) 3,521 2,358 1,163 3,521 2021 3,325 110 477 403 364 (197) (566) 3,916 1,970 1,946 3,916 Sappi has 19 production facilities in 10 countries, capable of producing approximately 4.1 million tons of pulp and 5.5 million tons of paper. For more information on our mills, their production capacities and products, please refer to the Where we operate section on page 6. During 2022, capital expenditure for property, plant and equipment was US$346 million. The capacity replacement value of property, plant and equipment for insurance purposes has been assessed at approximately US$19 billion. Property, plant and equipment The cost and depreciation related to our property are set out in the table below. Book value of property, plant and equipment US$ million Cost Accumulated depreciation and impairment Net book value 2022 7,919 5,214 2,705 2021 9,908 6,583 3,325 The group incurred capital expenditure of US$346 million during the year. This was offset by depreciation of US$265 million, transfers to held for sale of US$295 million, while the stronger US Dollar resulted in foreign currency translation losses of US$401 million. Plantations We regard ownership of our plantations in South Africa as a key strategic resource as it provides access to low cost fibre for pulp production and ensures continuity of supply on an important raw material input source. The South African region has access to approximately 400,000 ha of land of which approximately 262,000 ha are planted with pine and eucalyptus. These plantations provide approximately 71% of the wood requirements for our South African mills. During the year, there were market price increases coupled with higher average fair value rates. These increases were offset by the rising cost of fuel and an increase in the discount rate. As we manage our plantations on a sustainable basis, the growth for the year was offset by timber felled during the year. Our plantations are valued on the balance sheet at fair value less the estimated costs of delivery, including harvesting and transport costs. In notes 2.3.4 and 12 to the financial statements, we provide more detail on our accounting policies for plantations, how we manage our plantations, as well as the major assumptions used in the calculation of fair value. 134 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Working capital The component parts of our working capital at the 2022 and 2021 fiscal year ends are shown in the table below: SECTION 5 continued Balance sheet continued Net working capital US$ million Inventories Trade and other receivables Trade and other payables and provisions Net working capital 2022 2021 780 939 841 703 (1,049) (1,141) 670 403 Optimising working capital remains a key focus area for us and appropriate targets are incorporated into the management incentive schemes for all businesses. The working capital investment is seasonal and typically peaks during the third quarter of each financial year. Net working capital increased to US$670 million in 2022 from US$403 million in 2021. The material movements in working capital are discussed below: • Inventories decreased by US$61 million, caused mainly due to the US$121 million held-for-sale reclassification offset by increased inventory levels due to cost inflation and a favourable currency translation impact of US$99 million • Receivables increased by US$236 million following higher net selling prices and increased volumes in the fourth quarter, partially offset by a US$48 million reclassification to held for sale, and a favourable currency translation impact of US$104 million • Payables decreased by US$92 million, largely due to a US$198 million reclassification to held for sale an unfavourable currency translation impact of US$154 million partially offset by increases in trade payables on higher sales volumes, increases in bonus accruals and accruals for rebates. Post-employment liabilities We operate various defined benefit pension/lump sum plans, post-employment healthcare subsidies and other employee benefits in the various countries in which we operate. A summary of defined benefit assets and liabilities (pension and post-employment healthcare subsidies) is as follows: Defined benefit liabilities US$ million Defined benefit obligation Fair value of plan assets Net balance sheet liability Cash contributions to defined benefit plans/subsidies Income statement charge/(credit) to profit or loss Cash contributions deemed catch-up* 2022 2021 (609) 524 (85) 24 4 6 (1,540) 1,346 (194) 50 28 30 * ‘Catch-up’ is cash contributions paid to defined benefit plans in excess of current service cost. Gross liabilities from all our plans reduced by US$931 million from US$1,540 million to US$609 million over the year. The main cause of the reduction was due to a combination of the transferal of pension liabilities of US$535 million related to the North American region’s retiree pension obligations to an insurance company, translation of regional currency to a strengthened US Dollar reporting currency and an increase in discount rates in regions where we hold significant liabilities. Fair value of plan assets decreased by US$822 million from US$1,346 million to US$524 million over the year due to unfavourable investment returns of assets in our funded plans. The largest portion of the reduction relates to the transfer of assets of US$508 million associated with the ‘Metlife’ agreement in Sappi North America. Annual Integrated Report 2022 Sappi 135 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued SECTION 5 continued Balance sheet Included in the net balance sheet liability above is a net loss of US$26 million resulting from movements of local results relative to the reporting currency. The decrease in liabilities, coupled with the reduction in assets, contributed to a reduction in the overall net liability by US$109 million from US$194 million to US$85 million over the year. A reconciliation of the movement in the balance sheet over the year is shown graphically below and disclosed in more detail in note 29 of the Annual Financial Statements. Sappi Limited defined benefit pensions balance sheet movement (US$ million) (91) 40 20 0 (20) (40) (60) (80) (100) 24 (17) 19 27 9 23 (6.0) 2021 net liability Acquisition Pension charge Employer contributions paid Settlement gain recognised through P&L – Actuarial gains Translation effect 2022 net liability Sappi Limited post-retirement medical aid subsidy balance sheet movement (US$ million) 40 20 0 (20) (40) (60) (80) (100) (120) 20 0 (20) (40) (60) (80) (100) (120) (103) 2021 net liability (79) (6) Pension charge 5 22 (3) Employer contributions paid Actuarial gains Translation effect 2022 net liability Equity Year-on-year, equity increased by US$388 million to US$2,358 million as summarised below: Equity reconciliation US$ million Equity as at September 2021 Profit for the year Actuarial gains Issue of shares Share-based payments Movement in hedging reserves Foreign currency movements Equity as at September 2022 2022 1,970 536 35 6 7 (44) (152) 2,358 The group realised a profit for the year of US$536 million and recorded net actuarial gains of US$35 million. During the third quarter holders of the convertible bonds elected to convert and shares to the value of US$6 million were issued. Share-based payments of US$7 million, movement in hedging reserves of US$44 million and foreign currency movements of US$152 million accounted for the remainder of the movement during the year. Debt Debt is a major source of funding for the group. In the management of debt, we focus on net debt, which is the sum of current and non-current interest-bearing borrowings and bank overdrafts, net of cash and cash equivalents. 136 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Debt funding structure The Sappi group principally takes up debt in two legal entities. Sappi Southern Africa Limited issues debt in the local South African market for its own funding requirements and Sappi Papier Holding GmbH (SPH), which is Sappi’s international holding company, issues debt in the international money and capital markets to fund our non-South African businesses. SPH’s long-term debt is supported by a Sappi Limited guarantee and the financial covenants on certain of its debt agreements are based on the ratios of the consolidated Sappi Limited group. The covenants applicable to the debt of these two entities and their respective credit ratings are discussed below. The diagram below depicts our debt funding structure. SECTION 5 Balance sheet continued Sappi Limited Guarantee* Sappi Limited Sappi Southern Africa (SSA) South African debt Sappi Papier Holding (SPH) Non-South African debt Sappi Europe Sappi North America Sappi Trading * Sappi Limited provides guarantees for long-term non-South African debt. Below we highlight the main financing activities that occurred during the year: • In February 2022 the previous €525 million RCF at Sappi Papier Holding maturing in February 2023 was renewed with a new €515 million facility with a maturity of February 2027 • In August 2022 the previous ZAR1.8 billion RCF at Sappi Southern Africa Limited maturing in August 2023 was renewed with a new ZAR2.0 billion facility with a maturity of August 2027 • For the first time, both the above RCFs now contain KPIs related to Sappi’s long-term sustainability goals • Shortly after year end a tender offer was launched to repurchase a portion of the outstanding Sappi Papier Holding (SPH) 2026 senior notes. SPH purchased €209.6 million of the 2026 notes, at an effective price of 92.41%, yielding a capital gain of €15.9 million. Annual Integrated Report 2022 Sappi 137 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued SECTION 5 continued Balance sheet continued Structure of net debt and liquidity We consider the group liquidity position to be strong, with cash holdings of US$780 million at financial year end, and US$615 million of unutilised committed RCFs. The structure of our net debt at September 2022 and 2021 is summarised below: US$ million Long-term debt Senior unsecured debt Securitisation funding IFRS 16 Leases* Less: Short-term portion Net short-term debt/(cash) Overdrafts, RCF and short-term loans Short-term portion of long-term debt Less: cash Net debt * IFRS 16 accounting standard adopted from fiscal 2020. 2022 1,754 1,463 322 84 (115) (591) 74 115 (780) 1,163 2021 2,157 1,769 337 118 (67) (211) 88 67 (366) 1,946 Movement in net debt The movement of our net debt from fiscal 2021 to fiscal 2022 is summarised in the table below: Net debt at September 2021 Increase of IFRS 16 Leases Net impact of Convertible Bond conversions Net cash generated in 2022 Currency translation, fair value and other non-cash adjustments Net debt at September 2022 US$ million 1,946 1 (6) (506) (272) 1,163 138 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Group debt profile We show the major components and maturities of our net debt at September 2022 below. These are split between the debt in South Africa and the debt outside South Africa. Maturity (Sappi fiscal years) 2023 2024 2025 2026 Thereafter South Africa Short-term notes SSA07 public bond SAA08 public bond Convertible bond Gross debt less cash Net South African debt Non-South African Securitisation (US$) Securitisation (€) IFRS 16 Leases OeKB term loan 1 OeKB term loan 2 (CAD) OeKB term loan 2 (€) Other bank debt (€) 2028 public bonds (€) 2026 public bonds (€) 2032 bonds (US$) IFRS adjustments Gross debt less cash Net non-South African debt Net group debt Amount US$ million Interest rates (local currencies) 8.20% 8.30% 9.25% 5.25% 4.50% 2.10% Various 2.30% 4.10% 1.50% 1.90% 3.63% 3.13% 7.50% 17 59 83 67 226 (86) 139 77 245 85 76 80 62 57 392 441 221 (20) 1,717 (694) 1,023 1,163 Fixed/ variable Variable Variable Fixed Fixed Variable Variable Mixed Fixed Fixed Fixed Variable Fixed Fixed Fixed 17 59 (86) (10) 19 18 13 10 57 83 83 77 245 18 59 13 10 (694) (577) (587) 423 505 36 36 473 540 The majority of our non-South African long-term debt is guaranteed by Sappi Limited, the group holding company. A diagram of the debt maturity profile for Sappi fiscal years is shown below: Debt maturity profile (US$ million) 500 400 300 200 100 0 2 2 3 3 8 3 8 7 5 6 7 2 4 5 6 4 6 1 4 7 6 4 2 4 2 2023 ■ Short-term 2024 ■ RCF ■ 2025 ■ Securitisation 2026 2027 2028 2029 2030 2032 ■ SSA SPH term debt 2021 Excludes IFRS 16 leases with and average time to maturity of approximately four years. 2019 2018 2020 2022 ■ ■ ■ ■ ■ Annual Integrated Report 2022 Sappi 139 67 0 67 0 12 13 10 8 13 10 441 29 27 21 392 221 (20) 670 670 1 2 2 (91) DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Chief Financial Officer’s report continued SECTION 5 continued Balance sheet continued Covenants Non-South African covenants Financial covenants apply to US$218.6 million of our non-South African bank debt, the €515 million RCF and the non-South African securitisation facility. In view of the uncertainty due to Covid-19, the non-South African banking group agreed in 2020 to suspend the measurement of financial covenants until September 2021. Covenant measurement commenced again with effect from the December 2021 quarter. The covenants applicable from December 2022 are described below and are calculated on a rolling last four quarter basis and must be met at the end of each quarter. • Ratio of group net debt to EBITDA: December 2022 March 2023 to December 2026 4.25 4.00 • Ratio of group EBITDA to net interest expense should not be less than 2.5:1. South African covenants Separate covenants also apply to the RCF of our Southern African business. These covenants are calculated on a rolling last four quarter basis and require that at the end of March and September each year, with regard to Sappi Southern Africa Limited and its subsidiaries: • The ratio of net debt to equity at the end of March and September is not greater than 65% • The ratio of EBITDA to net interest paid is not less than 2.5:1. Below we show that for the financial year ended September 2022 the group financial covenants were comfortably met. Non-South African covenants Net debt to EBITDA EBITDA to net interest South African covenants Net debt to equity EBITDA to net interest Sept 2022 Covenant 0.89 15.29 10.85% 13.10 <4.50 >2.50 <65% >2.50 In addition to the financial covenants referred to above, our bonds and certain of our bank facilities contain customary affirmative and negative covenants restricting, among other things, the granting of security, incurrence of debt, the provision of loans and guarantees, mergers and disposals and certain restricted payments. As regards dividend payments, in terms of the international bond indentures, any cash dividends paid may not exceed 50% of net profit excluding special items after tax and certain other adjustments, calculated on a cumulative basis. 140 Annual Integrated Report 2022 Sappi DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS Credit ratings Global Credit Ratings: South African national scale rating Sappi Southern Africa Limited: AA+ (za)/A1+(za)/Positive Outlook (June 2022). SECTION 5 continued Balance sheet continued Moody’s Sappi Corporate Family Rating: Ba2 /NP/Stable Outlook (May 2022). SPH debt rating: • 2028/2026 bonds: Ba2/Stable Outlook (May 2022) • 2032 bonds: B1/Stable Outlook (May 2022). S&P Global Ratings Corporate Credit Rating: BB-/B/Stable Outlook (July 2022). SPH debt rating: • 2026/2028/2032 bonds: BB- Stable Outlook (July 2022). Conclusion Fiscal 2022 was transformative as the group emerged with a significantly strengthened balance sheet following strong cash generated from operations and good working capital management. We were able to counter the sharp increase in input costs with selling price increases and in the process improve margins and capitalise on strong local demand in all our product segments. Strategically, the cost base in our packaging and speciality papers business benefited from the purchase of the Matane Mill in Canada. The announcement of the sale of the three graphics mills in Europe is further evidence of the advancement of our reduce our exposure to declining markets. strategy as we Thrive25 Macro-economic uncertainties are more pronounced, increasing volatility and reducing the accuracy of forecasting. Flexibility and agility in a capital-intensive business are difficult to manage, but the strength of the balance sheet offers greater options than before. Optimising systems and processes and successfully transferring the sold operations to the new owners will utilise a major portion of our internal resources but we have built a strong foundation to measure up to the challenges. Thrive25 The four key fundamentals of our given the significant progress accomplished during the current year. The short-term focus will be to maintain the strong balance sheet and improve operational efficiencies. The medium to longer term strategy will be to invest in growth opportunities and achieve our sustainability goals. strategy remain relevant and achievable Glen Pearce Chief Financial Officer 09 December 2022 Annual Integrated Report 2022 Sappi 141 DIVING DEEPER INTO OUR PERFORMANCE AND PROSPECTS ref lec t Only in still waters do things reflect undistorted. As a business, we take the time to reflect on our past actions – including assessing our relationship with our stakeholders, particularly our people – to understand more clearly where we have succeeded, where we could have done better and how we can continue to build sustainable competitive advantage. This investment in reflection enables us to calibrate the solutions we provide and our response to the world around us. As OneSappi, we understand that like dropping a stone into a pond creates outward ripples, in today’s interconnected world, our actions and decisions can have a significant impact. For example, our decarbonisation actions alone cannot bring the world to net zero, but they can have a ripple effect that influences and encourages others. Many people think of excellence as an upward journey, but at Sappi we view it as going round and round in ever-expanding, infinite waves. This view is reflected in the use of irregular waves which symbolise energy and unity used as a design element throughout this report and in the above image. Going forward, we will continue to focus on excellence with energy and clarity and unity of purpose. 142 Annual Integrated Report 2022 Sappi ref lec t Only in still waters do things reflect undistorted. As a business, we take the time to reflect on our past actions – including assessing our relationship with our stakeholders, particularly our people – to understand more clearly where we have succeeded, where we could have done better and how we can continue to build sustainable competitive advantage. This investment in reflection enables us to calibrate the solutions we provide and our response to the world around us. As OneSappi, we understand that like dropping a stone into a pond creates outward ripples, in today’s interconnected world, our actions and decisions can have a significant impact. For example, our decarbonisation actions alone cannot bring the world to net zero, but they can have a ripple effect that influences and encourages others. Many people think of excellence as an upward journey, but at Sappi we view it as going round and round in ever-expanding, infinite waves. This view is reflected in the use of irregular waves which symbolise energy and unity used as a design element throughout this report and in the above image. Going forward, we will continue to focus on excellence with energy and clarity and unity of purpose. Annual Integrated Report 2022 Sappi 143 Our leadership and executive management NON-EXECUTIVE DIRECTORS 3 6 9 12 1 4 7 10 2 5 8 11 EXECUTIVE DIRECTORS 13 14 144 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION * 9 Robertus Johannes Antonius Maria Renders (Rob Jan) (69) 1 Sir Nigel Rudd (75) Independent Chairman Qualifications: DL, Chartered Accountant Nationality: British Appointed: April 2006 Skills, expertise and experience: Sir Nigel Rudd has held various senior management and board positions in a career spanning more than 35 years. He founded Williams plc in 1982, one of the largest industrial holding companies in the United Kingdom (UK). Sir Nigel Rudd brings his expertise in finance, management, governance and leadership to the Sappi board. 2 Brian Richard Beamish (Brian) (65) Independent Qualifications: BSc (Mech Eng): HBS PMD Nationality: British and South African Appointed: March 2019 Skills, expertise and experience: Mr Beamish, a qualified mechanical engineer, brings more than 40 years’ experience in management, business and leadership in capital intensive industries to the board. 3 Michael Anthony Fallon (Mike) (64) Independent Qualifications: BSc Hons (First Class) Nationality: British Appointed: September 2011 * Skills, expertise and experience: Mr Fallon brings management and leadership experience that extends across a wide range of functions from research and development (R&D), human resources, finance, plant management, sales and marketing and supply chain to general management, including mergers and acquisitions. 4 James Michael Lopez (Jim) (63) Independent Qualifications: BA (Economics) Nationality: American Appointed: March 2019 Skills, expertise and experience: Mr Lopez brings his experience as the former President and CEO of Tembec Inc (2006 to 2017) a manufacturer of lumber, pulp, paper/ paperboard and speciality cellulose and a global leader in sustainable forest management practices. 5 Nkateko Peter Mageza (Peter) (67) Independent * Qualifications: FCCA (UK) Nationality: South African Appointed: January 2010 Skills, expertise and experience: Mr Mageza brings his knowledge and experience having held senior executive positions across a wide range of industries. 6 Zola Nwabisa Malinga (44) Independent Qualifications: BCom, CA(SA) Nationality: South African Appointed: October 2018 Skills, expertise and experience: Ms Malinga has extensive experience in investment banking, corporate finance and real estate and corporate governance, having held senior roles at various financial institutions. She is also the founder and Executive Director of Jade Capital Partners, a women-owned investment company. 7 Dr Bonakele Mehlomakulu (Boni) (49) Independent Qualifications: PhD (Chemical Engineering) Nationality: South African Appointed: March 2017 Skills, expertise and experience: With a PhD in chemical engineering, Dr Mehlomakulu has experience and expertise in innovation policy, management and leadership. 8 Mohammed Valli Moosa (Valli) (65) Independent Qualifications: BSc (Mathematics and Physics) Nationality: South African Appointed: August 2010 * Skills, expertise and experience: Mr Moosa has held numerous leadership positions across business, government, politics and civil society in South Africa and internationally. Mr Moosa has expertise in finance, general business and mining and is an international expert on sustainable development and climate change. Independent Qualifications: MSc (Mechanical Engineering), MDP Nationality: Dutch Appointed: October 2015 Skills, expertise and experience: Mr Renders currently serves as a business consultant and independent director and brings to the board his extensive experience in governance and leadership as well as operational expertise in manufacturing and packaging internationally. 10 Nkululeko Leonard Sowazi (59) Independent Qualifications: Master’s Degree in Urban Planning Nationality: South African Appointed: October 2022 Skills, expertise and experience: Mr Sowazi has over 30 years senior executive and investment management experience and has served on numerous boards of both listed and unlisted companies. Mr Sowazi has a strong commercial and entrepreneurial business track record and presents with an impeccable reputation in the market. 11 Louis Leon Von Zeuner (61) Independent Qualifications: BEcon (Economics) Nationality: South African Appointed: September 2022 Skills, expertise and experience: Mr von Zeuner holds a Bachelor of Economics from the University of Stellenbosch and is a Charted Director (SA). His role as board member, aside from the normal focus on strategy profitability and sustainability, is a key focus on governance status. Despite his role change from executive to non-executive Mr von Zeuner has been able to continue to play a leadership role in the activities of various organisations and contribute to growing the businesses. He is results driven and supports growing customer relationships. 12 Eleni Istavridis (65) Independent Qualifications: Bachelor of Arts (BA) (MBA) (MIA) Nationality: American Appointed: October 2022 Skills, expertise and experience: Ms Istavridis is a seasoned leader with international experience, including 17 years in the United States and 22 years in Asia in financial services and manufacturing. She has deep expertise in strategy, finance and global operations. Most recently she was Executive Vice President at Bank of New York Mellon as Head of Global Client Management for Asia and later Head of Investment Services, Asia Pacific. Earlier she served in a variety of senior leadership roles including: President and COO of Tristate, an Asia based manufacturer, and Managing Director at Bankers Trust Company. She is currently an independent board member of two public companies and has committee assignments focused on audit, financial policy, employees and public responsibility areas. 