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Annual Report 2025

The Board of Directors

Management Team

Principles and Foundations of Organisation

Oman Telecommunications Company SAOG (“The Company”) is committed to the highest standards of the Code of Corporate Governance.  In pursuit of this goal, the Company has applied the various principles of the Code of Corporate Governance with regard to the appointment of members of the Board of Directors, ensuring the adequacy and efficiency of Internal Controls in all aspects of the Company’s operations and transparency in all business dealings. 

Disclosure Policy

The Company is committed to Financial Services Authority standards and guidelines on disclosure of material information. Further, it is committed to the rules and regulations issued by the Telecommunications Regulatory Authority (TRA). The Board has approved the disclosure policy issued by FSA.

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Board of Directors

1. Composition of the Board of Directors:

The Board of Directors of the Company is composed of nine members; elected by the shareholders in Annual General Meeting held on 31 March 2023, as follows:

Name  of Board Member

Position in the Board

Type of Representation

Membership of other Committees

Membership of Board of other public Joint Stock Companies

Whether Attended last AGM

Mulham bin Basheer Al-Jarf 

Chairman

Non-Executive, Independent, Not shareholder

2

-

Yes

Khalid bin Abdullah AlKhalili 

Deputy Chairman

Non-Executive, Independent, Not shareholder

1

2

Yes

Aimen bin Ahmed Al Hosni

Member

Non-Executive, Independent, Not shareholder

2

2

Yes

Sayyid Zaki bin Hilal Al-Busaidi

Member

Non-Executive, Non-Independent, Not shareholder

2

1

Yes

Ibrahim bin Said Al-Eisry (1) 

Member

Non-Executive, Independent, Not shareholder

2

2

Yes

Atif bin Said Al-Siyabi

Member

Non-Executive, Non-Independent, Not shareholder

2

1

Yes

Musallam bin Mohammed Al-Barami

Member

Non-Executive, Independent, Not shareholder

2

-

Yes

Khalid bin Talib Al-Hasani

Member

Non-Executive, Independent, Not shareholder

2

-

Yes

Ishaq bin Zaid Al Maawali 

Member

Non-Executive, Independent, Not shareholder

2

1

Yes

Rasha bint Abdulhussain Sulaiman(2)

Member

Non-Executive, Independent, Not shareholder

2

-

-

(1) His membership ended on 24 November 2025.

(2) She was appointed a member of the Board of Directors on 15 December 2025.

2. Profile of Directors and Executive Management

BOD Background

Mulham Bin Basheer Al-Jarf

Mulham Bin Basheer Al-Jarf is having more than 31 years of commercial experience in international business and finance. He holds a Bachelor’s Degree in International Business from Marymount University and is a qualified Barrister at Law of the Bar of England and Wales. He currently serves as the Deputy President for Investment at the Oman Investment Authority (OIA), where he oversees the execution of the Authority’s investment strategies aimed at achieving long-term, sustainable returns and supporting the diversification of Oman’s economy. Additionally, he is the Chairman of OQ Group, and a Board Member of both Energy Development Oman and the Downtown Development project. He previous roles include positions at the Ministry of Oil & Gas, Oman Gas Company SAOC, General Telecommunications Organization (now Omantel), and Deputy CEO of Oman Oil Company SAOC (now OQ).

BOD Background

Khalid bin Abdullah Al-Khalili

Khalid bin Abdullah Al-Khalili holds a Bachelor's degree in civil engineering from the Florida Institute of Technology in the United States of America. He has an early career focused on construction and real estate development having previously held various Senior Management positions. He has been responsible for the development of several real estate projects in various sectors; Government, Tourism, Health, Commercial and Residential with a net total value exceeding $500m. In addition to his responsibilities in Aflag Group, he actively participates through holding management positions in various sectors such as administration, financial, insurance and communications sectors. He is actively involved through his directorships in Finance, Insurance Telecoms. He chairs the Board of Directors of Bank Nizwa SAOG, LIVA Insurance (Oman) SAOC. Deputy Chairman & member of the Executive Committee – OMINVEST (Oman International Development & Investment Company SAOG). Founder & Chairman – Sumail Development Company SAOC.

