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INTEGRITY OF FINANCIAL REPORTING

Rule IV: Safeguard the Integrity of Financial Reporting

Written pledges by both the Board of Directors and the executive management of the integrity of the financial statements

Please refer to the financial statements section in the 2019 annual report

Board Audit Committee

Please refer to Rule II of this report, which contains all information on the functions and achievements of the Committee as well as the composition and meetings.

In the event of a conflict between the recommendations of the Audit Committee and the decisions of the Board of Directors, a statement will be included detailing and clarifying the recommendations and the reason/s behind the decision of the Board of Directors not to abide by them.

There were no inconsistencies between the Audit Committee recommendations and the decisions of the Board of Directors during 2019.

Emphasizing the independence and impartiality of the external auditor

One of the main roles of the external auditor in corporate governance is to protect the interests of shareholders through independence from the influence of the company. The external auditors validate the financial reports, according to the applicable laws and regulations. Zain is committed to appointing an independent external auditor, and to ensuring that the auditors do not carry out actions that might affect impartiality and independence. The Board Audit Committee (BAC) recommends to the Board of Directors the appointment and reappointment or change of the external auditor. In addition, BAC determines their fees and reviews their letters of appointment.

The external auditor is appointed by the Ordinary General Assembly as per the recommendation of the Board of Directors. The following requirements must be met when appointing the external auditors:

  • The external auditor is a licensed auditor by the CMA and has fully met all registration requirements stated by the CMA.
  • The external auditor is independent and does not perform additional tasks that may affect neutrality and independence.
  • The external auditors express their opinion on the fairness of the financial position and the results of the operations and cash flows presented by Zain. The external auditors confirm the accuracy of the accounting principles used by the company and assess the risks. The Board makes sure that the external auditors allocate sufficient time, resources and skills to understand the business and the operations as part of the procedures for auditing the financial statements. The Board also ensures that all observations contained in the opinion letter prepared by the independent auditor are appropriately addressed by executive management.

Accordingly, Deloitte and Touché (Al Wazzan & Partners) has been appointed to perform the functions required by the Independent External Auditor. We would like to confirm that Deloitte is not doing any additional services for the Company.

About Deloitte & Touche (Al Wazzan & Partners)

Deloitte & Touche, with its 286,000 professionals, enjoys a globally connected network of member firms in more than 150 countries where it provides audit, consulting, financial advisory, enterprise risk services, tax. Deloitte & Touche (M.E.) is a member firm of Deloitte Touche Tohmatsu Limited (DTTL) and is the first Arab professional services firm established in the Middle East region with uninterrupted presence since 1926 with more than 3,000 staff working in over 26 offices in 15 countries in the Middle East.

In Kuwait, Deloitte & Touche Al Wazzan & Co. has a strong audit practice serving leading enterprises and institutions in telecommunications, banking, aviation, insurance, construction, trading, manufacturing, energy and resources. The Kuwait audit practice has around 10 Partners, Principals and Directors, and more than 110 dedicated audit professionals.