Title: Announcement regarding issuance of Disciplinary Board Resolution No. (92/2021 Disciplinary Board) (62/2021 Authority) and imposition of a fine of 6 thousand Dinars against each of 1- Taameer Real Estate Investment Company, 2- Mr. Ziad Ahmad Alduaij- Chairman of the Board of Directors of Taameer Real Estate Investment Company

Announcement regarding issuance of Disciplinary Board Resolution No. (92/2021 Disciplinary Board) (62/2021 Authority) and imposition of a fine of 6 thousand Dinars against each of 1- Taameer Real Estate Investment Company, 2- Mr. Ziad Ahmad Alduaij- Chairman of the Board of Directors of Taameer Real Estate Investment Company for violating the rules of Disclosure and Transparency and the Corporate Governance.

For the following reasons:

First: Taameer Real Estate Investment Company violated the following:
1- Provision of Article (4-2-1) of Module Ten (Disclosure and Transparency) of the Executive Bylaws of Law No. (7) of 2010 and their amendments for the following:

1. The Company disclosed the lawsuit filed by one of the subsidiaries on 04/11/2019, provided that the case was filed on 26/8/2019.
2. The Company disclosed the administrative resolution issued by the undersecretary of the Ministry of Finance in the State of Kuwait on the evacuation of the building it is benefiting from on 1/9/2020, provided that the resolution was issued on 17/8/2020.
3. On 7/5/2019, the Company disclosed the external auditor’s apology for not providing the services of auditing and revision to the Company for the financial year ending on 31/12/2019, provided that it was notified of the apology letter on 28/4/2019.

2- Provision of Item (4) of Article (6-3) of Module Fifteen (Corporate Governance) of the Executive Bylaws of Law No. (7) of 2010 and their amendments for the following:

The Company failed to have a risk management officer since 2015.

3- Provision of Item (3) of Article (6-5) of Module Fifteen (Corporate Governance) of the Executive Bylaws of Law No. (7) of 2010 and their amendments for the following:

The Company purchased one of the real estate investments in the following form:

• On 19/9/2018, the Company signed a contract of purchasing the mentioned investment in the amount of KWD 5,000,000 (five million Kuwaiti Dinars only).
• The Company paid an amount of KWD 3,815,000 (three million, eight hundred and fifteen thousand Kuwaiti Dinars only) of the purchase value of the mentioned investment.
• The Company was not able to pay up the last payment of the purchase value of the mentioned investment that was KWD 1,185,000 (one million, one hundred and eighty-five thousand Kuwaiti Dinars only), which was supposed to be paid on 31/12/2020.
• Paying up of the last payment was postponed to 31/12/2022.
• Ownership of the mentioned investment was not transferred to the Company to date.

-  The risk management committee that affiliates from the Company’s Board of Directors did not monitor such risks and submit recommendation thereon to the mentioned board.

4- Provision of Item (2) of Article (6-7) of Module Fifteen (Corporate Governance) of the Executive Bylaws of Law No. (7) of 2010 and their amendments for the following:

The Company failed to have a manager of internal audit department since 2015 to date.

Second: Mr. Ziad Ahmad Alduaij- in his capacity as the Chairman of the Board of Directors of Taameer Real Estate Investment Company violated the following:

1- Provision of Article (3-1) of Module Fifteen (Corporate Governance) of the Executive Bylaws of Law No. (7) of 2010 and their amendments,

2- Provision of Item (1) of Article (3-7) of Module Fifteen (Corporate Governance) of the Executive Bylaws of Law No. (7) of 2010 and their amendments:

In his mentioned capacity, he did not prepare or approve any emergency plans or business continuity plans, despite the importance of such policies within the difficult economic circumstances that now encircle the world as a result of the Coronavirus pandemic.

The Resolution included the infliction of the following penalty: -

“First: - Taameer Real Estate Investment Company is fined an amount of one thousand Dinars for each of the violations attributed to it.

Second: Mr. Ziad Ahmad Alduaij- in his capacity as the Chairman of the Board of Directors of Taameer Real Estate Investment Company is fined an amount of one thousand Dinars for the violation attributed to him.”

In this regard, the CMA emphasizes the implementation of CMA Law and its Executive Bylaws on all persons dealing in securities activities, and urges them to comply with these rules in order to promote investors' confidence, create a sound investment environment, and implement the Law according to the principles of fairness, transparency, and integrity in line with the best international practice.