SAL maintains a transparent remuneration framework that supports strong governance, accountability, and compliance with applicable regulations. The Company’s remuneration structures for executive and non-executive roles are designed to attract and retain highly qualified leaders while ensuring alignment with the Company’s strategy, performance priorities, and shareholder interests.
Executive and Non-Executive Remuneration
SAL distinguishes clearly between remuneration for non-executive and independent Board members and remuneration for executive roles, ensuring that compensation arrangements reflect the nature of responsibilities and do not compromise independence or objectivity. Remuneration arrangements and policies are disclosed to promote transparency and enable shareholders to assess alignment with governance standards.
Performance-Linked Compensation
The Company’s remuneration framework is designed to link executive rewards with SAL’s performance metrics and strategic objectives. Variable remuneration, where applicable, is structured to promote sustained performance and value creation, balancing short-term outcomes with the achievement of long-term priorities and prudent risk management.
Shareholder Alignment
Compensation policies are structured to reflect shareholder interests by promoting responsible stewardship and sustainable returns. The framework is designed to avoid excessive risk-taking and to support long-term business resilience, ensuring that reward outcomes are proportionate and linked to performance and accountability.
Rewards Policy
In line with the Companies Law, the Capital Market Authority (CMA) Corporate Governance Regulations, and other relevant supervisory requirements, SAL’s remuneration policy aims to:
- Align remuneration with the Company’s strategy and long-term objectives.
- Incentivise Board Members and Executive Management to drive sustainable success, with variable remuneration linked to long-term performance where applicable.
- Determine remuneration based on role, responsibilities, qualifications, experience, competence, and performance.
- Reflect the scale, complexity, and risk profile of the Company’s operations.
- Benchmark against relevant market practices while avoiding unjustified increases through inappropriate comparisons.
- Attract, retain, and motivate high-calibre professionals without excess or exaggeration.
- Be developed and reviewed in coordination with the Nomination and Remuneration Committee, particularly for new appointments.
- Include provisions to suspend or reclaim remuneration granted on the basis of inaccurate or misleading information.
Regulate the granting of Company shares to Board Members and Executive Management, whether newly issued or repurchased by the Company, in line with applicable requirements.
Remuneration for Board Members and Board Committees
Without prejudice to other applicable laws and regulations, and in addition to the provisions of the Companies Law and Corporate Governance Regulations, SAL observes the following standards when determining and disbursing remuneration for Board Members and Board Committee members:
- Remuneration is fair and proportionate to the duties, responsibilities, and activities undertaken by each member, as well as the strategic objectives set by the Board for the fiscal year.
- Remuneration is based on the recommendation of the Nomination and Remuneration Committee.
- Remuneration reflects the nature and scale of SAL’s operations and the level of expertise required to oversee them effectively.
- Consideration is given to sector context, Company size, and the qualifications and experience of Board Members.
- Remuneration is set at a level sufficient to attract and retain highly skilled and experienced individuals.
- Board Members are not permitted to vote on matters related to their own remuneration during General Assembly meetings.
- A Board Member may receive additional remuneration for performing executive, technical, administrative, or advisory work—under a valid professional licence—beyond standard Board duties, subject to the Companies Law and the Company’s Articles of Association.
- Remuneration may differ among Board Members based on expertise, experience, assigned responsibilities, independence status, attendance, and other relevant factors.
- Independent Board Members do not receive remuneration linked to a percentage of profits and must not have remuneration directly or indirectly connected to profitability.
- If a General Assembly resolves to terminate Board membership due to unexcused absence from three consecutive or five non-consecutive meetings, the member is not entitled to remuneration from the date of the last attended meeting and must return any amounts paid for that period.
- If it is determined that remuneration was granted on the basis of false or misleading information, the recipient must return such remuneration to the Company, and SAL reserves the right to reclaim bonuses or payments made under such circumstances.
- The Board discloses in the Annual Report the remuneration policy and the mechanisms used to determine it, including all cash and in-kind benefits paid to each Board Member, whether for Board service or for other roles performed.
- Subject to General Assembly approval, Board remuneration may consist of a fixed amount, a defined percentage of profits, or a combination of both.
Fixed Remuneration Structure and Limits
SAL follows a structured policy of fixed remuneration for Board Members and committee memberships. The Board Secretariat maintains meeting schedules and attendance records to support accurate remuneration calculation.
Annual fixed remuneration
Chairman of the Board: X 500,000 per annum
Chairman of a Board Committee: X 150,000 per annum
Vice Chairman and Board Members: X 350,000 per annum
Board Committee Members: X 125,000 per annum
Meeting attendance allowance
Chairman, Vice Chairman, Board Members, Committee Chairmen and Members, Board Secretary, and Committee Secretary: X 5,000 per meeting attended.
Annual maximum limits
Chairman: total remuneration must not exceed X 850,000 per annum (including committee roles).
Vice Chairman, Board Members, and committee chairmen/members: total remuneration must not exceed X 700,000 per annum.
