Date:
M/S BATIC Investment and Logistics Company
Attention: Chairman and members of the Nomination and Remuneration Committee
Regarding to the company's announcement on the Tadawul website related to the opening of the nomination for membership of the board of directors for the next session, which starts on 03-04-2023 for 3 years,I submit to you a request to be nominated for membership of the board of directors in accordance with the following data:
Full name of the candidate:
ID No.
Membership type: In my personal capacity
Membership status: Independent Non-Executive Executive E-mail:
Mobile No:
Address :
Accordingly, I acknowledge that I meet all the conditions for membership of the board of directors by the provisions contained in the Companies law and the financial market law and their executive regulations and related controlsand in accordance with the provisions of the company's articles of association and the policies and procedures for membership in the company's board of directors. I have attached all the required documents as follows:
I also acknowledge that I am aware that the nomination application will be subject to review, scrutiny, and verification of all information contained therein through the approved policies and conditions published with the advertisement alongside the relevant regulations, and applications will be accepted or excluded through that.
I also acknowledge that I have attached all the required documents and also disclosed all the required information for the purpose of nomination, I pledge the correctness of what is stated in all documents.
Name of the nominated member: Signature:
... ...
Required Documents Attached Not applicable 1 Curriculum vitae and copies of academic qualifications and
practical experience
2 A clear and valid copy of the identity card
3 A statement indicating the number and date of the boards of directors of the Joint-Stock companies of which I have been a member or still one of its members
4 Capital Market Authority Form No. (1) and No. (3) to be filled out by the candidate /or legal personality
5 A statement of the last sessions in which I became a member of the Board of Directors of "BATIC Investment and Logistics Company" including the number of Board meetings that took place during each year of the session, the number of meetings attended in person, the percentage of attendance for the total meetings and permanent committees in which I participated, the number of meetings held by each of those committees during each year of the session, the number of meetings attended and the percentage of attendance to the total number of meetings.
6 Statement indicating the existence of a direct or indirect interest in the business and contracts in which the candidate is a related party with "BATIC Company ."
7 A statement indicating the candidate's participation in any business that would compete with "BATIC Company” or its competition in any of the branches of the activity it practices must be attached.
Membership status (independent)
According to the listed companies Governance Regulation issued by the Capital Market Authority
Regarding to the Governance Regulations issued by the Capital Market Authority and according to the definition of an independent member below, we hope you will kindly fill out the form below regarding the approval of membership status (independent).We hope you will be accurate and write the name, signature and date.
Independent member: A member of the Board of Directors who enjoys complete independence, and the following cases are considered inconsistent with the independence required for an independent member of the Board of Directors, for example, but not limited:
Not applicable Applicable
Cases against independence
To be the owner of five percent or more of the company’s shares or of the shares of another company in its group or to have a Consanguinity with those who own this percentage.
1
To be a representative of a legal person and own five percent or more of the company's shares or the shares of another company in its group.
2
To have a Consanguinity with any of the members of the Board of Directors in the company or another company of its group.
3
To have a Consanguinity with any of the company's senior executives or in another company of its group.
4
To be a member of the board of directors of another company from the company's group that is nominated for membership in its board of directors.
5
To be working currently or previously as an employee during the past two years with the company or another company of its group, such as auditors and major suppliers or have been the owner of controlling interests in any of these parties for the past two years 6
To have a direct and indirect interest in the business and contracts that are made for the company
7
To be receiving sums of money from the company in addition to the remuneration for members of the Board of Directors or any of its committees over (200,000) riyals or receiving 50% of your bonus in the previous year that you receive for membership of the board of directors or any of its committees, whichever is lower
8
To participate in a business that would compete with the company or trade in one of the activities carried out by the company.
9
To be a member of the company's board of directors for more than nine consecutive or separate years.
10
Name : Date : Signature :