Corporate Governance

Strong governance and commitment to accountability and transparency are central to how Sohar Aluminium operates

Strong governance and commitment to accountability and transparency are central to how Sohar Aluminium operates. Sohar Aluminium has developed and implemented world class management and oversight systems to improve the efficiency, transparency, and quality of its operations at every level; operational decisions are guided by the Board of Directors and the Executive Committee.

 

Corporate Governance

Sohar Aluminium operates under the direction of the company’s Board of Directors; the Board of Directors contains five directors representing the stakeholder companies. Sohar Aluminium’s Chief Executive Officer, Chief Operating Officer and Chief Financial Officer attend quarterly board meetings. Effective 19 February 2012, Oman Oil Company’s representative serves as the Chairman of the Board. Board members have fixed terms and compensation, as defined in the shareholders’ agreement.

 

Sohar Aluminium Executive Committee (ExCo) is responsible for the daily management of the company’s operations. Composed of four members including the Chief Executive Officer (CEO), Chief Financial Officer (CFO), Chief Operating Officer (COO), and Operations General Manager (GM), the ExCo meets on a daily basis to discuss the company’s progress against the SA Business Strategy. In this way, the ExCo has acute engagement with sustainability topics.

 

COMMITTEES OF THE BOARD

There are three subcommittees reporting to the board:

1. Finance Audit and Risk Committee;

2. Human Resources Committee;

3. Business Review Committee.

 

The Finance Audit and Risk Committee (FinCo), represented by one member from each Shareholder and the Chief Financial Officer of Sohar Aluminium, considers and reviews all finance, risk and audit related matters which are to be presented to the Board for approval and indicates its support or otherwise in regard to such matters. The Committee also acts as the Audit Committee of the company. The FinCo meets every quarter.

 

The Human Resources Committee (HRC) is represented by one member from each Shareholder and the Chief Executive Officer of Sohar Aluminium. In addition, the Human Resources Administration Manager of Sohar Aluminium serves as the Secretary to the meeting. The Committee supports and advises the Board on all Human Resources related matters. The HRC meets twice a year.

 

The Business Review Committee (BRC) is represented by a minimum of one member from each Shareholder, together with the Chief Operating Officer, Operations General Manager and Chief Financial Officer of Sohar Aluminium. The Committee meets prior to the scheduled Board meetings, to consider and review significant capital expenditure, proposed capital planned items, technical review and plant operational performance. As output, the Committee prepares a paper for the Board’s consideration indicating its support, or otherwise, in regard to such matters. The BRC meets twice a year.

 

Corporate Audits

A number of audits are conducted on an annual or ad-hoc basis to ensure the effectiveness and efficiency of our operations, reliability of financial reporting and compliance with laws, regulations and standards. Independent audits are supplemented by Sohar Aluminium’s structured and periodic audit and evaluation of our internal controls and management systems. These audits help us to meet and surpass our objectives, which include product quality and sound operational and financial performance. Some of the important audits performed during the year include:

1. External Quality, Environmental, Health and Safety audits are held annually to benchmark the company’s performance against international standards including ISO 9001:2008, ISO 14001:2004 and OHSAS 18001:2007.

2. External Insurance Audits undertaken on behalf of the lenders and insurers.

3. External Audits in line with the International Financial Reporting Standards and Omani law.

4. Annual operational audits performed by an external expert on behalf of the lenders.

5. Ad-hoc Technical Audits with the support of external or Rio Tinto experts.