BOD Background

Aimen bin Ahmed Al Hosni

Aimen bin Ahmed Al Hosni held the position of CEO of Oman Airports and is acclaimed for his important role in elevating Oman Airports to a significant status globally and for his substantial contributions to the national efforts in transforming Oman's aviation sector. Under his leadership, major airports in the Sultanate were launched between 2015 and 2018, a period marked by numerous prestigious regional and international awards and accreditations. Beyond his notable achievements in aviation, Al Hosni holds key executive positions in various national and international companies, including Chairman of Oman National Engineering & Investment Company SAOG and member of the Sohar International Bank.

BOD Background

Sayyid Zaki bin Hilal Al-Busaidi

Sayyid Zaki bin Hilal Al-Busaidi held the position of CEO of the Institute of Public Administration. He has vast experience in quality management systems, organizational structures and human resource management. He holds a master’s degree in public administration from the University of Exeter, United Kingdom. He is a member of the State Council, and member of the authority Supreme Council of the Gulf Cooperation Council (GCC). He is a board member of an insurance public listed company.

BOD Background

Ibrahim bin Said Al-Eisry

Ibrahim bin Said Al-Eisry(1) is the chief of private Markets at Oman Investment Authority in the Sultanate of Oman. He has more than 21 years of practical experience in a variety of sectors, including the telecommunications sector, oil and gas, and financial investments. He also holds a master's degree in financial sciences from Oxford Brooks University and is a member of the Association of Chartered Certified Accountants. He is a chairman of Oman Water & wastewater services company and a Board Member of Bank AL Ahli.

(1) His membership ended on 24 November 2025.

BOD Background

Atif bin Said Al-Siyabi

Atif bin Said Al-Siyabi is the Chief Information Management at the Oman Investment Authority (OIA) in the Sultanate of Oman. His track record extends to more than 22 years in Information Technology and business transformation. His experiences vary from hands-on experience leading innovative technology solutions and system operations to transforming business operations and driving technological advancements. He is involved in various investment initiatives in the ICT sector, where he has been leading numerous assignments, devising comprehensive strategies, and delivering several ICT projects at the national level. He earned a Bachelor of Engineering in Computer Hardware and Networking Technology (Hons) from Coventry University and a Master of Business Administration from Franklin University. He also attained Professional Leadership Development Certificate from HEC Paris. He is a Board Member of Bank Nizwa SAOG.

BOD Background

Musallam bin Mohammed Al-Barami

Musallam bin Mohammed Al-Barami is the Quality Assurance Manager at Oman Investment Authority in the Sultanate of Oman. He was Manager of Investment Reports & Data at the Ministry of Finance. He holds a Master Degree of Arts in Strategic & Defense Studies in National Security and Defense. Also, Certificate of Strategic Studies program in the fields of National Security & Defense from the National Defense College at the Academy of Strategic & Defense Studies, and a Bachelor Degree in Financial Science from The Sultan Qaboos University. Further has IC3 International Certificate in Internet and Computer Science, and a Diploma in International Accounting from the Netherlands. He has extensive experience in financial analysis, budgeting, strategic investment and international financial reporting standards. He also represents the Government on the boards and committees of some government companies.

BOD Background

Khalid bin Talib Al-Hasani

Khalid bin Talib Al-Hasani holds Master degree in Audit and Consulting Management in 2005, a Bachelor degree in Accounting in the year 1996, and a Professional Certificate in Internal Auditing (CIA) in 2004. He has more than 27 years of experience in financial management, investment and auditing.

