Governance Overview

Cap Corp Investment Company has adopted clear and comprehensive policies to establish the foundations for a system of governance characterized by transparency and to ensure proper rights and obligations of shareholders and stakeholders. The Board of Directors is responsible for ensuring that the company’s management is running in an effective manner, implementing all control procedures and compliance and auditing according to the plans as required by the prevailing laws and regulations.

We at Cap Corp have a strong corporate governance framework in place to align all our business fronts to best practices, internal processes and control, policies and procedures and ethical considerations. The core principles of corporate governance drive the cornerstones of our governance philosophy, disclosure and transparency, conflict of interest, justice and integrity, accountability, social responsibility, ethical corporate citizenship. Cap Corp believes that the practice of each of these leads to the creation of the right corporate culture by which the company is managed.

Our Corporate Governance philosophy is based on the following principles:

• Responsibility in delegation of authority and division of work with emphasis on prudent risk and control framework
• Accountability in conduct of the Management and the Board and their relationship to and responsibilities towards all stakeholders
• Transparency and information disclosure in an accurate and timely manner to enable all stakeholders to assess the performance and to judge the effectiveness of the Board and Executive Management in governing the company.
• Integrity in dealing with customers / client and delivering services in an ethical manner
• Fairness in the treatment of all stakeholders (shareholders, employees, customers & other business partners)
• Corporate Social Responsibility in contributions to the society and environment

Justice and integrity

The company’s board follows the highest standards of integrity and fair and equal treatment for all shareholders regardless of their contribution rates, quotas, or their property and this is one of the most important basics of the concepts and principles of corporate governance where all shareholders have equal opportunities for compensation against any violation to their rights. This principle recognizes that the shareholders have the right to retain their shares in the company or convert them and exercise their rights, protect their interests and their shares in available methods in accordance to the laws adopted in the State of Kuwait and the Company and its statute, and includes, the right to complain and/or appeal to any violation to their rights, the selection of the Board, get returns from profits, reviewing the financial statements, and the right to actively participate in the meetings of the General Assembly.

Accountability

The board of directors and executive management seek to bring about the desired balance between the interests of shareholders and stakeholders and the requirements of protecting the company and its assets, so the company has arranged their strategic priorities and objectives and developed indicators to measure performance through:

• The awareness of the executive management and employees of their role and responsibility.
• Evaluate work through a set of standards and performance indicators.
• Accountability on the values and goals that have been achieved.
• The Board prepares an annual report on the company’s accomplishments and performance in general.