Composition of the Board of Directors

The Board of Directors composed of nine (9) members elected by the Ordinary General Assembly for a period of three (3) years, renewable for one or more terms. The Ordinary General Assembly in its meeting dated 28 December 2022 elected the Board Members for the new term for a period of three (3) Gregorian years commencing on 02/01/2023G until 01/01/2026G. We note that the members of the Board were elected for the previous term, which began on 07/05/1441 AH (corresponding to 02/01/2020G) for a period of three (3) years under the General Assembly’s Extraordinary Meeting held on 07/05/1441 AH (corresponding to 02/01/2020), which ended on 01/01/2023G.

New term of the Board of Directors:

Name Position Nationality Appointment date Status
Mrs. Sarah Jammaz Al-Suhaimi Chairperson Saudi 02/01/2023 Independent
Mr. Yazeed A Al Humaid
(a representative of Public Investment Fund “PIF”)
Vice-Chairperson Saudi 02/01/2023 Non-Executive
Eng. Khalid A Al-Hussan Member Saudi 02/01/2023 Executive
Ms. Rania M Nashar
(a representative of Public Investment Fund “PIF”)
Member Saudi 02/01/2023 Non-Executive
Mr. Sabti S Al-Sabti
(a representative of Public Investment Fund “PIF”)
Member Saudi 02/01/2023 Non-Executive
Mr. Mark S Makepeace
(a representative of Public Investment Fund “PIF”)
Member British 02/01/2023 Non-Executive
Mr. Hashem O Al Hekail Member Saudi 02/01/2023 Independent
Mr. Xavier R Rolet
(a representative of Public Investment Fund “PIF”)
Member French 02/01/2023 Non-Executive
Eng. Sultan A AlDeghaither Member Saudi 02/01/2023 Independent

 

Previous term of the Board of Directors:

Name Position Nationality Appointment date Status
Mrs. Sarah Jammaz Al-Suhaimi Chairperson Saudi 02/01/2020 Independent
Mr. Yazeed A Al Humaid
(a representative of Public Investment Fund “PIF”)
Vice-Chairperson Saudi 02/01/2020 Non-Executive
His Excellency Mr. Youssef A Al-Benyan* Member Saudi 02/01/2020 Independent
Eng. Khalid A Al-Hussan Member Saudi 02/01/2020 Executive
Ms. Rania M Nashar
(a representative of Public Investment Fund “PIF”)
Member Saudi 02/01/2020 Non-Executive
Mr. Sabti S Al-Sabti
(a representative of Public Investment Fund “PIF”)
Member Saudi 02/01/2020 Non-Executive
Mr. Mark S Makepeace (a representative of Public Investment Fund “PIF”) Member British 02/01/2020 Non-Executive
Mr. Hashem O Al Hekail Member Saudi 02/01/2020 Independent
Mr. Xavier R Rolet (a representative of Public Investment Fund “PIF”) Member French 02/01/2020 Non-Executive

(*) – The membership of His Excellency Mr. Youssef Abdullah Al-Benyan came to an end on 28/09/2022G in reference to the Royal Decree issued on 27 September 2022, to appoint HE Youssef Abdullah Mohammed Al-Benyan as the Education Minister.

 

Board of Directors Biographies

Mrs. Sarah Jammaz AL-Suhaimi

Chairperson of the Board of Directors/Independent

Mrs. Sarah Al-Suhaimi is the Chairperson of the Saudi Tadawul Holding Group Board of Directors, which is considered the largest exchange in the Middle East. In her capacity, Mrs. Al-Suhaimi spearheads Tadawul’ s efforts to integrate the Saudi capital market with global peers by way of aligning the platforms operations and governing regulations.

Mrs. Al-Suhaimi is also the Chairperson of Lazard Ltd. in Saudi Arabia, the Middle East and North Africa, and a Board Member at the Saudi Telecom Company and the Saudi Arabian Airlines Public Agency and the Cultural Development Fund. In addition,

Mrs. Al-Suhaimi is a trustee of the International Financial Reporting Standards Foundation and Director of the Regional Voluntary Carbon Market Company.

Mrs. Al-Suhaimi served as the CEO of Saudi National Bank Capital (SNB Capital) from 2014 to 2021 and was a member of the Board of Directors. During her tenure, AUMs grew by over four times, NCBC’s brokerage market share increased by more than 10% and the bank executed multiple large investment banking mandates earning league table status in DCM and M&A.

Mrs. Al-Suhaimi served a two-year term as Vice-Chairperson of the Advisory Committee of the Capital Market Authority (CMA) Board of Directors from 2013 to 2015.

