Savola CG Manual - page 27

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26
Sixth. Conflict of Interest Policy and Addressing of Potential
Conflict of Interest Cases
1)
Purpose
The purpose of this policy is to outline the policies and procedures that shall regulate and
prohibit conflicts of interest for shareholders, the Board, Committees, Senior Executives,
employees, auditors and consultants and other stakeholders as appropriate (collectively
referred to as the “Concerned Persons”). This policy also aims to help “Concerned
Persons” to appropriately manage conflicts of interest in accordance with legal
requirements and the goals of accountability and transparency in Savola’s operations.
2)
General Overview
Conflicts of Interest arise in organizations where a person’s private interests interfere in
any way with the overall interests of the organization.
Savola Group acknowledges and respects the fact that its “Concerned Persons” have their
own individual interests and have the right to engage in various activities provided that
the activities do not in any possible way lead to a situation that conflict with the overall
interests of Savola Group.
Furthermore, conflicts of interests may arise or be determined by the following examples:
When any concerned person exploits his/her position, information, or business
opportunities acquired during work for his/her benefit or the benefit of third parties;
When a “Concerned Person”
establishes a company that provides services similar to
that of Savola;
When a “Concerned Person” (i.e. Board member) makes a purchasing or business
choice to boost a business that he/she has stake in;
When an employee or his/her relatives performs any type of work for suppliers, sub-
suppliers and competitors;
When a “Concerned Person” takes actions or has interests that may make it difficult
to perform his or her work for Savola objectively and effectively;
When a “Concerned Person”, or members of his/her family, receive improper
personal benefits as a result of his/ her position in Savola.
When a “Concerned Person” (i.e. Board member) accepts fees for providing
consultations to another company that is in direct competition with Savola due to the
main nature of the business (i.e. foods such as edible foods, sugar, ghee, pasta, retail) .
Savola Group and stakeholders with any conflicting interests must do all that it takes
to make the Company's interest prevail, under the best of circumstances. “Concerned
Persons” must also refrain from influencing the Company's decisions in all what might
cause a conflict of interest, including refraining from voting on any decision or
anything subject to a possible conflict of interest. They must also report any conflict of
interest arising from their relations with Savola Group, in compliance with the
disclosure methods defined in this policy and regulations in force in the Kingdom of
Saudi Arabia.
Mediating for the employment of relatives and friends at Savola Group or its OpCos
or recommending them. If a relative applies for a job, the concerned persons shall not
mediate, and act in accordance with the procedures and policies determined by the
Company without any direct or indirect impact or interference.
3)
Policy Application
This policy applies to the following stakeholders
:
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