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GB Auto is committed to following
the principles of good corporate gov-
ernance and has institutionalized
corporate governance guidelines in
compliance with the applicable laws
and the regulations of the EGX.
To enhance shareholders’ value and pro-
tect stakeholders’ interests, the company
has taken steps to ensure transparency,
accountability, and effective internal
controls. The key corporate governance
principles andpractices are as follows:
The General Assembly
The General Assembly (GA) is the ulti-
mate governing body of the company.
The GA:
• Includes all the shareholders of the
company.
• Takes its decision by voting among
shares represented in the meeting.
The voting rule is: 1 share = 1 vote
for all shares.
• Holds at least one ordinary meeting
per year and may hold extraordi-
nary meetings as needed.
• Has responsibilities based on the
laws and company statutes.
• Appoints the Board, approves the
financial results, appoints the exter-
nal auditors, and approves dividend
distributions; it can take further
extraordinary decisions at the ex-
traordinary meetings.
Disclosure Rules and
Transparency
GB Auto is subject to disclosure rules
and the new listing rules set by the EGX
and approved by the Egyptian Capital
Markets Authority on June 18, 2002. The
company is in compliance with the cor-
porate governance, financial reporting,
and disclosure provisions of the rules.
In addition to reporting its financials
on a quarterly basis and announcing
all major news and developments of
the company, GB Auto follows complete
transparency about all material mat-
ters regarding the corporation, includ-
ing company objectives, financial and
operational results, major share own-
ership and voting rights, information
about Board members, related party
transactions, foreseeable risk factors,
and governance structures and policies.
The Board confirms that there is an ongo-
ing process for identifying, evaluating, and
managing the risks faced by the company,
and that the process has been in place for
the year under review and up to the date of
approvaloftheannualreportandaccounts.
Board Committees
The Board has established three com-
mittees to assist in discharging its
oversight responsibilities. Each com-
mittee consists of four independent
non-executivemembers.
The Audit Committee
The Audit Committee’s primary purpose
is to focus on aspects of financial report-
ing and on the entity’s processes toman-
age business and financial risk, and for
compliance with significant applicable
legal, ethical, and regulatory require-
ments. Additionally, the committee as-
sists theBoard in its oversight of:
• The integrity of the company’s fi-
nancial statements.
• The company’s compliance with le-
gal and regulatory requirements.
• The independent auditor’s qualifi-
cations and independence.
Corporate
Governance Report
2016 ANNUAL REPORT
62
Audited Financial Statements