Corporate Governance

Burjeel Holdings is committed to principles of good corporate governance, believing that good corporate governance practices not only ensure transparency, accountability, and ethical conduct but also foster investor confidence, mitigate risks, and ultimately drive sustainable value creation for all stakeholders.

Burjeel Holdings’ governance framework is supervised by the Board of Directors. The Board of Directors is collectively responsible for the Company’s management and strategy. The tasks, responsibilities and procedures of the Board are set out in the Articles of Association.

The Board has delegated the operational management of the business to the Executive Management, apart from certain reserved matters as set out in the appropriate documentation and resolutions and is authorized to represent the Company.

The composition of the Board of Directors is diverse in skills, experience, gender and background, thereby maximizing the Board’s ability to act without emphasis on particular interests. In 2023, 71% of the Board members were Independent Directors.

Corporate Governance and Compliance

Leadership Team

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Board Committees

Board committees play a crucial role in ensuring specialized oversight and effective decision-making, playing a crucial role in Burjeel Holdings’ corporate governance, strategic planning, and operational efficiency. The Board has established three permanent committees, the Audit Committee, Nomination and Remuneration Committee, as well as the Business Development and Sustainability Committee. All Burjeel Holdings committees have been established in adherence with the composition requirements of the SCA Governance Rules. A high-level overview of the mandate of each of these committees, as at listing upon ADX, is set out below.

The Audit Committee assists the Board in discharging its responsibilities relating to financial reporting, external and internal audits and controls, including reviewing and monitoring the integrity of the financial statements, reviewing and monitoring the extent of the non-audit work undertaken by external auditors, advising on the appointment of external auditors, overseeing the relationship with the external auditors, reviewing the effectiveness of the external audit process, and reviewing the effectiveness of the internal  control review function. The ultimate responsibility for reviewing and approving the annual report and accounts remains with the Board. The Audit Committee gives due consideration to the applicable laws and regulations of the UAE, the ADGM, the SCA and the ADX. The Audit Committee meets at least once every three months or as required.

The Nomination and Remuneration Committee assists the Board in setting and overseeing the nomination and remuneration policies in respect of the Board, any committees of the Board and senior management. In such capacity, it is responsible for evaluating the hiring of the Company’s executive management, evaluating the balance of skills, knowledge and experience of the Board and committees of the Board and, in particular, monitoring the independent status of the independent Directors. It is also responsible for periodically reviewing the Board’s structure and identifying, where relevant, potential independent candidates to be appointed as Directors or committee members as the need may arise. In addition, and subject to the Articles of Association, the Nomination and Remuneration Committee assists the Board in determining its responsibilities in relation to remuneration, including making recommendations to the Board on the Company’s policy on executive remuneration, setting the overarching principles, parameters and governance framework of the remuneration policy and determining the individual remuneration and benefits package of the senior management.

The Business Development and Sustainability Committee provides support and advice to the Board regarding business development plans, international expansion, and revenue growth. It also supports and advises the Board on marketing and positioning strategies, as well as ESG and sustainability strategies..