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Modern Mills independent director Nofal resigns, governance gap opens
Majed Mazen Nofal resigned as Modern Mills independent director and compensation committee chair, effective June 19. The board has two vacant roles with no timeline for a successor.
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Majed Mazen Nofal resigned as an independent board member and chairman of the nomination and remuneration committee at Modern Mills for Food Products Company, the company said in a Tadawul filing. His departure took effect June 19. The board approved the resignation by circular resolution the next day.
Nofal cited personal circumstances for stepping down. He had served in both positions since August 2023.
The resignation leaves Modern Mills without an independent director on its board and without a chair for the nomination and remuneration committee. Saudi Capital Market Authority rules require at least one independent board member and a functioning nomination committee. The company has not named a replacement for either role. It did not say whether other directors would cover Nofal’s duties in the interim.
The committee he chaired oversees executive compensation policies and director nominations. A vacant chairmanship could delay decisions on pay and succession planning until a successor is appointed.
Modern Mills operates in the food production sector, which Riyadh treats as strategic for food security. Board changes at companies in this space get attention from investors who treat governance structure as a signal. A single resignation does not threaten operations. The absence of a timeline for a successor could raise questions about the board’s focus on oversight, particularly around minority shareholder representation and committee effectiveness.
The Capital Market Authority’s governance regulations give the board flexibility to fill vacancies between shareholder meetings. A successor could be appointed at the next ordinary general assembly or at an extraordinary meeting, whichever the board decides. The company did not specify which route it would take.
Modern Mills said in the filing that it would follow standard nomination procedures. It did not provide a target date for appointing a new independent director or restarting the nomination committee. The next quarterly report may contain an update on the search.