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Corporate Governance

The Board recognizes that good corporate governance practice is a vital ingredient in the creation and deliverance of sustainable Shareholder value.


 

INTRODUCTION

Corporate Governance is a method of developing and enforcing regulatory measures in order to seek more controlled and accountable management in line with international best practices.   It also ensures there are clear guidelines and greater transparency for the Board of Directors, including key responsibilities and expectations.   It should instill a culture where the Board of Directors and the Executive Management contemplate the impact of their decisions prior to implementation to consider the interests of the Shareholders and others.

The Corporate Governance Manual is a framework that has been designed to comply with GULF ALUMINIUM ROLLING MILL BSC (Closed), “GARMCO” or the “Company” Memorandum and Articles of Associations, the Commercial Companies Law of the Kingdom of Bahrain (the “Companies Law”), and with international best practices and with the Corporate Governance Code of the Kingdom of Bahrain (“the Code”).   At GARMCO we are committed to sound corporate governance principles.

 

SHAREHOLDERS

Purpose

The Company has devised policies on equitable treatment of shareholders in recognition of the importance of protecting their rights and interests as per Company’s corporate governance framework.

BOARD OF DIRECTORS

The powers of the Board are those set out in various sections of the Company's Memorandum & Article of Associations (the “Articles”), those set out in the Code, Charter and those matters reserved to the Board in the 'Schedule of Authority' document approved by the Board from time to time.

 

None of the directors is to hold any shares in GARMCO. 

Role of the Board

·         Exercise all powers and perform all acts necessary for the management of the Company in conformity with its objectives, within the bounds of the Law, the Articles, and resolutions of the General Meetings.

·         Form Committees, appoint their members, and specify their powers and remuneration.

·         Maintain effective oversight of the Company by regularly monitoring strategies and key business activities and providing directives to Management directly through the Board and also through the (3) Board sub-committees:

 

1)      Audit, Risk and Corporate Governance Committee  (ARCGC)

2)      Strategy and Performance Review Committee (SPRC), and

3)      Nomination and Remuneration Committee (NRC). 

 

·         Review and approve company policies, appoint or remove General Managers or Officers, determine their duties and set their remuneration (including incentive programs).

·         Purchase, sell, withdraw funds and securities owned by the Company, apply for finance, issue debentures, securities, give guarantees to third parties, give authorization to institute actions and defend the interests of the Company before the judiciary, enter into agreements for conciliation and arbitration, waive the Company's priority rights, and decide on the use of company funds.

·         Monitor conflicts of interest and prevent abusive related party transactions.

·         Assure equitable treatment of shareholders including minority shareholders.

·         Approve the appointment of the Subsidiaries’ Directors. 

GARMCO has in place the following documents:

-          Charter of the Board of Directors

-          Charter of the Audit, Risk and Corporate Governance Committee 

-          Charter of the Strategy and Performance Review Committee

-          Charter of the Nomination and Remuneration Committee

-          Remuneration Policy

-          Corporate Governance Manual

-          Directors Code of Conduct

-          Dividend Policy


 

The Board seeks to ensure that the Management strikes an appropriate balance between long-term growth and the short-term objectives.

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Global Presence
World continents
Garmco USA
360 West Plant Street, Suite 203,
Winter Garden, FL 34787, USA.
  +972-762-8262      
Contact: Jake McGlothlin
E-mail: Jmcglothlin@garmcousa.com
Thailand
(Office/Factory) 999/84 Moo 20, Soi Boonmeesab 4,
Bangplee-Tamru Rd., T. Bangpleeyai, A. Bangplee,
Samutprakarn 10540, Thailand
  +66 2174 5171/2     +66 2174 5173
Contact: Tan Chia Chong
E-mail: chiachong.tan@garmco.com
Vietnam
(Office) Room E43 – Floor 4, FOSCO building,
40 Ba Huyen Thanh Quan street, Ward 6,
District 3, Ho Chi Minh City, Vietnam
(Factory) Rental Factory 1-1,2, Road N3-2,
Long Duc IP, Long Duc ward, Long Thanh district,
Dong Nai province, Vietnam
 (+848) 3930 6065      (+848) 3930 7226

E-mail: hcmc@garmco.com
Singapore
(Office / Factory) No. 2 Tuas Basin Link,
638756 Singapore
(Factory) No. 4 Tuas Avenue 8,
639219 Singapore
  +65 6862 1011     +65 6862 5900
Middle East Sales:
North Sitra Industrial Area, PO Box 20725,
Manama, Kingdom of Bahrain
 +973 17731000 Ext.3311     +973  17730542
Contact: Salah Ebrahim Al-Araifi
E-mail:salah.alaraifi@garmco.com
Europe

  +973 17731000 Ext.3355
  +973  17739855
Direct : +973 17734655 

Contact: Mohamed Yusuf Al-Rafaei
E-mail: mohamed.alrafaei@garmco.com
Australia
268-280 Greens Road, Dandenong South,
Victoria 3175,  Australia
  +61 3 9767 3000     +61 3 9767 3003
Contact: Lip Loh
E-mail: lip.loh@garmco.com.au
 

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