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Board Committees

Risk Management Committee 

  • Emad Abdullah Abdulrahman Al-Issa ( CHAIRMAN OF THE COMMITTEE)
  • Ghaida Ghassan Ahmad Al-Khaled
  • Haitham Sulaiman Hamoud Al-Khaled

Brief

The Risk Management Committee is a sub-committee of the Board of Directors. The committee oversee and review the risk management framework at Group Level. The committee will oversee & verify the implementation of the group´s policy in accordance with risk management framework and conducting risk management activities.

 

Committees Responsibilities

The purpose of the Committee is to assist the Board by providing risk management oversight in the following matters (but not limited to):

  • Preparing and reviewing the strategies and policies of risk management before it´s approved by the board of directors and ensuring the execution of these strategies and policies and the same is consistent with the nature and size of the group´s activity..
  • Evaluate the risk management system for identifying and monitoring various risks that the group may be exposed to, in order to determine the weaknesses in this regard.
  • Assist the board of directors in identifying and assessing the acceptable level of the risks, to ensure that the group does not breach this level of the risk after approval from the board of directors.
  • Reviewing the organization structure of the risk management department and submitting its recommendations in this regard, prior to its approval from the board of directors.
  • Preparing periodic reports regarding the nature of the risks that the group may be exposed to and submitting the same to the board of directors.
  • The risk management committee should convene its meetings on periodical basis, at least four times annually and when needed, the minutes of the meetings should be recorded.

Audit Committee 

  • Manaf Abdulaziz Ishaq Al-Hajri (CHAIRMAN OF THE COMMITTEE)
  • Emad Abdullah Abdulrahman Al-Issa
  • Ahmad Faisal Sayed Abdulwahab Al-Refae

Brief

The Audit Committee is responsible for assisting the Board of Directors to ensure Soundness and Integrity of Financial Reporting and Internal Audit Systems.

Committees Responsibilities

The roles and responsibilities of the audit committee include but are not limited to the following:

  • Review periodical financial statements prior to their submission to the board of directors and provide such board with opinion and recommendation concerning them, in order to ensure fairness and transparency of financial statements.
  • Provide  the  board  of  directors  with  its  recommendations  concerning  the  appointment,  re-appointment,  or  replacement  of  the  external  auditors,  and  specify the remunerations thereof. upon recommendation of appointment, it is considered to verify independence of such external auditors and review letters of their appointment.
  • Follow up works of external auditors and ensure no services other than services related to audit functions are provided to the company.
  • Consider  remarks  of  external  auditors  on  the  company  financial  statements  and follow up measures taken regarding them.
  • Consider  the  applied  accounting  policies  and  provide  the  board  of  directors  with opinion and recommendation in this regard.
  • Evaluate the extent of sufficiency of internal audit systems in place, and prepare a report including the opinion and recommendations of the committee in this regard.
  • Supervise  the  company’s  internal  audit  department,  in  order  to  ensure  its  effectiveness in performing the operations and tasks assigned by the board of directors.
  • Recommend  appointment  of  an  internal  audit  manager,  his  transfer,  and  removal, in addition to evaluating his performance, and the performance of the internal audit department.
  • Review and approve audit plans proposed by the internal auditor and provide feedback.
  • Review the results of the internal audit reports and ensure that the necessary corrective  actions  were  taken  concerning  the  observations  stated  in  such  reports.
  • Review the outcomes of regulatory bodies reports and ensure that necessary measures were taken in this regard.
  • Verify the company compliance with related rules, policies and regulations.

Nomination & Remuneration Committee  

  • Mazen Saad Ali Saad Al-Nahedh (CHAIRMAN OF THE COMMITTEE)
  • Manaf Abdulaziz Ishaq Al-Hajri
  • Basel Abdullah Meshari Alnafisi

Brief

The Nomination & Remuneration Committee is a specialized committee formed by the Board of Directors whose key role will be the preparation of recommendations to the Board regarding all proposed nominations. The Nomination & Remuneration Committee establishes a comprehensive and transparent corporate framework for appointment of Directors and senior management of the Company in an effective manner.

Committees Responsibilities

The Nomination and Remuneration Committee is responsible for the lay down the remuneration policy review of the company’s remuneration framework and specify the Executive Management remunerations. The Committee also initiates and oversees the evaluation process of the Board and Committees. The Committee shall oversee remuneration related disclosures required in annual statutory reporting and provide advice to the Board on those disclosures.

Further, the Committee is responsible for recommending for nomination and re-nomination for the BOD membership, BOD committees, and senior management.

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