Board of Directors Requirements
1. The formation of GIG’s Board of Directors:
Pursuant to the decision of the Ordinary General Assembly of Gulf Insurance Group K.S.C.P. issued on 15 May 2023, it was approved to appoint and elect a new Board of Directors for the next three years. The Board of Directors was formed of individuals with extensive, diverse, and specialized experience, skills, and knowledge in the field of insurance, resulting in a balanced and positive form of the Board, enabling the Board to exercise its functions and responsibilities while considering the evolving business needs, as follows:
The GIG’s Board of Directors has a structure that is in proportion to the size and nature of the Group’s activities and the tasks and responsibilities assigned to its members. The Board was structured in a way that takes into consideration the diversity of its professionals and their practical experiences, in addition to technical skills.
The Nomination and Remuneration Committee is responsible for verifying that members of the Board of Directors and executive management meet all requirements stipulated by the relevant regulatory authorities. The Committee also reviews the skills and competencies required for Board membership and executive management, as and when necessary, and examines related nomination applications in accordance with the instructions and regulations issued by the Capital Markets Authority, the Insurance Regulatory Unit, and the Ministry of Commerce and Industry.
GIG’s Board of Directors consists of (6) members, (1) executive member, and (5) non-executive members (of which (2) are independent members). All Board members are professionals with a proven record of Board membership in various other companies; they have the necessary skills for their positions, in addition to experience and knowledge of the insurance industry. All Board members are elected or appointed by representation through the General Assembly every three years, and the members have been re-elected and appointed in 2023 and 2024.
Mr. Khosrowshahi was born in 1961; he obtained his Bachelor’s degree in 1983 and Master’s degree in 1986 in Mechanical Engineering from Drexel University (USA). Mr. Bijan currently holds the position of Chairman and Chief Executive Officer of Fairfax International (London) and a Board Member representing Fairfax Financial Holding Limited in the following companies: Gulf Insurance Group (Kuwait), Gulf Insurance and Reinsurance Company (Kuwait), Bahrain Kuwait Insurance Company (Bahrain), Arab Misr Insurance Group (Egypt), Commercial International Bank (Egypt), Arab Orient Insurance Company (Jordan), Jordan Kuwait Bank (Jordan), Alliance Insurance Company (Dubai), and BRITA Limited (UK). Colonnade Insurance S.A. – Luxembourg, Southridge General Insurance Company S.A. – Chile, La Meridional Company Argentina de Seguros S.A. – Argentina, Sebas Seguros Colombia S.A. – Colombia.
Mr. Bijan Khosrowshahi previously held the position of President and CEO at Fuji Fire and Marine Insurance Company – Japan, President of AIG’s General Insurance operations – Seoul, Korea (2001–2004), Vice Chairman and Managing Director at AIG Sigorta – Istanbul, Turkey (1997–2001), Regional Vice President, AIG’s domestic property and casualty operations for the MidAtlantic region – USA, and held various underwriting and management positions with increasing responsibilities: AIG, USA since 1986, Board Member, Foreign Affairs Council, Board Member, Insurance Society of Philadelphia, Council member, USO, Korea, Chairman, Insurance committee of the American Chamber of Commerce, Korea, Member, Turkish Businessmen’s Association.
Mr. Khaled Al Hasan holds a Bachelor’s degree in Political Science and Economics from Kuwait University (1976). He has over thirty years of insurance and managerial experience, having held numerous senior managerial and leadership positions. He joined Gulf Insurance Company in 1978.
Mr. Khaled Al Hasan served as Vice Chairman of the Board of Directors and Group Chief Executive Officer of Gulf Insurance Group until the end of 2025. Effective from the end of 2025, Mr. Khaled Saud Al Hasan retired from his position as Group Chief Executive Officer and continues to serve as Vice Chairman of the Board of Directors.
In addition, he serves as Chairman of the Board of Directors of the Kuwait Insurance Federation (Kuwait) and holds board memberships in several subsidiaries of Gulf Insurance Group, as well as membership on the Board of Directors of the General Arab Insurance Federation.
Mr. Cloutier received his Bachelor’s degree in Actuarial Sciences from Laval University in 1986. He is a fellow of the Casualty Actuarial Society and a member of the Canadian Institute of Actuaries. Mr. Cloutier joined Fairfax in 1999 as Vice President and Chief Actuary, becoming Vice President of International Operations in 2009, and is Chairman of Fairfax International from 2013 to the present. From 1990–1999, he was Vice President of Actuarial Services of Lombard Canada Limited, a Canadian property and casualty insurance company. Mr. Cloutier serves on the Board of several Fairfax Subsidiaries as well as on behalf of Fairfax.
Robert Quinn McLean is a Vice President at Hamblin Watsa Investment Counsel, a wholly owned subsidiary of Fairfax Financial. He is responsible for the Fairfax insurance subsidiary investment portfolios in the Middle East/Türkiye/North Africa (Gulf Insurance Group) and South Africa/Botswana (Bryte Insurance). Mr. McLean is currently on the board of Gulf Insurance Group based in Kuwait, Farmers Edge Inc. (Winnipeg, Canada), Boat Rocker Media Inc. (Toronto, Canada), and Helios Fairfax Partners Corporation (Toronto, Canada). Initial work experience was in the public accounting profession including work in audit and tax. Subsequently, Mr. McLean entered the investment management profession as an investment analyst working for an Institutional Investment Manager in Toronto, Canada focusing on international equities (Europe and Asia). He is a Chartered Accountant (CA, CPA) and Chartered Financial Analyst (CFA designation).
Abdulkarim Kabariti is a prominent leader with extensive experience in the banking, economic, and political fields. He has held several leadership positions in Jordanian governments, in addition to his active role in the financial and investment sectors at the regional and international levels. Kabariti holds a Bachelor’s degree in Business Administration and Financial Management with honors from St. Edward’s University, USA. He also holds an honorary doctorate in Business Administration from Coventry University, UK.
