Those who are willing to nominate themselves for the board of Directors’ membership provided they meet the membership qualifications and conditions, must submit their candidacy applications in accordance with the details contained in this announcement.

The applicants must satisfy the terms and conditions included in the companies act issued by the Ministry of Commerce and Corporate Governance Regulations issued by Capital Market Authority (CMA), and the relevant executive regulations in addition to standards, criteria and procedures of the board membership that has been approved by General Assembly (as attached).

The Board of Directors will be elected for the new session at the General Assembly meeting, which will be announced later after obtaining the necessary approvals from the relevant regulatory authorities.

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1- Fulfill of Board of Directors membership’s general conditions and the nomination requirements contained in the standards, criteria and procedures of the Board of Directors’ membership approved by the General Assembly of the Company (attached).

2- Submit during the period specified in the announcement a written letter (as per the attached form) signed by the candidate declaring his\her desire to be nominated for the board of directors’ membership.

3- Attach his\her resume, qualifications, and practical experiences.

4- Submit Form No. (1) CV (attached) to include his\her biography, qualifications, and relevant practical experiences in both (word & PDF) format.

5- Fill out and sign CMA Form No. (3) the applicant CV for the board membership nomination, in both (word & PDF) format, which can be obtained from the CMA website:

https://cma.org.sa/rulesregulations/formssite/pages/default.aspx

6- Attach the supporting documents that include a clear photocopies of valid national ID card, family card (for Saudi) and a passport (for non-Saudi), or commercial registration for the entities that want to nominate their representatives as well as educational qualifications and the contact details (Tel., Cell and email).

7- All relevant papers and supporting documents must be submitted in Arabic, otherwise having an Arabic translated copies if it was in any other foreign language.

8- All forms must be completed in Arabic and English.

9- Obtain an equivalent qualification that allows him/her fulfilling his/her board responsibilities.

10- Have enough time to effectively participate in the board and permanent committees.

11- Have knowledge, qualifications practical experience, independence that contribute to enhancing FIPCO performance as well as having related experience of FIPCO main activities.

12- Potential Independent members shall not have any of issues affecting Independence in accordance with the Corporate Governance Regulations issued by Capital Market Authority.

13- Have a good reputation and behavior and must not be convicted of a crime that violates honor, honesty, morality, or criminal judgment.

14- Shall not simultaneously serve on more than five listed joint stock companies.

15- Submit a statement containing details of the number and dates of his/her memberships on the boards of directors of other joint stock companies and the committees that he\she has assumed or still a member of, and stating the nature of membership (Executive or non-executive or independent).

16- If the candidate has previously held the membership of FIPCO Board of Directors, he/she must attach to the candidacy application a statement from the company about the last session in which he was a member of the Board, including the following information:

• The number of board meetings that took place during each of the years of the session, the number of meetings attended by the member on his own behalf, and his attendance rate for the total meetings.

• The permanent committees in which the member participated in, the number of meetings held by each of those committees during each year of the session, the number of meetings he attended, and the percentage of his attendance to the total meetings.

17- The candidate shall disclose to the Board of Directors and to the General Assembly on any cases of conflict of interest according to the procedures specified by the CMA regulations that might be one of the following:

- Involving is FIPCO contracts and transactions (direct or indirect).

- Competing FIPCO in any areas of FIPCO main activities.

It’s worth to mention that the nomination and remuneration committee will consider the above referred terms and conditions when reviewing the candidacy applications, ignoring incomplete applications and giving the priority to the persons with the appropriate skills needed in the board and taking into consideration to the diversity of scientific qualifications and practical experiences of the candidates with paying more attention to coping up with governance regulations in terms of the classification of board membership, as the one third of the members must be independent while the most of them must be non-executives in accordance with the Corporate Governance Regulations issued by Capital Market Authority.

Voting in the General Assembly will be limited to those who have nominated themselves for the board of directors’ membership in accordance with the specific regulations as stated in this announcement, by using the Cumulative voting system during the General Assembly meeting which will be announced later after obtaining the necessary approvals from the relevant regulatory authorities.