NIG Prospectus - London Stock Exchange

Level: 8 – From: 8 – Thursday, August 9, 2007 – 2:19 pm – mac5 – 3776 Section 07 : 3776 Section 07INTERNAL AUDITInternal audit functions are performed by NIG’s central internal audit unit. This unit hasimplemented an audit manual which applies to each of NIG’s subsidiaries, unless that subsidiaryhas outsourced its internal audit function to a local audit firm (which, in order to ensureindependence, cannot be NIG’s usually appointed external audit firm), which is the case for NICBMand Noor. Each subsidiary’s accounts are reviewed by NIG’s internal audit unit on a quarterly basis.The findings of the internal audit unit are reported to the board of directors on a quarterly basis. Inaccordance with the KSE’s requirements, NIG submits its unconsolidated interim financialstatements within 45 days of the end of the relevant financial period. Each of NIG’s subsidiarieshas its own compliance procedures. NIG’s compliance procedures are approved by the Ministry ofCommerce and reviewed by the Central Bank of Kuwait on a yearly basis.DIRECTORS, MANAGEMENT AND EMPLOYEESThe following chart sets out the management structure of NIG:Board of DirectorsGreen Field InvestmentsChairman & Managing DirectorGeneral ManagerInternalAuditHuman Resources&AdminstrationGroup FinancialControllerDirectInvestmentsLocalInvestmentsInformationTechnologyShareRegistryPrivate EquityInvestmentsInternationalInvestmentsHumanResourcesFinancialAccountingLocalSubsidiariesManagedInvestmentsPrivate EquityInvestmentsAdministrationManagementAccountingForeignSubsidiariesEquityInvestmentsManagedInvestmentsTreasuryAssociatesCash/BankPayrollNIG’s articles of association provide that it shall be managed by a board of directors consisting ofnine members elected by the shareholders at the general assembly meeting. The term of boardmembership is three years, subject to renewal. The board may appoint directors, including thechairman, to serve as managing directors of NIG whose duties and responsibilities are determinedby the board.The current chairman of the board of directors is also the managing director. A general managerreports to the managing director and is responsible for the day-to-day management of theCompany through a team of executive managers.The board of directors has one committee, the investment committee which consists of threedirectors. The Investment Committee develops, monitors and enforces the investment strategy ofNIG and any potential investments by NIG’s subsidiaries which exceed US$50 million must beapproved by the Investment Committee.83