BOD Background

Ishaq bin Zayed Al Maawali

Ishaq bin Zayed Al Maawali is the Head proprietary investment and corporate advisory at Bank Nizwa, held the position of Investment Manager at the Social Protection Fund. He holds Master Degree in Finance. He is a Board Member of Oman Cement Company SAOG, and Oman National Investments Development Company SAOC. He was a Board Member of Shell Marketing Company SAOG

BOD Background

Rasha bint Abdulhussain Sulaiman

Rasha bint Abdulhussain Sulaiman(2) is a Senior Investment Specialist and currently serves as Senior Director — Private Equity Investments, Technology Sector at the Oman Investment Authority. She has over 20 years of experience in private equity funds, direct investments, and technology investments, leading portfolio management, investment opportunity development, and due diligence activities. She holds a Master’s degree in Finance and Investment from the University of Edinburgh and a Bachelor’s degree in Finance from Sultan Qaboos University. She is Chair of the Board of Rakiza and a board member of Tanmia Development Company.

(2) She was appointed a member of the Board of Directors on 15 December 2025.

BOD Background

Talal Said Al Mamari

Talal Said Al Mamari(1) was the Chief Executive Officer of Omantel since June 29th, 2014. He holds a bachelor’s degree in Business Administration from Duquesne University in Pittsburgh, Pennsylvania, USA. Prior to his appointment as CEO of Omantel, he held several leadership positions including Chief Financial Officer and played an instrumental role in various initiatives including the IPO in 2005, restructuring of Omantel by bringing the mobile and fixed operations together and later the legal merger of Oman Mobile with Omantel. He also managed Omantel’s acquisition of Zain Group. He sits on various Board Committees, such as Oman Centre for Governance & Sustainability.

(1) His tenure ended on 8 September 2025.

BOD Background

Aladdin Abdullah Hassan Baitfadhil

Aladdin Abdullah Hassan Baitfadhil(2) is the Chief Executive Officer of Omantel. He has more than 20 years of leadership experience in the telecommunications and information technology sector and possesses a strong vision that has actively contributed to driving digital innovation, organizational transformation, and achieving sustainable growth across diverse areas of operation. He holds a Bachelor’s degree in Electrical and Electronic Engineering from Sultan Qaboos University, and has completed advanced executive programs at Harvard Business School, London Business School, and Manchester Business School. He previously served as Chief Commercial Officer at Omantel, and currently serves as Chairman of the Board of Oman Data Park and Infoline, and is a board member of Zain Group and Nama Water Company, where he also chairs the Digital Committee.

(2) He was appointed Chief Executive Officer of Omantel on 23 November 2025

3. Election of the Board of Directors:

Election of the member of the Board of directors are carried out by the Annual Ordinary General Meeting of the Company in accordance with the provisions of the Commercial Companies Law and the guidelines issued by the Financial Services Authority. If the office of a director becomes vacant in the period between two annual ordinary general meetings, the board appoints a temporary director to assume his office until the next ordinary general meeting in accordance with the provisions of the Commercial Companies Law.

4. Board performance appraisal

The AGM of the Company held on 28 March 2019 decided to appoint an independent party to evaluate Board of Directors performance every three years. The AGM held on 27 March 2025 approved the appointment of Morison muscat to evaluate the performance of the Board of Directors.

5. Quality Assurance of internal audit unit:

In line with the requirement of the Financial Services Authority regarding internal audits (IA) of public shareholding companies, IA is regularly audited by independent party. We confirm that the IA is compliant with the legal controls and provisions and other rules governing the work of the IA profession as per the FSA requirements and is similarly generally compliant with the requirements of internal audit of the International Professional Practices Framework (IPPF) issued by the Institute of Internal Auditors (IIA).

6. Meetings of the Board of Directors

The Board of Directors held 12 meetings during the year 2025. These were in the following order:

Board Meetings

Date of the Meeting

1st Meeting

19 - Jan-2025

2nd Meeting

2 - Feb - 2025

3rd Meeting

9 - Mar - 2025

4th Meeting

14 - May - 2025

5th Meeting

4 - June - 2025

6th Meeting

11 - June - 2025

7th Meeting

14 - Aug - 2025

8th Meeting

8 - Sep - 2025

9th Meeting

14 - Sep - 2025

10th Meeting

30 - Oct - 2025

11th Meeting

13 - Nov - 2025

12th Meeting

15 - Dec - 2025

Member’s attendance at Board of Directors meetings:

