SABIC Embodying best practice in KSA corporate governance AGENDA Nofa Resort, Riyadh, Kingdom of Saudi Arabia 16th and 17th March 2015 No part of this document may be circulated, quoted, or reproduced for distribution outside the client organization without prior written approval from the GCC Board Directors Institute. Agenda – Day 1 Monday 16th March 09:00 - 09:30 Welcoming Remarks and Workshop Objectives Ibrahim El-Husseini – McKinsey & Company 09:30 – 11:00 Board Composition & Directors’ Capabilities Michael Morcos - Heidrick & Struggles 11:00 - 11:45 Director Duties & Liabilities Zeyad Khoshaim - Allen & Overy 11:45 – 13:00 Board Structure, Processes & Protocols Steve Drake & Sharat Seth - PwC 13:00 - 14:00 Lunch 14:00 – 14:15 Group picture 14:15 – 15:45 Delivering on Roles of the Board Ibrahim El-Husseini - McKinsey & Company 15:45 – 16:30 Board Evaluation & Renewal Michael Morcos – Heidrick & Struggles 17:00 - 18:00 Safari Tour 18:00 – 19:00 Risk Management Marco Ziegler – McKinsey & Company 19:00 – 19:15 Key takeaways – Day 1 All faculties GCC Board Directors Institute | 1 Agenda – Day 2 Tuesday 17th March 08:30 – 08:45 Review of Day 1, Objectives for Day 2 Ibrahim El-Husseini - McKinsey & Company 08:45 – 09:30 Managing your Compliance Andrew Garrett & John Saead – PwC 09:30 – 10:00 Drafting an Action Plan to Address Governance Gaps Ibrahim El-Husseini & faculty 10:00 – 10:30 Closing Remarks 12:00 - 13:00 Lunch GCC Board Directors Institute | 2 Module descriptions Board Composition & Directors’ Capabilities ▪ How does the board balance speed and ease of decision making with the diversity of skills and experience needed to navigate in a complex environment? ▪ Where does the board draw the line between itself, management, and stakeholders? Director Duties & Liabilities ▪ How can a director discharge his duties without becoming paralyzed with liabilities? ▪ How can unavoidable conflicts of interests be managed when decisions must be made? Board Structure, Processes & Protocols ▪ How does the board structure (e.g., committees, ownership) impact decision making and shareholder management? ▪ How should boards balance processes / protocols with the need for a “human factor”? Roles of the Board ▪ What trade-offs should the board make when allocating its limited time? ▪ How does the board govern strategy, risk, talent management, etc. without getting too deep into the operating details? Compliance • How can the Board assures itself that the company meets all its compliance requirements? • Is the “Tone at the Top” supportive of compliance, and more importantly, is it focused on achieving the right outcomes? Risk • Does the Board regularly reviews and discusses the main risks faced by the company? • Is the Risk and/or Audit Committee effectively supporting the Board and not making decisions on behalf of the Board? Board Evaluation & Renewal ▪ How to leverage board evaluations to build a better board GCC Board Directors Institute | 3 FACULTY PROFILES Ibrahim El-Husseini Director McKinsey & Company Ibrahim El-Husseini is a Director in McKinsey's Abu Dhabi office and a leader in the Global Energy and Materials Practice For over 15 years, he has served major energy players in the GCC, Levant and North Africa on strategy and operating model engagements. In particular, he has advised clients on growth strategies and investment portfolios in the utilities space and supported them adapt their operating model to effectively deliver on strategic intent. Example projects include: • Led the strategy development and implementation of the largest gas import scheme in the region, including the preparation of upstream, midstream as well as downstream gas production, transmission and purchase agreements. The engagement entailed the development of an economic model to simulate gas pricing scenarios to end-user industries, namely power plants • Led the development of the strategic transformation and restructuring plan of the water and wastewater sector in a GCC country, which resulted in the creation of an independent national water utility and the re-alignment of policy, regulatory and operational roles between the Ministry, the Regulator and the regional operating companies, supported by modelling of sector economics under several scenarios • Led the development of the privatization plan and organization restructuring of the largest desalination utility in the GCC. This entailed the identification of asset bundles, assessment of private sector participation potential as well as related financial, technical and legal requirements in conjunction with other advisors • Led the assessment of Public Private Partnership (PPP) opportunities in the water and waste water sector in a GCC country, identified potential private sector participants and assessed optimal PPP models that are aligned with the government’s priorities, targets and requirements • Advised several investment groups on growth strategies in the energy sector in MENA region, including power and water utilities. The engagements covered the development of investment themes, market assessment, portfolio restructuring, operating model redesign, target acquisition identification and detailed implementation roadmap development Ibrahim holds a Bachelor of Engineering from the American University of Beirut, a Masters of Science in Engineering from MIT and an MBA from McGill University GCC Board Directors Institute | 4 FACULTY PROFILES Dr. Marco Ziegler Principal McKinsey & Company ▪ Marco is a Principal in McKinsey’s Zurich office. With a track record of scientific achievements in chemistry, he has led over 400 engagements in chemical-related sectors. He works with companies throughout Europe and Asia to identify and execute growth