Emirates Integrated Telecommunications : Corporate Governance Report

Integrated Report 2021

Table of Contents

-	Statement of procedures taken to
	complete the corporate governance
	system during 2021, and the method of
	implementing thereof	5
-	Statement of ownership and
	transactions of the Board members,
	their spouses and children in	7
	EITC's shares during 2021
-	Board of Directors	8
-	External auditor	24
-	Audit Committee	25
-	Nomination and Remuneration	27
	Committee
-	Investment Committee	29
-	Insiders Committee	31
-	Internal control system	32
-	Details of violations committed	36
	during 2021
-	Statement of contributions
	made by the Company during
	2021 in the development of
	the community and the preservation	37
	of the environment
-	General Information	38

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Corporate Governance Report

Corporate Governance Report of Emirates Integrated Telecommunications Company PJSC ("EITC" or

the "Company") for the financial year 2021

1. Statement of procedures taken to complete the corporate governance system during 2021, and the method of implementing thereof:

EITC is highly committed to maximising stakeholders value while ensuring compliance with the provisions of all applicable laws and regulations, including the laws and regulations prescribed by the Dubai Financial Market (the "DFM") and the Securities and Commodities Authority of the UAE (the "SCA"). This can be evidenced from EITC's corporate governance procedures which are strongly based on the below stated principles of the corporate governance, as prescribed in the Chairman of SCA Board of Directors' Decision No. (3/Chairman) of 2020, concerning approval of the joint stock companies' governance guide ("SCA Corporate Governance Procedures"):

• Accountability towards all shareholders and stakeholders. A direction to the board of directors to develop strategy, perform supervision and guide and control the administration of a company.
• Equity by protection of the shareholder rights and ensure a fair treatment to all shareholders including the minority shareholders.
• Transparency and disclosure through accurate and timely disclosures on all material matters.
• Responsibility to recognise the rights of all stakeholders in accordance with the applicable laws and regulations, and encourage the cooperation between a company and its stakeholders

This Corporate Governance Report of EITC for the year 2021 is prepared and presented by the Board to the Company's shareholders in accordance with the SCA Corporate Governance Procedures:

Although some signs of recovery from the COVID-19 pandemic were seen during 2021,, EITC continuously adhered to provide the required technological and telecommunication needs of its stakeholders in a more advanced, flexible and innovative manner showing more resilience and commitment towards the society. The excellent relationship management with the stakeholders played a crucial role for the integration of all the components related to the overall governance of EITC, while ensuring the operational effectiveness and the ongoing effectiveness of the internal controls in processes (in accordance with the applicable laws and regulations).

The board of directors of EITC (the "Board") is formed in accordance with EITC's Articles of Association and the applicable laws/ regulations based on which the corporate governance manual of EITC dictates the procedures to be followed, in connection with the overall governance of the Board. Each of the members of the Board strives to always ensure an ethical and professional conduct in their behavior as well as the performance of their duties and obligations, including strict compliance with the provisions related to the declaration of interest/ conflict, maintaining confidentiality and disclosure in relation to the related party transactions.

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