Name of the Board Member

Position

Number of Meetings attended

Mulham bin Basheer Al-Jarf

Chairman

12

Khalid bin Abdullah Al-Khalili 

D. Chairman

11

Aimen bin Ahmed Al Hosni

Member

11

Sayyid Zaki bin Hilal Al-Busaidi

Member

12

Ibrahim bin Said Al-Esiry (1)

Member

10

Atif bin Said Al-Siyabi

Member

12

Musallam bin Mohammed Al-Barami

Member

12

Khalid bin Talib Al-Hasani 

Member

11

Ishaq Bin Zaid Al Maawali 

Member

11

Rasha bint Abdulhussain Sulaiman(2)

Member

-

(1) His membership ended on 24 November 2025.

(2) She was appointed a member of the Board of Directors on 15 December 2025.

The Committees stemming from the Board of Directors

1. Strategic and Investment Committee

A. Committee meetings

The Strategic and Investment committee held 2 meetings during the year 2025:

Name of the committee member

Position

Number of Meetings attended

Mulham bin Basheer Al-Jarf

Chairman

2

Khalid bin Abdullah Al-Khalili 

D. Chairman

2

Aimen bin Ahmed Al-Hosni

Member

2

Ibrahim bin Said Al-Esiry(1)

Member

2

Khalid bin Talib Al-Hasani 

Member

2

Rasha bint Abdulhussain Sulaiman(2)

Member

-

(1) His membership ended on 24 November 2025.

(2) She was appointed a member of the Strategy and Investment Committee on 15 December 2025.

B. The Committee’s terms of reference:
  • Review and approve the Company's vision, mission, and goals, and ensure its compatibility with the Company's strategic plans.
  • Reviewing and approving the Company's plan in the field of business development and investments.
  • Reviewing and approving the strategic objectives of the Company.

2. The Audit and Risk Committee

A. Committee meetings

The committee held 10 meetings during the year 2025 as follows:

Name of the committee member

Position

Number of Meetings attended

Musallam bin Mohammed Al-Barami 

Chairman

10

Ishaq Bin Zaid Al Maawali 

D. Chairman

10

Sayyid Zaki bin Hilal Al-Busaidi 

Member

9

B. The Committee’s terms of reference:
  • Considering the name of the auditor in the context of their independence (particularly with reference to any other non-audit services), fees and terms of engagement and recommending their name to the Board for putting before AGM for appointment.
  • Oversee the adequacy of the internal control system through the regular reports of the internal and external auditors. The committee may also appoint external consultants when required.
  • Oversee the internal audit function in general and with particular reference to reviewing the internal audit plan for the year, reviewing the reports of internal auditors pertaining to critical areas, reviewing the efficiency of the internal auditing and reviewing as to whether internal auditors have full access to all relevant documents.
  • Serving as a channel of communication between external auditors and the Board and internal auditors and the Board.
  • Checking financial fraud particularly fictitious and fraudulent portions of the financial statement. The committee should put in place an appropriate system to ensure adoption of appropriate accounting policies and principles leading to fairness in financial statements.
  • Oversee of financial statements in general and with particular reference to review of annual and quarterly financial statements before issue, review of qualifications in the draft financial statements and discussion of accounting principles. In particular, change in accounting policies, principles and accounting estimates in comparison to previous year, any adoption of new accounting policy, any departure from International Financial Reporting Standards (IFRS) and non-compliance with disclosure requirements prescribed by Financial Services Authority should be critically reviewed.
  • Reviewing risk management policies and looking into the reasons of defaults in payment obligations of the Company, if any.
  • Reviewing proposed specific transactions with related parties for making suitable recommendations to the Board and setting rules for entering into small value transactions with related parties without obtaining prior approval of audit & Risk committee and the Board.