Currently, he holds several prominent positions, including:
- Independent Board Member – Gulf Insurance Group
- Chairman of the Board of Directors ‑ Gulf Bank Algeria
- Vice Chairman of the Board of Directors ‑ Burgan Bank Türkiye
- Member of the Board of Directors – Burgan Bank (Kuwait), Bank of Baghdad, Gulf Insurance Group, and Jordanian Dairy Company.
- Chairman of the Board of Trustees ‑ Al‑Ahliyya Amman University
Previously, he held several prestigious positions, including:
- Prime Minister and Minister of Foreign Affairs and Defense of Jordan (1996–1997)
- Chief of the Royal Hashemite Court (1999–2000)
- Member of the Jordanian Senate and First Deputy President of the Senate
- Chairman of the Board of Directors of the Jordan Kuwait Bank (1997–2021)
Thanks to his strategic vision and profound experience, Kabariti contributed to developing economic policies, enhancing the investment environment, and leading major financial institutions, making him one of the influential figures in the region.
Dr. Yousef Hamad Al‑Ebrahim has a distinguished career in academia, public service, and the private sector, having held several ministerial, academic, and leadership positions in major institutions. He holds a PhD in economics from Claremont Graduate University, USA, and has published numerous books, reports, and research papers.
Currently, he holds several prominent positions, including:
- Independent Board Member – Gulf Insurance Group
- Chairman of the Board of Directors – Investcorp
- Member of the Board of Trustees and Executive Committee – Arab Open University
- Chairman of the Audit Committee – Arab Open University
- Member of the Board of Trustees – Hamad Bin Khalifa University, Qatar
- Member of the Board of Trustees – Economic Research Forum (ERF)
Previously, he held several prestigious positions, including:
- Minister of Finance, Minister of Planning, and Minister of State for Administrative Development Affairs‑ Kuwait
- Minister of Education and Minister of Higher Education‑ Kuwait
- Economic Advisor at the Amiri Diwan with the rank of Minister‑ until February 2021
- Dean of the College of Business Administration ‑ Kuwait University
- Cultural Counselor‑ Cultural Office, Embassy of Kuwait in Washington
- Member of the Supreme Council for Planning and Development, chaired by His Highness the Prime Minister
- Member of the Board of Directors of the Kuwait Foundation for the Advancement of Sciences (KFAS), chaired by His Highness the Amir of Kuwait
- Member of the Board of Trustees of the Kuwait Institute for Medical Specializations (KIMS)
- Member of the Board of Directors of the Arab Gulf States Institute in Washington (AGSIW)
- Member of the Advisory Board of the Center for Contemporary Arab Studies ‑ Georgetown University, USA
- Chairman and Member of the Board of Directors of the Gulf Investment Corporation
- Vice Chairman of the Board of Directors of Al‑Mal Investment Company
- Member of the Boards of Directors of several non‑governmental organizations, such as the Kuwait‑American Alliance and INJAZ Kuwait in cooperation with Junior Achievement International
Dr. Al‑Ebraheem is distinguished by his strategic vision and extensive experience in economics, planning, and development, making him one of the prominent leadership figures in the region.
Mr. Rami Selim Al Baraki holds a Bachelor’s degree in Commerce in Accounting from Mansoura University, Egypt. He is responsible for the Group’s consolidated financial statements applying the Group’s accounting policies and implementing international accounting standards. In addition, he takes care of GIG’s Capital Structure, Treasury, investment reporting, and Takaful Unit Operations and recommends to the Board the Capital Structure type that the Company needs to have for both short-term (working capital) and long-term purposes (capital investments) in line with GIG’s plans for future acquisitions and expansions. Mr. Al Baraki is also the Group Secretary of the Board and a member of the Board of Directors of GIG Egypt.
2. Brief on the ownership structure of major shareholders
3. Statement and overview of the Board of Directors meetings
The Board meetings are held in the presence of the majority of its members. During the financial year ended 31 December 2025, (8) Board meetings were held. The Board meeting is held upon the invitation of the Chairman, and the invitation and agenda are sent at least three working days before the set date so that the Board members are given sufficient time to study the topics raised and make appropriate decisions.
The following table shows an overview of the Board of Directors meetings:
3.1 Statement on the Ordinary and Extraordinary General Assembly Meetings
3.2 The most important decisions and achievements of the Board of Directors
The Board of Directors accomplished several achievements during the year ended on 31 December 2025. The most prominent of these achievements include, but are not limited to, the following:
- Reviewing and discussing the Group’s objectives, strategies, plans, and policies.
- Approving the estimated annual budget, as well as the quarterly and annual financial statements.
- Approving and updating various policies.
- Updating the corporate governance framework and monitoring the effectiveness of its implementation in accordance with the Insurance Regulatory Unit Law.
- Monitoring and supervising the performance of the executive management team.
- Ensuring, on a periodic basis, the effectiveness of internal controls and the overall risk management framework.
- Striving to achieve optimal financial and technical results in a manner that positively reflects the rights of shareholders and policyholders.
4. Independent Board Members
Gulf Insurance Group views the independence of board members as an essential feature of sound corporate governance. GIG’s independence standards are in line with laws and reflect the best applications, including, for example, Resolution No. (58) of 2023 regarding the issuance of insurance company governance rules issued by the Insurance Regulatory Unit.
Accordingly, the Board of Directors includes non‑executive members and members who are independent of the management. In addition, the Nominations and Remuneration Committee periodically reviews the independence of the Board members and verifies the lack of independence in accordance with the Group’s Conditions of Independence guidelines, approved by the Board of Directors and in line with regulatory requirements.
