stipulated in clause (b), Article (27) of the listing regulations and clause (c), Article (1) of the Corporate Governance Regulations duly issued by the Capital Market Authority. Excluded from the above is the geographical distribution of the income and expenses, which is not applicable to the nature of the work of the company and cumulative voting, where the company applies the regula- tions issued by the Ministry of Commerce and Industry that are based on the company’s Act with regard to the voting system at the general assemblies. The Board of Directors confirms that internal controls are being implemented effectively and that there are no risks or constraints affecting the company’s ability to continue its work as an ongoing concern. Additionally, no punish- ment, penalty, or precautionary restrictions have been imposed on the com- pany by the CMA or any other supervisory, regulatory or judicial body in the course of 2010. NSCSA has prepared its own Corporate Governance Regulations based on the memorandum and articles of association of the company and consistent with the Rules of Implementation duly issued by the Capital Market Authority and the Company’s Act in Saudi Arabia. The Corporate Governance Regulations were adopted by the Board of Directors in its meeting held on 20/12/2009. The aim of these Regulations is to assist the Board of Directors in fulfilling its obligations, improving the efficiency of the Board and its Committees and achieving the stated objectives of the Company. These regulations have been prepared according to the directives of the Board of the Capital Market Authority (CMA) and the provisions of the CMA Guideline Regulations to ensure compliance with best corporate governance practices that protect the rights of shareholders which is to keep pace with the requirements and take advan- tage of new opportunities to work effectively and meet the expectations of shareholders and other stakeholders. These regulations are binding to the Company, Board members, all employees and shareholders. The rules contained in these regulations are based primar- ily on the company’s Articles of Association, Capital Market Law (CML) and its Rules of Implementation and relevant resolutions, and the Company’s Act. The Board of Directors, in its current session (2008-2010) consists of nine members. Responsibilities of the Board are manifested in leading the Com- pany through exercising its role of guidance, control and drawing up the Company’s strategies. The Executive Management is in charge of steering the Company’s business within the framework of the policies, plans and controls duly adopted by the Board and the General Assembly. In 2010, the Board of Directors held (13) meetings in addition to (3) General Assembly Meetings.
Board of Directors
The National Shipping Company of Saudi Arabia Annual Report 2010
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