AL-SALAM REIT ANNUAL REPORT 2017

90 AL-SALĀM REIT ANNUAL REPORT 2017 D. Meetings A minimum of 4 meetings shall be planned during the financial year and the quorum for the meeting shall be 2 members. In the absence of the Chairman, the members present shall elect a chairman for the meeting from amongst the members present. Reports of the Committee meeting shall be tabled by the Audit Committee Chairman at the Board of Directors meeting. 5.2 Executive Committee The Committee meets on a scheduled basis at least 4 times a year. The minutes of the Executive Committee meetings are tabled to the Board for noting and for action by the Board, where necessary. This committee oversees the activities of the Manager and Al-Salām REIT on behalf of the Board which includes: (a) Making recommendations to the Board on all acquisitions, investments and disposals; (b) Making recommendations to the Board on any financing offers, capital management proposals and additional banking facilities; (c) Reporting and recommending to the Board any corporate exercise, including the issuance of new Al-Salām REIT units; (d) Making recommendations to the Board on financial budgets; and (e) Forwarding summary reports on activities undertaken by the Manager and minutes of Executive Committee meetings to Board members, where applicable. 5.3 Nomination and Remuneration Committee (NRC) A. Membership (i) The committee shall have at least 3 members, all of whom shall be non-executive directors with the majority being independent directors. (ii) The members and the Chairperson shall be appointed by the Board. (iii) The appointment of members terminates when the member ceases to be a director of the Company. (iv) The NRC shall have no executive powers. (v) In the event of equality of votes, the Chairperson of the NRC shall have a casting vote. In the absence of the Chairperson of the NRC, the members present shall elect one of their members to chair the meeting. B. Purposes • Nomination (i) Identify and recommend candidates for Board directorship. (ii) Recommend directors to fill the seats on Board Committee. (iii) Evaluate the effectiveness of the Board and Board Committee (including the size and composition) and contributions of each individual director. (iv) Ensure an appropriate framework and plan for Board succession. (v) Assess the quality of performance and training needs are addressed. BOARD CHARTER - CONT’D