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INDEPENDENT ACCOUNTANT’S LIMITED ASSURANCE REPORTTO THE SHAREHOLDERS OF MAHARAH FOR HUMAN RESOURCES COMPANY(A Saudi Joint Stock Company)Scope

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Ernst & Young Professional Services (Professional LLC)

Paid-up capital (SR 5,500,000 – Five million five hundred thousand Saudi Riyal) Head Office

Al Faisaliah Office Tower, 14th Floor King Fahad Road

P.O. Box 2732 Riyadh 11461

Kingdom of Saudi Arabia

C.R. No. 1010383821 Tel: +966 11 215 9898

+966 11 273 4740 Fax: +966 11 273 4730 [email protected] ey.com

INDEPENDENT ACCOUNTANT’S LIMITED ASSURANCE REPORT

TO THE SHAREHOLDERS OF MAHARAH FOR HUMAN RESOURCES COMPANY (A Saudi Joint Stock Company)

Scope

We have been engaged by Maharah for Human Resources Company - A Saudi Joint Stock Company (the

“Company”) to perform a “limited assurance engagement” as defined by International Standards on Assurance Engagements endorsed in the Kingdom of Saudi Arabia, here after referred to as (the

“engagement”) to report on the declaration in order to comply with the requirements of Article (71) of the Companies’ Law (the “Subject Matter”). as attached in (Appendix 1), which was prepared by the Chairman of the Board of Directors (the “BOD”) of the Company to be submitted to the Ordinary General Assembly Meeting, in respect of the transactions and contracts in which any of the members of the BOD of the Company has a direct or indirect personal interest, occurred during the year ended 31 December 2021.

Criteria applied by the Company

In preparing the Subject Matter, the Company has applied the below criteria (the “Criteria”). Such procedures have been specifically designed to report on the declaration submitted by the Chairman of the BOD to the ordinary general assembly (Appendix A). Accordingly, the subject matter information may not be suitable for another purpose.

 Article 71 of the Companies’ Law issued by Ministry of Commerce as amended (1439H -2018).

 The Declaration submitted by the Company’s Chairman of the BOD to the Ordinary General Assembly Meeting (Appendix 1).

 The declarations submitted by the members of the Company’s BOD in respect of the transactions and contracts in which any of the members of the Company’s BOD has a direct or indirect personal interest for the year ended 31 December 2021.

The Company’s ’s responsibilities

The Company’s Management is responsible for selecting the Criteria, and for presenting the Subject Matter in accordance with that Criteria, in all material respects. This responsibility includes establishing and maintaining internal controls, maintaining adequate records and making estimates that are relevant to the preparation of the subject matter, such that it is free from material misstatement, whether due to fraud or error.

EY’s responsibilities:

Our responsibility is to express a conclusion on the presentation of the Subject Matter based on the evidence we have obtained.

We conducted our engagement in accordance with the International Standard for “Assurance Engagements Other Than Audits or Reviews of Historical Financial Information” (‘ISAE 3000’) as endorsed in the Kingdom of Saudi Arabia, and the terms of reference for this engagement as agreed with the Company on 8 March 2022. Those standards require that we plan and perform our engagement to express a conclusion on whether we are aware of any material adjustments that need to be made to the Subject Matter in order for it to be in line with the Criteria, and to issue a report. The nature, timing, and extent of the procedures selected depend on our professional judgment, including our assessment to exposure risk of material misstatement, whether due to fraud or error.

We believe that the evidence obtained is sufficient and appropriate to provide a basis for our limited assurance conclusion.

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INDEPENDENT ACCOUNTANT LIMITED ASSURANCE REPORT

TO THE SHAREHOLDERS OF MAHARAH FOR HUMAN RESOURCES COMPANY (A Saudi Joint Stock Company) (continued)

Our Independence and Quality Control:

We have maintained our independence and confirm that we have met the requirements of the professional code of conduct and ethics that are endorsed on Kingdom of Saudi Arabia and have the required competencies and experience to conduct this assurance engagement.

EY also applies International Standard on Quality Control 1, “Quality Control for Company Perform Audits and Reviews of Financial Statements, and Other Assurance and Related Services Engagements”, and accordingly maintains a comprehensive system of quality control including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.

Description of procedures performed:

The Procedures performed in a limited assurance engagement vary in nature and timing from and are less in extent than for a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed. Our procedures were designed to obtain a limited level of assurance on which to base our conclusion, and, as such, do not provide all of the evidence that would be required to provide a reasonable level of assurance.

Although we considered the effectiveness of management’s internal controls when determining the nature and extent of our procedures, our assurance engagement was not designed to provide assurance on internal controls. Our procedures did not include testing controls or performing procedures relating to checking aggregation or calculation of data within IT systems.

A limited assurance engagement consists of making enquiries, primarily of persons responsible for preparing the Subject Matter and related information, applying analytical and other appropriate procedures.

Our procedures included:

 Obtaining the BOD Chairman’s declaration that includes the financial information about the transactions and contracts in which any of the members of the Company’s BOD has a direct or indirect personal interest, for the year ended to 31 December 2021, according to the requirements of Article (71) of the Companies Law (Appendix 1).

 Obtaining the declarations submitted by the members of the Company’s BOD in respect of the transactions and contracts in which any of the members of the Company’s BOD has a direct or indirect personal interest for the year from ended 31 December 2021.

 Reviewing the BOD’s meeting minutes that indicate the BOD member’s notification to the BOD about the transactions and contracts in which any of the members of the Company’s BOD has a direct or indirect personal interest.

We also performed other procedures as we considered necessary in the circumstances.

Other matters:

The attached (Appendix 1) has been stamped by us for identification purpose only.

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From: Chairman of the Board of Directors of Maharah Human Resources Company To: Shareholders of Maharah Human Resources Company

Subject: Businesses and contracts in which one of the members of the board of directors has a direct or indirect interest in the company and which took a place during the fiscal year 2021 AD .

With reference to the above subject, and in compliance with Article 71 of the Companies Law from the Ministry of Commerce, and the ninth paragraph of Article Twenty-seventh of the Corporate Governance Regulation from the Board of the Capital Market Authority, and kindly to its fourth general ordinary mandate on 15/06/2021 AD forming the Companies management powers of licensing And contracts for the Companies account, use and contracts, directly, and using and contracts, see the fulfillment of licensing conditions in Article 56 of the controls and procedures issued to implement :

1. business and contracts that have been concluded between the company and Atyaf Support Services Company, which the following board members have: Mr. Suleiman Al Majid, Mr.

Abdullah Al Majid, Dr. Saud Al Shathry, Mr. Ali Al Damati, Dr. Abdullah Al Amro indirect interest in them, which are manpower service for one year without any preferential conditions, and the transaction value was 109,800,516 Saudi riyals.

2. business and contracts concluded between the company and shifa Arabia Midical Company, which the following board members have: Dr. Abdullah Al-Amro, an indirect interest in them, which are manpower service for one year without any preferential conditions, and the transaction value was 1,230,547 Saudi riyals.

3. Business and contracts concluded between the company and Mozen Telecomm systems Company, which the following board members have: Dr. Abdullah Al-Amro, an indirect interest in them, which are rent a building for one year without any preferential conditions, and the transaction value was 1,230,547 Saudi riyals.

The external auditor's report in this regard has also been attached.

Yours sincerely, respect

Sulaiman Abdulaziz Al Majed

Chairman the Board of Directors

Referensi

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