13 Stephen Robert Binnie (Steve) (55) Chief Executive Officer Qualifications: BCom, BAcc, CA(SA), MBA Nationality: British Appointed: September 2012 Skills, expertise and experience: Mr Binnie was appointed CEO of Sappi Limited in July 2014 and brings extensive experience in financial management, leadership, corporate activity and strategy to the role. 14 Glen Thomas Pearce (59) Chief Financial Officer Qualifications: BCom, BCom Hons, CA(SA) Nationality: South African Appointed: June 1997 Skills, expertise and experience: Mr Pearce joined Sappi Limited in June 1997 and was promoted to CFO and Executive Director of Sappi Limited in July 2014. Mr Pearce has extensive financial management experience, both locally and abroad. Sappi board committee memberships: Audit and Risk Committee Human Resources and Compensation Committee Nomination and Governance Committee Social, Ethics, Transformation and Sustainability (SETS) Committee * Committee Chairman Member of the Executive Committee. Annual Integrated Report 2022 Sappi 145 GOVERNANCE AND COMPENSATION       Our leadership and executive management continued EXECUTIVE MANAGEMENT 2 6 1 5 9 CORPORATE MANAGEMENT 10 14 11 15 146 Annual Integrated Report 2022 Sappi 3 7 12 16 4 8 13 GOVERNANCE AND COMPENSATION 1 Stephen Robert Binnie (Steve) (55) Chief Executive Officer Qualifications: BCom, BAcc, CA(SA), MBA Nationality: British Appointed: September 2012 Skills, expertise and experience: Mr Binnie was appointed CEO of Sappi Limited in July 2014 and brings extensive experience in financial management, leadership, corporate activity and strategy to the role. 2 Glen Thomas Pearce (59) Chief Financial Officer Qualifications: BCom, BCom Hons, CA(SA) Nationality: South African Appointed: June 1997 Skills, expertise and experience: Mr Pearce joined Sappi Limited in June 1997 and was promoted to CFO and Executive Director of Sappi Limited in July 2014. Mr Pearce has extensive financial management experience, both locally and abroad. 3 Marco Eikelenboom (55) Chief Executive Officer of Sappi Europe Qualifications: MS (Business Economics) Appointed: September 1992 Skills, expertise and experience: Mr Eikelenboom was appointed CEO of Sappi Europe on 01 April 2021. Mr Eikelenboom was previously Vice President Marketing and Sales for Graphic Papers and was integral in the successful restructure and refocus of Sappi’s European operations. 4 Michael George Haws (Mike) (59) Chief Executive Officer of Sappi North America Qualifications: BSc Paper Science and Engineering Appointed: January 2012 Skills, expertise and experience: Mr Haws brings his extensive industry leadership and strategy experience to the business. Mr Haws was integral to the development and execution of Sappi’s 2020Vision and the investments made in North America to grow the dissolving pulp and packaging and speciality papers businesses. 8 Gary Roy Bowles (62) Group Head Technology Qualifications: BSc (Electrical Engineering), GCC, PR Eng, PMD, EDP Appointed: November 1990 Skills, expertise and experience: Mr Bowles brings more than 30 years of experience with Sappi as well as expertise in engineering, research, manufacturing, project execution, operational and risk management to his role. 9 Maarten van Hoven (49) Group Head Strategy and Legal Qualifications: BProc, LLM (International Business Law) Appointed: December 2011 Skills, expertise and experience: As an admitted attorney of the High Court in South Africa, Mr van Hoven brings expertise in corporate, commercial and competition law, in the private and public sectors, as well as experience in mergers and acquisitions. 10 Richard Wells (52) Chief Executive Officer of Sappi Trading Qualifications: BCom (Accounting), BCompt Hons, CA(SA), GEDP, EDP Appointed: October 1997 11 Ami Mahendranath (54) Group Company Secretary Qualifications: BCom ACIS, Certificate in Corporate Governance Appointed: November 2017 12 Tracy Wessels (47) Group Head Investor Relations and Sustainability Qualifications: PhD (Organic Chemistry), PMD Appointed: January 2021 13 Andre Oberholzer (55) Group Head Corporate Affairs 5 Alexander van Coller Thiel (Alex) (61) Qualifications: BCom (Law), Strategic Communication Management Professional (SCMP®) Chief Executive Officer of Sappi Southern Africa Qualifications: BSc (Mechanical Engineering), MBA (Financial Management 14 Louis Kruyshaar (52) Executive Vice-President of Sappi Biotech Qualifications: BTech (Pulp and Paper), BEng (Chemical Engineering), MBA, EDP 15 Marjorie Boles (51) Chief Information Officer Qualifications: BA (Economics and Mathematics), MBA (Entrepreneurship) 16 Jörg Pässler (61) Group Treasurer Qualifications: B.Com (Hons) Cum Laude, M. Com, H. Dip. Tax, CAIB (SA), FT Non-Executive Director Diploma and Information Technology) Appointed: December 1989 Skills, expertise and experience: Mr Thiel has a long history with Sappi. His experience and expertise includes marketing, logistics, procurement, strategy and operations across Europe and Southern Africa. 6 Fergus Conan Salvador Marupen (Fergus) (57) Group Head Human Resources Qualifications: BA Hons (Psychology), BEd (Education Management), MBA (Stellenbosch), LCOR (Stanford University) Appointed: March 2015 Skills, expertise and experience: Mr Marupen’s experience across a variety of industries in South Africa enables him to offer insight into human resources, governance and management, among many other fields. 7 Mohamed Iqbal Mansoor (55) Executive Vice President of Sappi Pulp Qualifications: BSc (Chemistry and Mathematics), BSc Hons (Chemistry), MBA Appointed: August 1991 Skills, expertise and experience: Mr Mansoor’s expertise includes contract negotiation and management, supply chain management, strategic planning, sales management, key account management, dissolving pulp, international logistics and technical application support. Sappi board committee memberships: Social, Ethics, Transformation and Sustainability (SETS) Committee Member of the Executive Committee. Member of the Group Management Committee. Annual Integrated Report 2022 Sappi 147 GOVERNANCE AND COMPENSATION                                             Our leadership and executive management continued Sappi Europe lead team 1. Marco Eikelenboom (55) 5. Flavio Froehli (51) Chief Executive Officer MS (Business Economics) 2. Stephen Blyth (48) VP and Chief Financial Officer BCom Hons, CA (SA), H Dip Tax (Law) 3. Steffen Wurdinger (62) VP Manufacturing and Technology MS (Paper Technology Engineering), Dr.-Ing (specialisation in CTMP) 4. Rainer Neumann (60) VP Human Resources MS Industrial Relations & Human Resources/ MS Administrative Sciences VP Marketing & Sales Master of Business Administration (MBA) 6. Hannes Boner (59) VP General Counsel lic iur, DHEE, Admitted Attorney 7. Jan Sander Van Tuijl (46) VP Supply Chain & Procurement MSc in Forestry and Wood Science 8. Louis Kruyshaar (52) VP Innovation and Biotech B.Eng (Chemical Engineering), MBA 1. Mike Haws (59) 4. Deece Hannigan (60) President and CEO BS in Paper Science and Engineering 2. Anne Ayer (57) Vice President, Pulp Business and Supply Chain MBA from Stanford University and a BA in Psychology from Harvard 3. Beth Cormier (59) Vice President Research, Development and Sustainability BS in Engineering Physics from University of Maine and an MBA from Boston University Vice President Graphics, Packaging and Specialties Graduate of North Carolina State University with a BA in Political Science 5. Annette Luchene (60) Vice President and Chief Financial Officer MBA from Loyola University of Chicago and a BS in Accounting from Northern Illinois University 6. Sarah Manchester (57) Vice President, Human Resources and General Counsel BA in History from Dartmouth College and a JD from Cornell Law School 7. Mike Schultz (58) Vice President, Manufacturing BS in Paper Science and Engineering from the University of Wisconsin, Stevens Point 3 6 1 4 7 2 5 8 Sappi North America lead team 2 5 3 6 1 4 7 148 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION Sappi Southern Africa Executive Committee 3 7 1 5 8 2 6 9 4. Mpho Lethoko (40) General Manager Communications of Sappi Southern Africa BA (Corporate Communications), PGDip (General Management), MBA 5. Beverley Sukhdeo (55) Vice President Manufacturing, R&D and Engineering of Sappi Southern Africa BSc (Chemistry), DBA 6. Naresh Naidoo (51) Chief Procurement Officer of Sappi Southern Africa BSc (Chemical Engineering), MBA 7. Graeme Wild (50) Vice President Sales and Marketing of Sappi Southern Africa BSc (Forestry), MBA 8. Duane Roothman (50) Vice-President of Sappi Forests BSc (Forestry), MBA 9. Morgan Moodley (54) Vice President Supply Chain B-Compt (AGA SA) 4 1. Alex Thiel (61) Chief Executive Officer of Sappi Southern Africa BSc (Mechanical Engineering), MBA (Financial Management and Information Technology) 2. Fergus Marupen (57) Group Head Human Resources of Sappi Limited BA Hons (Psychology), BEd (Education Management), MBA, LCOR 3. Pramy Moodley (46) Chief Financial Officer of Sappi Southern Africa BAcc, CA(SA), PMD Annual Integrated Report 2022 Sappi 149 GOVERNANCE AND COMPENSATION Corporate governance Sappi is committed to the highest standards of corporate governance, which form the foundation for the long- term sustainability of our company and creation of value for our stakeholders. Good governance at Sappi contributes to living our values through enhanced accountability, a transparent and ethical culture, strong risk management, a focus on effective control of the business, legitimacy and good performance. Governance is one of our key enablers to unlocking and protecting value, as we optimise the use of our capitals, address our key risks while taking advantage of exciting opportunities (see Risk management on page 46), while minimising the negative impacts of trade-offs that have to be made, as set out in the presentation of Our key material issues on page 78. The group endorses the recommendations contained in the King Code of Governance™ for South Africa 2016 (King IV) and applies the various principles in the achievement of the following good governance outcomes. An application register of how Sappi applies the King IV principles is provided on the group’s website (www.sappi.com) The group is listed on the JSE Limited and complies in all material respects with the JSE Listings Requirements, regulations and codes. THE BOARD OF DIRECTORS The basis for good governance at Sappi is laid out in the board charter, which sets out the division of responsibilities between the board and executive management. The board creates and protects sustainable value by collectively determining strategies, approving major policies and plans, taking responsibility for risk management, and providing oversight as well as monitoring, to help to ensure accountability. The board is comfortable that the board charter ensures a clear division of responsibilities between management and the board and that no director has unfettered authority. The board confirms its compliance with the Companies Act and that the company is operating in conformity with its Memorandum of Incorporation. The board is satisfied that it has fulfilled its responsibilities in accordance with its charter for the reporting period. For further information about the board and the board charter please refer to www.sappi.com 98% OVERALL COMMITTEE ATTENDANCE THE SAPPI BOARD AND DIVERSITY Sappi operates globally and across a variety of markets, jurisdictions and cultures, requiring a diverse mix of experience, skills, gender, age and backgrounds. It is important that our board composition reflects this diversity, both in a South African context as well as globally. Diversity gives Sappi access to an increased range of talent, which helps to provide insight into the needs and motivations of a broader stakeholder base. Board experience (%) Sappi’s board members have experience across multiple industries and leadership roles 100 80 60 40 20 0 100 58 58 67 58 58 33 33 42 25 Sustain- ability HR and transform- ation Global, multi- national M&A Finance, accounting and banking Forestry, pulp, paper and packaging Manufacturing, industrial and mining CFO roles Chairman roles CEO/ executive director roles 150 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION The composition of the board and attendance at board and committee meetings and the AGM is set out below for the period 27 September 2021 to year ended 02 October 2022: Board Board committees AGM Name Audit and Risk Nomination and Governance Human Resources and Compensation % attendance during tenure SETS s e v i t u c e x e - n o n t n e d n e p e d n I BR Beamish MA Fallon JM Lopez NP Mageza ZN Malinga B Mehlomakulu MV Moosa RJAM Renders Sir Nigel Rudd JE Stipp L Von Zeuner s e v i t u c e x E SR Binnie (CEO) GT Pearce (CFO) 100 100 100 100 100 100 85 100 100 83 100 100 100 Lead director   Appointed 01/09/2022   Committee member (present)   Resigned 09/02/2022 Chairman   Ex officio   Absent   By invitation   Attendance by committee members I Total possible attendance by committee members I % of attendance by board and committee members Board and committee attendance for the period October 2021 to September 2022 DIRECTORS’ INDEPENDENCE (%) DIRECTORS’ AGES (%) DIRECTORS’ TENURE (%) DIVERSITY (%) 17 8 17 8 33 2022 2022 17 42 2022 50 2022 83 ■ ■ Independent non-executive Executives ■ ■ 58 40s 50s ■ ■ 60s 70s ■ ■ 0-3 years 3-10 years ■ Over 10 years 67 ■ ■ Diverse Other Annual Integrated Report 2022 Sappi 151 GOVERNANCE AND COMPENSATION STAKEHOLDER COMMUNICATION The board is responsible for presenting a balanced and understandable assessment of the group’s position in reporting to stakeholders. The group’s reporting addresses material matters of significant interest and is based on principles of openness and substance over form. The reporting includes information on key trade-offs that have to be made. Various policies have been developed to guide engagement with Sappi’s stakeholders such as the Group Stakeholder Engagement policy and Group Corporate Citizenship policy on www.sappi.com/policies has a policy addressing alternate dispute resolution (ADR) and relevant ADR clauses are generally included in contracts with customers and suppliers. There have been no requests for information for the period under review in terms of the Promotion of Access to Information Act (South African legislation). Sappi See Our key relationships on page 54 for more information. Corporate governance continued STRATEGIC FOCUS AREAS In addition to the standard items on the board’s agenda, the 2022 focus areas included: • Oversight of progress in executing the • Deep dives into the following topics: strategic plan Thrive25 – – – project to introduce wet strength label paper at Gratkorn Mill as part of the strategic reduction in exposure to graphic papers and growth of packaging and speciality papers business in Sappi Europe shipping and supply chain challenges dissolving pulp business, including the Saiccor Mill expansion project and external overviews of global and regional economies and related developments • Long-term debt refinancing and covenants • Consideration of: paying a dividend, a share repurchase, and secondary listing alternatives • Review of risks and opportunities related to carbon emissions, the reduction of Sappi’s carbon footprint and climate change, in line with the Task Force on Climate-related Financial Disclosures (TCFD) recommendations, the link to Sappi’s SBTi’s, as well as Sappi’s ESG disclosures • Sappi Southern Africa transformation and succession planning, training and development • Review of mill shuts and the project management process • Review of regional market peculiarities, performance, opportunities and challenges • A review of the Code of Ethics refresh and related policies • An update on cyber security and management’s mitigations • Appointment of the new sponsor (RMB). All the top risks as well as emerging risks have been focused on by the board during 2022. The following areas will receive specific focus by the board in 2023: • Oversight of progress in achieving the • Project management and oversight for large capital projects, including the Somerset strategic plan Thrive25 Mill PM2 conversion and expansion • Promoting and enabling innovation • Review of the development of the furfural pilot plant at Saiccor Mill • Consideration of additional diversification of assets • Increased focus on the responsibility of the board in responding to climate change including the monitoring of progress towards the company’s 2030 scienced-based decarbonisation targets and capital allocation plan • Oversight of HR’s project to upgrade HR system technology. INDUCTION AND TRAINING OF DIRECTORS • Following appointment to the board, directors receive induction and all directors receive training tailored to their individual needs, when required • RMB (sponsor) provided training to the board on governance topics, such as directors’ liability, price sensitivity, dealing in securities. 152 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION SAPPI BOARD AND MANAGEMENT COMMITTEES Board and management committees have been established and are discussed from pages 144 to 150. Board of directors • Strategic leadership and guidance • The board delegates certain oversight responsibilities to board committees • Ultimate oversight, accountability and responsibility • The board assigns responsibilities for management of the group to the CEO. Sappi’s board committees create and maintain sustainable value by focusing on these key areas: Audit and Risk Committee Nomination and Governance Committee Human Resources and Compensation Committee Social Ethics, Transformation and Sustainability Committee • Financial and sustainability • Board size, composition systems and reporting and diversity • Risk management • Compliance and ethics • Combined assurance • • Internal and external audit Information technology (IT) governance. • Selection and recruitment of directors • Evaluation of board performance • Corporate governance developments. • Directors’ remuneration • Succession planning • Remuneration policy • Incentive schemes • Labour and industrial relations management. • Group corporate citizenship • Ethics • Environment • Safety • Broad-based black economic empowerment. Executive Committee • Executive directors (CEO and CFO) • Other senior executives • Execute strategic decisions approved by the board. Disclosure Committee Control and Assurance Committee (CAC) Accounting Standards Committee Treasury Committee Taxation Committee Global Business Systems Council Group Risk Management Committee IT Steering Committee Project Steering Committees Sustainability Councils Global Brand Council Technical Committees Management committees C O M P E N S A T O N I G O V E R N A N C E A N D Annual Integrated Report 2022 Sappi 153 GOVERNANCE AND COMPENSATION Corporate governance continued Audit and Risk Committee – Peter Mageza Chairman BOARD COMMITTEES The board has established committees to assist it to discharge its duties. The committees operate within written terms of reference set by the board. Membership details at September 2022 NP Mageza – Chairman RJAM Renders ZN Malinga B Mehlomakulu L von Zeuner Key roles and responsibilities The Audit and Risk Committee consists of five independent, non-executive directors. The committee assists the board in discharging its duties with oversight of: • Safeguarding and efficient use of assets • The risk management function, including a special focus on business continuity • Information and technology risks, related controls and governance. A focus area was the increasing threats of cyber attacks and security in the operational technology area • Non-financial risks and controls, including obtaining additional external ESG assurance • Operation of adequate systems and control processes • The integrity of financial information and the preparing of accurate financial reports in compliance with applicable regulations and accounting standards • The certification process implemented by management to support the CEO and CFO confirmation of the fairness of the Annual Financial Statements and the system of internal control over financial reporting, required by section 3.84(k) of the JSE Limited Listings Requirements (see the Directors’ approval on page  consideration of the evaluation report, including identified control deficiencies and management’s remedial actions, as well as compensating measures and assurance from other sources in the combined assurance framework 1 of the 2022 Group Annual Financial Statements). This included • The quality and transparency of sustainability information included in the Annual Integrated Report • Compliance with the group’s Code of Ethics and external regulatory requirements • The external auditors’ qualifications, experience, independence and performance • The performance of the internal audit function, this included review of the results of the Internal Quality Assurance Review performed during 2022 • The performance of the finance function • Taxation policies, congruent with responsible corporate citizenship • An internal review of the committee’s operating effectiveness and performance every two years by way of an assessment with feedback being provided to the board. 154 Annual Integrated Report 2022 Sappi Strategic focus areas The Audit and Risk Committee helped to create and protect value by providing oversight and guidance for a wide range of topics, including the following areas related to Sappi’s strategy: • Governance and risk aspects of projects to accelerate the group’s ability to take advantage of opportunities in higher margin growth segments, such as in dissolving wood pulp, packaging and speciality papers, the biotech and renewable energy fields • Cyber security incidents • Business continuity arrangements, including disruptions to warehousing, logistics and supply chain • Regulatory compliance with global privacy legislation, such as POPIA and GDPR. Areas of oversight for the committee in 2023 will be: • Additional focus on business continuity plans • Revised reporting for ESG matters and procedures for financial reporting attestations • Emerging IT risks • Capital, IT, and business projects governance For more information refer to the Audit and Risk Committee report in our Annual Financial Statements on www.sappi.com/annual-reports The Audit and Risk Committee confirms that it has received and considered sufficient and relevant information to fulfil its duties, as set out in the Audit and Risk Committee report. The external and internal auditors attended Audit and Risk Committee meetings and had unrestricted access to the committee and Chairman. The external and internal auditors met privately with the Audit and Risk Committee during 2022. Mr Mageza is the Chairman and designated financial expert of the Audit and Risk Committee. The committee is satisfied that it has fulfilled its responsibilities as set out in its terms of reference. 100% overall committee attendance rate Stakeholders The Audit and Risk Committee has helped to create and protect value for the following stakeholders: employees, customers, shareholders and regulators. See Our key relationships for 54. further details on page Risks The Audit and Risk Committee has focused on all of the top 10 risks: 1/ Safety 2/ Cyber security 3/ Sustainability expectations 4/ Supply chain disruption 5/ Climate change 6/ Evolving technologies and consumer preferences 7/ Cyclical macro-economic factors 8/ Uncertain and evolving regulatory landscape 9/ Employee relations 10/ Liquidity For further details see Risk management on page 46. Annual Integrated Report 2022 Sappi 155 GOVERNANCE AND COMPENSATION GOVERNANCE AND COMPENSATION Corporate governance continued Nomination and Governance Committee 100% overall committee attendance rate – Sir Nigel Rudd Chairman Membership details: at September 2022: ANR Rudd – Chairman MV Moosa MA Fallon Stakeholders The Nomination and Governance Committee has helped to protect value primarily for the following stakeholders: shareholders and regulators. See Our key relationships on page 54 for further details. Risks The Nomination and Governance Committee focused on governance, independence, and composition of the board, board committees and executive management positions to effectively address all material risks facing the company including all the top 10 risks. See Risk management on page 46 for further details. Key roles and responsibilities The Nomination and Governance Committee consists of three independent directors. The committee considers the leadership and governance requirements of the company including a succession plan for the board. The committee identifies and nominates suitable candidates for appointment to the board in line with Sappi’s policy on the promotion of gender and race diversity at board level, for board and shareholders’ approval. The committee considers the independence of candidates as well as directors. The committee makes recommendations on corporate governance practices and disclosures, and reviews compliance with corporate governance requirements. The committee has oversight of appraising the performance of the board and all the board committees. The results of this process and recommended improvements are communicated to the chairman of each committee and the board. The committee had oversight of the actions to implement the policy on broader diversity at board level. The functioning and performance of Sappi’s board and board committees were assessed internally in 2022 and established that the board and board committees functioned well. Certain deep dives and additional training from the sponsor (RMB) were arranged during 2022. Strategic focus areas The Nomination and Governance Committee helped to protect value by providing oversight and guidance in 2022 over: • Corporate governance • Tone at the top • Succession plans for senior executives and the board with a focus on board composition and chairmanships • The Promotion of Broader Diversity at Board Level policy, which includes diversity indicators • Assessment of the board and board committee performance • Rotation and replacement of directors • Reviewed the Sappi Limited directors shareholdings and dealings in securities • Oversight of the appointment of replacements for direct reports to the CEO. A focus area for 2023 will be onboarding the new directors. The committee is satisfied that it has fulfilled its responsibilities as set out in its terms of reference. 