| Element List | Explanation |
|---|---|
| Introduction | Northern Region Cement Co. is pleased to announce to its shareholders, the opening of nominations for membership of its Board of Directors for the term starting from March 16, 2026 and ending on March 15, 2030 (4 years). The candidates will be elected at the General Assembly meeting, which will be announced later after obtaining the necessary approvals from the competent authorities. This is in accordance with the rules and procedures stipulated in the Companies Law, CMA Corporate Governance Regulations issued by the Capital Market Authority and the policies, standards and procedures of membership of the Board of Directors of Northern Region Cement Co. approved by the Ordinary General Assembly. |
| Type of Assembly | New Session |
| Term Start Date | 2026-03-16 |
| Term End Date | 2030-03-15 |
| Number of members | 6 |
| Nomination Start Date | 2025-12-24 Corresponding to 1447-07-04 |
| Nomination End Date | 2026-01-24 Corresponding to 1447-08-05 |
| Applications Submission Method | The Candidacy applications along with all attachments (Originals) shall be submitted by email to the Nomination and remuneration committee. Northern Region Cement Co. Investor Relations Department Roshn Front- Business, Building S2 Grand floor. Tel: 011225 5237 Tel: 011201 1212 A copy of the original nomination requests can also be sent to the E-mail: shareholders@nrc.com.sa |
| Policy and criteria of nomination | First: Nomination Conditions: Considering Northern Region Cement Co. policies, standards and procedures of membership in the Board of Directors approved by the Ordinary General Assembly resolution on 01-09-2024. (attached). It is required that a member of the Board of Directors shall be professional competence and possess the necessary understanding of experience, knowledge, skill and independence, enabling the member to carry out the duties efficiently and competently> and it must be taken into account that the member, in particular, possesses the following: 1. The candidate for Board membership must not have been previously convicted of a crime against honor or trust, and must not be insolvent, bankrupt, or otherwise unfit for Board membership in accordance with any law or instructions in force in the Kingdom. 2. The Board member must not hold membership in more than five joint stock companies listed on the financial market at the same time. 3. The member of the Board of Directors must represent all shareholders and must be committed to what is in the interest of the company in general and not to what is in the interest of the group that he represents or that voted to appoint him to the Board of Directors. 4. The number of independent members shall not be less than two members, which represents one-third of the Board members, as the company’s Board of Directors membership consists of (6) members. 5. The independent member must enjoy complete independence in his position and decisions, and none of the signs of independence stipulated in the governance regulations issued by the Authority apply to him. 6. Leadership Ability: this means that he must have leadership skills that qualify him to grant powers that lead to stimulating performance, applying best practices in the field of effective management, adhering to professional values and ethics, and the ability to communicate effectively, think and plan strategically. 7. Qualifications, skills and experience: he must have the appropriate academic qualifications, professional and personal skills, the level of training and practical experiences related to the company’s current and future activities, knowledge of management, economics, accounting, law or governance, as well as the desire for learning and training. 8. Ability to Direct: this means that he must have technical, leadership and administrative capabilities, speed in decision-making, understand technical requirements related to the workflow, and be capable of strategic direction, long-term planning and a clear future vision. 9. Financial Knowledge: by being able to read and understand financial statements and reports. 10. Health Fitness: this means that he does not have a health problem that prevents him from exercising his duties and specializations. Second: Nomination requirements • Biography, qualifications and previous and current scientific experience. • Fill the CV form of the candidate for membership of the Board of Directors of a listed joint stock company No. (3) of the Capital Market Authority and can be obtained from the website of the Capital Market Authority https://cma.org.sa/RulesRegulations/FormsSite/Pages/default.aspx (attached). • Fill in all forms in Arabic and English. • Candidate must clarify the status of membership (executive member, non-executive member or independent member). • The candidate must clarify the nature of the membership, i.e., whether he is a candidate in his personal capacity or a representative of a legal person: • The candidate should disclose any conflict of interest that includes a. The existence of a direct or indirect interest in the works and contracts made for the Company's account b. Participating in work that would compete with the company or compete in one of the branches of the activity. • Clear copy of the National Identity card, family register for individuals, commercial register of companies and institutions, and contact details of the candidate. • The candidate who has previously served as a member of the board of directors of a joint stock company shall indicate the number and date of the boards of directors of the companies for which he is a member. • A statement of the shareholding companies that he still holds membership. |
| Attachment of the CMA approved resume for the nominees for board memberships in the joint-stock companies listed on the Saudi Exchange | Attachment of the CMA approved resume for the nominees for board memberships in the joint-stock companies listed on the Saudi Exchange |
| Attached Documents | Attached Documents Attached Documents |