Travel benefits for attending meetings
- Business class tickets
- 5-star accommodation
- Transportation arrangements
Governance Evaluation Reference
In March 2023, the Board and its committees were evaluated by the GCC Board Directors Institute.
| Fixed remunerations | Variable remunerations | ||||||||||||||||||
| # | Name | Specific amount | Allowance for attending Board meetings Total | Total Allowance for attending committee meetings committee | In-kind benefits | Remunerations for technical, managerial, and consultative work |
Remunerations of the chairman, Managing Director, or Secretary if a member |
Total | Percentage of the profits | Periodic remunerations | Short-term incentive plans | Long-term incentive plans | Granted shares | Total | Short-term incentive plans | Long-term incentive plans | Granted shares | End of Service | Aggregate Amount |
| 1 | Fawaz Mohammed Fawaz AlFawaz | 500,000 | 20,000 | 520,000 | 520,000 | ||||||||||||||
| 2 | Rayan Mustafa Abdulwahab Qutub | 350,000 | 20,000 | 370,000 | 370,000 | ||||||||||||||
| 3 | Olivier Philippe Auguste Bijaoui | 350,000 | 20,000 | 370,000 | 370,000 | ||||||||||||||
| Total | 1,200,000 | 60,000 | 1,260,000 | 1,260,000 | |||||||||||||||
| 1 | Mohammad Abdullah Rashed Abunayyan | 350,000 | 15,000 | 365,000 | 365,000 | ||||||||||||||
| 2 | Rasheed Abdulrahman Nasser Alrasheed | 350,000 | 20,000 | 370,000 | 370,000 | ||||||||||||||
| 3 | Ahmed Abdulaziz Ibrahim Al Wassiah | 350,000 | 20,000 | 370,000 | 370,000 | ||||||||||||||
| 4 | Fahad Abdullah Hussain Moussa | 350,000 | 20,000 | 370,000 | 370,000 | ||||||||||||||
| 5 | Dr. Ibraheem Adel Ibraheem Sheerah | 350,000 | 20,000 | 370,000 | 370,000 | ||||||||||||||
| Total | 1,750,000 | 95,000 | 1,845,000 | 1,845,000 | |||||||||||||||
| Grand Total | 2,950,000 | 155,000 | 3,105,000 | 3,105,000 | |||||||||||||||
Remuneration of Executive Management
Executive Management remuneration is proposed by the Nomination and Remuneration Committee and approved by the Board of Directors, in accordance with employment contracts and the Company’s internal policies. The Committee periodically reviews remuneration structure and benefit categories, as well as the key performance indicators (KPIs) used to evaluate performance and recommend compensation adjustments, which are then submitted to the Board for approval.
Executive Management may be eligible for variable remuneration aligned with market practice and linked to the achievement of defined short- and long-term performance goals. All variable remuneration schemes are subject to the recommendation of the Nomination and Remuneration Committee and require Board approval.
Approval and Governance
The remuneration of the Board of Directors is determined based on recommendations from the Nomination and Remuneration Committee and is submitted for approval by the General Assembly. These recommendations are aligned with applicable laws, regulations, and SAL’s internal governance policies, with no material deviations observed during the reporting period.
Senior Executive Remuneration
Remuneration paid to top five senior executives including the CEO and CFO in 2025.
| Fixed remunerations | Variable remunerations | ||||||||||||
|
Senior Executives |
Salaries | Allowances |
In-kind benefits |
Total |
Periodic remunerations |
Profits |
Short-term incentive plans |
Long-term incentive plans |
Granted shares | Total |
End-of service award |
Total remunerations for Board executive if any |
Aggregate Amount |
| Total | 9,360,682 | 3,894,630 | 220,264 | 13,475,575 | – | – | 3,451,868 | – | – | 3,451,868 | – | – | 16,927,444 |
Committee Member Remuneration
| Name |
Fixed Remuneration (Except for the allowance for attending Board meetings) |
Allowance for attending Board meetings |
Total |
| Audit Committee | |||
| Zaid Abdulrahman Abdullah Algwaiz | 150,000 | 35,000 | 185,000 |
| Olivier Philippe Auguste Bijaoui | 125,000 | 25,000 | 150,000 |
| Fahad Abdullah Hussain Moussa | 125,000 | 30,000 | 155,000 |
| Rasheed Abdulrahman Nasser Alrasheed | 125,000 | 35,000 | 160,000 |
| Total | 525,000 | 125,000 | 650,000 |
| Nominations and Remuneration Committee | |||
| Rayan Mustafa Abdulwahab Qutub | 150,000 | 25,000 | 175,000 |
| Rasheed Abdulrahman Nasser Alrasheed | 125,000 | 25,000 | 150,000 |
| Tariq Mohammed Abubakr Alamoudi | 125,000 | 25,000 | 150,000 |
| Dr. Ibraheem Adel Ibraheem Sheerah | 125,000 | 25,000 | 150,000 |
| Total | 525,000 | 100,000 | 625,000 |
| Executive Committee | |||
| Mohammad Abdullah Rashed Abunayyan | 150,000 | 20,000 | 170,000 |
| Rasheed Abdulrahman Nasser Alrasheed | 125,000 | 25,000 | 150,000 |
| Fahad Abdullah Hussain Moussa | 125,000 | 25,000 | 150,000 |
| Rayan Mustafa Abdulwahab Qutub | 125,000 | 25,000 | 150,000 |
| Total | 525,000 | 95,000 | 620,000 |