156 Annual Integrated Report 2022 Sappi Human Resources and Compensation Committee 100% overall committee attendance rate – Mike Fallon Chairman Key roles and responsibilities The Human Resources and Compensation Committee consists of five independent directors. The responsibilities of the Human Resources and Compensation Committee are, among others, to provide oversight of the group’s human capital, determine the group’s human resource policy and strategy, assist with the hiring, and setting of terms and conditions of employment of executives, the approval of retirement policies, and succession planning for the CEO and management. The committee ensures that the compensation philosophy and practices of the group, including the CEO’s performance objectives, are aligned to the group’s strategy and performance goals. It reviews and agrees the various compensation programmes and in particular the compensation of executive directors and senior executives as well as employee benefits. It also reviews and agrees to executive proposals on the compensation of non-executive directors for approval by the board and ultimately by shareholders. The committee is updated on the industrial relations climate, training initiatives and engagement survey results and action items. Thrive25 Strategic focus areas The 2021 report was supported at the Annual General Meeting on 9 February 2022 with a vote of 83.5% on the remuneration policy and 84.4% on the implementation report. This has been a significant endorsement by the shareholders in relation to our ongoing commitment to good governance and disclosure. Apart from its normal annual workplan, the key focus for the committee was on the following: • Monitoring the implementation of return of capital employed (ROCE) as a measure in our short-term incentive plan from 2022, replacing working capital • Monitoring of a voluntary minimum shareholding requirement for all prescribed officers to be achieved by December 2025 • Disclosure of the vested performance share plan award as part of the total remuneration in line with best practice • ESG targets are included in the personal objectives of all senior managers • Executive (HRL 19+) gender diversity target (the target for 2025 is 23%, actual performance in 2022 was 22%) • The HR investor roadshow with major shareholders • Oversight on key succession transitions across all regions, and • Re-evaluation of the retirement age. The strategic focus areas for the committee in 2023: • Key activities for the committee in 2023 will be, inter alia, consideration of the report on SSA skills requirements Thrive25 • Oversee the implementation of the human resources • Approval of the remuneration and bonuses for executive directors and senior plan management The committee is satisfied that it has fulfilled its responsibilities as set out in its terms of reference. See the Remuneration report on page 168 for more information. Annual Integrated Report 2022 Sappi 157 Membership details at September 2022: MA Fallon – Chairman NP Mageza RJAM Renders BR Beamish ANR Rudd Stakeholders The Human Resources and Compensation Committee has helped to protect value primarily for the following stakeholders: employees, shareholders and regulators See Our key relationships on page report on page details. 54 and the Remuneration 172 for further Risks The Human Resources and Compensation Committee has focused on the following of the top 10 risks: 1/ Safety 2/ Cyber security 3/ Sustainability expectations 5/ Climate change 6/ Evolving technologies and consumer preferences 7/ Cyclical macro-economic factors 8/ Uncertain and evolving regulatory landscape 9/ Employee relations See Risk management on page 46 for more information. GOVERNANCE AND COMPENSATION GOVERNANCE AND COMPENSATION Corporate governance continued Social, Ethics, Transformation and Sustainability Committee Membership details at September 2022 MV Moosa – Chairman SR Binnie B Mehlomakulu BR Beamish JM Lopez – Valli Moosa Chairman Key roles and responsibilities The Social, Ethics, Transformation and Sustainability (SETS) Committee comprises four independent non-executive directors, and the CEO. A 93% attendance record was achieved by Board Committee members for 2022. Other Executive and Group Management Committee members attend SETS Committee meetings by invitation. It should be noted that a number of other non-executive directors attend SETS Committee meetings ex officio. The chairmen of the Audit and Risk Committee and SETS Committee attend each other’s committee meetings to avoid unnecessary repetition of discussions. The committee's mandate is to oversee the group’s sustainability strategies, activities addressing climate change, ethics management, good corporate citizenship, labour and employment practices, as well as its contribution to social and economic development and, with regards to the group’s South African subsidiaries, the strategic business priority of transformation. The committee monitors progress towards and ensures that appropriate programmes are implemented to achieve the company’s sustainability targets. The committee regularly reviews targets to ensure that they are both relevant to our operating context and reflective of an appropriate level of ambition. As ESG (environment, social and governance) reporting and disclosures become increasingly important to stakeholders and aligning with our strategic imperative to enhance trust, the committee is mandated to oversee the company’s public disclosures ensuring that reporting is aligned with appropriate global standards and compliant with regulatory requirements. The SETS Committee is supported by the Global Sustainability Council as well as by regional Sustainability Committees in dealing with day-to-day sustainability issues and helping to develop and entrench related initiatives in the business. 158 Annual Integrated Report 2022 Sappi Strategic focus areas In 2022 the committee provided oversight of: • Sappi’s social and economic development standing (UNGC and OECD) • Safety initiatives • Approval of a climate change strategy • Progress on climate action aligned with the Task Force on Climate-related Financial Disclosures (TCFD) • Validation of 2030 science-based decarbonisation targets for the group by the Science Based Targets initiative (SBTi) • Approval of capital allocation plan required for the science-based decarbonisation targets • Progress on implementation of sustainable procurement initiatives (supplier code of conduct and onboarding of suppliers to the EcoVadis platform) • External assurance on Group LTIFR, Scope 1 and Scope 2 emissions, certified fibre, waste to landfill and water extraction for the South African region • Trade-offs between: – – productivity and safety advantages of mechanisation and the social and human capital implications financial and natural capitals relating to the use of coal versus other renewable energy fuels for our heating requirements. This included further reductions in the group’s carbon footprint • Sappi Southern Africa’s performance against the applicable BBBEE legislation, the EE Act and the Forestry Charter, including unfair discrimination and equality policy • Other ESG focus areas. The committee is satisfied that it has fulfilled its responsibilities as set out in its terms of reference. The committee will provide oversight of the following strategic business areas in 2023 : • TCFD developments • Development of an approach to nature related disclosures aligned with the Taskforce on Nature-related Financial Disclosures (TNFD) • Progress towards science based targets and the climate change strategy • Review emerging global sustainability disclosure standards and implement changes to group annual reporting as appropriate Thrive25 • Progress towards sustainability targets and realignment of targets as appropriate to account for the divestment of three European mills in FY2023 • Production efficiencies and events • Consideration of feedback about the changes in the safety culture at operating units • Review and approve the social media policy, as part of the making use of media developments and opportunities. See the SETS report on page https://www.sappi.com/2025-global-sustainability-targets 192 and Our global sustainability goals at 93% overall committee attendance rate Stakeholders The SETS Committee has a broad spread of stakeholders for which it helps to protect (or create) value: suppliers, customers, employees, regulators, shareholders and society. See Our key relationships on 54 for further details. page Risks The SETS Committee has focused on the following of the top 10 risks: 1/ Safety 3/ Sustainability expectations 4/ Supply chain disruption 5/ Climate change 6/ Evolving technologies and consumer preferences 7/ Cyclical macro-economic factors 8/ Uncertain and evolving regulatory landscape 9/ Employee relations See Risk management on page 46 for further details. Annual Integrated Report 2022 Sappi 159 GOVERNANCE AND COMPENSATION Corporate governance continued MANAGEMENT COMMITTEES The board assigns responsibility for the day-to-day management of the group to the CEO. To assist the CEO in discharging his duties, a number of management committees have been formed. Some of these committees also provide support for specific board committees. The management committees are a key component of Sappi’s second line of defence and assurance. See page 164 for additional details of Sappi’s approach to risk, controls and assurance. Executive Committee Disclosure Committee This committee comprises executive directors and senior management from Sappi Limited as well as the CEOs of the three main regional business operations, and the dissolving wood pulp business. The CEO has assigned responsibility to the Executive Committee for a number of functional areas relating to the management of the group, including the development of policies and alignment of initiatives regarding strategic, operational, financial, governance, sustainability, social and risk processes. The Executive Committee meets at least five times per annum. All key topics discussed at board level are subject to review and discussions by the Executive Committee. The Disclosure Committee comprises members of the Executive Committee and senior management from various disciplines. Its objective is to review and discuss financial and other information prepared for public release. It is the ultimate decision-making body, apart from the board, with regards to disclosure. The Treasury Committee meets monthly to assess financial risks on treasury-related matters. Specific focus areas in 2022 related to: • Ensuring sufficient group liquidity with the renewal to 2027 of the €515 million and R2.0 billion revolving credit facilities at Sappi Papier Holding (SPH) and Sappi Southern Africa respectively. For the first time these facilities now also include sustainability KPIs • Renegotiation of financial covenants as the covenant suspension period agreed during the Covid-19 Treasury Committee pandemic came to an end. Key focus areas in 2023 will be: • The effective management of cash and interest costs due to rising interest rates • Repurchasing debt with surplus cash will reduce gross debt and therefore interest charges. All debt maturities will be considered for cash settlement rather than refinancing • The SPH securitisation programme has to be renewed for another three-year term. Taxation Committee The Taxation Committee meets monthly to discuss and address global taxation matters. The main focus areas of the committee for 2022 included: • Tax accounting and reporting • Tax compliance including transfer pricing and BEPS reporting • Tax audits and international mitigation measures to avoid double taxation • Tax implications of strategic projects • New tax legislation. These topics will continue to receive oversight from the committee in 2023. Project Steering Committees For key strategic projects, steering committees are established to oversee successful execution of the project. Technical Committees The Technical Committees focus on global technical alignment, performance and efficiency measurement as well as new product development. 160 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION Group Risk Management Committee The committee is known as the group risk management team (GRMT) and is mandated by the board to establish, co-ordinate and drive the risk management process throughout Sappi. It has established a risk management system to identify and manage significant risks. The GRMT reports regularly on risks to the Audit and Risk Committee and the board. Risk management software is used to support and report upon the risk management process. During 2022 key initiatives included operationalisation of the group’s risk appetite and tolerance framework, dashboard summarising group risks and trends. Group business continuity plan guidelines were drafted, reviewed and approved. In 2023 the GRMT will review policy, procedures and assurance, and provide oversight of business units updating of their business continuity plans to address business continuity risk. Control and Assurance Committee The Control and Assurance Committee (CAC) is supported by the internal control function and multi-disciplinary combined assurance workgroups and provides regular oversight and guidance to the business on internal controls and combined assurance for financial, strategic and operational risks. The committee is accountable to the group risk management team (GRMT) and the Audit and Risk Committee. IT Steering Committee The IT Steering Committee, assisted operationally by the Group IT Council (GITCO), promotes IT governance throughout the group and is the highest authority responsible for this aspect of Sappi’s business, apart from the board. The committee has a charter approved by the Audit and Risk Committee and the board. An IT governance framework has been developed and IT feedback reports are presented to the Audit and Risk Committee and the board. Sappi IT has implemented a standardised approach to IT risk management through a group-wide risk framework supported by the use of risk management software. The committee has helped to create value for shareholders in 2022 by its oversight of: • Preparations and support for major strategic projects to drive operational excellence in manufacturing, sales, supply chain and finance and logistics among other functions • The digital strategy and governance model to drive innovation at scale across all divisions • Expansion of the group security function, the additional security resource capacity and cyber skills incubator • The framework to evaluate third-party IT security risks • Due diligence for a cloud-based security strategy • The operationalisation of the global operational technology (OT) security methodology. A significant part of the IT Steering Committee’s responsibility is to monitor and direct Sappi’s Information and cyber security activities. The board’s Audit and Risk Committee oversees these activities and its membership consists entirely of independent non-executive directors. Security matters are shared and discussed with the board at least quarterly. Sappi did experience a minor breach of non-critical information in May 2022. The hackers were timeously detected and removed from the network without operational impact. Sappi does have cyber risk insurance. Sappi’s internal IT audit team undertakes reviews of information and cyber security. Oversight by the committee will continue in 2023 for these IT initiatives, as well as: • Support for new business priorities to address evolving market conditions in alignment with Thrive25 priorities • Additional security improvements including enhanced recovery capabilities, global OT security standards, central vulnerability management, and further smart partnerships to extend security best practices and capacity Infrastructure simplification through further global harmonisation opportunities. • Annual Integrated Report 2022 Sappi 161 GOVERNANCE AND COMPENSATION Corporate governance continued Global Business Systems Council This council meets monthly to provide direction for strategic business improvement projects, in particular, OneSappi harmonisation initiatives, and effective use of resources. Sustainability Council The Sappi Group Sustainability Council leads on all sustainability related policies and practices and provides support to the SETS Committee. Members meet quarterly to report progress against sustainability goals and key initiatives, share best practices, and exchange information on emerging issues. Members review regional information for various disclosure mechanisms, including the CDP’s climate change, forests and water programmes and the annual group Sustainability Report. Key focus areas for 2022 included: • Oversite and review of the • Sappi’s climate change strategy and action plans including: sustainability targets Thrive25 – – – alignment of Sappi’s decarbonisation roadmap with the Science Based Targets initiative (SBTi) assessment, and improvement, of our resiliency to risks and opportunities posed by climate change, as framed by the Task Force on Climate-related Financial Disclosures (TCFD) integration of decarbonisation and sustainability metrics in capital investment procedures • Sustainable procurement, roll out of EcoVadis to our top suppliers • Social Impact strategy for South Africa • Identifying collaboration opportunities to further Sappi’s sustainability objectives and leverage Sappi expertise to contribute to the SDGs. Brand Council This council co-ordinates Sappi’s brand communication programme, monitors brand performance and ensures effective brand management to enhance Sappi’s reputation. 162 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION ENSURING LEADERSHIP THROUGH ETHICS AND INTEGRITY Sappi is committed to doing business the right way. Trust is created by operating from a commonly accepted set of values, enhancing and protecting our reputation. We require our directors and employees to act with integrity, to be courageous, to make smart decisions and to execute with speed, in all transactions and in their dealings with all business partners and stakeholders. Code of Ethics: Legal compliance programme: Our values underpin the group’s Code of Ethics and commit the group and its employees to sound business practices and compliance with applicable legislation, which help to promote legitimacy. All new employees receive training on the Code of Ethics and related topics, such as anti-bribery and corruption and anti-competitive practices, as part of onboarding. Refresher training was provided to all employees on the Code of Ethics  in 2021. A group Supplier Code of Conduct has been developed to help ensure that Sappi’s values and ethical standards are clearly understood and supported by all our suppliers, their first-tier suppliers and other stakeholders. Actions are taken against employees and suppliers who do not abide by the spirit and provisions of our code. This includes termination of contractual arrangements, and criminal actions. See www.sappi.com for the Code of Ethics The programme is designed to increase awareness of, and enhance compliance with, applicable legislation in place. The group compliance officer reports twice per annum to the Audit and Risk Committee. Sappi’s legal compliance programme has been boosted by: • The implementation of legal compliance software including Exclaim for Sappi Southern Africa, GEORG Compliance Management for the German mills, and Policy Passport for group policies and procedures • The provision of online training to employees across the group on relevant core legal compliance topics • The use of software tools and the related training and online learning is helping to create and protect value primarily for employees, customers, shareholders and regulators. Conflict of interests: Insider trading: The company has a code of conduct for dealing in company securities and follows the JSE Limited Listings Requirements in this regard. For further information see the Insider trading section of the Code of Ethics which can be found at www.sappi.com The group has a policy that obliges all employees to disclose any interest in contracts or business dealings with Sappi to assess any possible conflict of interest. The policy also dictates that directors and senior officers of the group must disclose any interest in contracts as well as other appointments to assess any conflict of interest that may affect their fiduciary duties. During the year under review, apart from that disclosed in the financial statements, none of the directors had a significant interest in any material contract or arrangement entered into by the company or its subsidiaries. For more information on how Sappi addresses conflict of interest please see the Preventing fraud and corruption section of the Code of Ethics at www.sappi.com Reporting on compliance and ethics concerns Sappi employees and stakeholders can report any potential illegal or non-compliant behaviour they observe directly to senior management, internal audit or legal counsel, or alternatively, report anonymously, via telephone or an online form. Whistle- blower ‘hotlines’ have been implemented in all the regions in which the group operates. The hotline service, operated by independent service providers, enables all stakeholders to anonymously report environmental, safety, ethics, accounting, auditing, control issues or other concerns. Retaliation against whistle-blowers is not tolerated. The follow-up on all reported matters is co-ordinated either by legal counsel or internal audit and reported to the Audit and Risk Committee. The majority of calls and ethics reports received related to the Southern African region. Please refer to the whistle-blower hotline and ethics report graphs for information on the number of hotline calls per 1,000 employees, the categories of hotline calls and ethics reports, and the outcome of the investigations. The hotline report rates, categories of reports and outcomes of cases broadly align with international whistle-blower benchmark data. For more information, see the Reporting and whistle-blowing section of the Code of Ethics, at www.sappi.com Annual Integrated Report 2022 Sappi 163 GOVERNANCE AND COMPENSATION Corporate governance continued Hotline report rate per 1,000 employees per annum 3 4 . 9 3 . 4 3 . . 0 4 0 3 . 