First:

The following terms and clauses - wherever mentioned herein - shall have the meanings set forth to them, unless the context requires otherwise:

Arrangements: Regulatory arrangements for the General Authority of Exhibitions and Conventions

Authority: the General Authority for Exhibitions and Conventions.

Board: the Authority's Board of Directors.

Chairman: The Chairman of the Board of Directors.

Exhibitions and conventions: Exhibitions, conferences, seminars, forums, assemblies, lectures, institutional meetings, meetings of societies, international organizations, training courses and workshops held outside the usual workplace, and auctions held by the private sector and the non-profit sector.

The Authority has legal personality and financial and administrative independence, and is organizationally affiliated to the Prime Minister, and its headquarters will be in Riyadh. It may establish branches or offices within the Kingdom as needed.

The Authority aims to develop the exhibitions and conventions sector with all its elements, components, capabilities, organization, development, to work to enhance its role in the national economy, increase its effectiveness, and overcome obstacles to its growth; in accordance with international best practices. The Authority may carry out the following includes, but is　not limited　to:

1. Issuing the necessary approvals to the government agencies for holding the exhibitions and conventions.

2. Issuing the necessary licenses to non-governmental entities for holding exhibitions and conventions.

3. Control all activities that fall within the exhibitions and conventions sector.

4. Coordinating with the relevant authorities in relation to encouraging investment in the exhibitions and conventions sector, and providing incentives and related information.

5. Working to bring the Kingdom out as an attractive destination for exhibitions and conventions, in coordination with the relevant authorities.

6. Qualifying the national cadres in the field of exhibitions and conventions, in addition to training and developing them.

7. Working to attract international exhibitions and conventions, developing and supporting local exhibitions and conventions, and creating exhibitions and conventions that reflect the Kingdom's identity.

8. Providing technical support to government agencies when holding exhibitions and conventions outside the Kingdom.

9. Cooperating with government agencies and similar entities in other countries, and participating in international organizations and associations in relation to its competencies, in accordance with the regular procedures.

10. Representing the Kingdom in international assemblies related to its competencies.

11. Preparing studies and researches related to the exhibitions and conventions sector.

Fourth:

1. 1.The Authority shall have Board of Directors to be formed of a chairman appointed by Royal decree, and the membership of:

1. A. Four members at least representing governmental entities where their work related to the Authority’s, the grade of any member shall not be less than Fourteenth or its equivalent, and the entities membership shall last for a period of three renewable years.
2. B. Three specialists with experience in the fields that are related to the work of the Authority, the membership duration of each one of them is three years to be renewable once.

1. 2. The determination of the authorities referred to in Paragraph (A / 1) and the appointment of the members referred to in Paragraph (B / 1) shall be made by an order of the Prime Minister upon a proposal of the chairman.

Fifth:

The Board is the dominant authority in managing the affairs of the Authority, and takes all the necessary decisions to achieve its goals. In particular, it carries out what follows:

1. 1. Approving the general policies related to the authority’s activity, and the plans and programs required for implementing them.
2. 2. Approving the draft of exhibitions and conventions industry strategy and submitting it in preparation for approving it subject to the established procedures.
3. 3. Proposing draft regulations related to the terms of reference of the Authority, and proposing the amendment to the applicable ones thereof, and submitting them in preparation for their approval in accordance with the established legal procedures.
4. 4. Approving the administrative, financial, and internal regulations, and other regulations necessary for running the authority’s works provided the approval of the administrative and financial regulations is made in agreement with the Ministry of Finance
5. 5. Approving the rules and regulations organizing the process of granting of the necessary approvals and licenses for holding exhibitions and conventions.
6. 6. Setting plans and controls necessary to motivate the organizers and owners of exhibitions and conventions.
7. 7. Approving the controls and requirements regulating the establishment and development of centers and avenues for exhibitions and conventions.
8. 8. Approving the organizational structure of the Authority.
9. 9. Approving the establishment of branches and offices for the Authority.
10. 10. Determining the financial consideration for the licenses, services and works provided by the authority.
11. 11. Approving the Authority’s annual draft budget, its balance sheet, and the annual report, in preparation for its approval in accordance with the regular procedures.
12. 12. Seeking assistance from the studies and planning centers, Consultant firms, experts and consultants.
13. 13. Appointing an external auditor and an internal financial controller.
14. 14. Agreeing to conclude agreements and contracts, according to the regular procedures.
15. 15. Accepting gifts, donations, grants, bequeaths and endowments in accordance with the provisions regulating the same.
16. 16. Approving the periodic reports submitted thereto concerning the progress of the Authority’s work.
17. 17. Approving the Authority’s participation in specialized international organizations and societies, in accordance with the regular procedures.

