HC-5.2 HC-5.2 Titles, Authorities, Duties and Reporting Responsibilities
HC-5.2.1
Licensees must maintain clearly documented and communicated staff responsibilities and reporting lines.April 2016HC-5.2.2
For the purposes of Rule HC-5.2.1,
licensees should maintain and document their delegated authority structure as well as written terms of reference for staff positions.April 2016HC-5.2.3
The Board must adopt by-laws prescribing each
senior manager's title, authorities, duties and internal reporting responsibilities. This must be done in consultation with theCEO orgeneral manager , to whom the othersenior managers should normally report.April 2016HC-5.2.4
These provisions must include but should not be limited to the following:
(a) TheCEO orgeneral manager must have authority to act generally in thelicensee's name, representing thelicensee's interests in concluding transactions on thelicensee's behalf and giving instructions to othersenior managers andlicensee employees;(b) The chief financial officer must be responsible and accountable for:(i) The complete, timely, reliable and accurate preparation of thelicensee's financial statements, in accordance with the accounting standards and policies of thelicensee (see HC-3.1.2); and(ii) Presenting the Board with a balanced and understandable assessment of thelicensee's financial situation;(c) The internal auditor's (see HC-5.4) duties must include providing an independent and objective review of the efficiency of thelicensee's operations. This would include a review of the accuracy and reliability of thelicensee's accounting records and financial reports as well as a review of the adequacy and effectiveness of thelicensee's risk management, control, and governance processes; and(d) The compliance officer's (see HC-5.5) duties include maintaining effective systems and controls for compliance with applicable requirements in the Kingdom's legislation and those set by the CBB, and those established under any other statute or regulator to which they are subject.April 2016HC-5.2.5
The Board should also specify any limits which it wishes to set on the authority of the
CEO orgeneral manager or othersenior managers , such as monetary maximums for transactions which they may authorize without separate Board approval.April 2016HC-5.2.6
At least annually the Board shall review and concur in a succession plan addressing the policies and principles for selecting a successor to the
CEO orgeneral manager , both in emergencies and in the normal course of business. The succession plan should include an assessment of the experience, performance, skills and planned career paths for possible successors to theCEO orgeneral manager .April 2016