Prior to that, Mrs. Al-Suhaimi led the Asset and Wealth Management Division at Jadwa Investment Company, where she was also the Chief Investment Officer from 2007 to 2014, and a member of the firms’ Management Committee. Mrs. Al-Suhaimi started her career within asset management at Samba Capital.

Mrs. Al-Suhaimi holds a Bachelor’s Degree in Accounting with Honors from King Saud University, and completed the General Management program in Harvard Business School.

Memberships

Current memberships and positions
  • Independent Director, Saudi Telecom Company (STC), a Saudi Listed Joint Stock Company
  • Investment Committee Member, Saudi Telecom Company (STC), a Saudi Listed Joint Stock Company
  • Independent Director, SAUDIA, a Saudi Public Institution
  • Audit Committee Member, SAUDIA, a Saudi Public Institution
  • Independent Director, Cultural Development Fund, a Saudi Governmental Fund
  • Director, Child Care Association, a Saudi private organization
  • Board of Trustees Member, IFRS Foundation, a non-profit organization in the UK
  • Director, Regional Voluntary Carbon Market Company.
Previous memberships and positions
  • Executive Director, SNB Capital Company, a Saudi Closed Joint Stock Company
  • CEO, SNB Capital Company, a Saudi Closed Joint Stock Company
  • Advisory Committee Vice-Chairperson, Capital Markets Authority (CMA), a Saudi Government Authority
  • Head of Asset and Wealth Management and Chief Investment Officer, Jadwa Investment, a Saudi Closed Joint Stock Company.

Mr. Yazeed Abdulrahman Al-Humaid*

Vice Chairman/Non-Executive

Mr. Al-Humaid is the Deputy Governor and the Head of MENA Investments at the Public Investment Fund (PIF), where his responsibilities include managing two key investment pools: Saudi Equity Holdings and Saudi Sector Development with a significant number of key assets under management.

His responsibilities also include attracting international strategic partners and other entities to Saudi Arabia – both for investing as well as to localize cutting edge technologies – thus enabling PIF to effectively execute its role as a driver of the Kingdom’s economy.

Mr. Al-Humaid joined PIF in 2015 as an Advisor to His Excellency the Governor of PIF - to contribute to the restructuring of the organization as well as for crafting its strategy - post its reallocation to Council of Economic and Development Affairs (CEDA). In 2016, he was appointed as the Chief of Staff while retaining his advisory post. As Chief of Staff, he was responsible for a number of outstanding achievements and accomplishments that included contributing to the development of the PIF updated strategy and business plan; managing PIF investment projects from inception to becoming established companies; developing a comprehensive governance model for PIF portfolio companies along with establishing the foundations and mechanisms for representations in the Boards of Directors of PIF portfolio companies, developing several international strategic partnerships, and enhancing PIF relations to become an enabler to other local entities.

In addition to his tenure at PIF, Mr. Al-Humaid’s career spans in excess of 18 years of extensive and valuable experience in both financial and management fields; working in a leading international company PricewaterhouseCoopers as well as the House of National Consulting from 2004 to 2008 - thereafter joining the Capital Market Authority (CMA) until 2015. During this period, he headed the Mergers and Acquisitions team and was exposed to leading international investment practices as he also got seconded to work at the Malaysian Securities Commission and the regulatory body of mergers and acquisitions in the United Kingdom. He also served as Advisor to HE the Chairman of CMA, enabling him to develop a comprehensive understanding of CMA and its practices.

It is also notable to mention that Mr. Yazeed Al-Humaid’s contributions within PIF extend beyond his executive roles by virtue of his various memberships in permanent committees of PIF such as the Management Committee, the Portfolio Companies Nomination Committee, Management Investment Committee, Management Risk Committee and the Management Liquidity Committee. His contributions also extend beyond the organizational boundaries of PIF with appointments such as the Chairman of the National Security Services Company, Vice Chairman for the Saudi National Bank, the Saudi Tadawul Holding Group, Saudi Telecom Company (STC), and Saudi Egyptian Investment Company and memberships in Boards of Directors of several companies such as Saudi Arabian Airlines, Civil Aviation Holding, Richard Attias & Associates and Flyadeal in addition to also being a member in several subcommittees of the aforementioned Boards of Directors.

Mr. Yazeed Al-Humaid holds a Bachelor’s Degree in Accounting from the King Saud University, along with being certified in Executive Management programs of several top tier international academic institutions such as the London Business School.

