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Corporate Governance

Code of Conduct

ACICO Group has adopted a Code of Business Conduct with other internal policies and guidelines specifically designed to comply with laws, rules and regulations that govern the company's business operations. Board members also practice the principles of sound governance to ensure the interests, safety and care of customers, employees and other related parties. The company always strives to maintain a positive work environment and a business structure that is cooperative, efficient, appropriate and productive.

Shareholder Protection

ACICO Group is committed to protecting the rights of its shareholders in a way that guarantees their best interests and those of the company as well. The shareholder protection policy emphasizes that the rights of shareholders are respected and protected by the company, as stipulated in the relevant laws and regulations.

Stakeholder Protection

ACICO Group is committed to protecting the rights of all stakeholders and providing them with stability and functional sustainability through its good financial performance. The Stakeholder Protection Policy has been formulated with the aim of identifying the parties that have been considered as stakeholders in the company, with guidelines that have been developed on how to protect these rights. The company has also established a unit specializing in investor affairs and developed a policy in this regard to defining the main data that must be provided to the company's current shareholders and potential investors, in addition to clarifying the role of the Investors Affairs Unit in dealing with these shareholders and investors and providing all data and information on the company's activity and its financial position in a timely manner.

Disclosures

The Kuwait Capital Markets Authority, through the Corporate Governance Rules, emphasized the necessity of providing accurate, comprehensive, detailed and adequate disclosures within the specified time frame to the company's shareholders, related parties and the relevant regulatory authorities. From this standpoint, ACICO Group has worked to put in place a prudent policy for disclosures, channels for different disclosure and information that requires disclosure by the company, its board of directors, executive management, or the appropriate informed persons.

Conflict of Interest

ACICO Group has prepared a Conflict of Interest Policy document, which sets out guidelines for reporting, whistleblowing, disclosure and preventing or setting strict limits for potential conflicts of interest.

Whistleblowing

This policy is designed to enable stakeholders to report any concerns or misconduct observed within "ACICO Group", by providing an objective, confidential and independent reporting and investigation mechanism so that appropriate corrective action is taken.

Related Parties Transactions

ACICO Group has set a Related Parties Transactions policy in accordance with the regulations of the Capital Markets Authority, which detail the rules and procedures that would regulate operations with related parties, whether they are between the company and its employees or the company and its board members, subsidiaries or the concerned parties.

Corporate Social Responsibility

The company is keen to align their values and strategy with the social and economic needs while applying responsible and ethical business practices in each activity carried out by the company. This policy aims to guide the company in managing its social responsibility by providing the necessary support for the community to achieve social benefits, guarantee long-term business and ensure that the company works continuously to reduce the harmful effects on society and the environment.

Remuneration

ACICO Group has prepared a policy that clarifies the different segments that deserve the remuneration of the members of the Board of Directors and the Executive Management, in addition to defining the role of the Board and the Nomination and Remuneration Committee in adopting an effective system for the rewards for the company's employees.

Control Functions

Compliance & Risk Management Department

The Risk Management Department is considered one of the independent departments in ACICO Group. The company relies on risk management to ensure that all activities are executed in an efficient and timely manner in line with the company's overall strategy and main objectives.

Effective risk management is an essential component of good corporate governance. Risk management is the main factor for "ACICO Group" to create sustainable value (strategic and tactical), making the company ready to manage risks effectively.

One of the principles of risk management is to proactively identify and address the risks and opportunities involved to protect and create value for stakeholders, including owners, employees, customers, and external parties such as regulators and rating agencies.

The Compliance Function is considered one of the supervisory departments in "ACICO Group", as it promotes and monitors corporate governance and compliance practices within the Group. It helps in achieving the required levels of transparency, accountability and the regulatory environment. The Compliance Function seeks to uphold company's reputation and protect the interests of its clients, shareholders and employees.

In addition, the Compliance Function works to ensure that all employees are aware of the regulatory requirements, and that these various requirements are included in the relevant policies and procedures within the company.

The Risk Management and Compliance Function also work in close coordination with the Internal Audit Department in order to ensure the effectiveness and efficiency of the company's risk management.

 

Internal Audit Department

The Internal Audit is an independent Department, which ACICO Group is leading to ensure that all internal audit activities are carried in an efficient and timely manner as to conduct an objective and independent evaluation of the effectiveness of risk management, internal control and management operations within the group.

The Internal Audit Department aims to provide the necessary assurance and business advice in order to add value and improve workflow within ACICO Group. It also aims to assist the Board of Directors and the Executive Management in reaching sound decisions to effectively manage the risks in the company.

In addition, the Internal Audit Department assists in achieving the company's objectives by establishing a regular and disciplined system that evaluates and improves the effectiveness of risk management, internal control and management processes.

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