Corporate Governance

Corporate Governance

The corporate affairs of the Company are governed by Law No. 159 of 1981 and its Executive Regulations, as amended (the Companies Law), the Capital Market Law, the EGX Listing Rules, other laws governing companies incorporated in Egypt and its Statutes.

The Company subject to Egyptian disclosure requirements and is required to publish annual and quarterly financial statements prepared in accordance with EAS, provide notices of any material developments to EFSA and the EGX and provide EGX with minutes of the Company’s ordinary and extraordinary general meetings.

Committees of the Board of Directors include:

Audit committee

Pursuant to the EGX Listing Rules, a listed company is required to have an audit committee comprising at least three non-executive directors with experience in the relevant sector. At least two members must be independent (defined as a non-executive director who, during the preceding three years was not an employee of, a party to an agreement with or a board member of the company, its holding company, its subsidiaries or its affiliates or any of their related parties).

The audit committee must ensure that a listed company’s management abide with the auditor and EFSA’s recommendations, as well as meet and provide the Board with reports at least once every quarter. If the Board does not follow a material recommendation of the audit committee, the chairman of the audit committee must, within 60 days, notify both the EGX and EFSA.

The Company’s audit committee complies with the requirements of the EGX Listing Rules. Nabil Walid Kamhawi is the chairman and Walid Fayez Said Bakr and Dr. Mohamed Awad Tag El Din are also members. Nabil Walid Kamhawi is considered a financial and accounting expert. Nabil Walid Kamhawi and Dr. Mohamed Awad Tag El Din are Independent Non-Executive Directors.

Quality control committee

The quality control committee is in charge of the development and implementation of the Group’s quality control programmes. As part of this responsibility, it monitors the performance indicators and provides recommendations on strategic directions for the development of the Group’s services.

The quality control committee is chaired by Dr. Mohamed Awad Tag El Din and Dr. Mohamed Khaled Hussein Elnoury is also a member.

Nominations and remuneration committee

The nominations and remuneration committee is in charge of providing recommendations on the remuneration of the senior management, reviewing the Group’s bonus schemes and the development of the employment succession plan.

The nominations and remuneration committee is chaired by Ahmed Adel Badreldin and also comprises Walid Fayez Said Bakr and Nabil Walid Kamhawi as members.