Astra Industrial Group adheres to Corporate Governance practices set by the provisions of the Corporate Governance Regulations issued by Capital Market Authority (CMA) of the Kingdom of Saudi Arabia, the Companies law and Astra Industrial Group’s Articles of Association.
In its Articles of Association, Astra Industrial establishes the mechanism for a sound corporate governance system that improves strategy, performance, compliance and accountability in line with international best practices.
Astra Industrial is diligent in its approach to reporting financial results and its ongoing communication with investor community, as well as fulfilling its disclosure obligations.
The Board of Directors and its committees like Audit, Nomination & Remuneration and Performance & Investment committees continuously support strong corporate governance practices and regularly review the effective implementation of corporate governance practices.
i. Audit Committee
The Audit committee plays a key role with respect to the integrity of the Company’s financial information, systems of internal control, and the legal and ethical conduct of management and employees.
The Audit committee oversees the internal audit function and submits the recommendations to the Board of Directors concerning the appointment, dismissal or fee determination of public accountants. It oversees the work of public accountants and assesses the auditing strategy. It further evaluates and recommends on the accounting policies adopted to the Board of Directors
ii. Nomination and Remuneration Committee
In accordance with CMA requirements, Astra Industrial Group has constituted a Nomination and Remuneration committee.
The Nomination and Remuneration committee looks after the appointment, composition, capacity and remuneration of Board of Directors and senior management of the Company. In fulfilling this role, the committee ensures the directors and management of the Company are able to run the business in the best interest of the Shareholders. It also ensures that the remuneration paid to the directors and senior management is appropriate for the roles performed.
iii. Performance and Investment Committee
It is the most active committee of Astra Industrial Group which schedules eight meetings per year to monitor the performance, set directives and approves investments within the guidelines and authorities granted by the Board of Directors.
The Performance and Investment committee approves the performance measurement mechanism to monitor the performance of senior management of Astra Industrial Group corporate office and subsidiaries. It reviews on a quarterly basis, the performance of Astra Industrial senior management versus the agreed targets and decide the corrective measures if required. It also reviews and prioritizes new investment opportunities and sets evaluation criteria.