The regional trendsetters
in development
The regional trendsetters
in development
Developing With Values
Developing With Values
Developing With Values
Developing With Values

About Corporate Governance

Mission

To promote a high performance of governance practices, to attain the highest level of transparency, accountability and integrity and to consequently ensure that the interests of the Board / management are aligned with those of the Company and the shareholders.

The Corporate Governance objective extends, not merely to meet with statutory requirements, but also to go beyond them by putting into places procedures and systems which are in accordance with best governance practices.


Purpose

  • Promote and strengthen transparency, accuracy and efficiency as the governing control point of Amer Group, consistent with the rule of law and where the division of responsibilities among different supervisory, regulatory and enforcement authorities is clearly articulated.
  • Protect and facilitate the exercise of shareholders’ rights.
  • Ensure the equitable treatment of all shareholders.
  • Recognize the rights of stakeholders established by law or through mutual agreements.
  • Encourage active co-operation between Amer Group and its stakeholders in creating wealth, jobs and the sustainability of financially sound and profitable enterprise.
  • Ensure that timely and accurate disclosure is made on all material matters regarding Amer Group, including the financial situation, performance, ownership and governance.

Relationship with Major

Institutional Shareholders

Related Parties Transactions

  • According to the mandate given by the shareholders and in light of the standard governance practices and procedures, Amer Group follows the frame and methodology through which the BOD agrees on reviewing and recommending to the General Assembly the approval and ratification of any Related-Party Transaction with Amer Group major institutional shareholders, their related companies, their subsidiaries and their sister companies.
  • Conflicted board members do not participate in discussions on transactions in which they were a conflicted party and abstained from voting on such issues.
  • The board decides on the approval of any related-party transaction involving a director in the absence of that director.

Insider transactions

  • Permanent Insiders are prohibited to perform transactions on the Company shares during “blackout” periods (prior to quarterly, half-year and yearly earnings releases).
  • The CFO and IR Responsible confirms the start and end dates of “blackout” periods and notifies the Permanent Insiders in timely fashion.