strategies, improve operational performance, and develop effective organizational structures, processes, and capabilities ▪ He recently spent two years in our Tokyo office, where he assessed investment opportunities in petrochemicals in Thailand, Malaysia, and Indonesia, helped develop a growth strategy in new materials for a Japanese chemical company, and identified opportunities in chemicals for a European company seeking to expand in Japan, Korea, and China. Marco is also passionate about biotechnology and energy related questions ▪ A frequent speaker at industry and academic events, Marco has lectured on a range of environmental science issues including biofuels, bioplastics, green logistics, and CO2 abatement. He has won numerous scientific awards and speaks German, French, English, Italian, Romansh, Russian, and Japanese ▪ Prior to joining McKinsey, Marco was a Miller Research Fellow and lecturer in Chemistry at the University of California, Berkeley from 1998-2000. He has obtained a Ph.D. in inorganic chemistry from the University of Freiburg GCC Board Directors Institute | 5 FACULTY PROFILES Florian Budde Director McKinsey & Company ▪ Florian is a Director in the Frankfurt office. He leads the Chemical Practice of McKinsey globally and in the EMEA region. His industry experience is based on a large number of projects covering all relevant business fields (strategy, M&A, organization, and functional excellence) and many product categories (petro-chemicals, technical polymers, fibers, organic intermediates, inorganics, special-ties, etc.). During his tenure, Florian has served companies all over Europe and the Middle East, in many Asian countries, the US, and in Brazil ▪ Besides the chemical industry, Florian has served clients in the oil and gas, the utility, and pharmaceutical industries ▪ In 1998 and 1999, Florian was a Principal in the Seoul office. He holds a doctor's degree in physical chemistry from the FU Berlin and a diploma from the Ludwig-MaximiliansUniversität Munich, as well as a D.E.S. from the Université des Sciences et Techniques du Languedoc, Montpellier. Before joining McKinsey, he worked for IBM in the research department ▪ Florian has authored a number of articles about the chemical industry. He was the lead editor of "Value Creation – Strategies for the Chemical Industry," Wiley-VCH, 2001, a book on the development and execution of capital-market-oriented strategy development and execution in the chemical industry. The second edition of that book appeared in 2005 (edited by Florian Budde, Utz-Hellmuth Felcht, and Heiner Frankemölle) ▪ In his more than 20 years with McKinsey, Florian has held a number of leader-ship positions. Currently, he is a member of the operating committee of the German office. He is also leading McKinsey’s Global Energy and Materials Practice (oil & gas, power, metals, mining, chemicals) in EMEA GCC Board Directors Institute | 6 FACULTY PROFILES Zeyad Khoshaim Partner Allen & Overy / Khoshaim Law Firm ▪ Zeyad Khoshaim is a New York and Saudi Arabian qualified lawyer who specializes in advising corporate multinationals in structuring and financing major projects, joint ventures, mergers, and acquisitions in the Saudi Arabia. Since 2003, he has advised and led on some of Saudi Arabia’s most high profile energy, petrochemical and healthcare related projects. ▪ Zeyad leads the capital markets team in Riyadh, and has advised on landmark debt and equity capital markets transactions. He is also actively engaged in advising leading commercial and investment banking firms in Saudi Arabia ▪ Zeyad has been invited to speak on various topics, including corporate governance matters, and has participated in capital markets symposiums. ▪ “Zeyad Khoshaim, is a clear client favorite, who is valued for his expertise and solid grounding in the capital markets arena” (IFLR, 2012) ▪ ▪ ▪ “He is very knowledgeable about the CMA (Capital Markets Association).” (IFLR, 2012) “Zeyad has very good client management skills.” (IFLR, 2012) “Sources are enthusiastic about Zeyad Khoshaim’s capabilities and say he is “an innovative thinker who adds a lot of value and has been tremendously helpful’.” (Chambers Global, 2011- Saudi Arabia) ▪ “New York and Saudi-qualified Zeyad Khoshaim is ‘a pleasure to work with and always very helpful’.” (Chambers Global, 2011- Saudi Arabia) ▪ ▪ BEng, Vanderbilt University Law School, 2000 Doctor, Jurisprudence, Vanderbilt University Law School, 2003 GCC Board Directors Institute | 7 FACULTY PROFILES Building Better Boards Workshop Michael Morcos Partner Heidrick & Struggles ▪ Michael Morcos is the managing partner of the firm’s Middle East & North Africa Practice. He is based in our Dubai office, where he is also a member of the Financial Services, Private Equity, Energy, Natural Resources and Global Technology & Services practices ▪ Fluent in Arabic, Michael is a governor of the GCC Board Directors Institute. With more than 15 years in international management consulting, recruiting and executive search, Michael has brought his expertise to clients in the Middle East and North Africa on key issues such as board alignment, leadership development, leadership assessment and executive search. Michael’s clients in the Middle East and North Africa include ruling families, governments, government holdings, industrial conglomerates and financial institutions ▪ Before joining the executive search profession, Michael worked with McKinsey & Company in their Middle East office, where he played a leadership role in the global energy, industrial and basic metals practices. Michael also headed McKinsey’s graduate and undergraduate recruitment in the United Kingdom ▪ Previously Michael spent more than a decade in international