Bahri Annual Report-2012

Board Committees

Three committees emanate from the Board of Directors: the Executive Committee, the Audit Committee, and the Nomination and Remuneration Committee, with powers specified by the Board of Directors.

1- Executive Committee

This committee is entrusted with putting in place the basic principles of the Company’s strategies. It reviews them periodically, ensuring optimum exploitation of the Company’s resources, maximizing the return on investments, and deliberating issues referred to it by the Board of Directors.

Attendance Details of the Chairman and Members of the Executive Committee during 2012

Meeting Number

Name

Title

Total

1

2

3

4

Mohammed Abdulaziz Al- Sarhan

Chairman

4

Esam Hamad Al-Mubarak

Member

4

Abdulkarim Ibrahim Al-Nafie Member

4

Farraj Mansour Abothenain Member

4

Ghassan Abdulrahman Al- Shibl

Member

4

2- Audit Committee

This committee is responsible for verifying the adequacy of the internal controls in a manner that achieves the specified objectives of the Company and protects the interest of the shareholders. This committee is entitled to have access to all information, data, reports, records, and other details deemed important. In addition it studies the annual interim financial statements before their submission to the board of directors. The committee is also responsible for studying the accounting policies and recommending to the board the appointment and remuneration of the Company Auditors for the fiscal year, and verifying the independence of the internal auditors.

After reviewing the existing internal controls as manifested in the systems approved by the internal audit department, the committee confirms the safety and effectiveness of the internal audit and control systems that are being implemented by a team of qualified auditors, specialized in risk management and quality control. There were no substantial notes or comments made by this committee. The General Assembly of the company has approved the rules for the selection of Audit Committee members, their duration and method. The Board of Directors has set the remuneration for the members of this committee.

Attendance Details of the Chairman and members of the Audit committee during the Year 2012

Meeting Number

Name

Title

1 2 3 4 5 6 7 8

Total

8

Nasser Mohammed Al-Kahtani Chairman

✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔

5

Saleh Abdullah AlDebasi

Member

✔ ✔ ✔ ✖ ✖ ✖ ✔ ✔

8

Abdullah Ali Al-Ajaji

Member

✔ ✔ ✔ ✔ ✔ ✔ ✔ ✔

7

Ahmed Abdullah Al-Moghamis Member

✖ ✔ ✔ ✔ ✔ ✔ ✔ ✔

67

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