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Governance

Alujain Corporation
Alujain Corporation
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Quick Overview

Alujain Company is committed to following corporate governance rules and regulations, striving to achieve the highest standards of ethical conduct. It is also committed to reporting results and information accurately and transparently, while maintaining full compliance with the laws and regulatory requirements governing its operations.

Alujain Corporation
Alujain Corporation
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Disclosure and transparency

The company ensures the disclosure of all material matters accurately and in a timely manner, including the company's financial status, performance, and governance. Additionally, it reports on the rules related to information disclosure, methods of classifying information, and the timing of its disclosure, enabling shareholders and other stakeholders to access financial and non-financial information related to the company and its results. This allows them to have a comprehensive understanding of the company’s status and to exercise their rights fully.

Eng.Mohammed Bin Saleh Al-Khalil
Eng.Mohammed Bin Saleh Al-Khalil
Chairman of the Board
Eng.Mohammed Bin Saleh Al-Khalil
Chairman of the Board

Eng. Mohammed has extensive experience in the fields of petrochemicals, industrial, investment, real estate, travel and tourism. He held several positions as Chairman of the Board of Directors and a member of the Board of Directors of several petrochemical, real estate, industrial, travel and tourism companies.


He holds a Master's degree in Business Administration with honors from Colorado State University as well as a Bachelor's degree in Engineering with honors from King Fahad University of Petroleum and Minerals.


He is Chairman of the Board of Directors of a number of companies such as Alujain Company, Seera Holding Group, Ruwa Al-Madinah Holding Company, Lumi Company, and Fad International Investment and Development Company. He is also a member of the Board of Directors of a number of companies including the Saudi Investment Bank, Building Development Company, Cementra Cement Company, Arkan Steel Iron and Steel, and others

Mr. Abdulwahab Al-Bateeri
Mr. Abdulwahab Al-Bateeri
Vice Chairman of the Board of Directors
Mr. Abdulwahab Al-Bateeri
Vice Chairman of the Board of Directors

Mr. Abdulwahab Al-Bateeri is a founding partner and executive partner of "Watar Partners Company."


He is a founding partner of "Watad Business Services Company", a founding partner and board member of "Asas Development Company for Education" and a senior manager of "Masarat Al-Ma'rifa Information Technology Company". He is also an honorary member of the "Young Presidents Organization - YPO" in Bahrain and Saudi Arabia.


He served as Chairman of the Board of Directors of "Osool and Bakheet Investment Company", a member of the Advisory Committee of "TriSpan LLP" in the United Kingdom, a member of the Board of Directors of "Jahez International Company", and Vice Chairman of the "Capital Market Authority". And a member of its Advisory Committee. He holds an MBA in 2010 from "London Business School" in the United Kingdom, and a Bachelor's degree in Finance in 1999 from "King Fahd University of Petroleum and Minerals."

Mr. Abdulaziz Bin Khalid Al-Ghufaili
Mr. Abdulaziz Bin Khalid Al-Ghufaili
Board Member
Mr. Abdulaziz Bin Khalid Al-Ghufaili
Board Member

Board Member of "Al Rajhi Bank" since 2009, Kingdom of Saudi Arabia.

 

He is a board member of "Alujain Company", "Al Rajhi Capital Company", and "Panda Retail Company".


He was a member of the Board of Directors of “Savola Food Company” , “Panda Retail Company”, "Herfy Food Services Company", "Taqa", "Riyadh Hotels and Entertainment Company", "Tabuk Agricultural Development Company", "National Medical Care Company", and "Tatweer", Saudi Industries Development Company. He held the position of Director of the Local Equity Department at Hassana Investment Company "Hasana", and General Manager of Financial Investments at the "General Organization for Social Insurance in Saudi Arabia".

 

He holds a Master's degree in Economics in 1990 from "Western Illinois University" in the United States of America, and a
Bachelor's degree in the same specialization in 1981 from "King Saud University".

Mr. Yousef Bin Ali Al-Ulyan
Mr. Yousef Bin Ali Al-Ulyan
Board Member
Mr. Yousef Bin Ali Al-Ulyan
Board Member

He held several positions at Saudi Aramco, including Vice President of Information Technology, Manager of Computer Operations, and General Manager of the Exploration and Petroleum Engineering Center (EXPEC). He has experience in: strategic planning, performance management, project management, contract negotiation and implementation, and IT strategy development.


He is a member of the Board of Directors of "Alujain Company" 2023, member of the Board of Directors of the communications, Space & Technology Commission , member of the Board of Directors of the Global Digital Integrated Solution Company (Aramco Digital). He has completed executive programs at both Oxford University UK and INSEAD France, and the management development seminar in Saudi Aramco -Washington

 

He holds a Bachelor's degree in Computer Science in 1984 from King Fahd University of Petroleum and Minerals.