operational and management roles in the oil and gas industry with Schlumberger and Atlantic Richfield Corporation (ARCO) ▪ Michael holds a MSc in aerospace engineering from Stanford University, Paolo Alto, California. He also holds a B. Eng in aeronautical engineering from Imperial College London GCC Board Directors Institute | 8 FACULTY PROFILES Steve Drake Partner PricewaterhouseCoopers ▪ Steve is a Partner with PricewaterhouseCoopers (PwC), heading the Capital Markets and Accounting Advisory Services in the Middle East region. Steve’s team advise on debt and equity capital markets transactions for clients across the region. Steve has worked as a Capital Markets specialist for more than 14 years with the last 7 years based in the region ▪ Steve has significant experience of listing on local, regional and international markets. He has assisted companies with listing aspirations preparing them for all aspects of their listing needs throughout the listing process and beyond. This includes helping establish appropriate organization structures, board structures, reporting mechanisms and addressing corporate governance requirements. Steve is currently working with a number of entities in the Middle East region, preparing the stakeholders in the process for the rigors of the relevant listing requirements ▪ Prior to joining the Middle East firm as a partner in July 2007, Steve worked in geographical locations as diverse as Japan, South Africa, Middle East, United States, UK and Continental Europe advising some of PwC’s largest global clients with their stock exchange and regulatory obligations. Steve brings a broad range of experience of international capital market regimes ▪ Before moving to the Middle East, Steve’s core listings expertise related to the UK and US markets, with a particular focus on SEC compliance. Steve has authored various regional publications and is a regular speaker at several regional events on the challenges of executing an IPO and also on the corporate governance challenges faced by regional businesses GCC Board Directors Institute | 9 FACULTY PROFILES Sharat Seth Partner PricewaterhouseCoopers ▪ Sharat is a Partner with PricewaterhouseCoopers (PwC) and he leads the Finance Consulting practice in the Middle East region and is a member of the ME Consulting Leadership team as well as a member of PwC’s ME Regional Board. He has around 30 years of experience in management consulting and has held various leadership positions over the last 10 years and his areas of expertise cover, strategy, operations, corporate governance and human resources management ▪ Over the years, Sharat has worked on numerous engagements in the area of business transformation and worked extensively with key stakeholders including owners and boards to support them in their efforts to enhance performance and embed and institutionalize a high performance culture. These engagements have covered a wide range of initiatives such as designing corporate governance frameworks, including designing the boards and board committees and their charters, delegation of authorities, organization reviews and establishing performance management systems, etc. to drive and manage board and organizational performance. He is familiar with the challenges of handling multiple stakeholders and the inherent conflicts involved in joint ventures and has helped design and set up new boards and governance structures ▪ He has worked with clients in all the major markets in the GCC and his clients include Central and Local Government policy making bodies and major players in the financial services, telecommunications, manufacturing and trading sectors. He has worked extensively with owner managed businesses and successfully helped them on their transformation efforts and corporatization journeys including designing governance frameworks, boards, board committees, etc. and helping to implement these initiatives. He has also been responsible for developing the governance code and the code of conduct for a leading government in the GCC ▪ Sharat has held various leadership positions within the Consulting practice of PwC since joining the Middle East firm as a partner in July 2007. Prior to this, Sharat was a partner with KPMG and was the head of KPMG’s consulting practice in the Lower Gulf up to 2002 before taking over as the head of KPMG’s GCC Consulting practice up to the time of leaving in 2007 GCC Board Directors Institute | 10 FACULTY PROFILES Andrew Garrett Partner PricewaterhouseCoopers ▪ Andrew is a Partner with PricewaterhouseCoopers (PwC), and leads the firm’s Internal Audit Services across the Middle East Region and represents the Middle East on the PricewaterhouseCoopers Global Internal Audit Executive working closely with the PwC international internal audit team in the support of Middle East clients with a global footprint. Prior to his specialization in internal audit Andrew was a financial audit partner and is a UK qualified Chartered Accountant by background ▪ Andrew has significant experience in assisting clients establish an Internal Audit capability and in the transformation of existing internal audit functions into world class operations. He also provides Quality Assurance review services of internal audit departments, comparing existing structure and practices. With the IIA standards, stakeholder expectations and good practice. Andrew has also provided training to the Audit Committees of his clients and has presented on internal audit related topics at numerous conferences around the region ▪ He also provides full internal audit outsourcing capability for clients where he acts as the Head of Internal Audit or works closely with the incumbent Head of Internal Audit in delivering value protection