- A shareholder may nominate himself or one or more shareholders for membership on the board of directors. Application requirements are in accordance with the conditions, controls and requirements contained in the Companies Law, the Corporate Governance Regulations and the registration and listing rules issued by the Capital Market Authority, and in accordance with the policies, standards and procedures for membership in the Board of Directors of the Company (attached). - The nomination application must include the following: 1- The candidate must fill in and sign a nomination application to be addressed to the company (attached) 2- Attach the candidate's CV, including information about his profession, the main job he currently occupies, his qualifications, and his work experience. And his experience in the field of business of the company nominated for its board of directors. 3- Attach a clear copy of the national identity ID for individuals, and the family record (for the married), or a copy of the passport for non-Saudis and contact numbers of the candidate. 4- Submit a signed copy of form No. (1) Curriculum vitae after filling it out in both Arabic and English (Attached). 5- Submit a signed copy of Disclosure Form No. (3) in Arabic issued by the Capital Market Authority, and attach it to the nomination application, which can be obtained from the following CMA link: https://cma.org.sa/en/RulesRegulations/FormsSite/Pages/default.aspx - If the candidate participated in a listed Company Board, he must provide a list of the previous Boards’ terms and their dates. - If the candidate has previously held the membership of Dar Al Arkan company’s Board of Directors, he must attach to the nomination application a statement from the company about the last session in which he was a member of the Board, including the following information: 1. The number of board meetings that took place during each of the years of the session. The number of meetings attended by the member on his own behalf, and his attendance rate for the total meetings. 2. The permanent committees in which the member participated in, the number of meetings held by each of those committees during each year of the session, the number of meetings he attended, and the percentage of his attendance to the total meetings. 3. A summary of the financial results achieved by the Company during each year of the cycle. - The candidate must disclose to the Board and the General Assembly any cases of conflict of interest, which include involving in the company’s contracts and transactions (direct or indirect) and competing in any areas of the company’s main activities. Note that any candidacy applications who do not include all the attachments and requirements of candidacy as described in the candidacy requirements will not be considered at the end of the candidacy period. The Nomination and Remuneration Committee will only consider complete candidate applications. Note that voting will be limited to those who nominated themselves for membership of the Board in accordance with the previous requirements and criteria as stated above. |