Page 73 - 2023 Auunal Report - EN

72 ANNUAL REPORT 2023

1. The establishment of the Audit Committee:

The Audit Committee has been reformed on 31 March, 2022 based on Al Mazaya holding Board resolution.
Meeting No. (5/2022) where the membership of the audit committee members has been determined for a period
up to 3 years, extendable by the Board. The Chairman of the committee has been elected at the meeting held on
the same day and the committee charter was approved by the new members.

2. Members of the Audit Committee:
The committee consists of three members: two non-executives and one independent member.

• Mr. / Abdul Hamid Mihrez - Chairman - Non-Executive member
• Mr. / Mohammad K. Al-Othman – Independent member
• Mr. / Eid Abdallah Al Rasheedi- Non-Executive member

Secretary of the Committee:
Mr. Ibrahim Abdulrahman Al Soqabi, is handling the position of the Audit Committee secretary in addition of his
role as a BOD secretary. He was re-appointed during the board meeting No. 4/2022 held on March 17, 2022, Mr.
Al Soqabi is responsible for maintaining and coordinating the Committee meetings.

3. Purpose of establishing the Audit Committee
The primary purpose of the establishment of the Audit Committee of the Board of Directors is to support and backup
the Board of Directors in the performance of its supervisory responsibilities related to the safety and integrity of the
financial reporting, the internal control systems of the company, and the independence of the internal audit. Moreover,
the purpose is to also evaluate the performance of the external auditor and the internal auditor's work.

4. Audit Committee characteristics
1- All members of the Committee have the qualifications required in addition to the practical experience in the field
of accounting and finance.
2- The Audit Committee may consult any independent advisory body on the company’s expense.
3- With regard to the Audit Committee recommendations raised to the board during the year 2023, there was no
conflict between the committee’s recommendations and the Board resolutions.

5. Meetings
The Audit Committee must meet on a regular basis, at least four times during the year on a quarterly basis. The Audit
Committee held eight meetings during 2023 including meetings with the external and internal auditors. All mem-
bers of the Committee shall be notified of the agenda at least three working days before the meeting to have enough
time to review and research the agenda and tasks of the meeting. The Committee has documented the minutes of
its meetings as follows:
Meeting No. Meeting Date Venue

(1/ 2023) 18/01/2023 Corporate Headquarters
(2/ 2023) 06/02/2023 Corporate Headquarters
(3/ 2023) 29/03/2023 Corporate Headquarters

(4/ 2023) 04/05/2023 Corporate Headquarters
(5/ 2023) 20/06/2023 Corporate Headquarters
(6/ 2023) 10/08/2023 Corporate Headquarters
(7/ 2023) 31/08/2023 Corporate Headquarters
(8/ 2023) 14/11/2023 Corporate Headquarters