3. Nomination, Remuneration, and HR Committee

A. Committee meetings

The HR committee held 6 meetings during the year 2025:

Name of the committee member

Position

Number of Meetings attended

Ibrahim bin Said Al-Esari(1)

Chairman

5

Ishaq Bin Zaid Al Maawali 

D. Chairman

6

Musallam bin Mohammed Al-Barami 

Member

6

Rasha bint Abdulhussain Sulaiman(2)

Member

-

(1) His membership ended on 24 November 2025.

(2) She was appointed a member of the Nominations, Remuneration and Human Resources Committee on 15 December 2025.

B. The Committee’s terms of reference:
  • Provide succession planning for the executive management.
  • Develop a succession policy of plan for the board or at least the chairperson.
  • Prepare detailed job description of the role and responsibilities for directors including the chairperson. This will facilitate orientate directors towards their tasks and roles, and appraise their performance.
  • Look for and nominate qualified persons to act as interim directors on the board in the event of a seat becomes vacant.
  • Notwithstanding the articles of association, search and nominate qualified persons to take up senior executive positions, as required or directed by the board.
  • Prepare the policy for bonuses, allowances, and incentives for the executive management.
  • Review such policies periodically, taking into account market conditions and Company performance.
  • Taking into consideration avoiding conflict of interests, the committee may, upon obtaining the approval of the board, seek the assistance and advice of any other party in order to better deliver its tasks.
  • To review factors and developments which require an amendment to the organizational structure of the company.
  • To review the structure and the level of salaries and compensation before submission to the Board of Directors.
  • To review and recommend strategic plan and policies relating to Human Resources.
  • Any other business as directed by the Board.

4. Tender Committee

A. Committee meetings

The Tender committee held 5 meetings during the year 2025:

Name of the committee member

Position

Number of Meetings attended

Atif bin Said Al-Siyabi 

Chairman

5

Sayyid Zaki bin Hilal Al-Busaidi 

D. Chairman

4

Khalid bin Talib Al-Hasani 

Member

5

B. The Committee’s terms of reference:
  • Representing the Board in reviewing, discussing and award tenders as per the given Tenders’ Manual of Authority.
  • Study the mechanisms and procedures that used for evaluation of bids and propose improvement by use of appropriate technologies.
  • Study any other matter that referred to by the Board and decide as per its authority.

5. Digital Technology and Innovation Committee

A. Committee meetings

The Digital Technology and Innovation committee held 2 meetings during the year 2025:

Name of the committee member

Position

Number of Meetings attended

Mulham bin Basheer Al-Jarf

Chairman

2

Aimen bin Ahmed Al-Hosni 

D. Chairman

2

Atif bin Said Al-Siyabi 

Member

2

B. The Committee’s terms of reference:
  • Reviewing and providing assurance to the Board on the effectiveness of the Company’s digital innovation strategy, operations and technology investments in support of the Company’s overall business and operating strategy.
  • Providing advice to the Board on technology advances and their potential to further the Company’s strategy.
  • Reviewing and providing assurance to the Board on the effectiveness of the Company’s policies and governance with respect to technology risks, including cybersecurity policies, governance, controls and procedures.
  • References to “digital” include but not limited to ICT, fintech, cybersecurity, big data, emerging technologies, applications, and infrastructure, as well as solutions to enable the Company to deliver differentiated, customer-centric experiences and efficient and effective operations.

Remunerations

Board of Directors

The sitting fees and remuneration paid/payable to the board members for the year 2025 amounted to X 76,400 and X 225,000 respectively. In addition, the Company also provides telephone and Internet services to the board members.

The following table shows the details of sitting fee paid to board members during 2025:

Name of Board Member

Sitting fee (X)

Mulham bin Basheer Al-Jarf

7,600

Khalid bin Abdullah Al-Khalili

6,300

Aimen bin Ahmed Al Hosni   

7,600

Sayyid Zaki bin Hilal Al Busaidi

10,000

Atif bin Said Al-Siyabi

8,800

Musallam bin Mohammed Al-Barami

10,000

Ibrahim bin Said Al-Easri

7,800

Ishaq Bin Zaid Al Maawali 

10,000

Khalid bin Talib Al-Hasani

8,300

Total

76,400

Top Five Executives

The total remuneration paid/payable to the top five executives for the year 2025 was X 1,355,893. This includes salary, allowances and performance-related incentives. All employment contracts are in conformity with the requirements of the Omani Labor Law.

