B.O.D COMMITTEES

Nominations and Remunerations Committee:


Number of meetings: once at least during a year.


Committee's authorities :


- Recommendation of nomination and re-nomination for the BOD members and the executive management.


- Developing a job description for the executive, non-executive and independent members.


- Annual review for the required needs from the appropriate skills to the membership of BOD and the executive management.


- Developing a policy for giving remunerations for the chairman and the BOD members.


- Developing a policy for giving remunerations for the executive management.


- Preparing a detailed report about all remunerations given to the BOD and the executive management to be presented to the company's general assembly.


Internal Audit Committee :


Number of meetings: four times at least during the year.


Committee's Authorities :


- Review the financial statements before its presentation to the BOD.


- Recommendation of appointing or re-appointing of auditors and determining their fees.


- Recommendation of appointing the manager of internal audit and evaluating his performance.


- Reviewing the results of control entities' reports.


- Reviewing the proposed transactions and dealings to be concluded by the company with relative parties.


- Assuring that the company complies with laws and systems.


Risk Management Committee :


Number of meetings: four times at least during a year.


Committee's Authorities:


- Preparing and reviewing the risk management's statements before approving them by the BOD.


- Reviewing the organizational structure of risk management and developing of recommendations regarding it before its approval.


- Assuring the independence of risk management's employees from the activities which expose the company for risks.


- Preparing the periodical reports about the nature of risks which the company faces.


Reviewing the matters raised by the audit committee which may affect risk management.