Board of Directors

• The BOD is composed of representatives nominated from various shareholders.
• Whenever a member of the Board is designated, he/she considers him/herself as a representative of all shareholders and is obliged to act in the best interests of Amer Group and all its shareholders.
• The shareholders’ representation and the formation of the BOD are according to their capital ownership structure.

• Manage its affairs based upon authorization delegated by Amer Group General Assembly; the final responsibility for Amer Group remains under the Board.-Protect and facilitate the exercise of shareholders’ rights.
• Provide entrepreneurial leadership of Amer Group within a framework of prudent and effective controls, which enables risk to be assessed and managed.
• Reserve to itself major strategic and financial decisions.
• Ensure through appointed Committees that the necessary financial and human resources are in place to fulfill objectives.
• Oversee and assess Company performance.
• Ensure the integrity of Amer Group accounting and financial reporting systems.
• Define Amer Group values and standards and ensure that its obligations to its stakeholders are understood and met.
• Assume its full responsibility towards the environment, the community, employees, customers, government authorities, media bodies and suppliers.

In addition to its fiduciary obligation, the BOD is bound by an absolute obligation of confidentiality with respect to the discussions and resolutions of the Board and its Committees. The Chairman shall inform the BOD of the information to be disclosed to the markets as well as the proposed text of statements and releases.

Amer Group Board meets at least four times per year (at least once each quarter) on a schedule adopted by the Board members and as many additional times as the BOD deems necessary.