Herfy Food opens BOD membership nominations

Herfy Food Services Company (Herfy Food) has announced the commencement of nominations to elect nine members for the Board of Directors for the upcoming session, slated to commence on May 1, 2024, and extend for a four-year term until April 30, 2028.

In a statement released on Thursday on “Tadawul,” the company revealed that nominations will be accepted as of Thursday until March 8.

The selected members will be elected during the company’s forthcoming general assembly meeting, the date of which will be announced later, pending necessary approvals from the relevant authorities.

The company has requested individuals interested in nominating themselves for membership in the Board of Directors, who meet the conditions and criteria outlined for membership, to submit their candidacy applications within the specified period as stated in the announcement. Nominations will adhere to the provisions outlined in the Companies Law and the Corporate Governance Regulations issued by the Capital Market Authority, along with the policies, standards, and procedures for Board of Directors membership approved by the General Assembly.

Candidacy applications. their attachments, and the aforementioned forms shall be submitted to the attention of the Secretary of the Nominations and Remuneration Committee before the end of the nomination period specified in the announcement. This can be done by submitting the application during the official working hours of the Company.

Conditions for candidacy:

Fulfilling the standards contained in the approved policy and standards for membership in the Board of Directors. (attached)

Requirements for candidacy for membership in the Board of Directors:

Submit your candidacy application within the period specified in the announcement, and all the following documents must be attached to the candidacy application:

1. Complete and sign the company form. (attached)

2. Complete Form No. (1) CV English and Arabic Language. (attached)

3. Complete and sign Form No. (3) issued by the Capital Market Authority to nominate for membership in the Board of Directors. (attached)

4. The candidate’s CV, including information about his qualifications and experience.

5. Attach Copy from national ID card, family card, passport Travel for non-Saudis nominated for membership in the Board of Directors, and any other relevant documents required by the company to meet the requirements of the regulatory authorities

6. The Board of Directors of Herfy Company shall attach to the nomination notification a statement from the company’s management for the last session in which he served as a member of the Board, including the following information:

6.1. The number of Board of Directors meetings that took place during each year of the term.

6.2. The number of meetings that the member attended in person, and the percentage of his attendance to the total number of meetings.

6.3. The permanent committees in which the member participated, the number of meetings held by each of those committees during each year of the session, the number of meetings he attended, and the percentage of his attendance to the total number of meetings.

6.4. A summary of the financial results achieved by the company during each year of the session.

7. The membership status must be clarified, i.e., whether the member is an executive member, a non-executive member, or an independent member.

8. The nature of membership must be clarified, i.e., whether the member is running in his personal capacity or whether he is running on behalf of a legal person or a natural person.

9. Anyone who wishes to nominate himself for membership in the Board of Directors must disclose to the Board and the General Assembly any cases of conflict of interest – including:

9.1. The existence of a direct or indirect interest for him or any of his relatives or any of the entities he represents in the business and contracts carried out on behalf of the company.

9.2. His participation or any of his relatives in any work that would compete with the company, or compete with it in one of the branches of the activity that it practices, taking into account that in the event that the company competes in its main activity – in accordance with what is stipulated in Clause 8-8 of these regulations – The candidate does not meet the conditions and criteria for membership in the Council.

The Remuneration and Nominations Committee will study the applications of the candidates received, noting that voting in the General Assembly of the new session of the Board will be limited to candidates who meet the conditions, controls and standards set forth in this announcement, noting that cumulative voting will be used to elect members of the Board of Directors.

CMA approved resume for the nominees for board memberships in the joint-stock companies listed on the Saudi Exchange.