Governance
A set of rules and procedures aimed at achieving quality and excellence in administrative performance by organizing the relationships between the parties influencing the organization, such as management, shareholders, and stakeholders. We also aim to enhance transparency, fairness, and accountability, which helps the organization achieve its objectives efficiently and sustainably.
Types of governance include corporate governance, which focuses on managing the business entity, and information technology governance, which aims to improve the management of digital resources and reduce risks.
What the service covers
- Building a governance framework for unlisted and family companies: structure, authorities, and the separation of ownership from management.
- Preparing governance manuals, policies and internal regulations drafted to be applied, not displayed.
- Forming committees — including the audit committee — with their charters and terms of reference.
- A delegation of authority matrix with financial and administrative approval limits.
- Conflict of interest policies, related party transactions and their disclosure.
- Assessing the current position and identifying gaps before any document is drafted.
The problem we see most often
Many businesses hold written governance manuals that are not applied: authorities on paper that differ from what actually happens, committees formed that do not meet, and conflict of interest policies unknown to those they apply to. The result is worse than having no documents at all, because their existence documents the breach rather than preventing it.
We therefore start from the current position: who actually approves what, where decisions are taken, and what is documented versus what passes verbally — and then build a framework that reflects the entity’s reality and raises it, rather than one copied from another business.
Who this is for
- Family companies moving from owner-led to institutional management.
- Companies about to admit a partner or investor who requires a governance framework.
- Unlisted companies that want governance applied in substance rather than in form.
- Associations and non-profit foundations.
- Entities bidding for tenders that require a documented governance framework.
Statutory obligations tied directly to governance
- Holding the ordinary general assembly at least once during the six months following the end of the financial year.
- Appointing an auditor — mandatory by default, with exemption an exception conditional on quantitative thresholds and on a declaration submitted at filing.
- Filing financial statements within six months of year end through the Qawaem platform.
- Addressing accumulated losses once they reach half of capital — a duty falling on the manager within a defined period, and one whose rule changed materially under the Companies Law in force.
These are not administrative items. Breach of them creates liability for whoever manages the company.
What you receive
- An assessment report on the current position and its gaps.
- The governance manual and its associated policies and regulations.
- Committee charters and the delegation of authority matrix.
- An implementation plan with phases, owners and dates — not general recommendations.
Related detailed guides
- Accumulated losses reaching half of capital — what the manager must do
- When must a Saudi company appoint an auditor?
- Filing financial statements on Qawaem
- Conflicts of interest and related-party transactions under the new Companies Law
- Audit committees and internal audit in unlisted companies
- The family charter under the new Companies Law
Frequently asked questions
We are unlisted — does governance apply to us?
The corporate governance regulations for listed companies do not apply to you by virtue of listing, but the Companies Law obligations apply to every company. For most of our clients the driver is not compulsion but need: admitting a partner, separating ownership from management, or a counterparty requirement.
Do you only deliver documents?
No. A document that is not applied is a liability, not an asset, so the work includes an implementation plan with owners and dates.
Do you work in both languages?
Yes — governance documents in Arabic and English where required.