Overview

Commitment to Governance

Trolley General Trading Company is committed to applying the corporate governance rules and principles issued by the Capital Markets Authority (CMA) and the requirements of Boursa Kuwait, in a manner that enhances transparency, protects shareholders’ and stakeholders’ rights, and supports sustainability and improved institutional performance.
The Company’s governance framework is based on the provisions of Book Fifteen (Corporate Governance) of the Executive Bylaws of Law No. (7) of 2010, and the principle of Comply or Explain.

 

First: Regulatory Governance Framework

The Company’s governance framework is based on:

  • Laws, regulations, and resolutions issued by the Capital Markets Authority.
  • Listing, disclosure, and transparency rules applicable at Boursa Kuwait.
  • Recognized best practices in corporate governance.
  • Periodic disclosure of the level of compliance with corporate governance rules through annual governance reports.

 

Second: Board of Directors

The Board of Directors assumes ultimate responsibility for directing and overseeing the Company’s business. It ensures a balanced board structure that separates supervisory and executive responsibilities and promotes independence and efficiency. The Board’s responsibilities include:

  • Approving the Company’s overall strategy and key policies.
  • Overseeing the integrity of financial reporting.
  • Supervising risk management and internal control systems.
  • Ensuring compliance with applicable laws and regulations.
  • Promoting a culture of integrity and sound governance.

Board of Directors Composition

The Board of Directors of Trolley General Trading Company consists of the following members:

  1. Mr. Faisal Yaqoub Boodai Chairman of the Board
  2. Mr. Mohammed Yaqoub Boodai Vice Chairman of the Board and Chief Executive Officer
  3. Mr. Mishari Ayman Boodai Board Member – Non-Executive
  4. Sheikh Fahad Hamad Al-Sabah Board Member – Non-Executive
  5. Mr. Mohammed Jassim Al-Mousa Board Member – Independent
  6. Mr. Saleh Mohammed Al-Roumi Board Member – Independent
  7. Ms. Rafeeda Yaqoub Boodai Board Member – Non-Executive
  8. Mr. Fawaz Yaqoub Boodai Board Member – Executive
  9. Mr. Tarek Shawky Shalabi Board Secretary

 

 

Third: Board Committees

To enhance the effectiveness of the Board and strengthen governance practices, the Board has established specialized committees operating under approved written charters:

1. Audit Committee

The Audit Committee oversees the integrity of financial statements, internal control systems, and internal and external audit activities. Its members are:

  • Mr. Mohammed Jassim Mohammed Othman Al-Mousa
  • Sheikh Fahad Hamad Abdullah Al-Sabah
  • Mr. Saleh Mohammed Khaled Al-Roumi

2. Risk Committee

The Risk Committee is responsible for overseeing the Company’s risk management framework and risk appetite. Its members are:

  • Mr. Mohammed Yaqoub Abdullah Boodai
  • Ms. Rafeeda Yaqoub Abdullah Boodai
  • Mr. Mohammed Jassim Mohammed Othman Al-Mousa
  • Sheikh Fahad Hamad Abdullah Al-Sabah

3. Nomination and Remuneration Committee

The Committee is responsible for establishing nomination and remuneration policies and ensuring alignment with the Company’s strategy and performance. Its members are:

  • Mr. Faisal Yaqoub Abdullah Boodai
  • Mr. Mishari Ayman Abdullah Boodai
  • Mr. Fawaz Yaqoub Abdullah Boodai
  • Mr. Mohammed Jassim Mohammed Othman Al-Mousa
  • Mr. Saleh Mohammed Khaled Al-Roumi

4. Executive Committee

The Executive Committee supports the Board in monitoring the implementation of strategic decisions. Its members are:

  • Mr. Faisal Yaqoub Abdullah Boodai
  • Mr. Mohammed Yaqoub Abdullah Boodai
  • Mr. Mohammed Jassim Mohammed Othman Al-Mousa
  • Sheikh Fahad Hamad Abdullah Al-Sabah

 

Fourth: Executive Management

Executive Management is responsible for managing the Company’s day-to-day operations and implementing the strategy approved by the Board within delegated authorities, ensuring operational efficiency and regulatory compliance.

Executive Management Composition

  • Chief Executive Officer: Mr. Mohammed Yaqoub Boodai
  • Deputy Chief Executive Officer: Mr. Peter Adel Gabra
  • Group Chief Financial Officer: Mr. Amgad Fikry Kamel
  • Executive Board Member: Mr. Fawaz Yaqoub Boodai

 

 

Fifth overview of Control Functions:

 

Trolley General Trading Company adopts an integrated framework for control functions aimed at strengthening corporate governance, enhancing risk management, ensuring regulatory compliance, safeguarding the Company’s assets, and supporting the integrity of financial and operational reporting.
The control functions operate independently yet in a coordinated manner, under the oversight of the Board of Directors and its relevant committees, thereby reinforcing accountability and stakeholder confidence.

