Corporate Governance

Please note that a copy of the 2023 AGM minutes can be found in Arabic here, and the 2023 EGM minutes in Arabic can be found here. The EGM agendas can be found in Arabic here and in English here, while a copy of the AGM proxy form can be found in Arabic here and in English here. A copy of the minutes of the 2022 Annual General Meeting can be found in Arabic here and in English here , while a copy of the minutes of the 2022 Extraordinary General Meeting can be found in Arabic here and in English here. A copy of BMMI's Annual Corporate Governance Disclosure for the year ended 31 December 2022 can also be found in Arabic here and in English here. 

In recent years, there has been an increasing global trend and need towards improved corporate governance practices, accountability and responsibility. Corporate governance is about commitment to values and about ethical business conduct. It is about how an organisation is managed. This includes its corporate and other structures, its culture, policies and the manner in which it deals with various stakeholders. Corporate governance is primarily the responsibility of the Board as a group. The Board performs its duties with the support of managerial staff.

BMMI's corporate governance framework comprises a code of business conduct; operational policies and procedures; internal controls and risk management systems; internal and external audit and compliance procedures; effective communications and transparent disclosure; and measurement and accountability.

Code of conduct
To protect the Group's reputation, BMMI has developed a Code of Business Conduct that sets out the behaviour that is expected from directors, management and staff. The Code is available in both printed and electronic format. Together with the Code is a Whistleblower Policy which enables employees at all levels to voice complaints or suspicions of illegal, unethical or other inappropriate activities or any type of misconduct by directors, managers or other employees, without fear of punishment or retaliation of any kind.

Responsibilities
The Board of Directors is accountable to the shareholders for the creation and delivery of strong sustainable financial performance and long-term shareholder value. The Chairman is responsible for leading the Board, ensuring its effectiveness, monitoring the performance of the Management Team, and maintaining a dialogue with the Group's shareholders. The Board has appointed three Committees to assist it in carrying out its responsibilities: Executive Committee, Audit Committee and Investment Committee. The Internal Audit function reports directly to the Board through the Audit Committee.

Compliance
As a listed company, BMMI has in place comprehensive policies and procedures to ensure full compliance with the relevant rules and regulations of Central Bank of Bahrain and the Bahrain Bourse. Compliance with insider trading and other related requirements is handled by the Group's Compliance Team, with ultimate responsibility residing in the Audit Committee.

Communications
BMMI conduct all communications with its stakeholders in a professional, honest, transparent, understandable, accurate and timely manner. Main communications channels include annual and interim reports and accounts, corporate brochure, staff newsletter, and regular announcements in the appropriate local press.

To download detailed PDF files outlining each of the key areas of BMMI's Corporate Governance, please click on the links below.