AnnualReport

ANNUAL REPORT

2016

irst 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

classification

Capacity

Election date/

appointment of the

secretary

Mr. Rasheed Yaccoub Al Nafisi

Non executive Chairman

28/ 3 / 2016

Mr. Abdulrahman Mohamed

Rashed Al Shared

Non executive Deputy chairman 28/ 3 / 2016

Mr. Mohamed Deeb Mehrez

Non executive Board member

28/ 3 / 2016

Mr.MohamedKhaledOthmanAlOthman Non executive Board member

28/ 3 / 2016

Mrs. RashaAbdullaMuhlhalAlQennai

Non executive Board member

28/ 3 / 2016

Ibrahim Abdulrahman Al Soqabi

Secretary

CEO

28/ 3 / 2016