Refer to chapter (1) and chapter (2) of Part (2) of the Corporate Governance Regulations for shareholders rights.

It means the ability to influence actions or decisions of another person directly, indirectly, individually or collectively with a relative or an affiliate through: (A) owning %30 or more of the voting rights in a company, (B) having the right to appoint %30 or more of the administrative team members.

Without prejudice to the competencies of the General Assembly as per the Companies Law and Its Implementing Regulations and the Company’s bylaws, the Board shall have the broadest powers in managing the Company and guiding its activities to achieve its objectives. Among the main functions and competencies of the Board are the following-but not limited to-: 1) laying down the plans, policies, strategies and main objectives of the Company; supervising their implementation and reviewing them periodically; . And, ensuring that the human and financial resources required to fulfill them are available, 2) setting rules and procedures for internal control and generally overseeing them. 3) setting forth specific and explicit policies, standards and procedures for membership in the Board, without prejudice to the mandatory provisions of these Regulations, and implementing them following approval by the General Assembly; 4) developing a written policy that regulates the relationship with Stakeholders pursuant to the provisions of these Regulations; 5) supervising the management of the Company’s finances, its cash flows as well as its financial and credit relationships with third parties; 6) developing effective communication channels allowing shareholders to continuously and periodically review the various aspects of the Company's businesses as well as any material developments; 7) specifying the types of remunerations granted to the Company's employees, such as fixed remunerations, remunerations linked to performance and remunerations in the form of shares without prejudice to the Regulatory Rules and Procedures issued pursuant to the Companies Law related to Listed Joint Stock Companies. Article (22) of the Corporate Governance Regulations can be referenced for detailed review of the main functions of the Board.

In respect to Article (30) of these Regulations, an Independent Director of the Board shall effectively participate in the following duties: 1) expressing his/her independent opinion in respect of strategic issues and the Company’s policies and performance and appointing members of the Executive Management; 2) ensuring that the interest of the Company and its shareholders are taken into account and given priority in case of any conflicts of interest; 3) overseeing the development of the Company’s Corporate Governance rules, and monitoring the implementation of the rules by the Executive Management.

The following shall be deemed a participation in any business that may compete with the Company or any of its activities: 1) the Board members’ establishing a company or a sole proprietorship or the ownership of a controlling percentage of shares or stakes in a Company or any other entity engages in business activities that are similar to the activities of the Company or its group. 2) accepting membership in the Board of a Company, an entity that competing with the Company or its group, or managing the affairs of a competing sole proprietorship or any competing company of any form. 3) the Board member’s acting as an overt or covert commercial agent for another company or entity competing with the Company or its group.

A Company may combine remuneration and nomination committees into one committee named remuneration and nomination committee. In such case, the remuneration and nomination committee must satisfy the requirements related to any of them as set forth in Chapter 3 and 4 of Part 4 of the Corporate Governance Regulations, and exercise all the powers set forth in Article (61) and (65) of Corporate Governance Regulations, provided that the committee convenes periodically at least every six months.

A Company shall retain all minutes, documents, reports and other papers required to be maintained in the Company's head office for at least ten years as per these Regulations. This shall include the Board report and audit committee report. Without prejudice to this period, a Company, in case of any lawsuit (filed or threatened to be filed) or ongoing claim or any investigation relating to those minutes, documents, reports and other papers, shall maintain them until the end of the ongoing lawsuit, claim or i

After obtaining a non-objection from the Authority, the company shall announce the date, place and agenda of the General Assembly at least ten days prior to the date thereof; the invitation shall be published on the website of the Exchange, the Company's website and in a daily newspaper distributed in the province where the Company's head office is located and in accordance with the Instructions for listed companies announcements. The Company may invite for a General and\or Special Shareholders' Assemblies to convene using methods of modern technologies.

Paragraph (b) of Article (13) of the Corporate Governance Regulations stipulates that: "The Ordinary General Assembly shall convene at least once per year within the six months following the end of the Company's financial year." and paragraph (c) of Article (13) of the Corporate Governance Regulations stipulates that:" The General and Special Shareholders' Assemblies shall convene upon an invitation from the Board in accordance with the situations stated in the Companies Law and Its Implementing Regulations and the Company’s bylaws. The Board shall invite the Ordinary General Assembly to convene upon the request of the external auditor, the audit committee or a number of shareholders holding shares equal to at least (5%) of the share capital of the Company. The external auditor may invite the Assembly to convene if the Board does not invite the Assembly within thirty days from the date of the external auditor's request."

The Ordinary General Assembly will be valid if attended by shareholders representing a quarter of the Company's capital at least, unless the Company's bylaws did not provide a highest percentage, but provided that no more than half. If such quorum is not available, a second meeting shall be convened at least (30) days after the first meeting. However, the second meeting may be held one hour after the end of the period specified for the first meeting, provided that such bylaws permits that, and the call for the convening of the first meeting include the announcement stating the possibility of holding such a meeting. In all cases, the second meeting shall be valid regardless of the number of shares represented therein, in accordance with Article 93 of the Companies Law.

Paragrapg (c) of Article (9) of the Corporate Governance Regulations stipulates that: "the shareholder is entitled to receive his/her share of dividends as per the decision of the General Assembly in respect of the distribution of dividends to shareholders or the Board resolution on distributing interim dividends. The resolution shall specify the record date and the distribution date provided that the resolution shall be executed as per the Regulatory Rules and Procedures issued pursuant to the Companies Law related to Listed Joint Stock Companies."

Each type of Assembly has specific competencies and can be founded in Articles 11 and 12 of the Corporate Governance Regulations.

In the event of a shareholder desire to run for membership, a nomination announcement shall be published on the websites of the Company and the Exchange and through any other medium specified by the Authority; to invite persons wishing to be nominated to the membership of the Board.

Yes, board members are entitled to vote on the items of a General Assembly except voting on a decision taken by the Board or the General Assembly with respect to transactions and contracts that are executed for the Company's account, if he/she has a direct or indirect interest therein.

Paragraph (h) of the aforementioned Article relating to ownership in listed companies has been stipulated in paragraph (f) of the same article, so that the meaning of paragraph (f) mentioned is all forms of companies other than listed companies.