Memberships

Current memberships and positions
  • Deputy Governor and Head of MENA Investments, Public Investment Fund (PIF), a Saudi Government Fund
  • Non-Executive Chairman, National Security Services Company (SAFE), a Saudi Closed Joint Stock Company
  • Non-Executive Vice Chairman, Saudi National Bank (SNB), a Saudi Listed Joint Stock Company
  • Non-Executive Vice Chairman, Saudi Egyptian Investment and Finance Company, a Closed Joint Stock Company in Egypt
  • Non-Executive Vice Chairman, Saudi Telecom Company (STC), a Saudi Listed Joint Stock Company
  • Non-Executive Director, Matarat Holding, a Saudi Closed Joint Stock Company
  • Independent Director, Richard Attias & Associates, a Limited Liability Company in the UAE
  • Non-Executive Director, SAUDIA, a Saudi Public Institution
  • Non-Executive Director, flyadeal, a Saudi Closed Joint Stock Company
  • Member of the Board of Directors of the Saudi Civil Aviation Holding Company
  • Non-Executive Board Member of the Red Sea Cruise Ships Company, a Saudi closed joint stock company.
Previous memberships and positions
  • Head of Local Holding Investments, Public Investment Fund (PIF), a Saudi Government Fund
  • Chief of Staff, Public Investment Fund (PIF), a Saudi Government Fund.
  • Advisor, Public Investment Fund (PIF), a Saudi Government Fund
  • Manager of M&A Department, Capital Markets Authority (CMA), a Saudi Government Authority
  • Chairman Advisor, Capital Markets Authority (CMA), a Saudi Government Authority
  • M&A Senior Specialist, Capital Markets Authority (CMA), a Saudi Government Authority.

His Excellency Mr. Yousef Abdullah Al-Benyan

Member – Independent Until 28 September 2022

Referring to Royal Decree No. A/62 of 1 March 1444 A.H., appointing His Excellency Mr. Yousef Abdullah Al-Benyan as Minister of Education.

His Excellency previously worked as CEO, Vice-Chairperson and Board Member, and a member of the Investment Committee in the Saudi Basic Industries Corporation (SABIC), He was also the Chairperson of several Boards, such as: The Board of SABIC Agri-Nutrients Company, SABIC for investment and content (Nusaned), the Business 20 (B20) for the Group of Twenty (G20), Gulf Petrochemicals and Chemicals Association (GPCA) and was also the Chairperson of the Petrochemical Manufacturers Committee.

Furthermore, Mr. Al-Benyan was a member of the Board of Directors of US – Saudi Arabia Council, the Global Business Council of the Bloomberg Global Forum, Saudi Information Technology Company, the Saudi General Authority of Foreign Trade, the Royal Commission for Jubail and Yanbu, Saudi Ports Authority, Saudi Tadawul Holding Group, Boao Forum for Asia (PFA), the Constituent Council of Future Transportation Sector Development Project, the International Council of Chemical Associations (ICCA), and the Research, Developments and Innovation Committee.

Before he was appointed as the CEO of SABIC His Excellency worked as Deputy Chief Financial Officer, and Executive Vice President of the strategic Chemicals Business Unit and the Human Resource Unit.

He obtained a Bachelor’s Degree in Economics and a Master’s Degree in Industrial Management.

Memberships

Current memberships and positions
  • Minister of Education, Saudi Arabia*
Previous memberships and positions
  • Non-Executive Director, SABIC Agri-Nutrients Company, a Saudi Listed Joint Stock Company
  • Vice Chairman, Saudi Basic Industries Corporation (SABIC), a Saudi Listed Joint Stock Company
  • Investment Committee Member, Saudi Basic Industries Corporation (SABIC), a Saudi Listed Joint Stock Company
  • Non-Executive Chairman, SABIC Investment and Local Content Development Company (Nusaned Investment), a Saudi Closed Joint Stock Company
  • Non-Executive Director, Saudi Information Technology Company (SITE), a Saudi Closed Joint Stock Company
  • Remuneration and Nomination Committee Chairman, Saudi Information Technology Company (SITE), Saudi Closed Joint Stock Company
  • CEO, Saudi Basic Industries Corporation (SABIC), a Saudi Listed Joint Stock Company.
  • Non-Executive Chairperson, Yanbu National Petrochemical Company (Yansab), a Saudi Listed Joint Stock Company
  • Non-Executive Chairperson, Saudi Iron and Steel Company, a Saudi Limited Liability Company
  • Director, Power and Water Utility Company for Jubail and Yanbu (Marafiq), a Saudi Closed Joint Stock Company
  • Chairperson, Saudi Yanbu Petrochemical Company (YANPET), a Saudi Listed Joint Stock Company.
  • Chairperson, Al-Jubail Petrochemical Company (Kenya), a Saudi Limited Liability Company
  • Executive Vice President of Corporate Finance, Saudi Basic Industries Corporation (SABIC), a Saudi Listed Joint Stock Company
  • Executive Vice President of Petrochemicals, Saudi Basic Industries Corporation (SABIC), a Saudi Listed Joint Stock Company.

