A- This form is specified for public shareholding companies which should submit their annual report, and it is considered as a self-assessment for the company, to ensure its commitment of the provision of Article (4) of the Instructions of Issuing Companies Disclosure, Accounting and Auditing Standards.
B- This form shall be completed and sent to the JSC attached with the annual report before 31/3 of every fiscal year.
C- Three hard copies of the annual report shall be sent attached with them a CD that contains the material of the annual report stored on a PDF file not exceeding 2 MB.
D- While preparing the annual report of the company ,the order and the sequencing of form shall be taken into account. As the order of the form and the annual report must be the same.
E- The company shall attach a copy of the form with the annual report, and keep another copy for auditing purposes with the Commission in the future.
F- The instructions of the form which are issued in accordance with the Commissions circular no. 12/1/29 of 5/1/2014should be read and followed carefully as follow:
1- The items stated in the Board of Directors must be complete, and the information mentioned in the message of the Chairman of the Board of Directors or the financial statements is not a substitute of the information which should be stated in these items.
2- The capital investment concept means: assets that the company owns through capital utilization or any other resources that might be necessary to achieve the company's goals.
3- The list that contains the names of the Board of Directors and the upper management should include all names who served in these positions in the previous fiscal year which the annual report covers ,regardless of whether they are still in their positions or they left , as well regardless of the period of time they spent in their positions, with reference to newly appointed persons after the end of the fiscal year( if any) as a note in the report.
4- The upper management with the executive authority contains basically : the chief executive officer or the general manager, the chief financial officer and all the officers with executive authority in the company( specified by the Board of Directors) regardless of the job description given to them and full time work in the company , regardless of being temporarily employed, assigned or appointed.
5- Signing the third endorsement by the upper management ( the general manager , chief executive officer, chief financial officer) fully and accurately with full information and data mentioned in the report shows that these mentioned above are considered of the executive authority in the company and should be listed in this category.
6- In case there are no dividends distributed for stockholders in any of the years under description of profit chain or losses in the annual report, this should be clarified in the chain by adding the statement ( there is not ) and clarify if the dividends distributed for stockholders in any of the years were cash dividends or in- kind dividends.
7- Financial analysis in its general meaning are the main financial ratios: ( liquidity ratios, profitability ratios, return on equity ratios, debt ratios) and any comparison between the balance sheet or the income statement between two consecutive years,
( horizontal analysis) to show the growth and declining rate is not listed under the concept of financial analysis.
8- Confirming to mention the ownership of issued securities of natural persons who are representatives of the members of the Board of Directors and their relatives and companies under control of them, or mentioning explicitly that there is no ownership in case there is not any.
9- Ownership of issued securities of the Companies under the control of the members of the board of directors and the upper management and their relatives should be mentioned or mentioning explicitly that there is no ownership in case there is not any.
10- Ownership of issued securities of the relatives of natural persons of the members of the board of directors and the upper management and their relatives should be mentioned or mentioning explicitly that there is no ownership in case there is not any.
11- Benefits and compensations given to the chairman, members of the board of directors and the upper management through the fiscal year should be clarified in details for each one of them separately, and the paid amount for each one of them must be elucidated according to the item that it follows( salary, rewards, transportation allowance…..etc)
12- The external auditing report which is a part of the edited annual financial statements in the annual report should be signed by the external auditor with his name and the number of his license on it.
13- The third endorsement related to the accuracy, correctness and completion of the data and the information in the report should be signed by the chairman of the board of directors , the general manager and the chief financial officer in the company or who is in these positions.
14 - The items that might not contain any information like ( no ownership for any of the upper management, no risk existence or lack of contribution to environmental protection…..etc.) this should be clearly mentioned in the annual report by a statement which shows that there is not any ( no ownership, no risk, no contribution….etc.)