 

Risk Management and Internal Control

The Company adopts sound systems for risk management and internal control aimed at identifying, assessing, and monitoring material risks, ensuring business continuity, safeguarding assets, and supporting the integrity of financial reporting.

 

Internal Audit Function

The Internal Audit Function provides independent and objective assurance to the Board of Directors and the Audit Committee regarding the effectiveness of internal controls, risk management, and governance processes. The function operates in accordance with an annual plan approved by the Audit Committee, and its responsibilities include:

  • Assessing the adequacy and effectiveness of internal controls and operational processes.
  • Verifying compliance with approved policies and procedures.
  • Reviewing the reliability and integrity of financial and operational information.
  • Reporting findings and recommendations to the Audit Committee and following up on corrective actions.

 

Regulatory Compliance Function

Trolley committed to maintaining an independent Regulatory Compliance Function to ensure full compliance with laws, regulations, and instructions issued by the Capital Markets Authority, Boursa Kuwait, and other relevant regulatory bodies. Its responsibilities include:

  • Monitoring compliance with regulatory and legal requirements.
  • Providing regulatory advice to the Board and Executive Management.
  • Tracking regulatory developments and assessing their impact on the Company.
  • Preparing periodic compliance reports for submission to the competent authorities.
  • Promoting a culture of compliance and sound governance across the Company.

Sixth Overview of Corporate Governance Practices

Trolley adopts a comprehensive and structured approach to corporate governance practices, aimed at promoting transparency, accountability, and integrity, ensuring a clear balance between the roles of the Board of Directors and Executive Management, and safeguarding the rights of shareholders and stakeholders.
The Company views corporate governance as a practical, value-adding framework that supports sound decision-making, effective risk management, strong regulatory compliance, and sustainable long-term performance, in line with applicable laws, regulations, and recognized best practices.

Key Pillars of the Governance Framework

Professional Conduct and Business Ethics
The Company is committed to promoting professional conduct and ethical values through the adoption of a Code of Business Ethics, effective management of conflicts of interest, and adherence to principles of integrity and transparency across all its activities.

Disclosure and Transparency
Trolley General Trading Company ensures accurate and timely disclosure of material information, guaranteeing fair and equal access to information for all shareholders and stakeholders, in accordance with applicable regulatory requirements.

Shareholders’ and Stakeholders’ Rights
The Company respects the rights of shareholders and stakeholders, ensures equal treatment, enables shareholders to exercise their rights, and recognizes the role of stakeholders while safeguarding their legitimate interests.

Corporate Social Responsibility and Sustainability
Trolley General Trading Company recognizes the importance of its role in supporting the community and achieving sustainable development, and is committed to corporate social responsibility through:

  • Adhering to the highest standards of ethical conduct and corporate responsibility.
  • Providing a safe, fair, and supportive working environment for employees.
  • Supporting community and environmental initiatives with positive social impact.
  • Integrating sustainability principles into the Company’s operations and activities to create long-term value for shareholders and society.


Investor Relations

  • Trolley General Trading Company is committed to building transparent and sustainable relationships with its investors, shareholders, and stakeholders by adhering to the highest standards of disclosure and corporate governance, and by providing accurate and timely information that supports informed investment decision-making.

    The Investor Relations function aims to ensure effective communication with investors and equal access to material information related to the Company’s performance, strategy, and outlook, in line with the requirements of the Capital Markets Authority and Boursa Kuwait, as well as recognized best practices.

     

    Investor Calendar

    The Company publishes an Investor Calendar outlining key events and important dates, including:

    • Ordinary and Extraordinary General Assembly Meetings.
    • Periodic financial results announcement dates.
    • Other material events relevant to investors.

    The Investor Calendar is updated on a regular basis to ensure investors are kept informed of key developments in a timely manner.

     

    Disclosures

    Trolley General Trading Company is committed to accurate and timely disclosure of all material information in accordance with the requirements of the Capital Markets Authority and Boursa Kuwait, ensuring transparency, fairness, and equal access to information for all investors.

    Disclosures include, without limitation:

    • Periodic disclosures.
    • Immediate disclosures of material events.
    • Any other disclosures required under applicable regulatory frameworks.

     

    Periodic Reports

    The Company issues periodic reports that reflect its financial and operational performance, including:

    • Annual reports.
    • Semi-annual reports.
    • Corporate governance reports.
    • Any other reports required by regulatory authorities.

     

    Financial Statements

    Trolley General Trading Company provides its financial information in a clear and structured manner, including:

    • Audited financial statements.
    • Periodic financial reports.
    • Relevant notes and disclosures.

    The financial statements are prepared in accordance with applicable accounting standards and are reviewed by independent external auditors.

     

    Contact Investor Relations

    The Company maintains clear and effective communication channels through its Investor Relations function, which serves as the primary point of contact for investors’ inquiries, within the applicable regulatory framework.

    Contact details for Investor Relations are published on the Company’s website.

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