Eng. Khalid Abdullah Al-Hussan

Member/Executive

Eng. Khalid Abdullah Alhussan is a Board Member and the Chief Executive Officer of Saudi Tadawul Group. He also serves as the Chairperson of the Saudi Exchange, the Securities Depository Center Company (Edaa), the Securities Clearing Center Company (Muqassa), Wamid, an applied technology services business and the innovation arm of Saudi Tadawul Group. Additionally, Eng. Khalid is a Board Member in the World Federation of Exchanges (WFE) and Tadawul Real Estate Company, and E-finance for Digital & Financial Investments Company.

Eng. Khalid has more than 16 years of capital market and financial sector experience and possesses a wide range of expertise from business development and corporate planning to strategy and operations. Preceding his appointment as CEO of the Group, Eng. Khalid was the CEO of The Saudi Stock Exchange (Tadawul) – now known as the Saudi Exchange – for more than 5 years.

Throughout his tenure at the Exchange, Eng. Khalid has overseen the introduction and implementation of several key development programs, including the Qualified Foreign Investor (QFI) framework, the inclusion of Tadawul in the emerging markets’ indices, the launch of Nomu and the derivative markets, the development of the fixed income market and the record-setting IPO of Saudi Aramco. Notably and most recently, led the transformation into the Saudi Tadawul Group.

Prior to joining the Exchange, Eng. Khalid worked in the insurance sector, managing areas of business product development and strategy.

Eng. Khalid is an engineer and holds an MBA from the University of Colorado, where he is also a certified entrepreneur.

Memberships

Current memberships and positions
  • Non-Executive Chairperson, Securities Clearing Center Company (Muqassa), a Saudi Closed Joint Stock Company
  • Non-Executive Chairperson, Saudi Exchange Company, a Saudi Closed Joint Stock Company
  • Non-Executive Chairperson, Securities Depository Center Company (Edaa), a Saudi Closed Joint Stock Company
  • Non-Executive Chairperson, Tadawul Advanced Solutions Company (WAMID), a Saudi Closed Joint Stock Company
  • Non-Executive Director, World Federation of Exchanges, a non-profit global federation of capital markets in the UK
  • Non-Executive Director, Tadawul Real Estate Company, a Saudi Limited Liability Company
  • Regulatory Policy and Oversight Committee Member, Securities Clearing Center Company (Muqassa), a Closed Joint Stock Company
  • Compliance Committee Chairperson, Securities Clearing Center Company (Muqassa), a Saudi Closed Joint Stock Company
  • Information Technology Committee Chairperson, Securities Clearing Center Company (Muqassa), a Saudi Closed Joint Stock Company
  • Regulatory Policy and Oversight Committee Member, Saudi Exchange Company, a Saudi Closed Joint Stock Company
  • Compliance Committee Chairperson, Saudi Exchange Company, a Saudi Closed Joint Stock Company
  • Information Technology Committee Chairperson, Saudi Exchange Company, a Saudi Closed Joint Stock Company
  • Regulatory Policy and Oversight Committee Member, Securities Depository Center Company (Edaa), a Saudi Closed Joint Stock Company
  • Compliance Committee Chairperson, Securities Depository Center Company (Edaa), a Saudi Closed Joint Stock Company
  • Information Technology Committee Chairperson, Securities Depository Center Company (Edaa), a Saudi Closed Joint Stock Company
  • Non-Executive Board Member, E-finance for Digital & Financial Investments Company.
Previous memberships and positions
  • Director, Arab Federation of Exchanges, a non-profit Arab federation of capital markets in Lebanon
  • Audit Committee Member, Tadawul Real Estate Company, a Saudi Limited Liability Company
  • Regulatory Policy and Oversight Committee Member, Saudi Tadawul Group [formerly known as Saudi Stock Exchange (Tadawul)], a Saudi Listed Joint Stock Company
  • Advisory Committee Member, Capital Markets Authority (CMA), a Saudi Government entity
  • Acting Executive Director, Saudi Tadawul Group [formerly known as Saudi Stock Exchange (Tadawul)], a Saudi Listed Joint Stock Joint Stock Company
  • Chief of Markets, the Company Saudi Tadawul Group [formerly known as Saudi Stock Exchange (Tadawul)], a Saudi Listed Joint Stock Company
  • Chief of Assets and Deposit, the Company Saudi Tadawul Group [formerly known as Saudi Stock Exchange (Tadawul)], a Saudi Listed Joint Stock Company
  • Chief of Strategy, the Company Saudi Tadawul Group [formerly known as Saudi Stock Exchange (Tadawul)], a Saudi Listed Joint Stock Company
  • General Manager of Strategy, Company for Cooperative Insurance (Tawuniya), a Saudi Listed Joint Stock Company.