In order to achieve these terms of reference, the Board may form permanent or temporary committees from its members or third parties, entrusting them with what it deems necessary. The decision to form each committee shall include its chairman, members and powers, and the committees may seek the assistance of those it deems necessary to perform the duties entrusted thereto.

The Board may also delegate some of its powers to the chairman or to any of its members.

Sixth:

1. 1. The Board meetings are held at the Authority’s headquarters headed by the Chairman or a deputy belonging to government agencies, and when necessary, they may be held elsewhere in the Kingdom.
2. 2. The Board shall hold its meetings periodically at least four times a year, and the Chairman may convene the meeting whenever needed, or when at least one third of the members requested that. The meeting shall be invited by the chairman in writing at least seven days prior to the meeting date, the invitation includes the agenda.
3. 3. The Board meeting shall be valid if it is attended by the majority of the members at least, including the chairman or its deputy. The resolutions shall be issued by a majority of the votes of the attendees at least. In the event of equal votes, the side with whom the chairman voted will weight.
4. 4. The Board’s deliberations and resolutions shall be recorded in minutes signed by the meeting chairman and the attending members.
5. 5. A member may neither abstain from voting, nor authorize another member to vote for him in absence, and the objecting member may record his objection and the reasons therefore within the minutes of the board meeting.
6. 6. A member is not permitted to disclose any of the Authority’s secrets that he is aware of due to his membership in the Board, even after his membership has expired.
7. 7. The Board may invite specialists and advisors, whom it sees appropriate to provide assistance, for attending its meetings without having the voting right.

Seventh:

The authority shall have a CEO who is appointed in and exempted from its position by a decision of the Board, and the appointment decision shall determine his wages and financial benefits, and he is responsible for managing the affairs of the authority, and his responsibilities are concentrated within the limits of what is stipulated in the arrangements and what the Board decides, and he assumes the following powers and duties:

1. 1. Supervising the work progress of the authority through the approved regulations, plans and programs.
2. 2. Proposing general policies related to the authority’s activity, plans and programs necessary for its implementation, submitting it to the Board, and following them up to implementation after approval them.

3.Supervising the preparation of the draft of exhibitions and conventions industry strategy and submitting it to the Board.

3. 4.Appointing the employees of the Authority in accordance with the regulations, supervising them, and ending their services.
4. 5. Spending from the approved budget, and taking all financial procedures in accordance with the approved laws and regulations and the powers delegated to it by the Board.
5. 6.Proposing the organization’s organizational structure, financial, administrative and internal regulations, and other regulations necessary for running the authority’s work, and submitting them to the Board.
6. 7. Preparing periodic reports on the progress of the Authority’s work, and submitting them to the Board.
7. 8. Submitting proposals to the Board regarding issues within the Authority’s powers.
8. 9. Preparing the Authority’s annual budget draft, its balance sheet, and annual report, and submitting them to the Board.
9. 10. Representing the Authority before the judiciary, the government agencies, other related institutions and entities, and other agencies inside the kingdom and abroad. He has an authorization to carry out the same.
10. 11. Signing agreements and contracts, after approving them by the Board.
11. 12. Any other term of reference assigned to it by the Board or the Authority’s regulations.

The CEO may delegate some of his powers and duties to whom he wishes of the Authority’s employees.

1. 1.The Authority's resources consist of the following:

1. A. What is allocated thereto in the state’s general budget.
2. B. The financial consideration for licenses, services and works that they provide.
3. C. Donations, gifts, grants, bequests and endowments that the Board accepts.
4. D. Any other resource approved by the Board in a manner that does not violate the regulations and instructions.

1. 2. All revenues of the Authority shall be deposited in the current account of the Ministry of Finance in the Saudi Arabian Monetary Agency.
2. 3. The Authority shall open an account with the Saudi Arabian Monetary Agency, and it may open other accounts in any of the banks authorized to operate in the Kingdom, and withdrawal from such accounts shall be according to the approved budget of the Authority.

1. 1. The authority shall have an annual budget.
2. 2. The authority’s fiscal year is the same fiscal year of the state except the first fiscal year that begins from the date the arrangements are issued and ends with the end of the next fiscal year of the state.

Tenth:

Without prejudice to the terms of reference of the General Auditing Bureau to monitor the Authority's accounts and transactions, the Board appoints an external auditor (or more) whom are authorized to work in the Kingdom, to audit its accounts, documents, data, annual budget and balance sheet. The Board shall determine its fees. The report of the auditor shall be submitted to the Board, with submitting a copy thereof to the General Auditing Bureau.

The Authority's employees are subject to the provisions of the Labor Law and the Social Insurance Law.

The Board prepares a regulatory draft for the Authority in light of what is stated in the arrangements, and what it sees appropriate in this regard, and submits it within a period not exceeding twelve months as of the approval date of the arrangements to complete the legal procedures in this regard.