What is Board of Directors’ Report?
The board of directors’ report is the annual narrative document in which the board explains the company’s performance, strategy, governance, and risks to shareholders. It is published alongside the financial statements and forms part of the annual report.
How It Works
- Covers business review, results, dividends, and outlook
- Discloses board composition, committees, attendance, and remuneration
- Includes governance practices, internal control statement, and risk management
- Required for listed companies under CMA Corporate Governance Regulations
- Reviewed and approved by the board before submission to the general assembly
Saudi Context
In Saudi Arabia the CMA prescribes the contents of the board report for Tadawul-listed companies, including detailed disclosures on related-party transactions, board attendance, and the implementation of governance regulations. The report is filed with Tadawul ahead of the annual general assembly.
Example
A Tadawul-listed Saudi bank publishes its annual board report covering: financial highlights (net income SAR 2.5B), strategic progress against Vision 2030 targets, risk overview, board composition (9 members including 3 independent), committee activity, and a detailed remuneration table. Shareholders receive it 21 days before the AGM.