5.0 4.0 3.0 2.0 1.0 0 2018 2019 2020 2021 2022 ■ Report rate per 1,000 employees Hotline and ethics cases by category (%) 14% 41% 45% 20% 37% 6% 59% 44% 35% 5% 48% 47% 100 80 60 40 20 0 ■ 13% 39% 49% 2018 Corruption, fraud and theft 2019 ■ 2020 2021 2022 Employment-related matters ■ Environment, health, safety and other Hotline and ethics case outcomes (%) 100 80 60 40 20 0 2% 7% 61% 30% 2018 7% 45% 49% 4% 45% 51% 2019 2020 7% 63% 30% 2021 2% 11% 62% 25% 2022 ■ ■ Cleared, no action or unresolved ■ Criminal charges Termination ■ Disciplined, counselled or other management action FINANCIAL STATEMENTS The directors are responsible for overseeing the preparation and final approval of the group Annual Financial Statements, in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board. The group’s results are reviewed prior to submission to the board, as follows: • All quarterly results – by the Disclosure Committee as well as the Audit and Risk Committee • Interim and final results – by external audit. RISK, CONTROLS AND ASSURANCE AT SAPPI Risks facing the group are identified, evaluated and managed by implementing risk mitigations, such as insurance, strategic actions or specific internal controls. Sappi maintains a robust framework of risks and controls which assists in the application of the King IV guidelines and the achievement of governance outcomes by helping to: create an ethical culture; establishing effective control; and promoting legitimacy, all 164 Annual Integrated Report 2022 Sappi of which help Sappi and its stakeholders to benefit from good performance. The framework includes controls addressing our material matters, by focusing on the main drivers of Sappi and comprises both financial and non-financial controls, which support the achievement of our strategy, within our risk appetite and tolerance levels, across the economic, social and environmental context in which the organisation operates as well as each of the six capitals set out in the IIRC’s model. More information on these capitals and integrated thinking in the context of Sappi’s sustainable business model can be found in Our Strategy and Performance on page 10, as well as Our global sustainability goals at www.sappi.com The group’s internal controls and systems are designed in accordance with the COSO control framework to support the achievement of the group’s objectives including strategic, operational and financial performance goals, effective and efficient use of resources, safeguarding assets against material loss, integrity and reliability of internal and external financial and non-financial reporting, and compliance with applicable laws and regulations. Sappi operates a combined assurance framework, which aims to optimise the assurance coverage obtained from management, internal assurance providers and external assurance providers, on the risk areas affecting the group. Combined assurance is overseen by the Control and Assurance Committee (CAC). The committee and its combined assurance workgroups (CAWs) provide holistic feedback to the GRMT and Audit and Risk Committee on the state of controls and the quality and coverage of assurance from the various assurance providers across Sappi’s three lines of assurance. The workgroups focused on the following risk topics in 2022: capital projects management, cyber security risks, human resources risks, production recording and quality, energy, waste and safety. In financial year 2023 the CAWs will assist the CAC to create and protect value by undertaking reviews of combined assurance, risks and controls relating to business continuity, as well as developing the risk and control framework particularly in the legal compliance, taxation, and IT security areas. GOVERNANCE AND COMPENSATION Sappi’s Combined Assurance Framework, incorporating three lines of assurance and oversight by the board and board sub-committees First line of assurance Second line of assurance Third line of assurance Oversight by the board Risk areas and value drivers, capitals Governance, risk, and controls – general (core business cycles) Strategy and vision, competition and markets, socio- political Financial, tax and treasury Legal and compliance IT Planet, environment, natural capital Ethics People, human resource and transformation Research and development, intellectual property Manufacturing, supply chain management, quality, forestry Stakeholders, communication, reputation, society Safety Business management operations supported by appropriate controls and systems Monitoring and oversight functions Independent assurance provided by external audit, internal audit and other assurance providers Board and sub-board committees • Day-to-day risk management activity • Established risk and control environment • Executive, corporate and regional lead teams • Corporate and regional business functions, eg sales, finance, IT, human resources, purchasing • Business units, eg forestry, mills, sales offices • Business unit operations, eg production, engineering, controlling, materials management. Control and Assurance Committee management self-assessments Internal audit Audit and Risk Committee Executive Committee, Group Head Strategy, Global Business Council, Control and Assurance Committee, management self-assessments Internal audit Nomination and Governance Committee Control and assurance, accounting standards, taxation, treasury and Disclosure Committees, management self-assessments KPMG, tax authorities, internal audit Audit and Risk Committee Legal compliance programme, Group Compliance Manager Legal compliance audits, internal audit IT Steering Committee, group IT governance functions, management self-assessments KPMG, ISA 3402s, penetration testing, internal audit Sustainability councils, Environmental and Energy (E4) Global Cluster, GRMT Group Compliance Manager, ethics surveys, management self-assessments ISO 14001, FSC, PEFC, EMAS, KPMG, EcoVadis Government reviews emissions effluent etc, internal audit Internal audit Global Human Resource Committee, regional labour forums, employee engagement surveys, management self-assessments BBBEE audits, internal audit Audit and Risk, SETS Committee, Human Resources and Compensation Committees Audit and Risk Committee SETS Committee SETS Committee, Audit and Risk Committee Audit and Risk, SETS Committee, Human Resources and Compensation Committees Group technical cluster, management self-assessments ISO 17025, internal audit SETS Committee Technical clusters and platforms, regional safety, health, environment and quality audits, supplier audits, management self-assessments Group corporate affairs, sustainability and investor relations functions ISO 9001, ISO 50001, FSC PEFC, SFI, Matrix, internal audit SETS Committee Internal audit SETS Committee Group and regional risk management teams, safety audits OHSAS 18000, ISO 22000 regulatory inspections, internal audit SETS Committee Annual Integrated Report 2022 Sappi 165 GOVERNANCE AND COMPENSATION Corporate governance continued A key element of combined assurance at Sappi is derived from the annual control self-assessments completed by control owners, which helps to protect value for stakeholders by providing management and the board with assurance on the state of controls throughout the group. The remediation of control gaps identified through this process is monitored by management, relevant committees, auditors and the board. The Audit and Risk Committee advises the board on the state of risk management and controls, as well as assurance, in Sappi’s operating environment. This information is used as the basis for the board’s review, sign-off and reporting to stakeholders, via the Integrated Report and Annual Financial Statements, on risk management and the effectiveness of internal controls and assurance within Sappi. As part of combined assurance in respect of reported information, Sappi has obtained assurance on the data in the Annual Integrated Report from the following sources: • Financial data is independently audited by KPMG • External sustainability assurance was obtained from KPMG in 2022 for Scope 1 and 2 emissions information, water usage in South Africa, waste as well as specific safety information • Specific planet (environment) related processes are subject to review by third parties during the year. Certain local environmental and safety reporting is subject to audit by local regulators • Reviews of sustainability information have been undertaken by central technical management and internal audit. INTERNAL AUDIT The group has an effective, suitably resourced, risk-based internal audit department. The department operates in terms of a specific charter from the Audit and Risk Committee and independently appraises the adequacy and effectiveness of the group’s governance, risk management, systems, internal controls and accounting records. Internal audit co-ordinates combined assurance and reports the findings to local and divisional management, the external auditors, and the Audit and Risk Committee. The head of internal audit reports to the Audit and Risk Committee, meets with board members, has direct access to executive management and is invited to attend certain management meetings. The role of internal audit at Sappi is set out in the following diagram: Internal audit value proposition Capitals Stakeholders Thrive25 strategic objective • Board, Audit and Risk Committee • Management • Employees • Other (eg communities, business partners). Governance, risk and opportunity management, controls: • Strategic • Operational • Compliance • Reporting Support Internal audit activities Support Governance, risk, controls consulting Advisory and assistance • Forensic, hotline and ethics management • Projects, new business processes • • King IV, governance disclosures • Ad hoc management requests, secondments Internal control support (risk and control • framework, self-assessments, segregation of duties, workgroups). Assurance (risk based) • Financial processes and systems • Business processes and systems • Operational and strategic risks • IT, GCC, security, operations • Ethics, risk, legal compliance • Sustainability data • Combined assurance • Annual opinion. Sustainability OneSappi Collaborate and innovate Digital and Analytics Strategy Refine operating model Core principles Integrity Competence and due professional care Objective and independent Aligned with strategies, risks and objectives Appropriately positioned and resourced Commercialise new products Quality and continuous improvement Effective communication Risk-based assurance Insightful, future-focused and proactive Promotes improvement 166 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION During 2022, apart from the ongoing focus on financial controls, internal audit helped to create and protect value for Sappi and our stakeholders by completing reviews in support of the following strategic objectives: • Achieve cost advantages: advisory services to the global business systems projects (Requisition to Pay, Sales Order to Cash, implementation of RPA (Robotics Process Automation), reviews of production recording and quality, procurement, as well as contractor charges) • Rationalising declining businesses: Undertaken project management reviews for business optimisation projects • Accelerate growth in high margin products: Assurance reviews of product innovation and research and development. Project Vulindlela in SSA and Project Horse for the Packaging and Specialities Business in Sappi Europe). any material breakdown in the functioning of these controls, procedures and systems during the year. The internal controls in place, including the financial controls and financial control environment, are considered to be effective and provide a sound basis for the preparation of the financial statements, Annual Integrated Report and other reports used internally for management decision making. COMPANY SECRETARY The Company Secretary does not fulfil executive management functions outside of the duties of Company Secretary and is not a director. During the year, the board has assessed the independence, competence, qualifications and experience of the Company Secretary and has concluded that she is sufficiently independent (ie, maintained an arm’s length relationship with the executive team, the board and individual directors), qualified, competent and experienced to hold this position. The Company Secretary is responsible for the duties set out in section 88 of the Companies Act 71 of 2008 (as amended) of South Africa. Specific responsibilities include providing guidance to directors on discharging their duties in the best interests of the group, informing directors of new laws affecting the group, as well as arranging for the induction of new directors. The coverage plan for 2022 was substantially achieved. We had refocused our audit plan to address Covid-19 impacts: including raw materials supply chain, treasury (eg cash flow and liquidity), credit risks, financial reporting, cyber risk, and business continuity planning. In 2023 internal audit will support the achievement of Sappi’s strategic objectives by completing advisory and assurance projects in the following areas: Thrive25 • Grow our business Thrive25 : R&D, packaging and specialities, capital projects (Project Elevate in Sappi North America), and new businesses eg biomaterials • Sustain our financial health Thrive25 : sales, procurement, treasury, and working capital processes, Project Silver Carve-out in Sappi Europe • Drive operational excellence Thrive25 : sales and operations, maintenance, energy, strategic business and IT projects including digital innovation initiatives (eg implementation of process mining software) • Enhance trust security reviews Thrive25 : ethics, governance, sustainability, and cyber Internal audit maintains an internal quality assurance programme. Our last external quality assurance review was conducted by the Institute of Internal Auditors (IIA) in 2021. A Generally Conforms rating was received, which is the highest of the three levels of conformance to the IIA’s standards. The 2021 internal quality assurance review highlighted a need for more attention to the documentation of effectiveness testing. This was addressed in 2022. Our internal quality assurance review in 2022 confirmed our Generally Conforms rating. A focus area in 2023 will be the upgrade and replacement of our automated audit software. BOARD ASSESSMENT OF THE COMPANY’S RISK MANAGEMENT, COMPLIANCE FUNCTION AND EFFECTIVENESS OF INTERNAL CONTROLS AND COMBINED ASSURANCE The board is responsible for the group’s systems of internal financial and operational control. As part of an ongoing comprehensive evaluation process, control self- assessments, independent reviews by internal audit, external audit and other assurance providers, were undertaken across the group to test the effectiveness of various elements of the group’s financial, disclosure and other internal controls as well as procedures and systems. Identified areas of improvement are being addressed to strengthen the group’s controls further. The board has assessed the combined assurance provided in 2022. The results of the reviews did not indicate Annual Integrated Report 2022 Sappi 167 GOVERNANCE AND COMPENSATION GOVERNANCE AND COMPENSATION Social, Ethics, Transformation and Sustainability Committee report – Valli Moosa Chairman Social, Ethics, Transformation and Sustainability Committee INTRODUCTION The Social, Ethics, Transformation and Sustainability (SETS) Committee presents its report for the financial year ended September 2022. This committee is a statutory committee with a majority of independent non-executive members, whose duties are delegated to them by the board of directors. The committee conducted its affairs in compliance with a board approved terms of reference and discharged all its responsibilities contained therein. Multi-functional regional sustainability councils provide strategic and operational support to a group sustainability council which in turn provides support to the SETS Committee in dealing with key sustainability issues. During the financial year the committee formally met three times at which meetings it deliberated on all aspects relating to its terms. A 100% attendance record was achieved by board committee members Mr Binnie, Dr Mehlomakulu, Mr Beamish and Mr Lopez for 2022. The chairman, Mr Moosa, attended two of the three meetings for 2022. OBJECTIVES OF THE COMMITTEE The world has endured much in recent years – rapidly increasing global temperatures leading to extreme weather events, rising income inequality, deepening geopolitical tensions, a global pandemic and unprecedented inflation driving economies into recession. These events severely disrupted our status quo; they affected our health, environment, society and economies. We recognise that the private sector has a key role to play in addressing the challenges the world is facing today and the SETS Committee is our social conscience, ensuring that the company is a responsible corporate citizen. We enhance our long-term stakeholder value by focusing our actions to deliver more sustainable shared value outcomes, both minimising the impacts of our activities on society and the environment. The role of the SETS Committee is to assist the board with the oversight of the company and to provide guidance to management’s work in respect of its duties in the fields of social, ethics, transformation and sustainability. The committee relies on international best practice as well as the laws and regulations under which Sappi’s businesses operate to ensure that the group not only complies with, but also fully implements all requirements. The committee addresses issues relating to corporate social investment, ethical conduct, diversity, transformation and empowerment initiatives and targets and ongoing sustainability practices to ensure that our business, our environment and our people can prosper on an ongoing basis. The responsibilities include monitoring the company’s activities, having regard to any relevant legislation, other legal requirements and prevailing codes of best practice. The committee meets a minimum of three times each year. MEMBERSHIP OF THE COMMITTEE The members of the SETS Committee during the 2022 financial year were: MV Moosa – Chairman (from 01 March 2016) SR Binnie B Mehlomakulu BR Beamish JM Lopez Four members of the committee were independent non-executive directors and one the Chief Executive Officer. In addition, the Chairman of the board attends committee meetings ex officio. The regional Chief Executive Officers, the Group Head Strategy and Legal, the Group Head Technology, the Group Head Human Resources, the Group Head Corporate Affairs, the Executive Vice President Pulp and the Group Head Investor Relations and Sustainability attend meetings by invitation. 192 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION Committee activities reviewed and actioned during the year • Reviewed and revised the committee terms of reference and annual work plan Approved the Corporate Citizenship Policy • Reviewed and endorsed the public affairs and social impact programmes • Reviewed the UN sustainable development goals most relevant to Sappi • Reviewed Sappi’s standing in terms of: – – the principles set out in the United Global Compact Principles the OECD recommendations regarding corruption • Reviewed the Code of Ethics, ethics programme and its effectiveness • Obtained feedback from the ethics reporting hotlines • Reviewed the South African skills audit as well as the training and development plan • Reviewed the staff training progress • Reviewed the company performance relative to the Employment Equity Act, Broad-based Black Economic Empowerment (BBBEE) Act and the company’s transformation strategies • Reviewed the Sappi Southern Africa Transformation Charter • Reviewed Sappi’s policy and standing in terms of the International Labour Organisation (ILO) protocol on decent work and working conditions • Reviewed the group safety programmes, safety performance and actions being taken to improve the safety performance of the group • Reviewed the group unfair discrimination and equality policy • Reviewed and approved the updated group sustainability charter and environmental policy • Reviewed the material indicators of the group’s environmental performance • Reviewed regional sustainability performance against goals for 2022 • Reviewed and approved the climate strategy • Reviewed the company’s progress on climate-related activities and performance against climate KPIs using the TCFD framework • Reviewed regional and global public policy matters affecting the group and its operations • Reviewed the various production unit operating efficiencies, reliability and unscheduled downtime metrics for 2022 • In-depth review and approval of 2030 Scope 1 and 2 and Scope 3 science-based decarbonisation targets and associated capital plans prior to submission to SBTi for validation • In-depth review of the fire integrated risk management strategy and activities for Sappi Forests • In-depth review of the Sappi Southern Africa community engagement programme and risk mitigation strategy • In-depth review of progress towards sustainable procurement objectives and targets and longer-term Scope 3 considerations • Reviewed the sustainability content for the Annual Integrated Report • Reviewed the external verification update report on selected group sustainability metrics. In 2022 a key focus remained the company’s response to climate change. A climate business strategy was approved strategy aligned with the principles of our by the committee. Thrive25 Within the climate strategy framework, Sappi commits to: • Reduce our own and value-chain emissions; protect biodiversity and promote responsible use of scarce water resources • Optimise allocation of capital for profitable growth while ensuring that it reduces our impact on climate change and positions us competitively for a low-carbon future • Drive purposeful innovation and collaboration to provide low-carbon, bio-based solutions and accelerate climate action • Be a transparent, proactive and responsible company and partner with a long-term, solutions-oriented approach to address climate change mitigation, adaptation and resilience. Play our part to ensure a socially inclusive just transition. A highlight for the year was the validation of our 2030 decarbonisation targets by the Science Based Targets initiative (SBTi). The SETS Committee reviewed and approved the group targets and capital plans associated with the targets. Furthermore, for the first time, a comprehensive and dedicated climate report was presented to the committee outlining the company’s progress on climate- related activities aligned with the TCFD framework. At each committee meeting a topic is selected for an in-depth review. Typically, the subject of these reviews are matters which the committee believes represent key risks or opportunities for the business. In 2022 the review topics focused on risk/opportunity and potential impacts associated with wildfires in our forestry assets; sustainable procurement – our progress with respect to integration of ESG factors into our procurement processes; and a review of our community engagement strategy and action plans in South Africa. Annual Integrated Report 2022 Sappi 193 GOVERNANCE AND COMPENSATION Social, Ethics, Transformation and Sustainability Committee report continued Climate change driven extreme weather events such as floods, droughts and fires are the greatest physical risk to our business. Our forestry assets in South Africa are particularly exposed to these risks. Specifically, the likelihood of wildfires increases as global temperatures rise, which could lead to increased fire management expenses; increased growing stock losses; infrastructure damage; increased soil erosion and flooding; negative impacts on human mental and physical health (eg, smoke pollution); as well as reputational risk through impacts on neighbouring communities. The integrated fire risk management strategy for our Forestry assets was therefore reviewed by the committee to ensure that our mitigation activities are appropriate. In addition to a comprehensive risk assessment framework, significant investment in recent years has improved fire detection capabilities, while fire crew training and enhanced equipment has improved response times to fires. Sappi staff play key roles in the provincial and local fire protection associations, ensuring better optimal integrated fire risk management. Technical knowledge, resources and skills are shared with broader neighbouring communities, which reduces risk in a holistic manner. More specific Sappi fire risk mitigation activities include: fire protection (preparation of firebreaks); managing fuel loads; managing open areas and non- commercial areas; improving response time through strategic placement of water tankers and response vehicles as well as participation in fire protection agencies and use of camera systems to detect fires as soon as possible. In addition, weather forecasting, weather monitoring and prediction of fire danger index (FDI) are conducted and utilised to prioritise fire-fighting resources. The committee was satisfied that the appropriate fire risk mitigation measures are in place. We recognise that our sustainability obligations extend beyond our own operations, and we are committed to utilising our sphere of influence to drive sustainability through our upstream value chains. A co-ordinated global approach is necessary to ensure that supplier risk and opportunity is prioritised for the group. The Sustainable Procurement Committee was established in 2021 and presented to the SETS Committee in 2022 their focus areas and progress. 