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ANNUAL REPORT

2016

• The Company governance framework, approved by the board of directors, reflects the tasks and

responsibilities of the chairman in line with the corporate governance rules, summarized in the

following;

1) Ensure the board’s discussion of all fundamental maters efficiently and in the proper time.

2) Support and assist the executive management and almost daily coordination with the CEO to

follow up the operations of the holding company and subsidiary companies.

3) Represent the Company towards third parties, as stipulated under the Company articles of

association.

4) Encourage all members of the board of directors to participate completely and efficiently in

transacting the Board affairs to ensure the Board’s undertaking of actions in favour of the Company.

5) Ensure actual communication with the shareholders and submit their opinions to the board of

directors.

6) Encourage constructive relations and efficient participation between each of the board and the

executive management.

7) Create a culture encouraging constructive criticism on the issues on which there is a disagreement

in views between the board members.

• The Company has a qualified team with a high standard of competence for the executive

management members. The corporate governance framework reflects the tasks and responsibilities

of the executive management, with which it complies, in light of the powers and authorities granted

and approved by the board of directors. Summarized in the following:

1) Execute all the Company internal policies, rules and regulations, as approved by the board of

directors.

2) Execute the annual strategy and plan approved by the board of directors.

3) Prepare periodical reports (financial and non financial) in connection with the progress made in

the Company’s business in light of the Company’s strategic plans and objectives and present such

reports to the board of directors.

4) Lay down an integrated accounting system which keeps records, registers and accounts that

reflect in details and accurately the financial statements and income accounts, which permit

preserving the Company’s assets and preparation of the financial statements according to the

international accounting standards approved by the Capital Markets Authority.

5) Manage daily work and direction of the activity, in addition to the management of the Company

resources in the optimum manner, gratify profits and reduce costs, in line with the Company goals

and strategy.

6) Efficient participation in the building and development of ethical values culture in the Company.

7) Lay down internal control systems and risks management, and ensure the efficiency and sufficiency

of such systems, and concern for compliance with the risks appetite approved by the board of directors.

8) Development of the infrastructure for information technology to provide the required data and

information to take decisions in line with the Company expansion requirements and strategy.

9) Lay down a clear working mechanism in connection with following up the regulatory decrees and

law relevant to the Company’s nature of work in order to ensure strict compliance and implementation

of the same.

10)Prepare the key performance indicators (KPIs) for all the Company personnel and evaluate their

accomplished tasks in a periodical manner.

11) Form the Employees Relations Committee (ERC) which reviews the grievances submitted by

personnel and submits recommendation in this respect to the Group CEO in the right time and in

strict confidence.

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