Ms. Rania Mahmoud Nashar*

Member/Non-Executive

Ms. Rania Nashar joined the Public Investment Fund (PIF) as a Senior Advisor to the Governor in February 2021, where she advises His Excellency Yasir Al-Rumayyan, Governor of PIF, in areas of Business and Governance, drawing on more than 20 years of professional experience in the banking industry. In addition, she is the Head of Compliance and Governance at the Public Investment Fund and the Chairperson of the Regional Voluntary Carbon Market Company.

Prior to joining PIF, Ms. Nashar served as the CEO of Samba Financial Group (SFG), making her the first Saudi woman to lead a major banking group in the Kingdom of Saudi Arabia. She first joined SFG in 1997 at the start of her banking career, where she served in various positions across different divisions of the Group and played a pivotal role in bringing vital changes and developments to SFG’s business sectors.

Ms. Nashar also holds various other leadership and advisory positions. During her time at SFG, she served as Vice Chair of the Samba Capital Board and as a Board Member of Samba Bank Limited in Pakistan, Samba Global Markets Limited. She also served as a Board Member at Institute of International Finance “IIF” in USA.

In March 2019, the Board of the Capital Market Authority of Saudi Arabia (CMA) appointed Ms. Nashar as Vice Chair of the CMA Advisory Committee.

Ms. Nashar also serves as Board Member of STC, the Saudi Stock Exchange, the National Center for Performance Measurement, Saudi Space Commission and Saudi Polo Federation. Also, she chairs the Audit Committee at FII.

Some of Ms. Nashar’s other major achievements throughout her career include becoming the first Saudi women to lead the audit and risk review functions for all business and operations areas at SFG, including investment business, corporate and individual banking, and risk management. She is also the first woman in the GCC financial sector to lead a compliance group and first Saudi woman to be named a certified anti-money laundering specialist by the Association of Certified Anti-Money Laundering Specialists (ACAMS) in the USA. During KSA G20 Presidency Rania chaired the B20 Women in Business Action Council and G20 EMPOWER Alliance. Currently, she is serving as a Co-Chair in Action Council for B20 Women in Business

Ms. Nashar holds a Bachelor’s degree with Honors in computer science and technology from Kind Saud University. She has been recognized by Forbes on multiple occasions for her professional achievements, being named among the Top 100 Powerful Women in the World in 2018, 2019 and 2020.

Memberships

Current memberships and positions
  • Non-Executive Director, Saudi Telecom Company (STC) a Saudi Listed Joint Stock Company
  • Director, The National Center for Performance Measurement (Adaa), a Saudi government entity
  • Director, Saudi Space Commission, a Saudi government entity.
  • Director, Saudi Polo Federation, a Saudi sport federation
  • Risk Committee Chairperson, Saudi Telecom Company (STC), a Saudi Listed Joint Stock Company
  • Remuneration and Nomination Committee Member, Saudi Telecom Company (STC), a Saudi Listed Joint Stock Company
  • Audit Committee Chairperson, The National Center for Performance Measurement (Adaa), a Saudi Government entity
  • Head of Compliance and Governance, Public Investment Fund (PIF), a Saudi Government fund
  • Audit Committee Chairperson, Future Investment Initiative Institute, a Saudi non-profit civil institution
  • Executive Committee Member, Saudi Space Commission, a Saudi Government entity
  • Remuneration and Nomination Committee Member, Saudi Space Commission, a Saudi Government entity
  • Audit Committee Member, Saudi Space Commission, a Saudi Government entity
  • Governor Advisor, Public Investment Fund (PIF), a Saudi Government fund.
  • Chairperson, Regional Voluntary Carbon Market Company.
Previous memberships and positions
  • Non-Executive Vice Chairperson, Samba Capital and Investment Management Company, a Closed Joint Stock Company
  • CEO, Samba Financial Group (currently known as Saudi National Bank), a Saudi Listed Joint Stock Company
  • Audit Committee Member, Samba Bank Limited, a Listed Joint Stock Company in Pakistan
  • Remuneration and Nomination Committee Member, Samba Bank Limited, a Saudi Listed Joint Stock Company in Pakistan
  • Chief of Audit and Executive Review, Samba Financial Group (currently known as Saudi
  • National Bank), a Saudi Listed Joint Stock Company
  • Chief of Compliance, Samba Financial Group (currently known as Saudi National Bank), a Saudi listed joint stock company
  • Director, Samba Global Markets Limited, a Limited Liability Company in Cayman Island
  • Non-Executive Director, Samba Bank Limited, a Listed Join Stock Company in Pakistan.