2022 FOCUS AREAS AND PROGRESS 1 2 3 4 Focus area 1: Roll out of our Supplier Code of Conduct Focus Area 2: Assessing risk of supplier non-compliance; Monitor and evaluate supplier performance using EcoVadis platform Focus Area 3: Integrating responsible procurement practices throughout the company; Developing measurement and monitoring tools Focus Area 4: Developing an approach to Scope 3 supplier engagements The roll out of our Supplier Code of Conduct gained significant traction in 2022 and our efforts in terms of sustainable procurement were enhanced by our partnership with EcoVadis. We are actively collaborating with suppliers to assess their sustainability performance through ratings and evaluations using the EcoVadis methodology. This collaboration is empowering us to gain a clearer view of our supply chain and help us to evaluate and promote responsible business practices. It also enhances our risk identification capabilities as our suppliers’ EcoVadis scorecards enable us to actively evaluate their performance and identify risk and priority areas where further improvements are needed. The EcoVadis methodology focuses on 21 sustainability criteria that are grouped into four themes: environment, labour and human rights, ethics and sustainable procurement. These criteria are aligned with international sustainability standards such as the 10 principles of the UN Global Compact, the International Labour Organisation (ILO) conventions, the Global Reporting Initiative (GRI) standards and the ISO 26000 standard. The Sustainable Procurement Committee is making good progress in developing measurement and monitoring tools which are integrated into the procurement business systems. The approach with respect to Scope 3 engagements with suppliers was reviewed. The SETS Committee recognises that Scope 3 is an area that will require more resources in years to come as we strive to enhance our climate action impacts through value chain engagements. In July 2021, South Africa was engulfed by the worst unrest and mass violence since the end of apartheid. Described as an insurrection targeting the country’s economy and infrastructure, the root causes go far deeper to ongoing lack of service delivery, the economic and social fall-outs of Covid-19, endemic corruption and the fact that almost half of South Africa’s adult population of 35 million live below the breadline. While we were fortunate to escape direct damage to our operations, the rioting and looting cut off supply chains and created unsafe conditions for our employees to travel to work. Our three mills in KwaZulu- Natal were forced to close temporarily until order was restored. A year later in July 2022, South African finance minister Enoch Godongwana, warned that deteriorating service delivery at the municipal level is likely to lead to more instability and protest action in South Africa. 194 Annual Integrated Report 2022 Sappi GOVERNANCE AND COMPENSATION The potential risk of further community uprising and associated negative impacts on our assets and business activities is unquestionable. While we deplore violence of any kind, working as closely with the communities surrounding our operations as we do, we understand and empathise with the underlying root causes. We have thus intensified our focus on working with our local communities to help resolve their challenges. Our community engagement agreements commit both ourselves and our communities to work together in driving shared value for mutual benefit. The deep dive on community engagement in South Africa reviewed the programme initiatives and governance framework. Integrated community forums (ICFs) are the key platforms used to build trust, gain advocacy and achieve shared value. Sappi participants include management, HR, communication, procurement, engineering and project teams. Community participants range from traditional leaders and councillors to local business and environmental groups and the Abashintshi (young community members, meaning “changers” in isiZulu). The ICFs focus on three key areas: community skills development, asset-based community development (ABCD) and corporate social investment, as well as enterprise and supplier development (ESD). Short-term initiatives typically focus on disaster relief efforts, donations – often in the form of paper, sports and recreation, as well as access to potable water and road and infrastructure support. The longer-term focus is on systemic change and helping to build social capital. This incorporates support throughout the education value chain – from support for early childhood development to the Sappi skills centres at Ngodwana and Saiccor Mills which are focused on technical training. It also extends to environmental projects such as our partnership with WWF-SA that both mitigate harm and create environmental benefit. Through shared value, our overarching aim, is to move our communities towards a sustainable future independent of Sappi. The committee was satisfied with the excellent progress that has been made in community engagement through the ICF framework. CONCLUSION The committee confirms that the group gives its social, ethics, transformation and sustainability responsibilities the necessary attention. Appropriate policies and programmes are in place to contribute to social and economic development, ethical behaviour of staff towards colleagues and other stakeholders, fair labour practices, environmental responsibility and good customer relations. In fulfilling their mandate, the committee has sought to ensure the needs of a wide set of stakeholders, including employees, local communities, customers and shareholders are considered and that key sustainability risks are identified and managed. There were no substantive areas of non-compliance with legislation and regulation, nor non-adherence with codes of best practice applicable to the areas within the committee’s mandate that were brought to the committee’s attention. The committee has no reason to believe that any such non-compliance or non- adherence has occurred. Valli Moosa Chairman Social, Ethics, Transformation and Sustainability Committee Annual Integrated Report 2022 Sappi 195 GOVERNANCE AND COMPENSATION c elebrate Any sporting great will tell you that, even if they are an individual performer, their wins are due not just to their own prowess, but also to the work taking place behind the scenes. Most specifically, their win also belongs to the team backing them up – from the coaches who are with them every step of the way; to those who believe in them, even when obstacles seem insurmountable. As we celebrate an outstanding year, we readily acknowledge that it is the outstanding perseverance, collaboration and commitment of our extraordinary people that delivered the results. We do not forget that it took tremendous courage from our people to implement the decisions that ultimately delivered so handsomely. Together, over the last few years, we have been through some challenging times. We have taken some tough decisions and have had to make difficult calls. Our people have countered volatility with agility, setbacks with courage and problems with perseverance and ingenuity. Through it all, they have held the flag of OneSappi and our purpose of building a thriving world high. Together, even as we celebrate what we have accomplished, we are committed to maintaining our momentum. 196 Annual Integrated Report 2022 Sappi APPENDICES c elebrate Any sporting great will tell you that, even if they are an individual performer, their wins are due not just to their own prowess, but also to the work taking place behind the scenes. Most specifically, their win also belongs to the team backing them up – from the coaches who are with them every step of the way; to those who believe in them, even when obstacles seem insurmountable. As we celebrate an outstanding year, we readily acknowledge that it is the outstanding perseverance, collaboration and commitment of our extraordinary people that delivered the results. We do not forget that it took tremendous courage from our people to implement the decisions that ultimately delivered so handsomely. Together, over the last few years, we have been through some challenging times. We have taken some tough decisions and have had to make difficult calls. Our people have countered volatility with agility, setbacks with courage and problems with perseverance and ingenuity. Through it all, they have held the flag of OneSappi and our purpose of building a thriving world high. Together, even as we celebrate what we have accomplished, we are committed to maintaining our momentum. Annual Integrated Report 2022 Sappi 197 APPENDICES Five-year review FOR THE YEAR ENDED SEPTEMBER 2022 US$ million 2022 2021 2020 2019 2018 7,296 4,387 1,853 18 1,038 268 770 97 673 137 536 1,339 6,229 3,430 2,799 1,524 2,358 1,163 1,943 (780) 3,521 1,267 (270) (102) 10 (23) – 882 506 (43) 368 196 172 5,265 3,238 1,777 47 203 57 146 134 12 (1) 13 532 6,186 4,255 1,931 1,309 1,970 1,946 2,312 (366) 3,916 472 39 (110) 8 (2) – 407 29 33 374 176 198 4,609 2,838 1,673 41 57 95 (38) 88 (126) 9 (135) 378 5,455 3,891 1,564 1,123 1,632 1,957 2,236 (279) 3,589 323 65 (108) 6 (26) – 260 (257) 138 351 126 225 5,746 3,530 1,771 43 402 19 383 85 298 87 211 687 5,623 3,789 1,834 1,214 1,948 1,501 1,894 (393) 3,449 673 (15) (51) 9 (51) (92) 473 1 56 471 148 323 5,806 3,521 1,767 38 480 (9) 489 68 421 98 323 762 5,670 3,766 1,904 1,173 1,947 1,568 1,931 (363) 3,515 709 (79) (84) 18 (73) (81) 410 (254) 68 541 167 374 0,980 1,085 18,154 15,783 1,172 1,196 14,966 14,851 1,163 1,120 17,131 16,226 1,094 1,128 15,156 14,346 1,161 1,190 14,147 13,052 Exchange rates US$ per one Euro exchange rate – closing US$ per one Euro exchange rate – average (financial year) ZAR to one US$ exchange rate – closing ZAR to one US$ exchange rate – average (financial year) 1 Sundry items include all income and costs not directly related to manufacturing operations such as debtor securitisation costs, commissions paid and received and results of equity accounted investments. Income statement Sales Variable manufacturing and delivery costs Fixed costs Sundry expenses (income)1 Operating profit excluding special items Special items – (gains) losses Operating profit (loss) Net finance costs Profit (loss) before taxation Taxation charge Profit (loss) for the year EBITDA excluding special items Balance sheet Total assets Non-current assets Current assets Current liabilities Shareholders' equity Net debt Gross interest-bearing debt Cash Capital employed Cash flow Cash generated from operations Decrease (increase) in working capital Finance costs paid Finance income received Taxation paid Dividends paid Cash generated from operating activities Net cash generated (utilised) Cash effects of financing activities Capital expenditure (gross) To maintain operations To expand operations 198 Annual Integrated Report 2022 Sappi APPENDICES US$ million 2022 2021 2020 2019 2018 Statistics Number of ordinary shares (millions)1 In issue at year end Basic weighted average number of shares in issue during the year Per share information (US cents) Basic earnings (loss) Diluted earnings (loss) Headline earnings (loss) Diluted headline earnings (loss) EPS excluding special items (US cents) Net asset value Profitability ratios (%) Operating profit (loss) to sales Operating profit excluding special items to sales EBITDA excluding special items to sales Operating profit excluding special items to capital employed (ROCE) Net debt to EBITDA excluding special items Interest cover Return on average equity (ROE) Debt ratios (%) Net debt to total capitalisation Efficiency ratios Asset turnover (times) Inventory turnover ratio Liquidity ratios Current asset ratio Trade accounts receivable days outstanding (including receivables securitised) Cash interest cover (times) Other non-financial information2 Sales volumes Number of full-time equivalent employees Lost-time injury frequency rate (including contract employees) Energy Energy intensity (GJ/adt) Renewable and clean energy to total energy (%) Water Specific process water extracted (m3/adt) Waste Specific total landfill (kg/adt) Emissions 565.2 561.5 546.1 542.8 539.3 563.3 549.7 545.5 542.0 538.1 95 90 130 122 138 417 10.6 14.2 18.4 27.9 0.9 15.6 24.8 2 2 5 5 15 351 2.8 3.9 10.1 5.4 3.7 5.5 0.7 (25) (25) (19) (19) (5) 299 (0.8) 1.2 8.2 1.6 5.2 4.7 (7.5) 39 39 42 42 44 359 6.7 7.0 12.0 11.0 2.2 9.3 10.0 60 59 59 58 60 361 8.4 8.3 13.1 14.6 2.1 11.0 17.5 33.0 49.7 54.5 43.5 44.6 1.2 7.6 1.8 44 12.9 0.9 5.6 1.5 47 4.5 0.8 6.3 1.4 44 3.7 1.0 7.0 1.5 46 7.6 1.0 6.7 1.6 45 9.3 7,937 12,495 7,339 12,492 6,788 12,805 7,622 12,821 7,591 12,645 0.30 0.38 0.35 0.54 0.43 22.10 53.90 22.30 53.70 23.70 53.10 22.10 51.70 22.50 50.30 34.40 35.00 37.20 34.60 34.60 52.100 53.100 60.900 65.900 64.300 Specific Scope 1 emissions (ton CO2 eq/adt) Absolute Scope 1 (ton CO2e) Specific Scope 2 emissions (ton CO2 eq/adt) Absolute Scope 2 (ton CO2e) 0.61 4,072,052 0.19 1,245,892 0.68 4,264,077 0.16 1,019,103 0.71 4,073,453 0.20 1,152,771 0.66 4,415,554 0.22 1,482,329 0.69 4,443,906 0.23 1,483,552 Refer to share statistics section for other market and share-related information. 1 2 Net of treasury shares (refer to note 19 to the group financial statements). Certain energy, water, waste and emissions data for the comparative years have been restated using the latest reporting standards and measurement methodology. Note: Definitions for various terms and ratios used above are included in the glossary section. Annual Integrated Report 2022 Sappi 199 APPENDICES Share statistics AS AT SEPTEMBER 2022 SHAREHOLDING Ordinary shares in issue 1 – 5,000 5,001 – 10,000 10,001 – 50,000 50,001 – 100,000 100,001 – 1,000,000 Over 1,000,000 Number of shareholders 8,730 251 491 179 352 77 % 86.5 2.5 4.9 1.8 3.5 0.8 Number of shares1 % of shares in issue 3,538,635 1,843,770 12,393,793 12,969,862 112,622,652 421,856,820 0.6 0.3 2.2 2.3 19.9 74.7 10,080 100.0 565,225,532 100.0 1 The number of shares excludes 5,163,562 treasury shares held by the group. SHAREHOLDER SPREAD Type of shareholder Non-public Sappi Limited directors and prescribed officers Associates of group directors Trustees of the company’s share and retirement funding schemes Shareowners who, by virtue of any agreement, have the right to nominate board members Share owners interested in 10% or more of the issued shares Public (the number of public shareholders as at September 2022 was 10,068) % of shares in issue 0.5 0.5 – – – – 99.5 100.0 Sappi has a primary listing on the JSE Limited and a Level 1 ADR programme that trades in the over-the-counter market in the United States. A large number of shares are held by nominee companies for beneficial shareholders. Pursuant to section 56(7) of the Companies Act 71 of 2008 of South Africa, the directors have investigated the beneficial ownership of shares in Sappi Limited, including those which are registered in the nominee holdings. These investigations revealed as of September 2022 the following are beneficial holders of more than 5% of the issued share capital of Sappi Limited: Beneficial holder Public Investment Corporation Allan Gray Balanced Fund Alexander Forbes Investments Shares 107,256,752 37,805,103 31,179,908 % 19,0 6,7 5,5 Further, as a result of these investigations, the directors have ascertained that some of the shares registered in the names of the nominee holders are managed by various fund managers and that, as of September 2022, the following fund managers were responsible for managing 5% or more of the share capital of Sappi Limited: Fund manager Public Investment Corporation Allan Gray Pty Limited M&G plc Ninety One Plc Shares 95,814,302 95,612,336 71,525,705 53,456,551 % 17.0 16.9 12.7 9.5 200 Annual Integrated Report 2022 Sappi APPENDICES Share statistics 2022 2021 2020 2019 2018 Ordinary shares in issue (millions)1 Net asset value per share (US cents) Number of shares traded (millions) JSE New York Value of shares traded JSE (ZAR million) New York (US$ million) Percentage of issued shares traded Market price per share – year end – highest – lowest JSE (South African cents) New York (US cents) JSE (South African cents) New York (US cents) JSE (South African cents) New York (US cents) Earnings yield (%)2 Price/earnings ratio (times)2 Total market capitalisation (US$ million) 2 1 2 565.2 417 590.9 0.5 561.5 351 444.5 0.7 546.1 299 736.3 2.0 542.8 359 537.1 0.3 539.3 361 557.4 0.4 29,491.0 1.6 104.6 17,073.0 1.6 79.3 24,509.3 4.0 135.2 33,141.3 1.5 99.0 49,837.1 2.9 103.4 4,402 268 6,348 420 3,785 235 39.18 2.55 1,371 3,861 260 5,269 359 2,265 135 0.78 128.99 1,449 2,377 151 4,799 345 1,720 107 negative negative 758 3,629 251 9,059 640 3,542 241 16.29 6.14 1,300 8,875 639 10,579 749 7,180 613 9.56 10.46 3,383 The number of shares excludes 5,163,562 treasury shares held by the group. Based on financial year-end closing prices on the JSE Limited. Income statement amounts have been converted at average year-to-date exchange rates. Note: Definitions for various terms and ratios used above are included in the glossary section. Annual Integrated Report 2022 Sappi 201 APPENDICES Glossary GENERAL DEFINITIONS AGM – Annual General Meeting. AF&PA – American Forest and Paper Association. air dry tons (ADT) – Meaning dry solids content of 90% and moisture content of 10%. BCTMP – Bleached Chemi-Thermo Mechanical Pulp. biochemicals – Enzymes, hormones, pheromones etc, which either occur naturally or are manufactured to be identical to naturally occurring substances. Biochemicals have many environment- friendly applications, such as natural pesticides that work in non-lethal ways as repellents or by disrupting the mating patterns of the pests. bio-fuels – Organic material such as wood, waste and alcohol fuels, as well as gaseous and liquid fuels produced from these feedstocks. biomaterials – New developments in wood processing supports the move to a bio-based economy that utilises materials that are renewable and biodegradable and in the case of wood feedstocks do not compete with food sources. black liquor – The spent cooking liquor from the pulping process which arises when pulpwood is cooked in a digester thereby removing lignin, and other extractives from the wood to free the cellulose fibres. The resulting black liquor is an aqueous solution of lignin residues and the inorganic chemicals used in the pulping process. Black liquor contains slightly more than half of the energy content of the wood fed into the digester. bleached pulp – Pulp that has been bleached by means of chemical additives to make it suitable for higher brightness fine paper production. casting and release paper – Embossed paper used to impart texture in polyurethane or polyvinyl chloride plastic films for the production 202 Annual Integrated Report 2022 Sappi of synthetic leather and other textured surfaces. CEPI – Confederation of European Paper Industries. Cham Paper Group Holding AG (CPG) – Speciality paper business acquired by Sappi, which included CPG’s Carmignano and Condino Mills (Italy) and its digital imaging business located in Cham (Switzerland) as well as all brands and know-how. corrugating medium – Paperboard made from chemical and semi-chemical pulp, or waste paper, that is to be converted to a corrugated board by passing it through corrugating cylinders. Corrugating medium between layers of linerboard form the board from which corrugated boxes are produced. CSI and CSR – Corporate social investment and corporate social responsibility. chemical oxygen demand (COD) – The amount of oxygen required to break down the organic compounds in effluent. CSV – Corporate shared value involves developing profitable business strategies that deliver tangible social benefits. chemical pulp – A generic term for pulp made from woodfibre that has been produced in a chemical process. CHP – Combined heat and power. coated mechanical paper (CM) – Coated paper made from groundwood pulp which has been produced in a mechanical process, primarily used for magazines, catalogues and advertising material. coated paper – Papers that contain a layer of coating material on one or both sides. The coating consisting of pigments and binders, act as a filler to improve the printing surface of the paper. coated woodfree paper (CWF) – Coated paper made from chemical pulp which is made from woodfibre that has been produced in a chemical process, primarily used for high-end publications and advertising material. COP15 – The 15th Conference of the Parties to the United Nations Convention on Biological Diversity (CBD), scheduled to take place in Montreal, Canada in December 2022. COP27 – The 27th Conference of the Parties to the United Nations Framework Convention on Climate Change (COP27), that took place in the Egyptian city of Sharm el-Sheikh in November 2022. dissolving pulp (DP) – Highly purified chemical pulp derived primarily from wood and in some instances cotton linters, intended primarily for conversion into chemical derivatives of cellulose and used mainly in the manufacture of viscose staple fibre, solvent spun fibre and filament. DP market price – Market price for imported hardwood dissolving pulp into China issued daily by the CCF Group. EIA – Environmental impact assessment. ESG – Environmental, social and corporate governance. Eskom – Eskom is the South African national electricity public utility. energy – Is present in many forms such as solar, mechanical, thermal, electrical and chemical. Any source of energy can be tapped to perform work. In power plants, coal is burned and its chemical energy is converted into electrical energy. To generate steam, coal and other fossil fuels are burned, thus converting stored chemical energy into thermal energy. fibre – Fibre is generally referred to as pulp in the paper industry. Wood is treated chemically or mechanically to separate the fibres during the pulping process. APPENDICES fine paper – Paper usually produced from chemical pulp for printing and writing purposes and consisting of coated and uncoated paper. FMCG – Fast-moving consumer goods. Examples include non-durable goods such as packaged foods, beverages, toiletries, over-the-counter medicines and many other consumables. FSA – Forestry South Africa. Forest Stewardship Council® (FSC®) – Is a global, not-for-profit organisation dedicated to the promotion of responsible forest management world-wide. (FSC-C015022) (https://ic.fsc.org/en) full-time equivalent employee – The number of total hours worked divided by the maximum number of compensable hours in a full-time schedule as defined by law. graphic papers – A generic term for a group of papers intended for commercial printing use such as coated woodfree, coated mechanical, uncoated woodfree and newsprint. greenhouse gases (GHG) – The GHGs included in the Kyoto Protocol are carbon dioxide, methane, nitrous oxide, hydrofluorocarbons, perfluorocarbons and sulphur hexafluoride. hemicellulose sugars – The biorefinery process for second generation hemicellulose sugars involves recovering them from the prehydolysate liquor, and then separating them mostly from lignin. high-yield pulp – Pulp that has a higher yield from wood logs than pure chemical pulps. High-yield pulp is processed either through mechanical processes or combined mechanical chemical processes such as Matane high-yield bleached chemi-thermo mechanical pulp (BCTMP). ISO –The International Organisation for Standardisation. JSE Limited – The main securities exchange in South Africa. kraft paper – Packaging or other paper (bleached or unbleached) made from kraft pulp. kraft pulp – Chemical wood pulp produced by digesting wood by means of the sulphate pulping process. Kyoto Protocol – A document signed by over 160 countries at Kyoto, Japan in December 1997 which commits signatories to reducing their emission of GHG relative to levels emitted in 1990. lignosulphonate – Lignosulphonate is a highly soluble lignin derivative and a product of the sulphite pulping process. linerboard – The grade of paperboard used for the exterior facings of corrugated board. Linerboard is combined with corrugating medium by converters to produce corrugated board used in boxes. liquor – White liquor is the aqueous solution of sodium hydroxide and sodium sulphide used to extract lignin during kraft pulping. Black liquor is the resultant combination of lignin, water and chemicals. lost-time injury frequency rate (LTIFR) – Number of lost-time injuries x 200,000 divided by man hours. managed forest – Naturally occurring forests that are harvested commercially. mechanical pulp – Pulp produced by means of the mechanical grinding or refining of wood or woodchips. nanocellulose – Cellulose is the main component of plant stems, leaves and roots. Traditionally, its main commercial use was in producing paper and textiles. Nanocellulose is derived from further processing cellulose to a smaller size fraction or nano scale. These engineered celluloses open up opportunities for advanced, planet friendly solutions in place of environmentally harmful products. natural/indigenous forest – Natural forests include old growth and primary forests as well as managed forests where most of the principal characteristics and key elements of native ecosystems such as complexity, structure, wildlife and biological diversity are present. NBHK – Northern Bleached Hardwood Kraft pulp. One of the varieties of market pulp, produced from hardwood trees (ie birch or aspen) in Scandinavia, Canada and northern United States of America. NBSK – Northern Bleached Softwood Kraft pulp. One of the main varieties of market pulp, produced from coniferous trees (ie spruce, pine) in Scandinavia, Canada and northern United States of America. The price of NBSK is a benchmark widely used in the