17 Voting on the amendment of article no. 13, which refers to recapitalization, of the bank's statutes. 19 Voting on the amendment of article no. 16, which refers to a member of the management board, of the bank's statutes. 23 Voting on the amendment of Article 20 of the bank's statutes regarding awards.
25 Vote to amend Article No. 22 on Meetings of the Bank's Statutes. 30 Vote to amend Article No. 27 concerning the Ordinary General Meeting of the Bank's Articles of Association. 31 Vote to amend Article No. 28 concerning the Extraordinary General Meeting of the Bank's Articles of Association.
32 Voting for the amendment of article no. 29 regarding the Convention of General Assemblies of Shareholders, of the Bank's Statute. 37 Voting for the amendment of Article No. 44 regarding Company Losses, of the Bank's Statute.
Introduction
Committee Meetings
Committee 's Activities during 2020
The board of directors recommends the appointment of the bank's external auditors based on its study of the financial and technical analysis of the offers submitted by the nominated offices. Discussion of the external auditors' annual management letter and ensure that Internal Audit follows up the implementation of the corrective plan submitted by the relevant departments in accordance with the set target dates. The Audit Committee directly supervised the work of the internal audit department and ensured its objectivity, independence, efficiency of its work practices, as well as availability of the resources the department needed to carry out its functions efficiently.
Approval of an internal audit plan that takes into account the bank's strategic plans, governance and compliance requirements and risks associated with the bank's activities. As a result of such follow-up, good progress in closing audit observations and the absence of backlog issues was reported at the end of 2020, which contributed to strengthening the Bank's internal control environment. Support the Audit division's value-added initiatives and activities that have contributed to improving the bank's performance and compliance levels.
The Committee has contributed to improving the Bank's level of compliance with relevant roles, regulations, policies and procedures by providing its comments and recommendations on reports received from the Compliance and Anti-Financial Crime Division. Pursuant to the requirements of Article 55 of the Corporate Governance Charter, Review contracts and proposed transactions with related parties referred to the Committee and provide their opinions to the Board of Directors.
Opinion of Audit Committee on internal control system
Pursuing the three pillars of sustainability (economic, social and environmental), which are linked to the bank's highest values. This policy is updated/amended/developed/amended based on the recommendation of the Compliance and Governance Committee to the Board of Directors for validation and approval at the Annual General Meeting. Become: This policy is updated/amended/developed/amended based on the recommendation of the Compliance and Governance Committee to the Board of Directors for approval and approval at the Annual General Meeting.
The name of the Ministry of Trade and Investment has been changed to the Ministry of Commerce. The candidate nomination for the Board of Directors will be recognized after obtaining the non-objection from the Saudi Central Bank. A-8 If he becomes a member of the board of directors of any other commercial bank in the Kingdom of Saudi Arabia.
A-7 If he becomes a member of the board of directors of another commercial bank in the Kingdom of Saudi Arabia. Nevertheless, the board of directors has no right to donate company funds except within the limits established by the laws and regulations in force in the Kingdom and what is customary. A-18-2 that the value of this sukuk does not exceed the value of the capital of the company.
A-18-3 Obtaining Regulatory Approval (Without Objection by the Central Bank of Saudi Arabia). The position of chairman of the board of directors may not be combined with any leading position in the company. 21-A-1 The Board of Directors appoints the chairman and deputy chairman of the board from among its members - after obtaining no objection from the Saudi Central Bank.
B-1 chairs the meetings of the Board of Directors, as well as the meetings of the General Meeting. The Chairman of the Board of Directors may delegate and dismiss others in whole or in part. The number of meetings of the Board of Directors will be in accordance with the rules and instructions of the regulatory authorities. The Board of Directors shall meet at the invitation of its Chairman, and the invitation shall take place.
The chairman of the board of directors must call a meeting whenever two members so request. Reformulation and clarification of the text and in accordance with the provisions of the relevant regulation on company management. The founding assembly decides with an absolute majority of the shares represented at it.
The decisions of the Ordinary General Meeting are taken by an absolute majority of the shares represented at the meeting.
