Page 4 - Corporate Governance Eng.

First Rule

Building a Balanced Structure of the Board of Directors

• The board of directors’ role represents the balance point which acts to achieve the objectives of the shareholders
and follow up the executive management of the Company. The board of directors aims at achieving the Company’s
strategic objectives through the executive management’s undertaking of the tasks entrusted to it in a perfect manner.
Whereas the board of directors’ decisions has a large effect on the Company’s performance and the safety of its
financial position, therefore the Company addressed concern that its board of directors consists of a sufficient
number of members (five members) to permit it to form the required number of committees emanating from it
under the framework of the corporate governance rules. The composition of the board of directors has taken into
consideration the diversity in experiences and specialized skills to contribute in fostering competence in taking
decisions. Further, all members of the board of directors are non executive members. The board comprises one
independent member. The Company board of directors assigns the sufficient time to undertake its mandated tasks
and responsibilities, including preparation for the meetings of the board and the board committees, keenness
for attending these meetings, as well as organize meetings of the Company board of directors according to the
provisions of the law and the corporate governance rules. Further, a special register has been created in which the
minutes of the board meetings are written in serial numbers for the year in which the meeting was held, indicating
the venue of the meeting, its date, starting and ending hour. The board has appointed the board secretary from
among the Company personnel and determined his tasks according to the corporate governance rules in line with
the responsibilities mandated to him. Further, the tasks and responsibilities of each of the board of directors and
executive management were clearly outlined in the policies and regulations approved by the board which reflect
the balance in the powers and authorities between each of the board of directors and executive management, and
so that none of the parties has absolute authority, in order to facilitate the Company’s operations.

The board of directors consists of five members and one secretary as follows:

Name Member Capacity Election date/
classification Re-appointment
of the secretary
Mr. Rashid Yaccoub Al Nafisi Non Chairman 08/ 04 / 2019
executive
Mr. Abdulrahman Mohamed Rashed Al Shared Non Deputy chairman 08/ 04 / 2019
executive

Mr. Abdulhamid Mihrez Non Board member 08/ 04 / 2019
executive

Mr. Mohamed Khaled Othman Al Othman Independent Board member 08/ 04 / 2019

Mr. Eid Abdallah Al Rasheedi Non Board member 08/ 04 / 2019
executive
Eng. Ibrahim Abdulrahman Al Soqabi BOD Group CEO 25/ 04 / 2019
Secretary