pulp and paper industry for comparative purposes. newsprint – Paper produced for the printing of newspapers mainly from mechanical pulp and/or recycled waste paper. NGO – Non-governmental organisation. NPO – Non-profit organisation. OHSAS – An international health and safety standard. OTC – Over-the-counter trading of shares. packaging and speciality papers – A generic term for a group of papers intended for commercial and industrial use such as flexible packaging, label papers, functional papers, containerboard, paperboard, silicone base papers, casting and release papers, dye sublimation papers, inkjet papers and tissue paper. packaging paper – Paper used for packaging purposes. PAMSA – Paper Manufacturers’ Association of South Africa. Annual Integrated Report 2022 Sappi 203 APPENDICES Glossary continued Programme for the Endorsement of Forest Certification (PEFC) – An international non-profit, NGO dedicated to promoting sustainable forest management (SFM) through independent third-party certification. PEFC works by endorsing national forest certification systems and is represented in 49 countries through national organisations such as SFI® in North America. (https://www.pefc.org) plantation – Large scale planted forests, intensively managed, highly productive and grown primarily for wood and fibre production. PM – Paper machine. power – The rate at which energy is used or produced. pulpwood – Wood suitable for producing pulp – usually not of sufficient standard for sawmilling. (CDP), the United Nations Global Compact (UNGC), World Resources Institute (WRI) and the World Wide Fund for Nature (WWF). The objective of SBTi is to drive ambitious climate action in the private sector by enabling companies to set science-based GHG emissions reduction targets. SBTi provides technical assistance and expert resources to companies who set science-based targets in line with the latest climate science and provides companies with independent assessment and validation of decarbonisation targets. Scope 1 and 2 GHG emissions – The Greenhouse Gas Protocol defines Scope 1 (direct) and Scope 2 (indirect) emissions as follows: • Direct GHG emissions are emissions from sources that are owned or controlled by the reporting entity, and • Indirect GHG emissions are emissions from purchased electricity, steam, heat or cooling. release paper – The backing paper for self-adhesive labels. SDGs – see UN SDGs. sackkraft – Kraft paper used to produce multi-wall paper sacks. Sappi Biotech – The business unit within Sappi which drives innovation and commercialisation of biomaterials and biochemicals. Sappi Europe (SEU) – The business unit within Sappi which oversees operations in the European region. Sappi Pulp – The business unit within Sappi which oversees the production and marketing of DP. Sappi North America (SNA) – The business unit within Sappi which oversees operations in the North American region. Sappi Southern Africa (SSA) – The business unit within Sappi which oversees operations in the Southern Africa region. SBTi - The Science Based Targets initiative (SBTi) is a partnership between Carbon Disclosure Project SETS – Social, ethics, transformation and sustainability. silviculture costs – Growing and tending costs of trees in forestry operations. solid waste – Dry organic and inorganic waste materials. specific – When data is expressed in specific form, this means that the actual quantity consumed during the year indicated, whether energy, water, emissions or solid waste, is expressed in terms of a production parameter. For Sappi, as with other pulp and paper companies, this parameter is air dry tons of saleable product. specific purchased energy – The term ‘specific’ indicates that the actual quantity during the year indicated, is expressed in terms of a production parameter. For Sappi, as with other pulp and paper companies, the parameter is air dry tons of product. specific total energy (STE) – The energy intensity ratio defined by 204 Annual Integrated Report 2022 Sappi the total energy consumption in the context of the saleable production. Sustainable Forestry Initiative® (SFI®) – Is a solutions- oriented sustainability organisation that collaborates on forest-based conservation and community initiatives. The SFI forest management standard is the largest forestry certification standard within the PEFC programme. http://forests.org/ TCFD – Task Force on Climate-related Financial Disclosures. TNFD – Taskforce on Nature-related Financial Disclosures thermo-mechanical pulp – Pulp produced by processing woodfibres using heat and mechanical grinding or refining wood or woodchips. ton – Metric ton of 1,000 kg. total suspended solids (TSS) – Refers to matter suspended or dissolved in effluent. tons per annum (tpa) – Term used in this report to denote tons per annum (tons a year). Capacity figures in this report denote tons per annum at maximum continuous run rate. Transnet – Transnet is the state owned South African rail, port and pipeline company. uncoated woodfree paper – Printing and writing paper made from bleached chemical pulp used for general printing, photocopying and stationery, etc. Referred to as uncoated as it does not contain a layer of pigment to give it a coated surface. United Nations Global Compact (UNGC) – A principle- based framework for businesses, stating 10 principles in the areas of human rights, labour, environment and anti-corruption. UN SDGs – United Nations Sustainable Development Goals. APPENDICES Verve – brand name for Sappi dissolving pulp. viscose staple fibre (VSF) – A natural fibre made from purified cellulose, primarily from DP that can be twisted to form yarn. WBCSD – World Business Council For Sustainable Development. woodfree paper – Paper made from chemical pulp. World Wildlife Fund (WWF) – The world’s largest conservation organisation, focused on supporting biological diversity. GENERAL FINANCIAL DEFINITIONS acquisition date – The date on which control in respect of subsidiaries, joint control in respect of joint arrangements and significant influence in associates commences. associate – An entity over which the investor has significant influence. basic earnings per share – Net profit for the year divided by the weighted average number of shares in issue during the year. commissioning date – The date that an item of property, plant and equipment, whether acquired or constructed, is brought into use. compound annual growth rate – Is the mean annual growth rate of an investment over a specified period of time longer than one year. control – An investor controls an investee when it is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. diluted earnings per share – Is calculated by assuming conversion or exercise of all potentially dilutive shares, share options and share awards unless these are anti-dilutive. discount rate – This is the pre-tax interest rate that reflects the current market assessment of the time value of money for the purposes of determining discounted cash flows. In determining the cash flows the risks specific to the asset or liability are taken into account in determining those cash flows and are not included in determining the discount rate. disposal date – The date on which control in respect of subsidiaries, joint arrangements and significant influence in associates ceases. fair value – The price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. financial results – Comprise the financial position (assets, liabilities and equity), results of operations (revenue and expenses) and cash flows of an entity and of the group. foreign operation – An entity whose activities are based or conducted in a country or currency other than that of the reporting entity. functional currency – The currency of the primary economic environment in which the entity operates. group – The group comprises Sappi Limited, its subsidiaries and its interest in joint ventures and associates. joint arrangement – Is an arrangement of which two or more parties have joint control. joint venture – Is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the arrangement. operating profit – A profit from business operations before deduction of net finance costs and taxes. presentation currency – The currency in which the financial results of an entity are presented. qualifying asset – An asset that necessarily takes a substantial period (normally in excess of six months) to get ready for its intended use. recoverable amount – The recoverable amount of an asset or cash-generating unit is the higher of its fair value less costs of disposal and its value in use. In determining the value in use, expected future cash flows are discounted to their net present values using the discount rate. related party – Parties are considered to be related if one party directly or indirectly has the ability to control the other party or exercise significant influence over the other party in making financial and operating decisions or is a member of the key management of Sappi Limited. share-based payment – A transaction in which Sappi Limited issues shares or share options to group employees as compensation for services rendered. significant influence – Is the power to participate in the financial and operating policy decisions of an entity but is not control or joint control of those policies. NON-GAAP FINANCIAL DEFINITIONS The group believes that it is useful to report certain non-GAAP measures for the following reasons: • These measures are used by the group for internal performance analysis • The presentation by the group’s reported business segments of these measures facilitates comparability with other companies in our industry, although the group’s measures may not be comparable with similarly titled profit measurements reported by other companies, and • It is useful in connection with discussion with the investment analyst community and debt rating agencies. These non-GAAP measures should not be considered in isolation or construed as a substitute for GAAP measures in accordance with IFRS. Annual Integrated Report 2022 Sappi 205 APPENDICES Glossary continued asset turnover (times) – Sales divided by total assets. average – Averages are calculated as the sum of the opening and closing balances for the relevant period divided by two. black economic empowerment (BEE) charge – Represents the IFRS 2 non-cash charge associated with the BEE transaction implemented in 2010 in terms of BEE legislation in South Africa. capital employed – Shareholders’ equity plus net debt. cash interest cover – Cash generated by operations divided by finance costs less finance revenue. current asset ratio – Current assets divided by current liabilities. dividend yield – Dividends per share, which were declared after year end, in US cents divided by the financial year-end closing prices on the JSE Limited converted to US cents using the closing financial year-end exchange rate. earnings yield – Earnings per share divided by the financial year-end closing prices on the JSE Limited converted to US cents using the closing financial year-end exchange rate. EBITDA excluding special items – Earnings before interest (net finance costs), taxation, depreciation, amortisation and special items. EPS excluding special items – Earnings per share excluding special items and certain once-off finance and tax items. fellings – The amount charged against the income statement representing the standing value of the plantations harvested. GAAP – Generally accepted accounting principles. 206 Annual Integrated Report 2022 Sappi headline earnings – As defined in Circular 1/2019, issued by the South African Institute of Chartered Accountants in March 2021, which separates from earnings all separately identifiable remeasurements. It is not necessarily a measure of sustainable earnings. It is a Listings Requirement of the JSE Limited to disclose headline earnings per share. inventory turnover (times) – Cost of sales divided by inventory on hand at balance sheet date. net assets – Total assets less total liabilities. net asset value per share – Net assets divided by the number of shares in issue at balance sheet date. net cash (utilised) generated – Cash flows from operating activities less cash flows from investing activities. net debt – Current and non-current interest-bearing borrowings and lease liabilities, and bank overdraft (net of cash, cash equivalents and short-term deposits). net debt to total capitalisation – Net debt divided by capital employed. net operating assets – Total assets (excluding deferred taxation and cash and cash equivalents) less current liabilities (excluding interest-bearing borrowings, lease liabilities and overdraft). ordinary dividend cover – Profit for the period divided by the ordinary dividend declared, multiplied by the actual number of shares in issue at year end. ordinary shareholders’ interest per share – Shareholders’ equity divided by the actual number of shares in issue at year end. price/earnings ratio – The financial year-end closing prices on the JSE Limited converted to US cents using the closing financial year-end exchange rate divided by earnings per share. revolving credit facility (RCF) – A variable line of credit used by public and private businesses. ROCE – Return on average capital employed. Operating profit excluding special items divided by average capital employed. ROE – Return on average equity. Profit for the period divided by average shareholders’ equity. RONOA – Return on average net operating assets. Operating profit excluding special items divided by average net operating assets. SG&A – Selling, general and administrative expenses. special items – Special items cover those items which management believe are material by nature or amount to the operating results and require separate disclosure. Such items would generally include profit or loss on disposal of property, investments and businesses, asset impairments, restructuring charges, non-recurring integration costs related to acquisitions, financial impacts of natural disasters, non-cash gains or losses on the price fair value adjustment of plantations and alternative fuel tax credits receivable in cash. total market capitalisation – Ordinary number of shares in issue (excluding treasury shares held by the group) multiplied by the financial year-end closing prices on the JSE Limited converted to US cents using the closing financial year-end exchange rate. trade receivables days outstanding (including securitised balances) – Gross trade receivables, including receivables securitised, divided by sales multiplied by the number of days in the year. APPENDICES Notice to shareholders NOTICE OF ANNUAL GENERAL MEETING This document is important and requires your immediate attention. If you are in any doubt as to what action you should take, please consult your stockbroker, banker, attorney, accountant or other professional adviser immediately. Sappi Limited (Registration number: 1936/008963/06) JSE share code: SAP ISIN: ZAE000006284 (Sappi or the company) Notice is hereby given to the shareholders of the company (Shareholders) in terms of section 62(1) of the Companies Act, No. 71 of 2008 as amended (Companies Act) that the eighty sixth (86th) Annual General Meeting of the company will be held at Sappi’s registered office, in the Oxford Room, Ground Floor, 108 Oxford Road (entrance on Ninth Street) Houghton Estate, Johannesburg, 2198, Republic of South Africa and through electronic communication on Wednesday, 08 February 2023 at 14:00 (South African Standard Time). This Annual General Meeting, and any resumption thereof pursuant to an adjournment or recommencement thereof pursuant to a postponement, is referred to hereinafter as the AGM. RECORD DATES The record date on which Shareholders must be recorded as such in the company’s securities register, maintained by Computershare Investor Services Proprietary Limited, the transfer secretaries of the company (Transfer Secretaries), in order to be entitled to receive this Notice of AGM is Friday, 09 December 2022. This Notice of AGM is being distributed to Shareholders on Thursday, 15 December 2022 and this will be announced on the Stock Exchange News Service of the JSE, on the same date. The last day to trade in order to be eligible to attend and vote at the AGM is Tuesday, 31 January 2023. The record date to determine which Shareholders are entitled to attend and vote at the AGM is Friday, 03 February 2023 (Attendance Record Date). ORDER OF BUSINESS A To present: i. as required in terms of section 30(3)(d) read with section 61(8)(a) of the Companies Act, the audited consolidated annual financial statements of the company for the financial year ended 30 September 2022, including the reports of the auditors, the directors and the Audit and Risk Committee, such annual financial statements having been approved by the board of directors of the company (board) as required by section 30(3)(c) of the Companies Act, and ii. the report of the Social, Ethics, Transformation and Sustainability Committee in terms of regulation 43(5)(c) of the Companies Regulations, 2011, as contained in the company’s 2022 Annual Integrated Report (Annual Integrated Report) (see page 192). The complete audited consolidated annual financial statements of the company for the financial year ended 2022 are available on the Sappi website: www.sappi.com B To present the Annual Integrated Report, containing the disclosures required as per the JSE Limited Listings Requirements (JSE Listings Requirements). The Annual Integrated Report is available on the Sappi website: www.sappi.com C To consider and, if deemed fit, pass (with or without modification) the ordinary and special resolutions set out below: 1. Re-election of the directors retiring by rotation in terms of Sappi’s memorandum of incorporation (Sappi’s MOI) The following ordinary resolutions numbers 1, 2, 3 and 4 propose the re-election of those directors of the company who retire as directors by rotation in accordance with Sappi’s MOI and who, being eligible for re-election, offer themselves for re-election. Each of the board and the Nomination and Governance Committee has evaluated the performance of each of the following directors who are retiring by rotation and recommends and supports the re-election of each of them. For brief biographical details of these directors, refer to note 1 to this Notice of AGM on page 216. It is intended that all the directors who retire by rotation will, if possible, attend the AGM, either in person or by means of videoconferencing. In order for these ordinary resolutions numbers 1, 2, 3 and 4 to be adopted, in each case the support of more than 50% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. Annual Integrated Report 2022 Sappi 207 APPENDICES Notice to shareholders continued Ordinary resolution number 1 “Resolved that Mr MA Fallon be and is hereby re-elected as a director of Sappi.” Ordinary resolution number 2 “Resolved that Mr NP Mageza be and is hereby re-elected as a director of Sappi.” Ordinary resolution number 3 “Resolved that Dr B Mehlomakulu be and is hereby re-elected as a director of Sappi.” Ordinary resolution number 4 “Resolved that Mr GT Pearce be and is hereby re-elected as a director of Sappi.” 2. Election of directors appointed since the last annual general meeting In terms of section 68(3) of the Companies Act, the board of directors of a company can appoint a person to fill a vacancy and serve as a director of the company on a temporary basis until the vacancy has been filled by an election by Shareholders. The following ordinary resolutions numbers 5, 6 and 7 propose the election by Shareholders of the persons who have been appointed as directors by the board subsequent to the conclusion of the last annual general meeting. Ordinary resolution number 5 “Resolved that Mr LL von Zeuner be and is hereby elected as a director of the company.” Ordinary resolution number 6 “Resolved that Ms E Istavridis be and is hereby elected as a director of the company.” Ordinary resolution number 7 “Resolved that Mr NL Sowazi be and is hereby elected as a director of the company.” Each of the board and the Nomination and Governance Committee has conducted an assessment of the performance of each of Mr LL von Zeuner, Ms E Istavridis and Mr NL Sowazi and recommends and supports their election as directors. For brief biographical details of these directors, refer to note 1 to this Notice of AGM on page 216. In order for these ordinary resolutions numbers 5, 6 and 7 to be adopted, in each case the support of more than 50% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. 3. Election of Audit and Risk Committee members The following ordinary resolutions numbers 8 to 14 are proposed to elect the members of the Audit and Risk Committee in accordance with section 94(2) of the Companies Act and the King IV Report on Corporate Governance for South Africa 2016 (King IV). Section 94 of the Companies Act requires that, at each AGM, Shareholders must elect an audit committee comprising at least three members. The Nomination and Governance Committee has assessed the performance and independence of each of the directors proposed to be members of the Audit and Risk Committee and recommends their election to the Audit and Risk Committee. The board has considered and accepted the findings of the Nomination and Governance Committee in this regard. The board is satisfied that the proposed members meet the requirements of section 94(4) of the Companies Act, that they are independent according to King IV and that they possess the required qualifications and experience as prescribed in regulation 42 of the Companies Regulations, 2011, which requires that at least one-third of the members of a company’s audit committee at any particular time must have academic qualifications or experience in economics, law, corporate governance, finance, accounting, commerce, industry, public affairs or human resource management. Brief biographical details of each proposed member of the Audit and Risk Committee are included in the biographies of the directors contained under Our Leadership in the Annual Integrated Report (see page 144). Ordinary resolution number 8 “Resolved that Mr NP Mageza1 be and is hereby elected as a member (and chairperson) of the Audit and Risk Committee.” Ordinary resolution number 9 “Resolved that Ms ZN Malinga be and is hereby elected as a member of the Audit and Risk Committee.” Ordinary resolution number 10 “Resolved that Dr B Mehlomakulu2 be and is hereby elected as a member of the Audit and Risk Committee.” 208 Annual Integrated Report 2022 Sappi APPENDICES Ordinary resolution number 11 “Resolved that Mr RJAM Renders be and is hereby elected as a member of the Audit and Risk Committee.” Ordinary resolution number 12 “Resolved that Mr LL von Zeuner3 be and is hereby elected as a member of the Audit and Risk Committee.” Ordinary resolution number 13 “Resolved that Ms E Istavridis4 be and is hereby elected as a member of the Audit and Risk Committee.” Ordinary resolution number 14 “Resolved that Mr NL Sowazi5 be and is hereby elected as a member of the Audit and Risk Committee.” In terms of the Companies Act, each proposed member of the Audit and Risk Committee will, if elected, hold office until the conclusion of the next annual general meeting and perform the duties and responsibilities stipulated in section 94(7) of the Companies Act, the JSE Listings Requirements and King IV and such other duties and responsibilities as may from time to time be determined by the board. In order for ordinary resolutions numbers 8 to 14 to be adopted, the support in each case of more than 50% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. 4. Appointment of auditors The board has evaluated the performance of KPMG Inc and recommends its re-appointment as auditors of Sappi. The Audit and Risk committee has considered and is satisfied as to the independence of KPMG Inc in accordance with section 94(8) of the Companies Act. The board has also considered and is satisfied as to the suitability of KPMG Inc pursuant to paragraph 3.84(g)(iii) of the JSE Listings Requirements. Furthermore, the board has, pursuant to paragraph 3.86 of the JSE Listings Requirements, considered and satisfied itself that KPMG Inc is accredited and recorded on the JSE list of Auditors and Accounting Specialist and that Ms Guiseppina Aldrighetti is not on the JSE list of disqualified individual auditors. Ordinary resolution number 15 “Resolved that KPMG Inc (with the designated registered auditor to be Ms Guiseppina Aldrighetti) be and is hereby re-appointed as the auditors of Sappi for the financial year ending 30 September 2023 and remain in office until the conclusion of the next annual general meeting.” In order for this ordinary resolution number 15 to be adopted, the support of more than 50% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. 