Corporate governance[versions up to October 2010]
HC-A.2.1 [versions up to October 2010]
The Chairman of the Board should preferably be non-executive and independent. The role of Chairman and Chief Executive may not be exercised by the same person. (See Rule HC-1.3.9.)
Amended: October 2009
October 2007HC-A.2.2 [versions up to October 2010]
The Board must approve a code of conduct for itself, senior management and employees, and define the responsibilities of itself and senior management. This should include procedures for dealing with
conflicts of interest , and a prohibition oninsider trading . (See Paragraphs HC-1.2.9 to HC-1.2.11.)October 07HC-A.2.3 [versions up to October 2010]
The Board should meet at least four times per year (see Rule HC-1.3.3).
Amended: October 2009
October 2007HC-A.2.4 [versions up to October 2010]
Boards must have an adequate number of members that are 'independent' and 'non-executive' to serve the interests of minority shareholders and other stakeholders. (See Paragraphs HC-1.3.5 and HC-1.3.6.)
October 07HC-A.2.5 [versions up to October 2010]
The Board should consider the setting up of committees to assist it in fulfilling its responsibilities. The setting up of an Audit Committee and a Shari'a Committee is mandatory. (See Paragraphs HC-1.3.11 to HC-1.3.16.)
October 07HC-A.2.6 [versions up to October 2010]
All licensees must submit their organisational structure as approved by the Board of Directors. All licensees must establish independent functions for Internal Audit and Risk Management.
October 07HC-A.2.7 [versions up to October 2010]
Islamic bank licensees are required to notify the CBB, in writing, of all major changes (regardless of type and/or effect) proposed to the strategy and/or corporate plan of the bank prior to implementation, as well as of any Special Purpose Vehicle they intend to establish as a subsidiary, or with respect to which they intend to act as sponsor or manager (see Section HC-1.5).October 07
