A listed company needs more than a governance code on a shelf: the Capital Market Authority expects company-specific governance rules, committee charters approved by shareholders, and written policies on remuneration, conflicts of interest, disclosure and professional conduct that are actually applied and reviewed. Usus Law Firm drafts, reviews and updates these documents for listed, closed joint stock and family companies, in line with the Corporate Governance Regulations and the Companies Law.
Quick answer
Usus Law Firm drafts company governance codes, audit, remuneration and nomination committee charters, and remuneration, conflict of interest, conduct and disclosure policies for listed, closed and family companies under the CMA Corporate Governance Regulations.
- Committee charters are issued by the general assembly on the board’s proposal.
- Phone and WhatsApp: +966 53 034 9349.
Last updated:
Documents we draft
| Document | Basis in the Corporate Governance Regulations |
|---|---|
| Company governance code | Set by the board without conflicting with mandatory rules, monitored and updated (Art. 91) |
| Audit committee charter | Issued by the general assembly on the board’s proposal |
| Remuneration committee charter and remuneration policy | Non-executive members with at least one independent (Art. 57); a clear policy for board, committee and executive pay |
| Nomination committee charter and membership policies | Charter issued by the general assembly (Art. 61); clear criteria for board and executive membership (Art. 62) |
| Conflict of interest policy | Art. 41 |
| Professional conduct policy | Art. 83 |
| Disclosure policies and procedures | Art. 86 |
| Whistleblowing mechanism | Set by the audit committee for confidential employee reports (Art. 55) |
How we work
- Gap assessment: we read the bylaws and existing documents against the mandatory rules.
- Drafting: documents fitted to the company’s size and business, not copied templates.
- Approval: we prepare what goes to the board and what needs general assembly approval.
- Follow-up: periodic review when laws or regulations change.
Who leads the work
The work is led by Khaled Elnaggar, Director of Usus Law Firm. He served as General Manager of Legal Affairs, Governance and Compliance at Tabuk Agricultural Development Company, a listed joint stock company, from 2015 to April 2025, and was a member of its governance, risk and compliance committee. He holds the Certified Compliance Officer certificate from the Riyadh Financial Academy and a master’s degree in law. See also his article on liability claims against the board.
Frequently asked questions
Which documents does a listed company need?
A company governance code; audit, remuneration and nomination committee charters; remuneration, conflict of interest, conduct and disclosure policies; and a whistleblowing mechanism.
Who approves the audit committee charter?
The general assembly, on the board’s proposal.
Do you work with unlisted companies?
Yes, closed joint stock and family companies, scaled to their size to reduce partner disputes.
See our corporate governance service and commercial and corporate lawyer in Riyadh. Riyadh office: +966 53 034 9349.