5. Remuneration policy Ordinary resolution number 16 “Resolved that the company’s remuneration policy as contained in the Remuneration Report in the Annual Integrated Report (see page 168), be and is hereby endorsed by way of a non-binding advisory vote.” This non-binding advisory vote is being proposed in accordance with the recommendations of King IV and paragraph 3.84(j) of the JSE Listings Requirements. In order for this ordinary resolution number 16 to be adopted, the support of more than 50% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. The endorsement of each of the remuneration policy (in this ordinary resolution number 16) and the remuneration implementation report (in ordinary resolution number 17) is tabled as a non-binding advisory vote. However, the outcome of each vote will be acknowledged when considering the remuneration policy and the implementation thereof. If either the remuneration policy or the remuneration implementation report, or both, is/are voted against by 25% or more of the voting rights exercised, the board will, as recommended by King IV and required by the JSE Listings Requirements, in its voting results announcement invite the dissenting Shareholders to engage with Sappi, and state the manner and timing of such engagement. 1 Subject to his re-election as a director pursuant to ordinary resolution number 2. 2 Subject to her re-election as a director pursuant to ordinary resolution number 3. 3 Subject to his election as a director pursuant to ordinary resolution number 5. 4 Subject to her election as a director pursuant to ordinary resolution number 6. 5 Subject to his election as a director pursuant to ordinary resolution number 7. Annual Integrated Report 2022 Sappi 209 APPENDICES Notice to shareholders continued 6. Remuneration implementation report Ordinary resolution number 17 “Resolved that the company’s remuneration implementation report as contained in the Remuneration Report in the Annual Integrated Report (see page 168), be and is hereby endorsed by way of a non-binding advisory vote.” This non-binding advisory vote is being proposed in accordance with the recommendations of King IV and paragraph 3.84(j) of the JSE Listings Requirements. In order for this ordinary resolution number 17 to be adopted, the support of more than 50% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. 7. General authority to repurchase shares Special resolution number 1 “Resolved that the board be and is hereby authorised, by way of a general authority, to approve the repurchase from time to time by the company of its own issued ordinary shares (Sappi shares), and to approve the purchase from time to time of Sappi shares in the company by any subsidiary from time to time of the company upon such terms and conditions and in such amounts as the board may from time to time determine, but subject to (re)purchases by the company and/or its subsidiaries pursuant to this general authority not exceeding in total 10% (ten percent) of the number of Sappi shares in issue on the date on which this general authority is granted, and subject to the provisions of the Companies Act, Sappi’s MOI and the JSE Listings Requirements, when applicable, and any other relevant authority. It is recorded that the JSE Listings Requirements currently require, inter alia, the following in relation to a general authority to repurchase securities: (a) this general authority shall be valid until the next annual general meeting or for 15 months from the date on which the general authority is granted, whichever period is shorter; (b) authorisation thereto must be given by the company’s memorandum of incorporation; (c) no acquisition may be made at a price more than 10% (ten percent) above the weighted average of the market price of the Sappi shares for the 5 (five) business days immediately preceding the date of such acquisition; (d) the repurchase of the Sappi shares must be effected through the order book operated by the JSE trading system and done without any prior understanding or arrangement between the company and the counterparty (reported trades are prohibited); (e) the company may only appoint one agent at any point in time to effect any repurchase(s) on the company’s behalf; (f) the company and/or any of its subsidiaries may not acquire Sappi shares during a prohibited period as defined in the JSE Listings Requirements unless a repurchase programme is in place. The company must instruct only one independent third party, which makes its investment decisions in relation to the Sappi shares independently of, and uninfluenced by, the company prior to the commencement of the prohibited period to execute the repurchase programme. The repurchase programme must be submitted to the JSE in writing prior to the commencement of the prohibited period and must include certain details including (i) the name of the independent agent; (ii) the date on which the independent agent was appointed by the company; and (iii) the commencement and termination date of the repurchase programme; (g) the general authority may be varied or revoked by special resolution of the Shareholders prior to the next annual general meeting of the company; (h) should the company and/or its subsidiaries cumulatively repurchase 3% of the initial number of Sappi shares (i.e., the number of Sappi shares in issue at the time that the general authority from Shareholders is granted), and for each 3% in aggregate of the initial number acquired thereafter, an announcement must be made in terms of paragraph 11.27 of the JSE Listings Requirements; and the board must have resolved to authorise the repurchase, that the company and the relevant subsidiaries have passed the solvency and liquidity test contained in the Companies Act and that, since the test was performed, there have been no material changes in the financial position of the group. (i) The company will not affect a repurchase of Sappi shares under the general authority as contemplated in special resolution number 1 unless the following requirements are met: • the company will meet a solvency and liquidity test as contemplated in the Companies Act; • each of the company and the group will be able to pay its debts for a period of 12 (twelve) months following the date of the repurchase; • the assets of each of the company and the group will be in excess of the liabilities of the company and the group for a period of 12 (twelve) months following the date of the repurchase, such assets and liabilities having been valued in accordance with the accounting policies used in the audited consolidated annual financial statements of the company for the year ended 30 September 2022; • the share capital and reserves of each of the company and the group will be adequate for the ordinary course of business purposes for a period of 12 (twelve) months following the date of the repurchase; and • the working capital of each of the company and group is considered adequate for ordinary business purposes for a period of 12 (twelve) months following the date of the repurchase. In order for this special resolution number 1 to be adopted, the support of at least 75% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. 210 Annual Integrated Report 2022 Sappi APPENDICES The board will exercise the general authority to repurchase Sappi shares should the opportunity arise and should the directors deem it in all respects to be advantageous to the company to repurchase such shares. Disclosure in terms of paragraph 11.26 of the JSE Listings Requirements The JSE Listings Requirements require the following disclosures in relation to special resolution number 1, which are included in the Annual Integrated Report – major Shareholders of the company – page – share capital of the company – page 200 of the Annual Integrated Report; and 200 of the Annual Integrated Report. Directors’ responsibility statement The directors, whose names are set out on pages individually accept full responsibility for the accuracy of the information pertaining to special resolution number 1 and certify that to the best of their knowledge and belief there are no facts that have been omitted which would make any statement false or misleading, and that all reasonable enquiries to ascertain such facts have been made and that the abovementioned resolution contains all information required by the JSE Listings Requirements. 144 to 145 of the Annual Integrated Report, collectively and No material change There have been no material change in the financial or trading position of the company and the group since 30 September 2022. Statement of board’s intention The board has not passed any resolution to effect, and has no current specific intention to effect, a repurchase pursuant to the general authority as contemplated in special resolution number 1. The board will continually review the company’s position, having regard to prevailing circumstances and market conditions, in considering whether to effect such a repurchase. 8. Non-executive directors’ fees Special resolution number 2 “Resolved that, for the period commencing on 1 October 2022 and until otherwise determined in general meeting, the remuneration of the non-executive directors for their services shall be as follows: Fee structure 1. Sappi board fees1 Chairperson If United Kingdom resident Lead independent director If South African resident If United Kingdom resident If United States of America resident If European resident Other directors If South African resident If United Kingdom resident If United States of America resident If European resident 2. Audit and Risk Committee fees1 Chairperson If South African resident If United Kingdom resident If United States of America resident If European resident Other directors If South African resident If United Kingdom resident If United States of America resident If European resident From To £319,940 £319,9402 ZAR704,800 ZAR747,088 £71,121 £74,677 US$108,466 US$112,804 €94,435 €99,157 ZAR471,034 ZAR499,296 £47,370 £49,739 US$72,304 US$75,196 €62,913 €66,059 ZAR489,112 ZAR518,459 £48,101 £50,506 US$74,887 US$77,882 €63,872 €67,066 ZAR244,561 ZAR259,235 £24,187 £25,397 US$36,572 US$38,035 €32,108 €33,713 Annual Integrated Report 2022 Sappi 211 APPENDICES Notice to shareholders continued 3. Fees of Human Resources and Compensation Committee, Nomination and Governance Committee, Social, Ethics, Sustainability and Transformation Committee and any other committee established from time to time (ad hoc or otherwise)1 Chairperson If South African resident If United Kingdom resident If United States of America resident If European resident Other directors If South African resident If United Kingdom resident If United States of America resident If European resident 4. Additional meeting fees for board meetings in excess of five meetings per financial year whether attended in person or by teleconference/ videoconference and other ad hoc duties If South African resident If United Kingdom resident If United States of America resident If European resident 5. Travel compensation (applicable to long-haul flights with a duration of at least 10 hours) If South African resident If United Kingdom resident If United States of America resident If European resident From To ZAR294,063 £28,582 US$42,794 €37,946 ZAR311,707 £30,012 US$44,506 €39,843 ZAR153,040 £20,026 US$26,138 €26,593 ZAR162,223 £21,027 US$27,183 €27,923 ZAR47,224 per meeting £4,699 per meeting US$7,226 per meeting €6,232 per meeting ZAR50,057 per meeting £4,934 per meeting US$7,515 per meeting €6,543 per meeting US$3,800 per meeting US$3,800 per meeting US$3,800 per meeting US$3,800 per meeting US$3,800 per meeting US$3,800 per meeting US$3,800 per meeting US$3,800 per meeting 1 Fees per financial year excluding VAT and taxes unless otherwise indicated, with payments for a part of a financial year being determined 2 on a pro rata basis. Inclusive of all board committee fees. If a future Chairperson is not a United Kingdom resident, appropriate benchmark information in relation to his/her domicile will be used to determine fees payable. Sappi’s practice, as advised previously, is to review directors’ fees annually. Special resolution number 2 increases the remuneration currently paid to non-executive directors and board committee members. The recommendation is that all non-executive directors’ fees will be adjusted in line with executive management increases globally. No adjustment is recommended for the Chairman’s fee. The fees would be increased by between 4% and 6% per annum, depending on the domicile of the director, with effect from 01 October 2022. A bespoke benchmarking exercise in relation to the fees was carried out this year. The conclusion was that the fees are at the appropriate and market-related levels. The review takes into account that the responsibilities of non-executive directors continue to increase substantially flowing from legislative, regulatory and corporate governance developments and requirements in South Africa and elsewhere. Non-executive directors’ fees are paid quarterly (in March, June, September, and December each year) and the proposed increase, if approved, will accordingly be applicable to payments to be made in December 2022 onwards. Initially the December 2022 payment will be made on the basis of the existing fee structure, and following Shareholder approval of the proposed increases, the shortfall in the December 2022 payment will be made up in the March 2023 payment. Directors’ fees and board committee fees are paid to non-executive directors only. In order for this special resolution number 2 to be adopted, the support of at least 75% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. 212 Annual Integrated Report 2022 Sappi APPENDICES 9. Loans or other financial assistance to related or inter-related companies or corporations, and to any person related to the company and any such company or corporation The Companies Act provides that the board of directors of a company may authorise that company to provide direct or indirect financial assistance (which includes, without limitation, lending money, guaranteeing a loan or other obligation and securing any debt or obligation) to a related or inter-related company and to any person related to any such company or corporation, provided that such authorisation shall be made pursuant to a special resolution of the Shareholders adopted within the previous two years, which approved such assistance either for the specific recipient or generally for a category of potential recipients and the specific recipient falls within that category. The board of directors of a company can only approve financial assistance if it is satisfied that: (i) immediately after providing the financial assistance, the company would satisfy the solvency and liquidity test contained in the Companies Act, and (ii) the terms under which the financial assistance is proposed to be given are fair and reasonable to the company. Special resolution number 3 “Resolved that the board be and is hereby authorised, in accordance with the Companies Act, to authorise the company to provide direct or indirect financial assistance which the board may deem fit to any company or corporation (wheresoever incorporated or registered) which is from time to time related or inter-related to the company, and to any person related from time to time to the company or any such company or corporation, on such terms and conditions and in such amounts as the board may determine, subject to the board being satisfied that: • immediately after providing the financial assistance, the company would satisfy the solvency and liquidity test contained in the Companies Act; and • the terms under which the financial assistance is proposed to be given are fair and reasonable to the company. For the avoidance of doubt, this special resolution number 3 does not authorise the company to provide direct or indirect financial assistance to a director or prescribed officer, or to a director or prescribed officer of a related or inter-related company or corporation”. In order for this special resolution number 3 to be adopted, the support of at least 75% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. 10. Signature of documents Ordinary resolution number 18 “Resolved that any director and Group Company Secretary of Sappi (each being entitled to act individually) is authorised to sign all such documents and do all such things as may be necessary or reasonably desirable for or incidental to the implementation of the resolutions passed at this AGM.” In order for this ordinary resolution number 18 to be adopted, the support of more than 50% of the voting rights exercised on the resolution by Shareholders present or represented by representative or proxy at the AGM and entitled to exercise voting rights on the resolution is required. D. Other matters: To transact such other business as may be transacted at an AGM. Identification In terms of section 63(1) of the Companies Act, before any person may participate in the AGM, that person must present reasonable satisfactory identification to the chairperson of the meeting, who must be reasonably satisfied that such person has the right to listen in to, participate in, and vote at, the meeting, either as a Shareholder or as a representative or proxy for a Shareholder. Acceptable forms of identification include a valid identity document, passport or driver’s licence. Certificated shareholders and own-name dematerialised shareholders Shareholders who are recorded as such in the securities register on the attendance record date (Qualifying Shareholders) and who: • hold Sappi shares in certificated form, or • have dematerialised their shares (i.e., have replaced the paper share certificates with electronic records of ownership under the JSE’s electronic settlement system) and are recorded in the sub-register in own name dematerialised form (i.e., Shareholders who have specifically instructed their Central Securities Depositary Participant (CSDP) or broker to hold their shares in their own name on Sappi’s sub-register), are entitled to: – – participate in, speak at, and/or vote at, the AGM, or appoint one or more proxies to participate in, speak at, and/or vote at, the AGM in their stead. A proxy need not be a Shareholder. The form of proxy is enclosed. Annual Integrated Report 2022 Sappi 213 APPENDICES Notice to shareholders continued It is requested, for administrative reasons, that forms of proxy be emailed, posted or delivered to the Transfer Secretaries at the following addresses to be received by no later than 14:00 (South African Standard Time) on Monday, 06 February 2023. Hand deliveries to: Computershare Investor Services Proprietary Limited Rosebank Towers, 15 Biermann Avenue, Rosebank Johannesburg, 2196 South Africa Postal deliveries to: Computershare Investor Services Proprietary Limited Private Bag X9000, Saxonwold, Johannesburg, 2132, South Africa Email deliveries to: proxy@computershare.co.za If a certificated Shareholder or own-name dematerialised Shareholder does not email, post or deliver forms of proxy to the Transfer Secretaries so as to be received by that time, such Shareholder will nevertheless be entitled to email the form of proxy to the Transfer Secretaries at proxy@computershare.co.za to be received prior to the commencement of the AGM. Beneficial owners of dematerialised shares (other than own-name dematerialised shareholders) Beneficial owners of Sappi shares who have dematerialised their Sappi shares and who are not registered as own name dematerialised Shareholders and who: • wish to participate in, speak at, and/or vote at, or wish their representatives to participate in, speak at, and/or vote at, the AGM must instruct their CSDPs or brokers to provide them or their representatives with a letter of representation to enable them or their representatives to participate in, speak at, and/or vote at, such meeting or • do not wish to participate in, speak at, and vote at, the AGM, should provide their CSDPs or brokers with their voting instructions in terms of the relevant custody agreement between them and their CSDPs or brokers. Such a beneficial owner must not complete the attached form of proxy. Electronic participation in the AGM The company intends to make provision for Qualifying Shareholders, or their representatives or proxies, to participate in, speak at, and/or vote at, the AGM by way of electronic communication as provided for in terms of Sappi’s MOI and section 63(2) of the Companies Act. In this regard, Qualifying Shareholders or their representatives or proxies may participate in, speak at, and/or vote at, the AGM by way of an interactive electronic platform and, if they wish to do so, should note the following: • the company will offer a Qualifying Shareholder (or its representative or proxy) reasonable access through electronic facilities and a virtual meeting platform to participate in the AGM; • a Qualifying Shareholder (or its representative or proxy) will, if (and only if) the Qualifying Shareholder requests that access be granted to it (or its representative or proxy) to do so, be able to: – – participate in the AGM through electronic facilities; and vote during the AGM through a virtual meeting platform; and • a Qualifying Shareholder (is invited to request such access by: – – sending an email (a participation request) to the Transfer Secretaries at proxy@computershare.co.za or registering at www.smartagm.co.za Following receipt of a participation request, the Transfer Secretaries will email the relevant contact link and logon details to the Qualifying Shareholder concerned (or its representative or proxy) to enable it (or its representative or proxy) to participate in, speak at, and/or vote at, the AGM (a connection details notice). The participation request must specify: • the name of the Qualifying Shareholder (and, if applicable, of the representative or proxy) • an email address at which the Qualifying Shareholder (and, if applicable, the representative or proxy) can be contacted. Reasonably satisfactory identification (and a letter of representation or a duly completed form of proxy, if applicable) must be attached to a participation request. It is requested, for administrative reasons, that a participation request, complying with the above requirements, be emailed to the Transfer Secretaries at proxy@computershare.co.za, to be received by no later than 14:00 (South African Standard Time) on Monday, 06 February 2023. If a Qualifying Shareholder does not email a participation request complying with the above requirements to reach the Transfer Secretaries by that time, that Qualifying Shareholder will nevertheless be entitled to email a participation request complying with the above requirements to the Transfer Secretaries at proxy@computershare.co.za, to be received prior to the commencement of the AGM. Qualifying Shareholders (and their representatives or proxies) should nevertheless be aware that if a participation request is sent near to the time of commencement of the AGM, there is a risk, and they accept the risk, that: (i) the participation request will not reach the Transfer Secretaries prior to the commencement of the AGM; (ii) the Transfer Secretaries will not have sufficient time to send the connection details notice prior to the commencement of the AGM; or (iii) the connection details notice will not reach the Qualifying Shareholder (or representative or proxy) prior to the commencement of the AGM. 214 Annual Integrated Report 2022 Sappi APPENDICES In relation to a participation request complying with the above requirements received by the Transfer Secretaries from a Qualifying Shareholder: • by 14:00 (South African Standard Time) on Monday, 06 February 2023, the Transfer Secretaries will use reasonable endeavours to email the connection details notice by no later than 17:00 (South African Standard Time) on Tuesday, 07 February 2023 or • after 14:00 (South African Standard Time) on Monday, 06 February 2023 but prior to the commencement of the AGM, the Transfer Secretaries will use reasonable endeavours to email the connection details notice as soon as reasonably practicable after receipt of the participation request. For information purposes only, a guide for electronic shareholders meetings will be available on the company’s website (www.sappi.com questions on electronic participation, please send an email to proxy@computershare.co.za.  ) and can also be obtained from the Transfer Secretaries. Should you have any further Sappi will make the electronic facilities and platform available at no cost to the user. However, any third-party costs relating to the use of, or access to, the electronic facilities and platform will be for the user’s account. Sappi does not accept responsibility, and will not be held liable, under any applicable law or otherwise, for: • any action of, or omission by, the Transfer Secretaries, CSDPs or brokers; or • any loss arising in any way from the use of the electronic facilities or platform including, without limitation, any malfunctioning or other failure of the facilities or platform, or any failure of any email to reach, or delay in any email reaching, its intended destination. Sappi shares held by a share trust or scheme Sappi shares held by a share trust or scheme will not have their votes taken into account at the AGM for the purposes of resolutions proposed in terms of the JSE Listings Requirements. Questions The board encourages Shareholders to participate and to ask questions at the AGM. In order to facilitate efficient responses to questions at the meeting, Shareholders can submit questions in advance in writing to the Group Company Secretary so as to be received by 17:00 (South African Standard Time) on Friday, 27 January 2023 at: 108 Oxford Road Houghton Estate Johannesburg, 2198 South Africa or PO Box 52264 Saxonwold, 2132 South Africa or By email to ami.mahendranath@sappi.com By order of the board Secretaries: per A Mahendranath Group Company Secretary Sappi Southern Africa Limited 108 Oxford Road Houghton Estate Johannesburg, 2198 South Africa 15 December 2022 Annual Integrated Report 2022 Sappi 215 APPENDICES Notice to shareholders continued NOTES 1. Directors retiring by rotation who are seeking re-election Michael Anthony Fallon (Mike) (64) (Independent) Qualifications: BSc Hons (First Class) Nationality: British Appointed: September 2011 Sappi board committee memberships • Human Resources and Compensation Committee (Chairman) • Nomination and Governance Committee Skills, expertise, and experience Mr Fallon retired as an executive director of Nippon Sheet Glass Company Limited (NSG Group) at the end of June 2012. Before retiring, Mr Fallon was President of NSG’s Global Automotive division, with 17,500 employees, heading up all the glass and glazing operations in the key automotive regions across the world. With annual sales of around €6 billion, the NSG Group is one of the world’s largest manufacturers of glass and glazing products for the building, automotive and speciality glass sectors. His management and leadership experience extends across a wide range of functions from plant management, sales and marketing and supply chain to general management, including mergers and acquisition experience. During his 30-year career in a highly competitive industry, he held several positions, including President of Pilkington operations in North America and director and Chairman of companies in the UK, New Zealand and Finland. In his last four years at NSG group, he was both a main board director and leader of its Global Automotive division. He was responsible for leading and developing the strategic direction and ultimately the performance and governance of this business. His leadership and experience covered all aspects of the business, from its research and development, sales and marketing, 30 manufacturing sites, supply chain, including 150 warehouses and distribution centres, purchasing, human resources and finance. Nkateko Peter Mageza (Peter) (67) (Independent) Qualifications: FCCA (UK) Nationality: South African Appointed: January 2010 Sappi board committee memberships • Audit and Risk Committee (Chairman) • Human Resources and Compensation Committee Other board and organisation memberships • Anglo American Platinum Ltd • RCL Foods Ltd • Remgro Ltd 216 Annual Integrated Report 2022 Sappi Skills, expertise, and experience: Mr Mageza joined the Sappi board after holding senior executive positions across several industries. He is a former Group Chief Operating Officer and Executive Director of Absa Group Limited, assistant General Manager at Nedcor Limited and CEO of Autonet, the Road Passenger and Freight Logistics division of Transnet Limited. He was previously a director at MTN Group Limited. Dr Bonakele Mehlomakulu (Boni) (49) (Independent) Qualifications: PhD (Chemical Engineering) Nationality: South African Appointed: March 2017 Sappi board committee memberships • Social, Ethics, Transformation and Sustainability Committee • Audit and Risk Committee Other board and organisation memberships • Hulamin Limited • Yokogawa South Africa Skills, expertise, and experience Dr Boni Mehlomakulu holds a PhD in Chemical Engineering from the University of Cape Town. Her career started at Sasol before joining the Department of Science and Technology occupying various management roles. Her recent executive role was CEO of the South African Bureau of Standards; a position she held for nine years. In addition to her non-executive directorship at Sappi Limited, she also serves as a non-executive director at Hulamin Limited and Yokogawa South Africa. Her past directorships include PBMR (Pty) Limited, Nuclear Energy Corporation of South Africa, Eskom Holdings SOC Limited and the Technology Innovation Agency, she also served as the Deputy Chair of Unisa Council and was a country representative on the Council of International Organization for Standardization (ISO, Geneva). Glen Thomas Pearce (59) (Chief Financial Officer) Qualifications: BCom, BCom Hons, CA(SA) Nationality: South African Appointed: July 2014 Sappi board committee memberships • Expected to attend Audit and Risk Committee meetings by invitation Skills, expertise, and experience Mr Pearce joined Sappi Limited in June 1997 as Financial Manager and subsequently held various senior finance roles in South Africa and in Belgium before being promoted to Chief Financial Officer and executive director of Sappi Limited in July 2014. Prior to joining Sappi, he worked at Murray & Roberts Limited from 1992 to 1996. APPENDICES 2. Appointment and confirmation of directors Mr Louis Leon von Zeuner (61) (Independent) Qualifications: BEcon (Economics) Nationality: South African Appointed: September 2022 Sappi board committee memberships • Audit and Risk Committee Other board and organisation memberships • Telkom SOC, Independent Non-Executive Director, (Chair Audit & Risk) • Transnet SOC, Independent Non-Executive Director, (Audit, Finance, and Investment, Risk member) • FirstRand Group, Independent Non-Executive Director, (Chair REM) • University of Free State, Council Member Skills, expertise, and experience Mr von Zeuner holds a Bachelor of Economics from the University of Stellenbosch and is a Chartered Director (SA). His role as board member, aside from the normal focus on strategy profitability and sustainability, has a key focus on governance status. Despite his role change from executive to non-executive, Mr von Zeuner has been able to continue to play a leadership role in the activities of various organisations and contribute to growing the businesses. He is results driven and supports growing customer relationships. Ms Eleni Istavridis (65) (Independent) Qualifications: Bachelor of Arts (BA) (MBA) (MIA) Nationality: American Appointed: October 2022 Sappi board committee memberships • Audit and Risk Committee Other board and organisation memberships • Sonoco Products Company, Independent Non- Executive Director (Financial Policy Committee, Employee and Public Responsibility Committee, Audit Committee) Skills, expertise, and experience. Ms Istavridis is a seasoned leader with international experience, including 17 years in the United States and 22 years in Asia in Financial Services and Manufacturing. She has deep expertise in strategy, finance and global operations. Most recently she was Executive Vice President at Bank of New York Mellon as Head of Global Client Management for Asia and later Head of Investment Services, Asia Pacific. Earlier she served in a variety of senior leadership roles including, President and COO of Tristate, an Asia based manufacturer, and Managing Director at Bankers Trust Company. She is currently an Independent board member of two public companies and has committee assignments focused on Audit, Financial Policy, Employees and Public Responsibility areas. Mr Nkululeko Leonard Sowazi (59) (Independent) Qualifications: Master’s Degree in Urban Planning Nationality: South African Appointed: October 2022 Sappi board committee memberships • Audit and Risk Committee Other board and organisation memberships • Grindrod Limited, Lead Independent Non-Executive Director, (Member of Remuneration), (Member of Investment), (Member of Social & Ethics), (Member of Risk) • MTN Group, Independent Non-Executive Director, (Member of Nominations), (Remuneration and Human Resources Member), (Finance Member), (Chair of S&E), (Climate Change member) • Sanlam Private Equity Fund (Investment Committee Chair) • Tiso Foundation (co-founder and Trustee) Skills, expertise, and experience. Mr Sowazi has over 30 years′ senior executive and investment management experience and has served on numerous boards of both listed and unlisted companies. Mr Sowazi has a strong commercial and entrepreneurial business track record and presents with an impeccable reputation in the market. Annual Integrated Report 2022 Sappi 217 APPENDICES Shareholders’ diary Annual General Meeting First quarter results released Second quarter and half-year results released Third quarter results released Financial year end Preliminary fourth quarter and year results Annual Integrated Report posted to shareholders and posted on website 08 February 2023 February 2023 May 2023 August 2023 September 2023 November 2023 December 2023 218 Annual Integrated Report 2022 Sappi APPENDICES Proxy form FOR THE ANNUAL GENERAL MEETING Sappi Limited (Registration number: 1936/008963/06) JSE code: SAP ISIN code: ZAE000006284 (Sappi or the company) For use only by shareholders who: • • hold shares in certificated form, or hold dematerialised shares (i.e., where the paper share certificates have been replaced with electronic records of ownership under the JSE’s electronic settlement system and are recorded in Sappi’s sub-register with own name registration (i.e., shareholders who have specifically instructed their Central Securities Depository Participant (CSDP) or broker to record the holding of their shares in their own name in Sappi’s sub-register). If you are unable to attend the eighty-sixth (86th) Annual General Meeting of the company to be held at 14:00 (South African Standard Time) on Wednesday, 08 February 2023 at Sappi’s registered office, in the Oxford Room, Ground Floor, 108 Oxford Road (entrance on Ninth Street) Houghton Estate, Johannesburg, 2198, Republic of South Africa and through electronic communication, you should complete and return this form of proxy. The Annual General Meeting, and any resumption thereof pursuant to an adjournment or recommencement thereof pursuant to a postponement, is referred to hereinafter as the AGM. It is requested, for administrative reasons, that this form of proxy be sent to Computershare Investor Services Proprietary Limited, the Transfer Secretaries of the company (Transfer Secretaries) by email, post or physical delivery, to the addresses set out later on in the form of proxy, to be received by no later than 14:00 (South African Standard Time) on Monday, 06 February 2023. If a certificated shareholder or own-name dematerialised shareholder does not email, post or deliver forms of proxy to the Transfer Secretaries to be received by that time, such shareholder will nevertheless be entitled to email the form of proxy to the Transfer Secretaries at proxy@computershare.co.za to be received prior to the commencement of the AGM. Beneficial owners of Sappi shares who have dematerialised their Sappi shares and who are not registered as own name dematerialised shareholders and who wish to: • attend the AGM must instruct their CSDPs or brokers to provide them with a letter of representation to enable them to attend such meeting, or • vote at, but not to attend, the AGM, must provide their CSDPs or brokers with their voting instructions in terms of the relevant custody agreement between them and their CSDPs or brokers. Such beneficial owners must not complete this form of proxy. I/We (please print names in full) of (address) Telephone/Cellphone number: Email address: being a shareholder(s) of Sappi holding or failing him/her or failing him/her or failing him/her, the chairperson of the meeting as my/our proxy to attend, speak and vote for me/us on the resolutions to be proposed (with or without modification) at the AGM, as follows: Sappi shares and entitled to vote at the AGM, hereby appoint Number of shares For Against Abstain Re-election of the directors retiring by rotation in terms of Sappi’s MOI Ordinary resolution number 1 – Re-election of Mr MA Fallon as a director of Sappi Ordinary resolution number 2 – Re-election of Mr NP Mageza as a director of Sappi Ordinary resolution number 3 – Re-election of Dr B Mehlomakulu as a director of Sappi Ordinary resolution number 4 – Re-election of Mr GT Pearce as a director of Sappi Election of directors appointed since the last annual general meeting Ordinary resolution number 5 – Election of Mr LL von Zeuner as a director of Sappi Ordinary resolution number 6 – Election of Ms E Istavridis as a director of Sappi Ordinary resolution number 7 – Election of Mr NL Sowazi as a director of Sappi Election of Audit and Risk Committee members Ordinary resolution number 8 – Election of Mr NP Mageza as a member and chairperson of the Audit and Risk Committee Ordinary resolution number 9 – Election of Ms ZN Malinga as a member of the Audit and Risk Committee Ordinary resolution number 10 – Election of Dr B Mehlomakulu as a member of the Audit and Risk Committee Ordinary resolution number 11 – Election of Mr RJAM Renders as a member of the Audit and Risk Committee Ordinary resolution number 12 – Election of Mr LL von Zeuner as a member of the Audit and Risk Committee Ordinary resolution number 13 – Election of Ms E Istavridis as a member of the Audit and Risk Committee Ordinary resolution number 14 – Election of Mr NL Sowazi as a member of the Audit and Risk Committee Ordinary resolution number 15 – Re-appointment of KPMG Inc as auditors of Sappi for the financial year ending 30 September 2023 and until the conclusion of the next annual general meeting of Sappi Ordinary resolution number 16 – Non-binding endorsement of remuneration policy Ordinary resolution number 17 – Non-binding endorsement of remuneration implementation report Special resolution number 1 – General authority to repurchase shares Special resolution number 2 – Non-executive directors’ fees Special resolution number 3 – Loans or other financial assistance to related or inter-related companies and to any person related to the company or any such company or corporation Ordinary resolution number 18 – Authority for directors and Group Company Secretary to sign all documents and do all such things necessary or reasonably desirable for or incidental to the implementation of the above resolutions Insert X in the appropriate block if you wish to vote all your shares in the same manner. If not, insert the number of votes in the appropriate block. If no indication is given, the proxy will vote as he/she thinks fit. Signed at Signature Assisted by me, where applicable (name and signature) Please read the notes and instructions on the following pages. this day of Annual Integrated Report 2022 Sappi 219 APPENDICES Notes to the form of proxy 1. 2. 3. 4. 5. 6. 7. 8. 9. This form of proxy is only to be completed by certificated shareholders and own-name dematerialised shareholders. A shareholder may insert the name of a proxy or the names of alternative proxies of the shareholder’s choice in the space provided, provided that, in the case of concurrent proxies, this form of proxy must clearly state the order in which the concurrent proxies votes are to take precedence in the event that both or all of the concurrent proxies are present, and vote, at the AGM. If such order is not set out and the chairperson waives such non-compliance, then the person whose name stands first on this form of proxy and who is present at the AGM will be entitled to act to the exclusion of those whose names follow. A shareholder may appoint more than one proxy to exercise voting rights attached to different shares held by the shareholder. On a show of hands, every shareholder present or represented by proxy or by representative shall have only one vote irrespective of the number of shares such shareholder holds. On a poll, every shareholder present or represented by proxy or by representative shall be entitled to cast one vote per share held. A shareholder’s instructions to the proxy must be indicated by inserting the relevant numbers of votes exercisable by the proxy in the appropriate box or by inserting X should the shareholder wish to vote all shares held by it. Failure to comply will be deemed to authorise the proxy to vote or to abstain from voting, as the case may be, in respect of all the shareholder’s votes, in such manner as the proxy decides. A shareholder or the proxy is not obliged to exercise all the votes exercisable by the shareholder or by the proxy, but the total of votes cast and in respect of which abstention is recorded may not exceed the total of votes exercisable by the shareholder or by the proxy. Forms of proxy must be dated and signed by the shareholder appointing a proxy. It is requested, for administrative reasons, that this form of proxy be sent to the transfer secretaries, in accordance with the details provided below, so as to reach the transfer secretaries by no later than 14:00 (South African Standard Time) on Monday, 06 February 2023: Hand deliveries to: Computershare Investor Services Proprietary Limited Rosebank Towers, 15 Biermann Avenue Rosebank, Johannesburg, 2196 South Africa Postal deliveries to: Computershare Investor Services Proprietary Limited Private Bag X9000, Saxonwold, Johannesburg, 2132, South Africa Email deliveries to: proxy@computershare.co.za If a certificated shareholder or own-name dematerialised shareholder does not email, post or deliver a form of proxy to the transfer secretaries to be received by that time, such shareholder will nevertheless be entitled to email the form of proxy to the transfer secretaries to be received prior to the commencement of the AGM. Completing and lodging this form of proxy will not preclude the relevant shareholder from attending the AGM and speaking and voting in person to the exclusion of any proxy appointed in terms hereof. Documentary evidence establishing the authority of a person signing this form of proxy in a representative capacity or other legal capacity must be attached to this form of proxy, unless previously recorded by the transfer secretaries or waived by the chairperson of the AGM. 10. The completion of blank spaces need not be initialled. Any alteration or correction made to this form of proxy must be initialled by the signatory/ies. 11. If any shares are jointly held, all joint shareholders must sign this form of proxy. If more than one of those shareholders is present at the AGM either in person or by proxy, the person whose name appears first in the securities register will be entitled to vote to the exclusion of the others. 12. Despite the aforegoing, the chairperson of the AGM may waive any formalities that would otherwise be a prerequisite for a valid form of proxy. 220 Annual Integrated Report 2022 Sappi APPENDICES Transfer secretaries’ offices Computershare Investor Services Proprietary Limited (Registration number: 2004/003647/07) Rosebank Towers, 15 Biermann Avenue, Rosebank Johannesburg, 2196, South Africa (Private Bag X9000, Saxonwold, 2132, South Africa) Tel: +27 11 370 5000 Email: proxy@computershare.co.za Summary of terms of section 58(8)(b)(i) of the South African Companies Act, 2008, as amended Section 58(8)(b)(i) provides that the form of proxy supplied by a company for the purpose of appointing a proxy must bear a reasonably prominent summary of the rights established by section 58 of the Companies Act, 2008, as amended, which summary is set out below: • A shareholder of a company may, at any time, appoint any individual, including an individual who is not a shareholder of that company, as a proxy to, among other things, participate in, and speak and vote at, a shareholders meeting on behalf of the shareholder. • A shareholder may appoint two or more persons concurrently as proxies; provided that Sappi’s MOI requires that the instrument appointing the concurrent proxies clearly states the order in which the concurrent proxies votes are to take precedence in the event that both or all of the concurrent proxies are present, and vote, at the relevant meeting. • A shareholder may appoint more than one proxy to exercise voting rights attached to different securities held by the shareholder. • A proxy may delegate the proxy’s authority to act on behalf of the shareholder to another person. Note however that Sappi’s MOI prohibits such delegation. • A proxy appointment must be in writing, and dated and signed by the shareholder, and remains valid only until the meeting (including any resumption thereof pursuant to an adjournment or recommencement thereof pursuant to a postponement) ends, unless the proxy appointment is revoked, in which case the proxy appointment will be cancelled with effect from such revocation. • A shareholder may revoke a proxy appointment in writing. • A proxy appointment is suspended at any time and to the extent that the shareholder chooses to act directly and in person in the exercise of any rights as a shareholder. • A proxy is entitled to exercise, or abstain from exercising, any voting right of the shareholder without direction, except to the extent the form of proxy provides otherwise. Annual Integrated Report 2022 Sappi 221 APPENDICES Investor relations Tracy Wessels Group Head Investor Relations and Sustainability Tel +27 (0)11 407 8391 Tracy.Wessels@sappi.com JSE Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Registration number: 1929/001225/06 1 Merchant place, corner Rivonia Road and Fredman Drive Sandton, 2146, South Africa PO Box 786273 Sandton 2146 www.rmb.co.za United States ADR Depositary BNY Mellon Shareowner Services PO Box 505000 Louisville, KY 40233-5000 United States of America 462 South 4th Street Suite 1600 Louisville, KY 40202 United States of America shrrelations@cpushareownerservices.com www.mybnymdr.com Administration Sappi Limited Registration number: 1936/008963/06 JSE code: SAP ISIN code: ZAE 000006284 Group Company Secretary Ami Mahendranath Secretaries Sappi Southern Africa Limited 108 Oxford Road Houghton Estate Johannesburg, 2198 South Africa PO Box 52264 Saxonwold, 2132 South Africa Tel +27 (0)11 407 8464 Ami.Mahendranath@sappi.com www.sappi.com Transfer secretaries Computershare Investor Services Proprietary Limited Rosebank Towers 15 Biermann Avenue Rosebank, 2196 South Africa Private Bag X9000 Saxonwold, 2132 South Africa Tel +27 (0)11 370 5000 Fax +27 (0)11 688 5238 proxy@computershare.co.za www.computershare.com Corporate affairs André Oberholzer Group Head Corporate Affairs Tel +27 (0)11 407 8044 Andre.Oberholzer@sappi.com 222 Annual Integrated Report 2022 Sappi APPENDICES Forward-looking statements Certain statements in this release that are neither reported financial results nor other historical information are forward-looking statements, including but not limited to statements that are predictions of or indicate future earnings, savings, synergies, events, trends, plans or objectives. The words “believe”, “anticipate”, “expect”, “intend”, “estimate”, “plan”, “assume”, “positioned”, “will”, “may”, “should”, “risk” and other similar expressions, which are predictions of or indicate future events and future trends and which do not relate to historical matters, may be used to identify forward-looking statements. You should not rely on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are in some cases beyond our control and may cause our actual results, performance or achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements (and from past results, performance or achievements). Certain factors that may cause such differences include but are not limited to: • the highly cyclical nature of the pulp and paper industry (and the factors that contribute to such cyclicality, such as levels of demand, production capacity, production, input costs including raw material, energy and employee costs, and pricing); • the Covid-19 pandemic; • the impact on our business of adverse changes in global economic conditions; • unanticipated production disruptions (including as a result of planned or unexpected power outages); • changes in environmental, tax and other laws and regulations; • adverse changes in the markets for our products; • the emergence of new technologies and changes in consumer trends including increased preferences for digital media; • consequences of our leverage, including as a result of adverse changes in credit markets that affect our ability to raise capital when needed; • adverse changes in the political situation and economy in the countries in which we operate or the effect of governmental efforts to address present or future economic or social problems; • the impact of restructurings, investments, acquisitions, dispositions and other strategic initiatives (including related financing), any delays, unexpected costs or other problems experienced in connection with dispositions or with integrating acquisitions or implementing restructuring and other strategic initiatives and achieving expected savings and synergies; and • currency fluctuations. We undertake no obligation to publicly update or revise any of these forward-looking statements, whether to reflect new information or future events or circumstances or otherwise. www.sappi.com

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