Title: Announcement regarding issuance of Disciplinary Board Resolution No. (76/2024 Disciplinary Board) (52/2024 Authority), and imposition of a fine against:1- Palms Agro Production Company. 2- The Former Chief Executive Officer and Member of the Internal Audit Committee and Chairman of the Risk Committee. 3- The Former Chairman of the Internal Audit Committee. 4- The Former Chairman of the Internal Audit Committee. 5- Member of the Internal Audit Committee- and the Former Member and Chairman of the Risk Committee. 6- Member of the Internal Audit Committee- and The Former Member and Chairman of the Risk Committee. 7- The Former Member of the Internal Audit Committee. 8- The Former Member of the Internal Audit Committee. 9- The Former Member of the Risk Committee for violating the rules of Corporate Governance and Disclosure and Transparency

Announcement regarding issuance of Disciplinary Board Resolution No. (76/2024 Disciplinary Board) - (52/2024 Authority), and imposition of a fine against:1- Palms Agro Production Company. 2- The Former Chief Executive Officer and Member of the Internal Audit Committee and Chairman of the Risk Committee. 3- The Former Chairman of the Internal Audit Committee. 4- The Former Chairman of the Internal Audit Committee.5- Member of the Internal Audit Committee- and the Former Member and Chairman of the Risk Committee. 6- Member of the Internal Audit Committee- and The Former Member and Chairman of the Risk Committee. 7- The Former Member of the Internal Audit Committee. 8- The Former Member of the Internal Audit Committee. 9- The Former Member of the Risk Committee for violating the rules of Corporate Governance and Disclosure and Transparency

For the following reasons:

First: Palms Agro Production Company for violating the following:

1. The provision of Article (4-2-1) of Module Ten (Disclosure and Transparency) the Company delayed the disclosure of material information as shown in the table below:

2. The Provision of Article (11-1) of Module Fifteen (Corporate Governance) the Company did not provide continuous training and qualification programs for members of the Board of Directors and the Executive Management during 2021 and 2022.
3. The Provision of Article (11-4) of the Corporate Governance Module, whereby the Company did not evaluate the performance of each member of the Board and Directors and the Executive Management for 2022.
4. The Provision of Article (11-5) of the same Module, whereby the Company did not establish Key Performance Indicators (KPIs) to evaluate the Board of Directors and Executive Management during the 2021 and 2022.

Second: the former Chief Executive Manager for violating the provision of Article (5-2) of Module Fifteen (Corporate Governance) whereby he did not submit a written undertaking to the Board of Directors regarding the integrity and fairness of the financial reports for the periods ending on 31/12/2021 and 31/12/2022.

Third: the former members of the Internal Audit Committee:

1. Chairman of the Committee
2. Chairman of the Committee
3. Member of the Committee
4. Member of the Committee
5. Member of the Committee
6. Member of the Committee
7. Member of the Committee

For violating the provision of Item (1) of Article (5-7) of Module Fifteen (Corporate Governance) the committee – at the time of their membership- did not review the periodical financial statements of the Company of 2020, 2021, including the following:

First quarter 2020       Second quarter 2020

Third quarter 2020      Fourth quarter 2020

First quarter 2021       Fourth quarter 2021

Fourth: the former members of the Risk Committee:

1. Chairman of the Risk Committee
2. Member and Chairman of the Risk Committee
3. Member of the Risk Committee
4. Member of the Risk Committee

For violating the provision of Item (2) of Article (6-3) and Item (8) of Article (6-5) of Module Fifteen (Corporate Governance) the Risk Department and the Risk Committee- at the time of their membership- did not produce risk reports from 2021 until the end of the inspection.

The Resolution included the infliction of the following penalty: -
“First: Levying a fine against Palms Agro Production Company in the amount of KWD 5000 (five thousand Kuwaiti dinars) for the first violation, and the amount of KWD 10,000 (ten thousand Kuwaiti dinars) for the second, third, and fourth violations due to correlation.

Second: Levying a fine against The Former Chief Executive Officer and Member of the Internal Audit Committee and Chairman of the Risk Committee in the amount of KWD 10,000 (ten thousand Kuwaiti dinars) for the attributed violations.

Third: Levying a fine against each of:

1. Former Member of the Internal Audit Committee and Former Member of the Risk Committee.
2. Former Member of the Internal Audit Committee and Former Chairman and Member of the Risk Committee.

The amount of KWD 5,000 (five thousand Kuwaiti dinars) for each of them for the attributed violations.

Fourth: Levying a fine against each of:

1. Former Chairman of the Internal Audit Committee.
2. Former Chairman of the Internal Audit Committee.
3. Former Member of the Internal Audit Committee.
4. Former Member of the Internal Audit Committee.

The amount of KWD 3,000 (three thousand Kuwaiti dinars) for each of them for the attributed violations.

Fifth: Levying a fine against the Former Member of the Risk Committee in the amount of KWD 2000 (two thousand Kuwaiti dinars) for the attributed violation.

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.