• HC-A HC-A Introduction

    • HC-A.1 HC-A.1 Purpose

      • Executive Summary

        • HC-A.1.1

          This Module contains requirements that have to be met by licencees with respect to:

          (a) The role and composition of their Boards and Board committees; and
          (b) Related high-level controls and policies.
          October 2010

        • HC-A.1.2

          These requirements specify minimum good practice standards, with regards to the function and responsibilities of Boards, their composition and size, and required standards of attendance and frequency of meetings. It also specifies basic requirements with respect to establishing policies and procedures that address the segregation of duties, internal audit and compliance arrangements, and the licensee's approach to remuneration and corporate ethics.

          October 2010

        • HC-A.1.3

          This Module supplements various provisions relating to corporate governance contained in Legislative Decree No. 21 of 2001, with respect to promulgating the Commercial Companies Law ('Commercial Companies Law 2001'). In case of conflict, the Commercial Companies Law shall prevail. Compliance with this Module does not guarantee compliance with the Commercial Companies Law.

          October 2010

      • Legal Basis

        • HC-A.1.4

          This Module contains the Central Bank of Bahrain's ('CBB') Directive (as amended from time to time) regarding High-level Control requirements applicable to licensees, and is issued under the powers available to the CBB under Article 38 of the Central Bank of Bahrain and Financial Institutions Law 2006 ('CBB Law'). Requirements regarding Money Changer licensees are also included in the Regulation Organising Money Changing Business, issued in 1994 and included in this Module.

          Amended: January 2011
          October 2010

        • HC-A.1.5

          For an explanation of the CBB's rule-making powers and different regulatory instruments, see section UG-1.1.

          October 2010

    • HC-A.2 HC-A.2 Module History

      • Evolution of the Module

        • HC-A.2.1

          This Module was first issued in October 2010. Any material changes that have subsequently been made to this Module are annotated with the calendar quarter date in which the change was made: Chapter UG-3 provides further details on Rulebook maintenance and version control.

        • HC-A.2.2

          A list of recent changes made to this Module is provided below:

          Module Ref. Change Date Description of Changes
          HC-A.1.4 01/2011 Clarified legal basis.
          Module HC 04/2016 Module updated to be in line, where applicable, to other Volumes of the CBB Rulebook.
          HC-2.3 and HC-2.4 07/2016 Clarified application of Rules for overseas licensees.
          HC-1.1.5 01/2020 Amended Paragraph on policy and procedures approval.
          HC-4.2 04/2020 Added a new Section on Standard for all Remuneration.
          HC-4.2.1 04/2020 Added a new Paragraph on KPIs compliance with AML/CFT requirements.

      • Superseded Requirements

        • HC-A.2.3

          This Module supersedes the following provisions contained in circulars or other regulatory requirements:

          Document Ref. Document Subject
          BSD/D(111)3179 Regarding nomination of Senior Liaison Officer.
          BC/11/98 Appointment of Approved Persons
          October 2010

      • Monitoring and Enforcement of Module HC

        • HC-A.2.4

          Disclosure and transparency are underlying principles of Module HC. Disclosure is crucial to allow outside monitoring of functions effectively. This Module looks to a combined monitoring system relying on the Board, the money changer licensee's shareholders and the CBB.

          April 2016

        • HC-A.2.5

          It is the Board's responsibility to see to the accuracy and completeness of the money changer licensee's corporate governance guidelines and compliance with Module HC. Failure to comply with this Module is subject to enforcement measures as outlined in Module EN (Enforcement).

          April 2016