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Corporate Governance

Board Committees

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Overview

To support the Board of Directors in discharging its responsibilities, Almarai has established the following Board committees: the Audit Committee, the Risk Management Committee, the Remuneration and Nomination Committee, and the Investment Committee. The Board may also establish additional committees when required.

Each committee operates under a defined mandate approved by the Board. Committees monitor activities within their scope and report findings and recommendations to the Board. The Board reviews committee work regularly and retains overall responsibility for the matters delegated to its committees.

Where specialist knowledge is required, Almarai may appoint non-board members to serve on certain committees. These members contribute relevant expertise and help strengthen objectivity in committee deliberations.

Remuneration and Nomination Committee

Develops and reviews policies for Board nominations and senior executive remuneration. The Committee supports the Board through reviews of Board composition and oversight of remuneration frameworks.

Audit Committee

Oversees the integrity of the Company’s financial reporting and internal control systems and monitors the performance and independence of the external auditor. The Committee provides recommendations to the Board regarding the appointment and remuneration of the auditor.

Risk Management Committee

Oversees the Company’s risk management strategy and policies and monitors their implementation. The Committee reviews the effectiveness of risk management systems and reports to the Board on key risk exposures and mitigation measures.

Investment Committee

Oversees the Company’s investment strategy and investment activities and makes recommendations to the Board. The Committee also monitors the performance of existing investments to support alignment with the Company’s objectives and compliance requirements.