Mr. Sabti Sulaiman Al-Sabti*

Member/Non-Executive

Mr. Sabty Al-Sabty is the CEO of Riyadh Capital, an investment bank that works in all areas and activities of financial markets. Mr. Sabty Al-Sabty is also a Board Member in Zakat, Tax and Customs Authority and Board Member in Fund of Funds Company “Jada”.

He started his career with (PwC), and previously worked as Head of the Listed Companies and Investment Products Deputy at the Capital Market Authority, where he assumed responsibility for overseeing six different departments in the Authority, performing many organizational and development tasks in the following areas: public and private securities offering, mergers and acquisitions, investment product development, asset management, disclosure and corporate governance of listed companies.

He obtained a Bachelor’s Degree in Accounting from King Saud University, and a Master’s Degree in Business Administration from Colorado Technical University, and also obtained a Certified Public Accountant’s Certificate from the Saudi Organization for Certified Public Accountants (SOCPA) and American Institute of Certified Public Accountants Certificate (CPA).

Memberships

Current memberships and positions
  • Independent Director, Zakat Tax and Customs Authority, a Saudi Government Entity
  • CEO, Riyad Capital, a Saudi Closed Joint Stock Company
  • Board Member, Fund of Funds Company “JADA”.
Previous memberships and positions
  • Head of the Listed Companies and Investment Products Deputy at the Capital Market Authority (CMA), a Saudi Government Authority.

Mr. Mark Makepeace*

Member/Non-Executive

Mr. Mark Makepeace is the CEO of Wilshire Company and as a result, he became a Director in a number of Wilshire subsidiaries. He is also a Board Member in the Singapore Stock Exchange and Tadawul Advanced Solutions Company (WAMID) and Singapore Stock Exchange. He is also an advisor to Hang Seng Bank in Hong Kong. Previously he was the Non-Executive Chairman of Information Services at the London Stock Exchanges Group (LSEG), and UNICEF Vice President in the UK since 2011.

Mr. Makepeace started his career in the financial services field in 1985 after joining the London Stock Exchange and worked during this period to develop the stock market’s business in the field of information technology and services.

He also led the securities organization in the United Kingdom and participated in establishing the first international stock market across borders in Europe. He was the founder, CEO and Chairman of Information Services in FTSE Russell. He also has experience of more than 20 years in developing successful joint ventures, and has succeeded in establishing alliances with stock exchanges, academics and leading industrial groups all over the world. He has founded large companies in Asia, Europe, the Middle East, Africa and the Americas, and was also the first Chairman and Founding Member of the Index Industry.

Memberships

Current memberships and positions
  • Vice Chairman and CEO, Monica Top GP (Cayman) (Wilshire Global Advisors), a Limited Liability Company
  • Independent Director, Singapore Exchange, the Capital Market of Singapore
  • CEO, Wilshire Global Advisors, a Limited Liability Company, in the US and Europe
  • Non-Executive Vice Chairman, Tadawul Advanced Solutions Company (WAMID), a Saudi Closed Joint Stock Company
  • Chairman and Owner, M8R LIMITED, a Limited Liability Company (outside the Kingdom).
Previous memberships and positions
  • Executive Information Services Director, London Stock Exchange Group, a British security company in the UK
  • CEO, FTSE Russell, a Limited Liability Company in the UK.

Mr. Hashem Othman Al-Hekail

Member/Independent

Mr. Hashem Al-Hekail has previously worked as Deputy Governor of the Saudi Central Bank (SAMA) for developing the financial sector and national initiatives, and he also cofounded Derayah Financial, and has worked as a co-CEO responsible for operations and technology.

He has more than 30 years of experience in the field of technology, analysis, system design, and engineering work procedures and investment accounts. He began his career in 1983 as an auditor at SAMA; after holding several positions there including Government Accounts Manager and Information Technology Manager. He then moved to SNB, where he supervised systems development projects in addition to supporting and maintaining existing systems. He then co-founded Derayah Financial and thereafter returned to SAMA.

Mr. Al-Hekail is now the Chairperson of the Boa Technology Company Board of Directors and a Board Member and Chairperson of Audit Committee at Derayah Financial.

