According to the provisions governing Board membership and stipulated in the Companies Regulations and the Corporate Governance Regulations, the conditions and procedures of the Board Membership nomination are as follows: Firstly: Requirement for Board Membership: -Fulfillment of Board Membership Standard as stated in the Policies, Standard & Procedures for Membership in Zain KSA Board and approved by the General Assembly (Attached). -The candidate shall not be a member of more than five joint-stock companies at the same time. Secondly: Nomination Procedures Submitting nomination request within the timeframe mentioned in the announcement to the Remuneration and Nomination Committee. Including the following documents to the nomination request: -Complete and sign the Company application letter (Attached). -Complete Form No. (1) Resume Information (Attached). -Complete and sign Form No. (3) issued by the CMA for Board Membership nomination (Attached). and available on the CMA website https://cma.org.sa/_layouts/15/download.aspx?SourceUrl=/RulesRegulations/FormsSite/Documents/Form3.doc - In addition to meeting, the criteria set forth in 4.1.6 of the Policies, Standard & Procedures for Membership in Zain KSA Board and approved by the General Assembly. (Attached), that include the following: • A detailed resume (profile) which includes educational qualification and details of experience, and a copy of the ID. • Statement including companies or institutions that the candidate manage or own and carry out similar work to the company. If the candidate has previously served of the Zain’s ksa Board and wishes to re-nominate himself, he must meet the requirements of paragraph 4.1.7 of the Policies, Standard & Procedures for Membership in Zain KSA Board and approved by the General Assembly (Attached). The Nomination and Remuneration Committee will be responsible for examining the submitted nomination requests in accordance with the Policies, Standard & Procedures for Membership in Zain KSA Board, which detailing the requirements that must be met in to become a Board member and the general criteria for selecting members of the Board of Directors. |