Annual report eng.2018

78 ANNUAL REPORT 2018 1. The establishment of the Audit Committee: TheAudit Committee has been reformed on 25thApril, 2016 based onAl Mazaya holding Board resolution. Meeting No. (2-5/2016) 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 in the first committee meeting and the committee charter has been approved. 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. / Abdulrahman Alshared - Non-Executive member Secretary of the Committee: Mr. / IbrahimAbdulrahman Al Soqabi, is handling the position of the Audit Committee secretary in addition of his role as a BOD secretary. He was appointed during the board meeting No. 1/2016 held on March 28, 2016, 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 inde- pendence 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 2018, 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. The Audit Committee held eight meetings during 2018 including meetings with the external and internal auditors. All members 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 Attendance Venue (1/ 2018) 30 / 01 /2018 100 % Corporate Headquarters (2/ 2018) 01 / 02 /2018 100 % Corporate Headquarters (3/ 2018) 22 / 03 /2018 100 % Corporate Headquarters (4/ 2018) 10 / 05 /2018 100 % Corporate Headquarters (5/ 2018) 22 / 07 /2018 66.6 % Corporate Headquarters (6/ 2018) 30 / 10 /2018 100 % Corporate Headquarters (7/ 2018) 28 / 11 /2018 100 % Corporate Headquarters (8/ 2018) 13 / 12 /2018 100 % Corporate Headquarters