He obtained a Bachelor’s Degree in Social Services from King Saud University in 1981, and a professional Diploma in Financial Supervision from the Institute of Public Administration in 1983. He has also participated in technical and management training programs at various institutions, including Harvard University and the Massachusetts Institute of Technology.

Memberships

Current memberships and positions
  • Independent Director, Derayah Financial, a Saudi Closed Joint Stock Company
  • Audit Committee Chairperson, Derayah Financial, a Saudi Closed Joint Stock Company
  • Chairperson, BWA Information Technology Company, a Saudi Closed Joint Stock Company
  • Director, Hyper Pay Inc, a Closed Joint Stock Company in the British Virgin Island.
Previous memberships and positions
  • Independent Director, Bayan Payments Limited, a Saudi Limited Liability Company
  • Deputy Governor, Saudi Central Bank, the Central Bank of the Kingdom of Saudi Arabia
  • Co-Director, Derayah Financial, a Saudi Closed Joint Stock Company.

Mr. Xavier R Rolet KBE*

Member/Non-Executive

Mr. Xavier Rolet is currently Chairperson and CEO of NYSE listed World Quantum Growth Acquisition Corporation, Chairperson of the Board of Shore Capital Markets, Chairperson of the Remuneration Committee, Board Member of Seplat Energy, Board Member of Golden Falcon Acquisition Corporation and Tadawul Advanced Solutions Company (WAMID) and Senior Advisor to Towerbrook Capital Partners LLP.

He is also an External Director for Portfolio Companies at the Public Investment Fund (PIF). He was previously Chairperson of the Board of Phosgaro PJSC, the CEO of CQS (UK) LLP, and the CEO of the London Stock Exchange Group (LSEG) from 2009 until 2017 during which time its market capitalisation increased from USD 1.2 Bn to USD 21 Bn. Prior to that, he worked for Lehman Brothers in New York as co-head of Global Equities and Derivatives trading, head of European and Asian Equities in London and CEO of Banque Lehman Brothers in Paris. Prior to Lehman Brothers, he was global head of European Equities at Credit Suisse First Boston and a Vice President and Executive Director at Goldman, Sachs & Co in New York, and London.

After graduating from Kedge Business School with an MS in Management studies in 1981, Xavier served as a Second Lieutenant and Instructor at the French Air Force Academy. He received a Master’s Degree in Business Administration from Columbia Business School in 1984 and a Postgraduate Degree from the Paris-based Institute of Advanced Studies in National Defense (IHEDN) in 2008.

Xavier is a Knight Commander of the British Empire (Hon), a Knight of the Order of the French Legion of Honor, an Officer of the Royal Sharifian order of Al-Alawi, and a recipient of the Order of Friendship of the Russian Federation. He featured in the 2017 Harvard Business Review list of the Best 100 CEOs in the world.

Memberships

Current memberships and positions
  • Chairperson and CEO, World Quantum Growth Acquisition Corp, NYSE-Listed special purpose acquisition company in the USA
  • Independent Non-Executive Director, Golden Falcon Acquisition Corp, NYSE-Listed special purpose acquisition company in the USA
  • Non-Executive Director, Tadawul Advanced Solutions Company, a Saudi Closed Joint Stock Company
  • Independent Non-Executive Director, Seplat Petroleum Development Company, a Joint Stock Company listed in London and Nigeria
  • Corporate Portfolio External Director, Public Investment Fund (PIF), a Saudi Government entity
  • Nomination and Remuneration Committee Chairperson, Seplat Petroleum Development Company, a Joint Stock Company listed in London and Nigeria
  • Expert advisor, Shanghai Institute of Finance for the Real Economy, a Government Institute
  • Managing Partner, Grayling Centennial LLC, a Limited Liability Company in the USA
  • Chairperson, Shore Financial Markets, a limited liability company
  • Member, Centennial Valley Association, a non-profit organization in the USA
  • Director, SAS La Verriere Company, a Simple Joint Stock Company (outside the Kingdom)
  • Board of Advisors Member, Ranchlands in the USA
  • Director, Columbia Business School, a Business College in the USA
  • Partner, SCI La Verriere, a real estate investment company, a partnership (outside the Kingdom)
  • SCEA Domaine de la Verriere, a partnership (outside the Kingdom)
  • Chairperson of Board of Directors for the Phosagro PJSC
  • Board Member of for Centennial Valley Association
  • Independent Board Member of for KM Dastur Ltd.
Previous memberships and positions
  • Chairperson, Phosagro PJSC, a Joint Stock Company in Moscow
  • Independent Non-Executive Director, Verseon Company in the USA
  • Expert Advisors Committee Member, a Department for the International Trade (DIT), a government agency in the UK
  • CEO, London Stock Exchange Group, a British Securities Company in the UK
  • Governor’s Financial Services Forum, Bank of England, a British Government entity
  • Financial Services Trade and Investment Board Member, HM Treasury, a government entity in the UK
  • Securities and Markets Stakeholders Group Member, European Securities and Markets
  • Authority (ESMA), European Securities and Markets Authority
  • Second Lieutenant and Instructor at the French Air Force Academy
  • Director, Marketing Mediterranee, a junior enterprise in France.