Eng. Abdullah Bin Jamel Taiba
Eng. Abdullah Bin Jamel Taiba
Board Member
Eng. Abdullah Bin Jamel Taiba
Board Member

Senior Advisor to the CEO of the Infrastructure Sector at the Royal Commission for Riyadh City. He is a board member of the Saudi Research and Media Group, Alujain Company, and a member of the Advisory Board at Kayan Holding Company.

 

He has 35 years of experience in strategic management and operations management.

 

He was a board member of Emaar Economic City Company, Vice President of Strategic Initiatives at Vision Investment Company, and CEO of Qudra Energy Company, Qudra Arabia Company, and Hail Economic City Company.

 

He held several positions at General Electric Company, including General Manager in the Middle East region, and CEO of the company in the Middle East region, which includes the Gulf Cooperation Council countries, Jordan, Syria, and Lebanon, where he supervised all of General Electric’s work in the fields of aircraft engines, healthcare, energy, and others. He also held the position of Regional Manager at General Electric Energy Company.

 

He was a member of the Board of Directors of the Higher Institute for Water and Electricity Technologies, Saudi Airlines Catering Company, and Al-Essa Industries Company. He also worked as an electrical maintenance supervisor at the Saudi Electricity Company. He holds a Bachelor’s degree in Electrical Engineering from King Fahd University of Petroleum and Minerals.

Eng. Akram Bin Aoni Al-Rabayah
Eng. Akram Bin Aoni Al-Rabayah
Board Member
Eng. Akram Bin Aoni Al-Rabayah
Board Member

Managing Partner at Energy Capital Group. Chairman of Anaerobic Power Biogas Benesov - APBB, Saudi Mina Industrial Services Company, Chairman of the Advisory Board at Kayan Holding Company, Vice Chairman of Mueller Middle East Company in Bahrain, Board Member of Alujain Company, Khalifa Al-Gosaibi Investment Company, Energy Capital Group, Jazan Integrated Gas Company.

 

He was Vice Chairman of the Board of Directors of Beituna Company, Member of the Advisory Board of King Abdullah City for Nuclear Energy, Member of the Board of Directors of Nesma Petrochemical Company, and Bing Lloyd Company.

 

He held the position of CEO and Executive Committee Member at Jazan Gas Operations Company, participated in the founding of Kayan Holding Company and held the position of CEO, and held several positions at General Electric Company, including: Senior Advisor to the Company, President and CEO of the Company's sectors in the Arabian Gulf, Regional General Manager in the Middle East, Africa and India, and General Manager of the Company's Measurement and Control Business in the Middle East, Africa and India. He also worked as a Project Control Engineer at both Bechtel Company and Consolidated Contractors Company. He holds a Master's degree in Mechanical Engineering in 2002 from King Fahd University of Petroleum and Minerals, and a Bachelor's degree in Systems and Control Engineering in 1991 from the same university

Mr. Abduaziz Bin Abdulhamid Albassam
Mr. Abduaziz Bin Abdulhamid Albassam
Board Member
Mr. Abduaziz Bin Abdulhamid Albassam
Board Member

Mr. Abdulaziz AlBassam has a long and distinguished career in the world of leadership, business and investment. He has held senior positions in a number of leading companies globally and locally, including: Aramco, McKinsey, Arcapita, and Jadwa Investment. He also worked in the consulting unit at the Ministry of Economy and Planning in Riyadh, and his last stop was at Abdullah bin Ibrahim Al Subaie Investment Company (AIMS) as its CEO. He is a board member of several local and international companies.

 

He currently holds the position of CEO of Aljomaih Holding Company.

 

Academically, Mr. Abdulaziz Al Bassam holds a Bachelor’s degree in Financial Management and Entrepreneurship from Northeastern University in the United States, and a Master’s degree in Business Administration (MBA) from Harvard Business School (HBS), and he holds the CFA accreditation

General Rights

Shareholders' general rights: The company is committed to all shareholder rights related to shares in accordance with the applicable regulations, particularly the following rights:

  • IconThe right to receive dividend distributions from the profits or through the issuance of shares.
  • IconThe right to receive a portion of the company's assets in the event of liquidation.
  • IconThe right to attend and participate in General Assembly meetings and the right to vote on its resolutions.
  • IconThe right to take any actions regarding their shares.
  • IconThe right to monitor the Board of Directors' activities and decisions, as well as the right to file liability claims against any member of the Board.
  • IconThe right to ask questions and receive information regarding the company's operations without harming the company's interest, provided that this does not conflict with the laws and regulations of the Capital Market Authority.
  • IconPriority to subscribe to new shares issued for cash contributions, unless the Extraordinary General Assembly suspends the pre-emptive right, if stipulated in the company's bylaws, in accordance with Article 129 of the Companies Law.
  • IconThe right to nominate and elect members of the Board of Directors.
Rights related to General assembly meetings
  • The Ordinary General Assembly is held at least once a year during the six months following the end of the company’s fiscal year.
  • Other General Assembly meetings are convened at the invitation of the Board of Directors, in accordance with the provisions set forth in the Companies Law, its implementing regulations, and the company’s bylaws. The Board of Directors must invite the Ordinary General Assembly to convene within 30 days from the date of a request by the auditor, the audit committee, or shareholders representing at least 10% of the company’s capital. The auditor may also invite the Ordinary General Assembly to convene if the Board does not invite it within 30 days of the auditor's request.
  • Shareholders exercise their voting rights at the General Assembly and are informed of the rules governing the meetings and voting procedures through General Assembly announcements.
  • The Board of Directors encourages and facilitates the broadest possible participation of shareholders in General Assembly meetings by selecting the most appropriate time and location for the meeting.
    The Board should prepare the agenda for each meeting, taking into account the topics shareholders wish to discuss. Shareholders owning shares representing 10% or more of the company’s capital have the right to add one or more items to the agenda for discussion during the meeting.
  • Shareholders have the right to discuss any item on the agenda during the meeting, as well as direct questions to the Board of Directors and the external auditor. The Board and the external auditor must respond to these questions unless the answers harm the company’s interest. The Board must also separate each item on the General Assembly agenda as an independent item and avoid grouping fundamentally different topics under a single item. Additionally, any contracts or transactions in which any Board member has a direct or indirect interest must not be grouped under one item for the purpose of obtaining shareholder approval for the entire agenda item.
  • All matters to be discussed at the meeting must be supported by sufficient information to enable shareholders to make informed decisions regarding the specific item under discussion. Therefore, shareholders must have access, through the company’s website and the market website, to information related to the General Assembly’s agenda items when the meeting invitation is published. This includes the Board of Directors' report, the auditor's report, financial statements, and the audit committee report, enabling them to make informed decisions. The company must update this information if the agenda is amended.
  • Meeting minutes must be made available to shareholders, and a copy should be sent to the Capital Market Authority.
  • The information on Tadawul must be updated immediately with the results of the General Assembly meeting

Facilitating Shareholders' Rights and Providing Information:

  • The company's bylaws, internal regulations, policies, and procedures must ensure that shareholders can exercise their legal and statutory rights.
  • The company must provide all the information necessary to enable shareholders to fully exercise their rights. This information should be sufficient, accurate, regularly updated, and shared with shareholders in a timely manner. Additionally, the company should implement an effective communication method with its shareholders, ensuring no preferential treatment is given to one shareholder over another when providing this information.

Shareholders' Rights and Voting Rights:

  • The Board of Directors must establish a clear policy regarding dividend distributions that balances the interests of the company with those of the shareholders. The Board must clearly communicate this policy to the shareholders during General Assembly meetings and include it in the Board's annual report.
  • The General Assembly should announce the proposed dividend distributions and the payment date. Shareholders registered in the Securities Depository Center have the right to receive dividend distributions, whether in cash or granted shares, at the end of trading on the day of the General Assembly meeting.

Extraordinary General Assembly:

The Extraordinary General Assembly is convened whenever necessary and at times determined by the Board of Directors. The following are some duties and responsibilities of the Extraordinary General Assembly:

  • Making amendments to the company's articles of association.
  • Handling extraordinary transactions, including the sale of the company, mergers, and acquisitions.
  • Making amendments to the company's capital structure.
  • Any changes to the company that reduce ownership rights or weaken shareholder interests.
  • The Extraordinary General Assembly also has the authority to make decisions on matters that primarily fall under the purview of the Ordinary General Assembly.
  • Decisions of the Extraordinary General Assembly are approved by a two-thirds majority of the shares represented at the meeting. If the decision pertains to increasing or decreasing capital, extending the company's duration, dissolving the company before the end of its term, or merging the company with another company or institution, it will not be effective unless approved by a three-quarters majority or more of the shares represented at the meeting.
Shareholders Rights
  • To ensure and protect the rights of all shareholders, and in accordance with the Companies Law and relevant regulations, the Board of Directors has adopted a specific policy on shareholders' rights. This policy aims to protect these rights and ensure fairness and equality among all shareholders without discrimination, while guaranteeing their full access to all their rights.
  • The information on Tadawul must be updated immediately with the results of the General Assembly meeting