Annual Report 2011 En - page 32-33

26
27
Corporate Governance Report
The IFC is the private sector investment arm of the World Bank and is widely perceived to be a leader amongst multilateral
financial institutions in the area of corporate governance in emerging markets.
Further to the corporate governance review carried out in 2009 with assistance from the IFC, Kuwait Energy has been
continuously improving and upgrading its corporate governance practices to strive to meet international best practices
and the requirements of the UK Corporate Governance Code. We have now implemented most of the recommendations
made by the IFC as part of the 2009 review.
Board – Kuwait Energy
As a consequence of our group restructuring to Kuwait Energy in late December 2011, a new Board has been appointed
in preparation for the Company’s future listing on the London Stock Exchange, as follows.
Manssour Aboukhamseen
Executive Chairman
Sara Akbar
Chief Executive Officer
Roger Phillips
Chief Financial Officer
Yousef Al Awadi
Independent Director
Mohamed Yusof Rafie
Independent Director
Rachel English
Independent Director
Board – Kuwait Energy Company K.S.C.C.
Prior to the group restructuring, the corporate governance regime and operations of the board of KEC during 2011 were
as follows.
The following members served on the Board of Directors from 1 January 2011 till 27 June 2011:
Manssour Aboukhamseen
Executive Chairman
Sara Akbar
Chief Executive Officer
Jason Selch
Non-Executive Director
Tareq Al Wazzan
Non-Executive Director
Mohammad Algharaballi
Non-Executive Director
Ashour Habeeb
Non-Executive Director
Rabih Soukarieh
Non-Executive Director
The Annual General Meeting of KEC held on 27 June 2011 approved the election of the following members of a new
Board of Directors:
Manssour Aboukhamseen
Executive Chairman
Sara Akbar
Chief Executive Officer
Tareq Al Wazzan
Non-Executive Director
Abdul Mohsin Al Medeej
Non-Executive Director
Yousef Al Awadi
Non-Executive Director
Mohamed Yusof Rafie
Non-Executive Director
William Monteleone
Non-Executive Director
Board Meetings
The Board of KEC met five times in 2011 on the following dates:
Sl. No
Meeting Ref No.
Date
Place
1
1/2011
12 January 2011
Kuwait
2
2/2011
21 April 2011
Kuwait
3
3/2011
27 June 2011
Kuwait
4
4/2011
31 July 2011
Kuwait
5
5/2011
2 November 2011
Kuwait
Register of attendance of Board and Committee members from 01 January 2011 to 31
st
December 2011:
Board Members
Board
Meeting
(5 Meetings)
Audit
Committee
(5 Meetings)
Compensation
Committee
(1 Meeting)
Nomination
Committee
(1 meeting)
Manssour Aboukhamseen
5/5
-
-
-
Sara Akbar
4/5
-
-
-
Jason Selch
2/2
3/3
1/1
-
Tareq Al Wazzan
4/5
5/5
-
1/1
Mohammad Algharaballi*
2/2
-
1/1
-
Ashour Habeeb*
2/2
3/3
1/1
1/1
Rabih Soukarieh*
2/2
-
-
1/1
Yousef Al Awadi
3/3
2/2
-
-
Abdul Mohsin Al Medej
3/3
-
-
-
William Monteleone
2/3
2/2
-
Mohamed Yusof Rafie
3/3
-
-
-
* KEC Board Members until 27 June 2011.
The board of Kuwait Energy did not hold any meetings during 2011.
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