and value enhancement recommendations. Andrew currently also provides clients with co-sourcing internal audit support including the provision of specialist skilled resources, or to provide capacity either locally or in support of client’s international operations ▪ Andrew was also responsible for rolling out the PricewaterhouseCoopers Code of Conduct to the Middle East Region and acted as the Middle East Region Business Conduct Leader for 10 years. During this time he facilitated the integration of the PricewaterhouseCoopers Global Code of Conduct programme into the day to day operations of the firm, working closely with our Risk and Quality team ▪ Prior to joining the Middle East firm, where he has been stationed for 17 years, Andrew worked as a financial auditor with PricewaterhouseCoopers in London and Sydney GCC Board Directors Institute | 11 FACULTY PROFILES John Saead Partner PricewaterhouseCoopers ▪ John is a Partner with PricewaterhouseCoopers (PwC), and Riyadh Risk Assurance Services Market Leader. He is primarily responsible for services covering risk management, internal audit, risk assessment, quality review, corporate governance, compliance including Sarbanes Oxley and, Foreign Corruption Practice Act (FCPA). John is a result-driven leader with more than 17 years of big four, US and Middle East experience including executive business finance, financial and operational auditing, due diligence, and other consulting services. John has very strong leadership skills with a track record of success in project management, strategic risk assessments and internal controls design and operational effectiveness ▪ John is a subject matter expert in internal control design and its operating effectiveness. He has more than 10 years of US experience where he worked with one of the largest chemical companies in the world. He was also the CFO of one of the basic plastics business division, which gave him an in-depth hands on experience in running the business, developing and implementing business strategy, including cost reduction, and driving profitability in various global geographies ▪ John has conducted international Internal Audits in various global locations in different geographic areas including North America, Europe, Latin America, Middle East and Asia. He has a wide background in providing risk management and consulting professional services to clients in various industries including, but not limited to, chemicals, oil and gas, financial services, manufacturing, retail, hotels, hospitality, treasury, insurance, Legal, and human resources ▪ John is also a treasury Subject Matter Expert and has performed various treasury audits covering cash management, investment activities, foreign exchange, commodity risk management, funding and hedging activities including FASB 133 compliance. John also performed the Quality Review of NYSE in the US. John is CPA and MBA holder GCC Board Directors Institute | 12 PARTICIPANT PROFILES Prince Saud Bin Abdullah Bin Thenayan Al-Saud Chairman of the Board ▪ His Highness is also the Chairman of the Royal Commission for Jubail and Yanbu. He graduated from King Saud University in 1977 with a degree in Civil Engineering and since then has held various government posts. He also holds the following positions: ▪ Chairman of the Board of Directors, Utility of Water and Electricity Company in Jubail and Yanbu ▪ ▪ Deputy Chairman, Prince Salman Social Center He has held the following positions: • Engineer at the Riyadh Municipality • Director General for Survey and Drawings at Riyadh Municipality • Director General for Operations and Maintenance at the Riyadh Municipality • Undersecretary for Planning and Programs at the Ministry of Municipal and Rural Affairs ▪ Directorships in other Saudi Joint Stock Companies: none GCC Board Directors Institute | 13 PARTICIPANT PROFILES Youssef Abdullah Al-Benyan Acting Vice-Chairman and Chief Executive Officer ▪ Mr. Al-Benyan assumed his present position on January 11, 2015. Before this assignment, he was the Executive Vice President, Chemicals, and earlier the Executive Vice President, Corporate Human Resources ▪ He has held a number of senior positions at SABIC, including General Manager of Fiber Intermediates at SABIC HQ, General Manager of SABIC Americas, Inc., Houston, USA from 2005 to 2007; General Manager of SABIC Asia Pacific from 2002 to 2005 and other leadership positions where he was engaged in key areas such as international sales transactions, operational management, with a broadbased products knowledge, as well as responsibilities over the financial decisionmaking process ▪ Mr. Al-Benyan is noted for his marketing and leadership success in improving the company’s market share mainly in SABIC Asia Pacific Pte. Ltd. and SABIC Americas, Inc. Houston ▪ Mr. Al-Benyan holds an Economics Degree and a Master's Degree in Industrial Management GCC Board Directors Institute | 14 PARTICIPANT PROFILES Dr. Abdulrahman Abdullah Al-Humaidi Board Member ▪ In addition to his position in SABIC, Mr. Al-Humaidi was also the Vice Governor of the Saudi Arabian Monetary Agency (SAMA). He holds a PhD in Economics from the University of Oregon, USA. Before his current assignment, Al-Humaidi has held important positions including, Director of Training, SAMA; Director General, Economic Research & Statistics, SAMA; and Deputy Governor for Technical Affairs, SAMA, besides teaching economics at the King Saud University ▪ He has been a member of the Board of Directors of SAMA, Saudi Industrial Development Fund, Arab Monetary Fund – Abu Dhabi, Saudi Fund for Development, Saudi Post Corporation, Saudi Arabian General Investment Authority, The Council of Cooperative Health Insurance, and The Saudi Stock Exchange Company (Tadawul) ▪ Directorships in other Saudi Joint Stock Companies: The Saudi Stock Exchange Company (Tadawul) GCC Board Directors Institute | 15 PARTICIPANT PROFILES Bandar Abdulaziz Al-Waily Board Member ▪ In addition to his position in SABIC, Mr. Al-Waily is a deputy Minister of Planning, Ministry of Economy and Planning, and a holder of a Master’s degree in pedagogy studies from the USA ▪ Mr. Al-Waily has had a long career in planning and strategies. He has been involved in the preparation of Saudi Arabia’s five-year development plans, beginning with the Second Development Plan. He has also participated in the preparation of the National Plan for Sciences and Technology, and has supervised several national strategies and sectional studies, researches and surveys. He has also been involved in the Higher Commission for General Census of Population and Housing, and Saudi joint committees namely, Japanese, Korean, Italian and Egyptian ▪ Mr. Al-Waily has been a board member of various organizations, including the General Authority of Civil Aviation, Higher Education Fund, Saline Water Conversion Corporation, Saudi Arabian Council of Competition Protection, the Real Estate Development Fund, and the National Center for Youth Studies. He has also been a member in specialized committees, such as the National Committee for Education, Culture and Science, and the Committee on Allocation in the Senior Economy Council ▪ Directorships in other Saudi Joint Stock Companies: none GCC Board Directors Institute | 16 PARTICIPANT PROFILES Mohammed Abdullah Al-Kharashi Board Member ▪ In addition to his position in SABIC, Mr. Mr. Al-Kharashi, Governor of The General Organization for Pensions, holds a master’s degree in accounting ▪ Mr. Al-Kharashi has held a long and fulfilling career. Starting as assisting manager for the Treasury Department Saudi Development Fund, he moved on to become a financial consultant advising the fund. He then became general manager of the Treasury Department, and ultimately general manager for Financial Affairs ▪ In addition to his current position as Governor of the Organization for Pensions, which he assumed in 1421H, Mr. Al-Kharashi also represented KSA at the OPEC Fund for International Development, from 1991 to 2006. Between 2003 and 2006 he also represented the Ministry of Finance at the Arabian Bank’s board of directors. Mr. AlKharashi is also a board member of a number of companies, including: STC, Saudi Group for Research & Marketing, Saudi Group for Industrial Investment, and The Saudi Arabian Mining Company ▪ Directorships in other Saudi Joint Stock Companies: Saudi Telecom Company (STC), Saudi Group for Research & Marketing, Saudi Group for Industrial Investment, and the Saudi Arabian Mining Company GCC Board Directors Institute | 17 PARTICIPANT PROFILES Dr. Khaled Nahas Board Member ▪ In addition to his position in SABIC, Dr. Nahas holds a PhD in Engineering Economic Systems from Stanford University (California) and a Postdoctoral Training in Management from Cornell University ▪ Dr. Nahas has held a long career. He started as a University Lecturer at King Fahd University of Petroleum and Minerals and in King Abdulaziz University in Jeddah ▪ Between 1978 and 1983, Dr. Nahas conducted consultancy and Feasibility studies for several private sector projects ▪ ▪ Dr. Nahas was also Founder and developer of Snack Foods Company ▪ Dr. Nahas was Chairman of the Board of Directors of National Company for Spring Mattresses and Sponges, of Tabuk Hotels Company and of Ta’am Company ▪ He is currently a Board Member of Riyad Bank, Saudi Arabian Investment Company and Hasanah Investment Company ▪ ▪ Dr.Nahas was Mayor of Holy Makkah from 2001 to 2006 Dr. Nahas has been a board member of various organizations, including Saudi Investment Bank Board of directors, Chamber of Commerce and Industry in Jeddah, Military industries Organization, Riyad Bank, “Al-Shura” Council, Saudi Telecommunication Company (STC), National Commercial Bank and Saudi Hotels Company Public Companies at which Dr. Nahas is still a member: • Riyadh Bank – independent • National Water Company – independent • Saudi Arabian Investment Company – independent • Hasanah Investment Company – independent • Member of Saudi Telecommunication Group Board of Directors • Member of Saudi Research and Marketing Group Board of Directors • Member Saudi Industrial Investment Group Board of Directors • Member Saudi Arabian Mining Company (Ma’aden) Board of Directors • Member SABIC Board of Directors, May 2012 to present GCC Board Directors Institute | 18 PARTICIPANT PROFILES Abdullah M. Al-Issa Board Member ▪ In addition to his position in SABIC, Mr. Al-Issa is the President of the A. M. Al-Issa Consulting Engineers and member of the board of Mohammed Alissa and Sons. He is also the Chairman of the National Medical Care Company and the Cement Product Industry Company. Mr. Al-Issa holds an MSc in Engineering Management from the Southern Methodist University, USA and a BSc in Industrial Engineering from the same university ▪ Directorships in other Saudi Joint Stock Companies: Arabian Cement Company, Saudi Hotels and Resort Areas Company and Riyad Bank GCC Board Directors Institute | 19 PARTICIPANT PROFILES Dr. Saad Bin Abdullah Bin Othman Al-Kasabi Board Member ▪ In addition to his position in SABIC, Dr. Al-Kasabi, is the Governor of the Saudi Standards, Metrology and Quality Organization. Prior to this position, Al-Kasabi held various leadership positions, including General Manager, Adaptive TechSoft, General Manager, Information Technology, and Acting General Manager, Administrative and Financial Affairs, General Authority for Food and Drug Administration. He was also the Assistant General Manager, General Directorate