Corporate Governance
Internal Control and Subsidiaries
The Extraordinary General Assembly, in its meeting on 30/6/ 2024, approved the Charter of the Nomination and Remuneration Committee, which aims to assist the Board in evaluating its performance, the performance of its committees and executive management, identifying strengths and weaknesses, and proposing solutions to address them in alignment with the Company’s best interests.
The Means Adopted by the Board of Directors to Evaluate Its Performance, as well as the Performance of Its Committees and Members
Internal Audit
Results of the annual assessment of the effectiveness of the Company’s internal control procedures, including the Audit Committee’s opinion on the efficiency and adequacy of the internal control system
The Audit Committee conducts periodic oversight of the Company’s internal audit activities to ensure the overall adequacy and effectiveness of the internal control system, particularly regarding the fairness of the financial statements, providing continuous evaluation of the internal control system and following up on any observations and addressing them.
This aligns with the Board of Directors’ objective of obtaining reasonable assurance regarding the soundness and effectiveness of the Company’s internal control, financial performance, and risk management systems. Based on the results of the annual assessment of the effectiveness of internal control procedures, nothing has come to the attention of the Audit Committee that would lead it to believe there is a material deficiency requiring disclosure. This provides the Audit Committee with acceptable assurance of the effectiveness and efficiency of the internal control system.
Since no party can provide an absolute opinion on any internal control system, the Company, under the supervision of the Audit Committee, continues periodic evaluation and review of the control system to ensure the achievement of internal control objectives, improve operational efficiency and effectiveness, and ensure compliance with applicable laws and regulations.
Audit Committee Recommendations
- The Audit Committee’s opinion regarding the appointment of an internal auditor for the Company, if the Committee issued a recommendation on this matter during the previous financial year.
No internal auditor was appointed during 2025.
- Recommendations of the Audit Committee that conflict with the Board of Directors’ decisions, or those that the Board has refused to adopt regarding the appointment and dismissal of the company’s external auditor, determination of their fees, evaluation of their performance, or the appointment of the internal auditor, along with the rationale for these recommendations and the reasons for not adopting them.
There is no conflict between the Audit Committee’s recommendations and the Board of Directors’ decisions.
Subsidiaries
The name of each subsidiary, its capital, the Company’s ownership percentage, its main activity, the country of its main operations, and the country of its incorporation.
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Details of Shares and Debt Instruments Issued by Each Subsidiary
No shares or credit instruments have been issued by any subsidiary.
The Company’s Key Strategic Plans and Decisions
To strengthen its leadership position in the Saudi market, Avalon Pharma adopts a developmental strategy aimed at maximizing revenue from its current project portfolio, in addition to expanding this portfolio by launching new brands in fast-growing sectors with limited competition, while seeking to extend its geographical presence by entering new markets outside the Kingdom.