In compliance with the Capital Market Authority's regulations, the Board of Directors at Massaleh Investments established several committees: an audit committee, a risk committee, and a nomination & remuneration committee. The aim of these committees is to support the Board of Directors in executing their strategic plans and realizing their goals.

AUDIT COMMITTEE
Duties and responsibilities

1. Review the quarterly and annual financial statements.
2. Provide the Board of Directors with recommendations regarding appointing or changing the external auditor and defining the fees.
3. Follow-up work with the external auditor.
4. Review the internal audit reports.
5. Study the applied accounting policies and express its opinion and recommendations to the Board of Directors in this regard.
6. Assess the adequacy of internal control systems and prepare a report detailing the Board Audit Committee's opinion and recommendations in relation thereof.
7. Supervise the company’s internal audit department in order to verify its effectiveness in executing its duties and activities as defined by the Board of Directors.
8. Recommend the appointment, transfer, and discharge of the Head of Internal Audit as well as assessing his/her performance and the performance of the internal audit department.
9. Review and approve the proposed internal audit plan and share any notes.
10. Review the results of the internal audit reports and ensure that the proper corrective action has been taken in relation to any issues raised therein.
11. Ensure the company's compliance with the related and applicable rules, policies, regulations, and instructions.
12. In the event of any conflict between the Board Audit Committee's recommendations and the Board of Directors resolutions, including when the Board of Directors refuses to follow the committee's recommendations regarding external and/or internal auditors, the Board of Directors should include reference to such conflict in the Corporate Governance report, including specifying the recommendations and the reasons for not following them.

 

NOMINATION AND REMUNERATION COMMITTEE
Duties and responsibilities

1. Recommend the nomination and re-nomination of Board members and Executive Management members.
2. Set a clear remuneration policy for the Board of Directors, Executive Management, and employees.
3. Review on an annual basis the skills which are required for membership of the Board of Directors; attracting those willing to fill executive positions and reviewing those requests by taking into consideration the Capital Markets Authority's integrity and competency instructions and requirements.
4. Establish the job description for executive, non-executive, and independent board members.
5. Develop a clear remuneration report for members of the Board of Directors and Executive Management.

RISK MANAGEMENT COMMITTEE
Duties and responsibilities

1. Prepare and review the risk management strategies and policies.
2. Assist the Board of Directors in identifying and evaluating the risk tolerance level of the company.
3. Ensure that the risk management employees are independent from activities that result in exposing the company to risks.
4. Prepare periodic reports about the nature of the risks which the company could face.
5. Ensure the availability of adequate systems and resources for risk management.
6. Assist the Board of Directors in identifying and evaluating the risk tolerance level of the company, and ensure that the company does not exceed that level after its approval by the Board of Directors.
7. Review the organizational structure of the risk management team and develop recommendations before submitting them for approval by the Board of Directors.
8. Ensure that the risk management employees have a comprehensive understanding of the risks surrounding the company, and will work on increasing employees' awareness of the risks and related knowledge.
9. Review the transactions with related parties and provide proper recommendations to the Board of Directors.