of Computer and Information Systems, King Saud University, Head, Department of Computer and Information Sciences, Prince Sultan bin Abdulaziz College, and a faculty member at King Saud University ▪ Al-Kasabi graduated with a major in Computer Engineering from the King Saud University in 1987. He obtained MA and PhD degrees in Computer Engineering from Syracuse University, USA, in 1990 and 1995 respectively ▪ Al-Kasabi was a member of the Board of Directors of the Saudi Computer Society from 2001 to 2004. He also played advisory roles at various governmental and private bodies, such as the Ministry of Health, the Saudi Red Crescent, and King Abdullah City for Atomic and Renewable Energy ▪ He has published a range of research papers in scientific journals specialized in computer networks and information systems GCC Board Directors Institute | 20 PARTICIPANT PROFILES Abdullah Al–Sheikh Board Secretary ▪ In addition to his position as Secretary General of the Board, Mr. Al-Sheikh also serves as the General Manager for Mergers & Acquisitions (M&A), SABIC Corporate Finance. He is responsible to translate agreed M&A strategic objectives into viable business project. He also monitors worldwide industrial development and business opportunities, and formulates Acquisition projects strategies and their integration process development. He manages the entire acquisition and joint venture or divesture process ▪ Mr. Al-Sheikh graduated from University of Oregon, Eugene, Oregon, U.S.A., 1983 with a degree in Bachelor of Science in Management ▪ He joined SABIC Technology Department in July, 1983 as Technology Licensing Specialist. In 1987 he became the Director of SABIC Research and Development Complex Project managed from The Netherlands. After three years, he was the Manager of Technology and Licensing. In 1990 he was assigned the position of Director of Industrial Investment Development. He was appointed Vice President for Strategic Planning in 1998 to 2001 ▪ Mr. Al-Sheikh is former member of the Board of Directors of SABIC Industrial Investment Company, SABIC Services Ltd., Saudi Industries Development Company (TATWEER), and Saudi Industrial Development Company, and National Industrial Gases Company ▪ He is currently a member of the Board of Directors of Jubail United Petrochemical Company (UNITED), a SABIC manufacturing affiliate, and SINOPEC SABIC Tianjin Petrochemical Company (SSTPC), a joint venture with Sinopec, China in addition to being a board member of the Saudi Red Crescent GCC Board Directors Institute | 21 PARTICIPANT PROFILES Abdulaziz Al-Habdan Board Member ▪ In addition to his position in SABIC, Abdulaziz Al-Habdan is assistant Governor for Insurance. He worked at GOSI for 30 years, until present, where he represented GOSI at various committees ▪ ▪ Mr. Al-Habdan holds a Masters of Administration Public Company Boards and Committees Memberships: • • • • Board member, Saudi French Bank Board member, STC Member, Nomination Committee and Executive Committee, Saudi French Bank Member, Nomination Committee and Review Committee, STC GCC Board Directors Institute | 22 PARTICIPANT PROFILES Ernesto Occhiello Executive Vice President, Technology & Innovation ▪ Ernesto joined SABIC as Executive Vice President, Technology & Innovation, on August 15, 2011. Prior to joining SABIC, Ernesto worked for Dow Chemical, EniChem and Montedison. Most of his career was in research and technology development for specialty and performance products. His experience also includes technical service, manufacturing leadership and acquisition integration ▪ Ernesto holds a Laurea in Chemistry with Honors from the University of Turin where he was also contract professor of Chemistry of Materials. He has co-authored two books, more than 100 papers and communications to congresses and is responsible for more than 45 patents. He has more than 120 citations in SciFinder and an h-index of 19. He has a strong history of leveraging innovation to achieve commercial success and fueling business growth in areas as diverse as propylene oxide manufacturing and formulations for wind energy GCC Board Directors Institute | 23 PARTICIPANT PROFILES Yousef Al-Zamel Executive Vice President, Corporate Strategy and Planning ▪ Mr. Al-Zamel was one of SABIC's first employees, joining when the company was formed in 1976. He has held various positions in SABIC's petrochemical, engineering, operations, and marketing departments – both in Saudi Arabia and the USA ▪ Prior to his current position, he has been the Executive Vice President, Chemicals Strategic Business Unit, Vice President for SABIC's fertilizers business and General Manager at the Saudi Arabian Fertilizer Marketing Company (SANAPIK) ▪ Mr. Al-Zamel earned a degree in chemical engineering at King Fahd University of Petroleum and Minerals GCC Board Directors Institute | 24 PARTICIPANT PROFILES Fahad Al-Sheaibi Executive Vice President, Corporate Human Resources ▪ Mr. Al-Sheaibi has held several positions within SABIC’s various business units. Before his present assignment, he was the Executive Vice President, Fertilizers since 2006. In 1998, within the framework of the strategic business units, he was appointed President, Polymers. Following the restructuring in 2002, he was appointed Vice President, PVC and Polyester ▪ He was also a Member of the Board of Directors of SABIC Europe Global Marketing Ltd. (SMEL/SGL), Member of the Board of Directors of SABIC Europe, Vice Chairman of Saudi Yanbu Petrochemicals Company (YANPET), Chairman of Al-Jubail Fertilizer Company (Al-BAYRONI), and Board Member of Al-Jubail Petrochemical Company (KEMYA). He was also a member of several executive committees within SABIC, including FANAR, EMDAD, and R&T ▪ Mr. Al-Sheabi is the