1- Proposing clear policies and standards for membership in the Board of Directors and Executive Management.
2- Recommending to the Board of Directors to nominate and re-nominate members in accordance with the approved policies and standards, taking into account not to nominate anyone who has previously been convicted of a crime involving breach of trust.
3- Preparing a description of the capabilities and qualifications required for membership in the Board of Directors and filling executive management positions.
4- Determine the time that a member must devote to the work of the Board of Directors.
5- Annual review of the necessary skills or experience needed for membership in the Board of Directors and executive management functions.
6- Reviewing the structure of the Board of Directors and Executive Management and making recommendations regarding changes that can be made.
7- Verifying annually the independence of independent members, and the absence of any conflict of interest if the member holds a membership in the board of directors of another company.
8- Develop job descriptions for executive members, non-executive members, independent members, and senior executives.
9- Establishing special procedures in the event that the position of a member of the Board of Directors or a senior executive becomes vacant.
10- Identify the weaknesses and strengths of the Board of Directors, and propose solutions to address them in a way that is consistent with the company’s interest.
11- Prepare a clear policy for the remuneration of members of the Board of Directors and the committees emanating from the Board and Executive Management, and submit it to the Board of Directors for consideration in preparation for its approval by the General Assembly, provided that this policy takes into account following standards related to performance, disclosing them, and verifying their implementation.
12- Clarifying the relationship between the rewards granted and the applicable remuneration policy, and indicating any material deviation from this policy.
13- Periodically reviewing the remuneration policy and evaluating its effectiveness in achieving the desired goals.
14- Recommending to the Board of Directors the remuneration of members of the Board of Directors, its committees, and the company’s senior executives in accordance with the approved policy.
