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an assessment of the performance of the Board and the Senior Management with
respect to the implementation of internal control systems, including specifying the
number of times the Board has been informed of control issues (including risk
management) and a description of the method followed to address such issues;
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failures or weaknesses in the implementation of internal control, or emergency
situations that have affected or may affect the Company's financial performance,
and the measures taken by the Company to address such failures (particularly the
issues disclosed in the Company's annual reports and its financial statements);
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the extent to which the Company has complied with the internal controls when
determining and managing risks; and
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information describing the Company's risk management operations.
a-4)
Maintaining Internal Audit Reports:
The Company shall keep records of the audit reports and business documents, which shall clarify
its accomplishments, findings and recommendations, and all actions taken in their regard.
b)
CG & Compliance Department:
The CG & Compliance Department shall be responsible for the effective implementation
of the Company's CG Framework and shall report to the CEO or Managing Director (if
any), submits its performance report thereto and report to the CG Committee (if any).
Also, the CG & Compliance Department shall:
a.
Ensure that the Company complies with the CG requirements by applying the
regulations and instructions issued by the CMA and other relevant regulatory bodies
and the company bylaw;
b.
Develop internal regulations, rules and policies related to CG and compliance in a
manner that does not conflict with the regulations issued by regulators, and ensure the
Company's compliance with them, and propose amendments and updating them in
accordance with regulatory requirements and best practices as needed;
c.
Take preventive measures to ensure that the Company achieves compliance and assess
their appropriateness on an ongoing basis.
d.
Provide the necessary advice to the Board, its Committees and Executive Management
in the field of governance and its applications.
e.
Keep the Board and its Committees informed about the developments in CG and best
practices.
f.
Prepare the necessary responses to the inquiries received from the regulatory bodies
related to governance and compliance;
g.
Preparing and coordinating with local and international agencies that are interested in
evaluating the company's efforts in the field of CG and give rating and awards, which
enhance the company's reputation in the field of CG and transparency.
h.
Develop a related parties’ transactions register for Board members, Executives, their
relatives and major shareholders, and update it on a continuous basis in cooperation
with the Group's management, OpCos and “Concerned Persons”;
