Nomination & Rumination Committee

Introduction

The Nomination & Remuneration Committee is a specialized committee formed by the Board of Directors whose key role will be the preparation of recommendations to the Board regarding all proposed nominations. The Nomination & Remuneration Committee Charter establishes a comprehensive and transparent corporate framework for appointment of Directors and senior management of the Company in an effective manner.

Composition

  • The Nomination & Remuneration Committee should comprise of minimum three members (3).
  • At least one of its members shall be an independent member
  • The chairman of this committee should be a non-executive BOD member
  • Also, there should be a Secretary of the committee

Responsibilities of the Committee

  • Recommending for nomination and remuneration for the BOD membership, BOD committees, and senior management
  • Review annually the requirements regarding the appropriate skills needed for the BOD membership.
  • Prepare a detailed annual report of all the remuneration given to the BOD and the senior management whether such remuneration is in monetary amounts, interests, or benefits, whatever was its nature or name. This report should be presented to the company’s general assembly for approval.
  • The Committee must oversee remuneration related disclosures required in annual statutory reporting and provide advice to the Board on those disclosures.

 

Audit Committee

Introduction

The Audit Committee charter for First Takaful Insurance Company administers the practices of the Audit Committee including its role of oversight and review activities across the organization.

Composition

  • The committee shall comprise of at least three directors appointed by the Board. The Board shall designate one Member as the Chairman of the committee.
  • Its Chairman shall be a non-executive Board member.
  • If a member of the committee retires, resigns or is removed from the position, the vacancy shall be filled in by the Board.
  • It is forbidden for the chairman of the BOD and the executive members to be a member in this committee.
  • At least one (1) of its members should be from the independent (BOD) members.
  • Within the Committee’s composition, at least one of its members shall hold a certificate and/or have experience that is relevant to the financial and accounting fields.
  • Also, there should be a Secretary of the committee.

Responsibilities of the Committee

The Audit Committee of the Company is primarily responsible for ensuring effective and independent review process. In relation to Risk Based Internal Audit, key roles of the audit committee are:

  • Understand the risk assessment approach and results and approve the audit plan for the Company.
  • Review the results of the Internal Audit activity on and initiate appropriate actions if required.
  • Supervising the internal audit department in the company to ensure its effectiveness in achieving its duties defined by the BOD.
  • Review, express opinions and recommendations over the periodic financial statements before presenting the same to the BOD. This is to ensure the fairness and transparency of the financial reports.

 

Risk Management Committee

Introduction

The Risk Management Committee charter for First Takaful Insurance Company administers the practices of the Risk Management Committee including its role of oversight and review of risk management activities across the organization.

Composition

  • The committee shall comprise of at least three directors appointed by the Board. The Board shall designate one Member as the Chairman of the committee.
  • Its chairman shall be a non-executive Board member.
  • If a member of the committee retires, resigns or is removed from the position, the vacancy shall be filled in by the Board.
  • It is forbidden for the chairman of the BOD to be a member in this committee.
  • Also, there should be a Secretary of the committee.

Responsibilities of the Risk Management Committee

  • Prepare and review the risk management strategies and policies before approving it from the BOD, and ensure implementing these strategies and policies, and that it is in line with the size and activities of the company.
  • Ensure the availability of adequate resources and sufficient systems for risk management.
  • Oversee the design and implementation of risk management in conjunction with existing business processes and systems, to manage the Company’s material business risks.

 

Governance Committee

Introduction

The purpose of the Governance Committee of First Takaful Insurance Company is to do the following :

Following up on the implementation and compliance of the First Takaful Insurance Company in the 15th of the Executive Regulations of the Capital Market Authority of the State of Kuwait, and applying the best and latest applicable practices to achieve good corporate governance.

Composition

  • The Governance Committee should comprise of minimum three members (3).
  • The Chairman of the Board shall be the Chairman of the Committee.
  • The CEO shall be a member in the Committee.
  • Also, there should be a Secretary of the committee.

Responsibilities of the Governance Committee

  • Following up the company's implementation and compliance with corporate governance.
  • Review the developments related to Book 15 of the Executive Regulations of the Capital Market Authority - State of Kuwait Corporate Governance.
  • Submit recommendations to the Board of Directors in all matters related to corporate governance.
  • Adoption of the semi-annual corporate governance report submitted to the Capital Markets Authority through the E-portal.
  • Prepare a detailed annual report on the application of corporate governance in Takaful Insurance Company, to be mentioned in the General Assembly Ban and attached to the annual report of the company.
  • Any other responsibilities determined by the Governance Committee or the Board of Directors of the Company from time to time.