Page 56 - 2023 Auunal Report - EN
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ANNUAL REPORT 2023  55



                 Second Rule




                 Proper Identification of Tasks and Responsibilities

                 • The corporate governance framework approved by the board of directors reflects the current tasks and
                    responsibilities of the board of directors, in line with the corporate governance rules, which are summarized
                    in the following:

                 • The corporate governance framework approved by the board of directors reflects the current tasks and
                    responsibilities of the board of directors, in line with the corporate governance rules, which are summarized in
                    the following:

                 1)  Approval of the significant goals, strategies, plans and policies of the Company, including:
                       a) Laying down the comprehensive strategy for the Company for the main action plans, their revision and direction.
                      b) Preparation of the Company capital structure and its financial objectives.
                       c) Laying down performance objectives, control of execution and comprehensive performance of the Company.
                      d) Regular review and update of the organizational and job structures of the Company.
                 2)  Approval of the annual estimated budgets and approval of the interim and annual financial statements.
                 3)  Review of the periodical reports received from the executive management in connection with the progress
                      achieved in the Company activity in light of the Company’s strategic plans and objectives.
                 4)  Supervising the major capital expenditures of the Company,  acquisition and disposal of assets.
                 5)  Verify the extent of the Company’s compliance with the policies  and procedures which ensure the Company’s
                      observance of the applicable internal systems and regulations, with support of the Board of Directors’
                      Audit Committee and Risk Management Committee.
                 6)  Ensure the accuracy and soundness of the information and  data which should be disclosed according to the
                      applicable disclosure and transparency policies and rules.
                 7)  Overall supervision over the company governance system which is approved by the board of directors and
                      controlling the extent of its efficiency and amending it if required in a manner which does not contradict with
                      the corporate governance rules issued by the Capital Markets Authority.
                 8)  Follow up the performance of each member of the board of directors and executive management according to
                       the objective key performance indicators (KPIs), with the support of the Board’s Nominations and Remunerations
                      Committee.
                 9)  Reading the Company Corporate governance report (Prepared by REMCO) in the annual general assembly of
                      the Company, which comprises the  requirements and procedures for completing the corporate
                      governance rules and extent of compliance with them.

                 10) The Board Audit Committee, Risk Management committee, Nomination & Remuneration committee and
                       Strategic financial planning committee were formed on 312022/03/ and the charters of the committees were
                       prepared which outline the committee’s duration, authorities, responsibilities. Furthermore, the committees
                       composition resolutions include the members names, outlining their duties, rights and tasks, in addition to the
                       evaluation and performance and works of such committees and their key members according to the details set
                       forth under this report.
                 11)  Follow up the work in accordance with the financial and administrative authorities delegated to the executive
                        management.
                 12)  Revision of the corporate governance report templates and submission to CMA within the requested deadline.
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