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a.
The company's strategy and objectives;
b.
Financial and operational aspects of the Company's activities;
c.
Obligations, duties, responsibilities and rights of the Board members;
d.
Duties and competencies of the Company's Committees; and
e.
Developing the mechanisms necessary for the members of the Board and Executive
Management to obtain continuous training programs and courses in order to develop
their skills and knowledge in the fields related to the Company's activities.
In light of this, the Company's new member induction program includes the following:
Preparing a file that contains the necessary documents that need to be accessed and
considered. These include, for example, the Company's Bylaws, the annual report for
the past two years, some internal regulations such as the Governance Regulations
which include the duties, obligations, responsibilities and terms of reference of the
Board members and Committees;
Providing a comprehensive introduction by the Executive Management to the new
member about Savola's plans and strategy, financial and operational aspects of the
Company's activities, OpCos’ operations, and all related activities related to Savola
(Roadshow Presentation); and
Coordinating to arrange a visit to Savola and its business divisions and to identify its
activity and work on the ground.
11)
Communication Protocol between the Board and Executive Management:
For purposes of enhancing and fostering communication between Savola Group’s Board
and OpCos’ Boards inside and outside the Kingdom, the following directives shall be
adhered to:
Invitations shall be extended for all meetings through the Board Chairman or
designated Committee either at the Group level or at OpCos level.
The Board Chairman or designated Committee Chairman shall be informed before the
cancellation or postponement of any scheduled meetings.
An unscheduled extraordinary meetings may be called for by the Chairman or any
two members of the Board as they consider necessary.
Agenda shall be drawn in coordination between the Board Chairman, Board Secretary,
Board members and CEO.
Coordination with the Board Chairman and Committees shall be essential prior to the
distribution of information or conducting of meetings.
OpCos shall provide monthly performance reports to Savola Group’s Board.
To avoid conflict, a schedule shall be developed in advance by the Parent Company
(Savola Group) for meetings of the Group’s Board and Committees, and OpCos’
Boards and Committees and circulated to the concerned parties to take their views
thereon and act accordingly.
The Board secretary shall be the key contact for Board members regarding Board affair
matters. In the event of his absence or any emergency, a member of the Executive
Management teamwho is involved and experienced in the Board work under the direction
of the CEO shall carry out the task on his behalf until the return of the Secretary.
Board and Committees’ members may contact the CEO, CFO and other executives
when needed.
12)
Communication with the Board and Provide them with Information
The Company’s Executive Management shall provide Board members, particularly the
non-executive members, and the Company’s Committees with all necessary information,