* A representative of Public Investment Fund “PIF”

 

Responsibilities and powers of the Board of Directors

Referring to the By-laws which include in article twenty-one the power of the Board of Directors, the Board of Directors shall exercise the following powers;

A. Subject to the powers reserved for the General Assembly, the Board shall have the widest authority in managing the affairs of the Company in order to achieve its objectives, and the Board shall be responsible for achieving the strategic and operational objectives of the Company. In particular, the Board shall assume the following powers and may delegate some or all of these powers as it sees fit:

  1. The overall strategy and business plan of the Company.
  2. Annual budget.
  3. Formation of the Board’s subcommittees and providing them with the powers the Board believes are appropriate.
  4. Approval of the Company’s internal, financial, administrative and technical regulations as well as employee-related policies and regulations and setting the Company’s performance standards.
  5. Approval of loans and other credit facilities, for any term, from Government financing funds and institutions, commercial banks, central banks, credit companies and any other credit body.
  6. Investment of Company funds.
  7. Approval of the establishment of companies, purchase of shares therein and mergers as well as obtainment and amendment of commercial registers.
  8. Appointment of the Company’s representatives to Boards of companies in which the Company participates and owns shares, the right to attend meetings of shareholder assemblies, general assemblies and Board meetings of these companies, signing of minutes and resolutions of these companies, endorsing the approval of annual budgets of these companies and receiving the Company’s share of these companies’ profits.

B. The Board shall prepare an annual report about the Company’s performance. Such report shall be brought to the General Assembly.

C. The Board may, within its powers, delegate one of its members or a third party to perform a certain work(s).

D. The Company’s Board shall appoint a CEO for the Company from its members or others after obtaining the approval of the CMA Board. The CEO shall implement resolutions of the Board, shall manage daily business of the Company and shall head employees of the Company under the supervision of the Board in addition to other powers to be specified by the Board and included in the Company’s regulations. The appointed CEO may not perform any other public or commercial work, may not have an interest with any member of the Exchange or may not own a part thereof. The CEO shall be dismissed from his position by decision of the Board.

Evaluating the performance of the Board, its committees and the Executive Management

The Extraordinary General Assembly in its meeting dated 17 August 2021 has approved the Nomination and Remuneration Committee Charter (NRC) which reflects that the NRC shall assist the Board in assessing the performance of the Board, its committees and Executive Management in terms of strengths and weaknesses, and in sitting and implementing plans to define and enhance the competencies of Board Members by recommending the necessary procedures.

Board of Directors meeting attendance

Number of meetings: 5 meetings

Name of member Position 10 February 2022(*) 7 April 2022(*) 18 July 2022(*) 7 November 2022 12 December 2022(*)
Mrs. Sarah J Al-Suhaimi Chairperson
of the Board
Mr. Yazeed A Al Humaid Vice-Chairperson
Eng. Khalid A Al-Hussan Member
Mr. Hashem O Al Hekail Member
Mr. Sabti S Al-Sabti Member
His Excellency Mr. Youssef
A Al-Benyan**
Member
Ms. Rania M Nashar Member
Mr. Xavier R Rolet Member
Mr. Mark S Makepeace Member

(*) – Attended through communication means

(**) – The membership of His Excellency Mr. Youssef Abdullah Al-Benyan came to an end on 28/09/2022G in reference to the Royal Decree issued on 27 September 2022, to appoint H.E. Youssef Abdullah Mohammed Al-Benyan as the Education Minister.

Ownership of Board Members, spouses and minors
Name of member Shares ownership
  Type of ownership Opening balance Closing balance Percentage change
Mrs. Sarah J Al-Suhaimi Shares 0 25,000 100%
Mr. Yazeed A Al Humaid
Eng. Khalid A Al-Hussan
Mr. Hashem O Al Hekail
Mr. Sabti S Al-Sabti
His Excellency Mr. Youssef A Al-Benyan
Ms. Rania M Nashar
Mr. Xavier R Rolet
Mr. Mark S Makepeace

* There are no ownership of the Board Member’s relatives on shares of the Company.