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Board Responsibilities

 

Emaar Misr is governed by its Board of Directors. Directors are generally elected for a term of three years or until their successors are elected and qualified. The Board of Directors is committed to practices of corporate governance in line with international best practices. The Board of Directors consists of eight members who have initially been appointed by Emaar Misr and subsequently will be elected by Emaar Misr’s shareholders. The Board of Directors is comprised of three independent non‑executive directors, four Emaar Properties non‑executive directors and one executive director. The Board of Directors will meet at least once every three months.

 

According to the Statutes and Egyptian Companies Law, the primary functions of the Board of Directors are to manage Emaar Misr and undertake all matters not reserved by the Egyptian Companies Law and the Statutes to the general meetings of the shareholders.

 

The authority of the Board of Directors includes the following:
 

•      Appoint the Chairman from among its members;

•      Appoint one or more managing directors from among its members;

•      Appoint one or more committees to undertake specific tasks from among its members;

•      Delegate powers to the Chairman, managing directors and/or committees;

•      Review and approve Emaar Misr’s financial statements for submission to the Ordinary General Meeting of Emaar Misr; and

•      Ensure that the Board of Directors’ composition, structure, policies and processes meet all relevant legal and regulatory requirements, including applicable corporate governance standards.

 


 

The Egyptian Companies' Law gives the Board of Directors the following powers to manage Emaar Misr:

•      Review and approve the multi‑year business plan and annual budget;

•      Review and approve major company transactions and investment projects;

•      Maintain high standards of company leadership and ensure succession planning of executive management;

•      Approve the remuneration policy for Emaar Misr and compensation schemes;

•      Ensure that Emaar Misr maintains an effective system of internal controls designed to insure the integrity of all financial and non‑financial disclosures based on the recommendations of the Audit Committee; and

•      Ensure that the Board of Directors’ composition, structure, policies and processes meet all relevant legal and regulatory requirements, including applicable corporate governance standards.