Corporate Governance

Injazzat Real Estate Development Co. (K.S.C.P) (“INJAZZAT”) is committed to apply the corporate governance principles and rules enforceable in the State of Kuwait. The board of directors and the executive management of INJAZZAT believe that the governance principles should necessarily be applied in the optimal and the most comprehensive manner to the extent required from INJAZZAT as a company listed in the Kuwait Stock Exchange market. Hence, the company bears in mind that it should enhance its performance and keep fortifying its criteria of maintaining protection of the interests and rights of the shareholders as per the applicable laws and regulations. INJAZZAT devotes high importance to follow up and permanently abide by the instructions of the supervisory authorities in this regard especially the Capital Markets Authority of Kuwait (“CMA”). Relying on the standards and principles stipulated on them by the relevant decision number 25 issued on 27/06/2013 by the CMA. The company started preparations for a corporate governance plan to be adopted and then implemented until achieving full compliance with the corporate governance principles as soon as possible on or before the deadline given by CMA.

Corporate Governance Structure

The Corporate Governance Structure is developed and approved by the board of directors and will be reviewed on an annual basis to reflect the legislative changes.

Internal Control System

The Board of Directors of INJAZZAT is responsible for ensuring that the Company applies a precise internal control system that covers the following key functions:

Internal Audit

Review of financial and operational controls, and review of financial information that is forwarded to Company’s executive management and used for drafting financial statements.

Compliance

Verification of compliance by the Company and its officers and employees with all applicable legal and regulatory requirements (including the resolutions issued by CMA and the Boursa), and all Company’s internal policies and procedures.

Risk Management

Developing an assessment of Company’s risk management means and measures.

Memorandum and Articles
of Association

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Stakeholders Rights

The Company ensures the protection of stakeholders’ rights by Dealing with all stakeholders fairly and allowing stakeholders to access data and information relating to the tasks assigned to them.

Social Responsibility

The extent of the Company's commitment to social responsibility is evident through various cultural, social, community and charity activities supported by the Company.

Suppliers

The Company adopts internal policies governing specific tenders for processes and contracts with suppliers. The Company deals with all contractors and suppliers in a transparent manner and without any discrimination.

Third Parties

The Company deals with all third parties in a fair and honest manner by protecting their interests, ensuring that they receive fair returns and avoiding any situations, which might result in breach of its obligations to any third party.

The Shareholders

The main objective of the Company is to maximize the returns to shareholders as a result of their investment in the Company .The Company is committed to ensure that all shareholders exercise their rights fairly and that their rights are not violated or abused.
The Company ensures the above-mentioned principles are achieved by including, in its Articles of Association and internal bylaws, the required procedures that ensure all shareholders exercise their rights in an equal and fair manner, without violating the laws, regulations, decisions and instructions issued in this regard.

Regulatory Authorities

The Company complies with the laws, regulations and instructions issued by the CMA, Ministry of Commerce and Industry and any other relevant regulatory authority.

Employees

The Company is keen on hiring national labor and developing the skills of all employees within the Company. The Company focuses on providing career development opportunities and necessary training programs and orientation for hiring and training the best employees in the country.

Values and Policies

Code of Conduct & Ethics

The Board of directors has developed standards and determinants that establish the company ethical concepts and standards, while, the executive management is assigned to apply the company goals in accordance with such standards and determinants. INJAZZAT Code of Ethics outlines the ethical standards expected of various stakeholders in the conduct of its business. This covers the Board, employees and other stakeholders.

Whistle Blowing

The board of directors has developed and implemented a Whistle Blowing Policy that insures that all stakeholders are free to disclose any kind of illegal practices that may affect negatively on their working relationship with the Company or that may have serious consequences harming the stakeholders or the Company as a whole.

Conflict of Interests

The Board has a developed a Conflict of Interests policy to ensure the board of directors are dealing with cases of conflicts of interests (actual and potential) by taking all decisions in the interests of the Company.

Related Parties Transactions

INJAZZAT Related Parties Transactions Policy outlines the guiding principles on dealing with and managing transaction with related parties. The Board guarantees that all transactions with related parties are reviewed and are sound. The Audit Committee is responsible to review any related party transactions referred by the Chief Executive Officer (CEO). The Risk management function provides an independent oversight of all transactions referred to it by the Company’s business groups including those with related parties.