board member of other key organizations including the Arabian Society of Human Resource Management (ASHRM) and Aluminum Bahrain (ALBA). He was earlier the Chairman of the Arab Fertilizers Association (AFA), and a Board Member of the International Fertilizers Association (IFA), West Asia ▪ Mr. Al-Sheaibi holds a Business Administration degree from King Saud University GCC Board Directors Institute | 25 PARTICIPANT PROFILES Uwaidh Al-Harethi Executive Vice President, Chemicals ▪ Mr. Al-Harethi has Lead sophisticated manufacturing and service organizations with P&L responsibility up to $4.6 billion and more than 2500 employees ▪ Uwaidh is a strategic visionary with a clear sense of purpose and urgency while facing the diverse situational challenges during periods of both declining sales and rapid growth ▪ Uwaidh Al-Harethi is skilled at establishing operational excellence within culturally diverse environments, translating conceptual models into specific growth strategies, and planning/executing multi-faceted global business development campaigns designed to improve market share, gross revenue and EBITDA. Key qualifications include but not limited to: • Global and cross culture Experience of Joint Ventures & Strategic Business Partnerships (Turkey & China) • Corporate Vision & Strategic/Operational Planning (SABIC 2025 revision) • Media Crises management (Turkey &China) • Projects Management (PSC of EOD, ACN & ABS) • Global EHS and Labor law (KSA, Turkey, China) • Capital Investment Planning & Financial Modeling (EOD & PC Projects) • Reorganization & Turnaround Management (PK, Turkey & China) • Acquisitions, Divestitures (Turkey SPI) • Re-engineering Operations & Process Improvement (PK & SPI) • Forecasting & Budgeting (Operating & Capital) • Energy Saving and Sustainability Studies (Turkey, PK & SSTPC China) Mr. Al-Harethi holds a Master in Business Administration (MBA) with a concentration in MIS from King Fahad University of Petroleum and Minerals GCC Board Directors Institute | 26 PARTICIPANT PROFILES Abdulaziz Al-Humaid Executive Vice President, Metals ▪ Before taking up his current post as Executive Vice-President, Metals in April 2009, Mr. Al-Humaid was the President of Saudi Iron and Steel Company. Earlier he was the President of Al Jubail Petrochemical Co. and National Industrial Gases Co. From 1996 to 2000, he was the Senior Vice President of Arabian Petrochemical Company, where he started his career in 1981. He is currently the Chairman of the Board of Saudi Iron and Steel Co. and the National Industrial Gases Company ▪ Mr. Al-Humaid is also on the board of Aluminium Bahrain, Gulf Aluminium Rolling Mill Co., Bahrain, and the Royal Commission Colleges and Institutes for Jubail and Yanbu ▪ He holds a Bachelor's degree in Chemical Engineering Science from the King Fahd University in Saudi Arabia GCC Board Directors Institute | 27 PARTICIPANT PROFILES Khaled Al-Mana Executive Vice President, Fertilizers ▪ Before his present assignment, Mr. Al-Mana was the Executive Vice President, Polymers ▪ Mr. Al-Mana joined SABIC’s Marketing Services and became the Regional Sales Manager for SABIC Singapore in 1993 and the Chief Representative of SABIC Far East Limited, Taiwan office in 1996. He became the General Manager of SABIC Far East Limited in Hong Kong in 1998, and eventually the General Manager of Regional Headquarters, SABIC Asia Pacific Limited, Singapore in 1999. In 2002 Mr. Al-Mana took the position of Vice President, Chemical Intermediates. Formerly, he was Chairman of SHARQ Board and Member of HADEED and Scientific Design Boards ▪ He currently serves as a Chairman of the Board for ARRAZI, he is a member of SABIC Technology and Innovation Executive Committee and Vice President for SABIC China Investments Activities ▪ Mr. Al-Mana holds a Bachelor in Engineering from the Meiji University in Tokyo, Japan and a Master's degree in Engineering from the National Taiwan University, Republic of China GCC Board Directors Institute | 28 PARTICIPANT PROFILES Mosaed Al-Ohali Executive Vice President, Polymers ▪ Prior to his current position, Mr. Al-Ohali was the Executive Vice President, Manufacturing. He was earlier the Chief Operating Officer of the SABIC Europe group. He has also held various positions in SABIC as Vice-President, Specialty Products and Vice-President, Fertilizers. He is also Chairman of the boards of the Saudi European Petrochemical Company (Ibn Zahr) and the Jubail United Petrochemical Company (United) ▪ Mr. Al-Ohali graduated from King Fahd University of Petroleum and Minerals, where he gained a Master's degree in chemical engineering GCC Board Directors Institute | 29 PARTICIPANT PROFILES Abdulrahman Al-Fageeh Executive Vice President, Performance Chemicals ▪ Mr. Al-Fageeh joined SABIC in 1985 as a Project Engineer and assumed his present position in February, 2014. He also holds the post of Chairman of three SABIC manufacturing affiliates – National Methanol Company (IBN SINA), Saudi Japanese Acrylonitrile Company (SHROUQ) and Saudi Arabian Methacrylate Company (SAMAC) ▪ Mr. Al-Fageeh has held several key posts within SABIC before his current assignment, including Vice President, Global Business LD/LL Polyethylene; General Manager, Operations & Planning, Basic Chemicals Strategic Business Unit; and General Manager Oxygenates ▪ He has also held various leadership positions at SABIC affiliates – President, Yanbu National Petrochemical Company (YANSAB), Chairman, Project Committee, YANSAB; Board Member, Arabian Petrochemical Company (PETROKEMYA); Vice Chairman, Saudi European Petrochemical Company (IBN ZAHR); and Board Member and Marketing Committee Member, Saudi Methanol Company (AR-RAZI) ▪ Mr. Al-Fageeh holds a Bachelor of Science Chemical Engineering