Company Philosophy 

To observe in letter and spirit the rules and regulations framed by the Capital Markets Authority (CMA) with the aim of improving performance of the company and increasing its efficiency in order to maximize the profits and value of the shareholders in the long run. The company believes that corporate governance generates trust, respect and investment support from stakeholders and shareholders.

Composition of the Board of Directors
 
All the members of the Board are Non-Executive Directors, since none of them are whole time directors drawing any fixed monthly or annual salary from the Company. The seven Board members are persons of stature with business acumen. They represent skills and experience in corporate management, team leadership, accounting, government and sophistication of investment management.

Sub Committees 

As prescribed under the Commercial Companies law the Board has constituted an Audit Committee as its subcommittee. However, in true spirit of governance, the Board has additionally constituted an Executive Committee. The Executive Committee helps in speeding up the decision making process for the Board. All the members of the Audit Committee are experienced and have fundamental knowledge of accounts and finance.
 
Al Anwar follows the prescriptions of the “International Financial Reporting Standards (IFRS)” in the preparation of accounts and financial statements. The terms of reference of the Audit Committee are in accordance with the guidelines given by CMA. 

The major areas covered by the Audit Committee are matters concerning

1. Consideration and recommendations for appointment of Internal and Statutory Auditors, 
2. Reviewing of audit plans and audit reports; 
3. Oversight of internal audit functions to comply with all the requirements of internal audit as per Code of Corporate Governance and oversight of adequacy of internal control systems and financial statements,(iv] Checking financial frauds, (v) reviewing annual and quarterly statements and qualifications, if any, before issuing, 
4. Critical review of non-compliance of IAS and disclosure requirements prescribed by CMA, 
5. Reviewing risk management policies and related party transactions and 
6. Serving a channel between internal and external auditors and the Board. 

The Board and the sub committees strive to meet more often than mandatory requirement. The schedule of meetings can be found in the company’s Annual Report.

Related party transactions
 
No transactions where the management has personal interest are carried out in the company. The company has a system in vogue, for prior approval by the Board for such type of transactions if any arises in the normal course of business. All the related party transactions, if any, are carried out at arm’s length basis in the normal course of business. No special method of evaluation is followed for these transactions. There are no material related party transactions where directors have an interest.

 
Means of communication with the Shareholders and investors

(a) The notice to the Shareholders for the Annual General Meeting containing the details of the related party transactions is filed with CMA and mailed to shareholders along with Directors’ report and audited accounts.
 
(b) The Quarterly results of the company as per CMA format, are prepared by the management for every quarter, reviewed by the Audit Committee, approved by the Board, are forwarded to CMA and also published in the Newspapers as per the directives of CMA. Copies are made available to shareholders on request. Results are also uploaded on the website of Muscat Securities Market (MSM). 

(c) Important Board decisions are disclosed to the investors through MSM from time to time. The company has its official website, www.alanwarholdings.com for its investors. The website is updated from time to time.
 
(d) The Management Discussion and Analysis Report forms part of the Annual Report.