Details of Non-compliance by the Company

During the past three years, the penalty levied by regulatory authorities were:

Year

Amount

Details 

2025

10,000

Non-Compliance with TRA Regulations

2024

134,088

Non-Compliance with TRA Regulations

2023

202,000

Non-Compliance withs TRA Regulations

Channels and Methods of Communication with Shareholders and Investors

  • The Company’s quarterly financial reports are published in the local newspapers and are also uploaded to the website of Muscat Stock Exchange and on the Company’s website. In addition, the shareholders are notified of the details of the financial results by sending them to the shareholders at their request.
  • The Company has a website which includes the Company’s profile and the services offered by it.  This website is constantly updated.
  • Presentation on the Company’s financial performance is made to analysts on quarterly basis.
  • The report of the Company’s management and governance constitutes a part of its Annual Report.

Details of Market Shares

A) Details of prices for traded Company shares:

Following are the details of the Company’s shares traded on the Muscat Stock Exchange (MSX) during the year 2025:

Month

Highest Share Price

Lowest Share Price

January  

0.901

0.893

February   

0.825

0.822

March

0.851

0.850

April      

0.818

0.818

May     

0.844

0.840

June     

0.844

0.840

July

0.892

0.890

August

0.993

0.992

September          

1.095

1.081

October

1.039

1.035

November

1.036

1.010

December            

1.049

1.038

A. Comparison of Share Price with MSX Index (services)

  • The Company does not have any securities or financial instruments convertible to shares issued to the general public or investment establishments or any segment of investors.

Distribution of Company’s shares

The following table illustrates the distribution of ownership of the Company’s shares as of 2025 December 31

Sl. No

Number of Shares

No. of Shareholders

1

1 – 500

11,341

2

501 – 1,000

3,724

3

1,001 – 5,000        

4,266

4

5,001 – 10,000

802

5

10,001 – 15,000

301

6

15,001 – 20,000

120

7

20,001 – 50,000

235

8

50,001 – 800,000

163

9

800,001 – 1,000,000

4

10

1,000,001 – 15,000,000

47

11

15,000,001 and above

5

Total

21,008

Professional Background of External Auditors

External auditor for Omantel

KPMG is one of the world’s leading professional services firms, providing Audit, Tax, Strategy & Transactions, and Consulting services to organizations across a wide range of industries. As a global network of independent member firms affiliated with KPMG International Limited, KPMG operates in more than 140 countries and territories, with over 275,000 professionals worldwide as of 2024.

KPMG Lower Gulf is a member firm of the KPMG global network and delivers integrated services across the United Arab Emirates and the Sultanate of Oman. The firm was established in the UAE in 1973 and in Oman in 1974, bringing over five decades of regional experience. KPMG combines deep local market knowledge with global technical expertise, robust methodologies, and adherence to international professional standards.

As external auditor of Omantel, KPMG is responsible for conducting the statutory audit in accordance with International Standards on Auditing (ISA), issuing an independent auditor’s report on the consolidated financial statements, and maintaining strict independence and ethical requirements in line with applicable regulatory and professional standards.

The total audit fees paid/payable to the external auditor of the Company for the financial year 2025 are as follows:

Details

Amount (X)

Audit Services

195,000

Other Permitted Services

20,500

Total

215,500

Acknowledgement by the Board of Directors

The Board of Directors acknowledges

  • Its liability for the preparation of the financial statements in accordance with the applicable standards and rules applicable in the Sultanate of Oman.
  • The review of the efficiency and adequacy of internal control system of the Company and compliance with internal rules and regulations.
  • That there are no material issues that affect the continuation of the Company and its ability to continue its operations during the next financial year.

CHAIRMAN-BOARD OF DIRECTORS