Company Name
| No. |
Item |
Existing or not |
Page |
Note |
| 1 |
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1- A- A description of the main activities of the company |
| B- Its geographical locations |
| C- Volume of financial investment |
| D- Number of employees in each |
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| 2 |
| .A- Description of the subsidiary companies |
| B- The nature of their work |
| C- The companies activities |
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| 3 |
| A- Names of the members of the company's board of directors, and a brief about them |
| B- Names and positions of the upper managements |
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| 4 |
| A- Names of the owners of shares issued by the company |
if this ownership is 5% or more |
| B- Number of shares owned by each one of them |
| C- compared to the previous year |
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| 5 |
The competitive state includes the following:
A-Its activities
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| B-The main market |
| C-Its share from the local market |
| D-Its share from foreign markets |
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| 6 |
Relying on suppliers or main clients ( local and foreign) in the event that it is 10% or more from the total purchase, sales or revenues respectively. |
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| 7 |
| The governmental protection or any privilege for the company or any of its production shall be stated by the Law and the regulations with reference to the period to which this applies. |
| B- Description of any patent or privilege obtained from the company |
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| 8 |
| A- A description for any decision issued by the government or international organizations which affect the company's work or its products or its competitive state. |
| B- Disclosing the applying of International Quality Standards by the company. |
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| 9 |
| A- The organizational structure for the issuing company. |
| B- Number of employees |
| C- qualifications |
| D – Training programs for the company's employees |
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| 10 |
A description for the risks that the company might face. |
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| 11 |
| A- The company's achievements supported by numbers. |
| B- Mentioning the main events that the company witnessed during the fiscal year. |
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| 12 |
12- The Financial impact for non-recurring transactions which occurred during the fiscal year, and it is not involved in the main activity of the company. |
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| 13 |
| A- Time sequence of profits or losses |
For a period of not less than five years or since the establishment of the company, whichever is less, and represent them graphically if possible. |
| B- Distributed profits |
| C- Prices of securities issued by the company |
| D-Securities prices issued by the company |
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| 14 |
Analyzing the financial situation of the company and its preliminary results during the fiscal year. |
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| 15 |
Important future developments including:
A-Any new projects or extensions |
| B-The future plan for the company for a coming year at least. |
| C-The board of directors anticipation for the company's results. |
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| 16 |
The auditing fees for the main and subsidiary companies, and any other payable fees for services done by the auditor. |
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| 17 |
| A-Stating the number of issued securities by the company and owned by the members of the board of directors. |
| B-Stating the number of issued securities by the company and owned by the relatives of the members of the board of directors. |
| C-Stating the number of issued securities by the company and owned by the upper management. |
| D-Stating the number of issued securities by the company and owned by the relatives of the upper management. |
| E- Companies controlled by members of the board of directors. |
| F- Companies controlled by the upper management. |
| G-Companies controlled by the relatives of the members of the board of directors. |
| H-Companies controlled by the relatives of the upper management. |
| I-All the mentioned above compared to the previous year. |
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| 18 |
1- Incentives and rewards given to the head and members of the board of directors during the fiscal year including all the payments they gained as follow:
a-Salaries, earnings and fees.
b-Rewards and other.
c-Amounts paid as travel expenses inside and outside the kingdom.(per-diems) |
2-Incentives and rewards given to the upper management during the fiscal year including all the payments they gained as follow:
a-Salaries, earnings and fees.
b-Rewards and other.
c-Amounts paid as travel expenses inside and outside the kingdom.(per-diems) |
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| 19 |
List of donations paid by the company during the fiscal year. |
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| 20 |
List of contracts and projects and commitments held between the issued company with the following:
a-Subsidiary, affiliate and |
| b-Head and members of the board of directors, the general manager or any employee or relative. |
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| 21 |
The company's contribution in protecting the environment and community service. |
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| 22 |
An endorsement from the board of directors of not having any material information which might affect the continuity of it during the fiscal year. |
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| 23 |
An endorsement of the board of directors of its responsibility of preparing the financial statements and providing an effective supervisory system in the company. |
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| 24 |
An endorsement that the information and the financial statements are complete and accurate and provide an effective control system in the company. |
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| C |
| Annual financial statements of the company done by the auditors compared to the previous year and it includes: |
| -General Budget |
| -Comprehensive income statement |
| -Cash flow statement |
| -Statement of changes in Shareholder's equity |
| -Clarifications of financial statements. |
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| D |
Auditor 's report on the company's annual financial statement clarifying that the auditing procedures were done according to the auditing standards adopted by these instructions. |
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| The auditor |
If the auditor that was chosen is not from the listed options, please write the name of the auditor.
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| Other comments |
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Date 11/23/2024