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3)
The Independence of the Board Secretary
The Board shall appoint a Secretary of the Board from among its members or
employees of the Company to carry out the functions stipulated in this Manual. The
Secretary of the Board may be removed only by a decision of the Board and the Board
shall determine its entitlements and rewards.
Fifth.Committees of Savola
1)
Committee General Guidelines
Savola Group has four Committees including:
Audit Committee (AC).
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Remuneration and Nomination Committee (RNC).
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Investment Committee (IC).
Corporate Social Responsibility Committee (CSRC).
The Board may form additional Committees if the majority of the Board members vote for
this, including the optional Committees mentioned in the CG Regulations issued by the
CMA or as may be required later.
Objectives of Committees
These Committees serve as auxiliaries to the Board in the process of administrative control
and to study the topics related to the nature of its work in detail and recommend them to
the Board to help it make sound decisions.
General Guidelines:
1.
Committee formation shall be in compliance with the general procedures of the
Board. The Committee shall inform the Board of its decisions and outcomes with
full transparency. The Board shall regularly follow-up on the activities of the
Committees. However, this does not relieve the Board of any responsibility it
delegates to such Committees.
2.
The Board shall define the functions and responsibilities of each Committee, as
well as the methods of holding its meetings, its activities, and its members’ rewards
within the charters of these Committees.
3.
The charters of the Audit Committee and RNC shall be approved by the GA.
4.
Each Committee has the right to recommend to the Board the appropriate
amendments to its charter for its approval except for the Audit Committee and
RNC as any amendments on their charters requires GA approval.
5.
The Company shall
notify the CMA within 5 business days of their appointment
or in case of any changes to the Committees with the relevant details of its Board
Committees, including the names of the members and their membership types.
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The Audit Committee charter has been approved by the Ordinary General Assembly on July 26, 2016, in accordance
with the requirements of the Companies Law, as amended in compliance with the CGR issued by the CMA during
February 2017. The amended regulation was approved by the Ordinary GA meeting held on 2/11/2017 and published
in Tadawul’s website and Company's website.
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The RNC Committee charter was approved by the Ordinary GA meeting held on 2/11/2017 and published in Tadawul’s
website and the Company's website.