degree from the King Saud University, Riyadh, and an MBA from Bradford University, UK GCC Board Directors Institute | 30 PARTICIPANT PROFILES Awadh Al-Maker Executive Vice President, Manufacturing ▪ Before his present assignment, Mr. Al-Maker has held several positions in SABIC and its manufacturing affiliates ▪ He joined SABIC’s manufacturing affiliate in Jubail, KEMYA, in August, 1989 where he held various posts at different times, last of which was General Manager, Manufacturing ▪ Early 2003, he moved to IBN RUSHD in Yanbu as General Manager for a year, and was elevated to the post of President in 2004 with the specific goal of bringing in change for sustainable profitability ▪ In November, 2009 he was appointed Manufacturing Vice President for Yanbu, leading the new organization and working with the area sites and the Sinopec SABIC Tianjin Petrochemical Company to establish the new Manufacturing concept ▪ In November, 2012 he moved to business as Polypropylene Business Vice President. In August, 2013 the PET Business Unit was added ▪ ▪ He currently also serves as Chairman of the Board for IBN RUSHD Mr. Al-Maker graduated as Chemical Engineer in 1989 from the King Saud University, Riyadh GCC Board Directors Institute | 31 PARTICIPANT PROFILES Omar Al-Amoudi Executive Vice President, Shared Services ▪ Mr. Omar A. Al-Amoudi has been the Executive Vice President, Shared Services, since January 1, 2013 ▪ Prior to his present post, he was the President of PETROKEMYA and IBN ZAHR. He was also the Chairman of the board of directors of SPECIALTY CHEM, and board member of IBN HAYYAN and IBN RUSHD ▪ He is also the Chairman of the board of directors of SAUDI KAYAN Company and ARRAZI Company and a board member of MARAFIQ Company ▪ Mr. Amoudi has a Bachelor of Science in Chemical Engineering from the King Fahd University of Petroleum and Minerals (KFUPM) and an MS Chemical Engineering from Drexel University, USA GCC Board Directors Institute | 32 PARTICIPANT PROFILES Lawrence Harnett Vice President and General Counsel ▪ Mr. Harnett is the Vice President & General Counsel of Saudi Basic Industries Corporation (SABIC), a position he has held since November 2009. In this capacity, Mr. Harnett leads the global Legal Affairs team for SABIC with responsibility for managing all of the Company’s legal and compliance-related activities. He also serves on the Board of Directors of SABIC Americas, Inc. ▪ Prior to assuming his current position, Mr. Harnett served as the General Counsel of the Innovative Plastics business unit of SABIC and its predecessor company, General Electric Plastics. Before joining GE, Mr. Harnett practiced law for 15 years with two international law firms in New York City ▪ Mr. Harnett graduated from the State University of New York at Albany with a Bachelor’s degree in Political Science and Economics. He then obtained a Juris Doctorate degree from the UCLA School of Law in Los Angeles GCC Board Directors Institute | 33 PARTICIPANT PROFILES Laurie Gallagher Sr. Director, Chief Counsel Compliance, International Trade and Litigation Counsel ▪ Laurie V. Gallagher is the Senior Director and Chief Counsel, Compliance, for Saudi Basic Industries Corp. (SABIC) ▪ Appointed to this position in 2009, her responsibilities include developing and managing a comprehensive global compliance program for SABIC, one of the world’s largest Petrochemical manufacturing businesses, as well as managing Litigation and International Trade ▪ From 2007 through 2009, Gallagher served as Senior Business Counsel to a $4 Billion business unit of SABIC. From 1994 through 2006, Gallagher held a series of positions in the General Electric Company, including Litigation Counsel, Six Sigma Black Belt for the Legal Department, and Senior Product Risk and Regulatory Counsel ▪ Prior to joining GE, Gallagher was an associate the law firm of Rabin & Garland in New York City ▪ Gallagher holds a B. A. from Hampshire College (1985) and a Juris Doctorate from Loyola University of Chicago (1992) GCC Board Directors Institute | 34 PARTICIPANT PROFILES Zubair Ali General Manager & Chief Counsel ▪ Zubair is based in Riyadh and joined SABIC in 2003. Zubair graduated from University College London in 1992 and was called to Bar in England & Wales in 1993. During his time at the Bar, he was given the opportunity to work in-house at Swiss Bank Corporation and has remained in house ever since, including stints at Enron and NCR in London before moving to Saudi Arabia. ▪ At SABIC, Zubair has performed a number of roles with increasing responsibility and was appointed Chief Counsel - KSA, Middle East & Africa in 2009 GCC Board Directors Institute | 35 PARTICIPANT PROFILES Faisal Al-Suwailem General Manager, Enterprise Risk Management ▪ Mr. Al-Suwailem assumed his present position on February 1, 2015 and responsible for Risk Management, Internal Controls, Credit and Insurance Management and Business Continuity Management. He is a member of SABIC Board Risk & Compliance Committee, the secretary of the Risk Management Committee of the Executive Committee (EXCOM), a member of Middle East and Africa Job Evaluation Committee, a member of SABIC Scholarship Program Interview and Selection Committee and the Middle East and Africa Compliance Helpline leader ▪ Mr. Al-Suwailem started his career within SABIC in the Internal Audit Department, and he played a significant role in establishing the Enterprise Risk Management; which is one of the key pillars of SABIC control functions ▪ Mr. Al-Suwailem holds a bachelor degree in Accounting and currently pursuing a Master of Business Administration (MBA) Degree through SABIC Executive MBA Program GCC Board Directors Institute | 36
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