PD-1.3.10
Past version: Effective from 01 Apr 2008 to 30 Sep 2010
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The following information relating to corporate governance should be included in the bank's Annual Report:
a) Information about the Board structure (e.g. the size of
the Board, Board committees, and membership), and the
basic organisational structure (lines of business structure
and legal entity structure);
b) Information about the profession, business title, and
experience in years of each Board member and the
qualifications and experience in years of managers, as well
as the Chairman, the Chief Executive and the General
Manager (see Section PD-1.1 for definitions);
c) Descriptive information on the managerial structure,
including:
i. Committees (see Section HC-1.3 for detailed
disclosure requirements relating to various types of
committees);
ii. Segregation of duties;
iii. Reporting lines, and
iv. Responsibilities.
d) Descriptive information on the incentive structure for the
Chief Executive, the General Manager, Managers, Shari'a
Board and the Board (remuneration policies, executive
compensation, stock options , etc.);
e) Nature and extent of transactions with related parties (as
defined by AAOIFI and IFRS as appropriate see also PD-1.3.23(d));
f) Information about any changes in the structures (as
mentioned in Paragraphs PD-1.3.10(a) to PD-1.3.10(c) above)
from prior periods;
g) The communications strategy approved by the Board
(including the use of the bank's website) which should
perform at least the following:
i. The disclosure of all relevant information to
stakeholders on a timely basis in a timely manner; and
ii. The provision of at least the last three years of financial
data on the bank's website.
h) Banks are encouraged to maintain a website. If a bank
does not have a website, it must state in its strategy how it
will make all relevant information available to shareholders
and other stakeholders on a timely basis.
i) Descriptive information on any investor/ consumer
awareness programmes for information on new products
and services
j) Information on any mediation and advice bureaus for
investors and customers set up by the bank, including
clearly written procedures for logging of complaints.
k) Social functions and charitable contributions of the bank.
l) Descriptive information on the governance arrangements,
systems and controls employed by the bank to ensure
Shari'a compliance and on how these meet applicable
AAOIFI standards, and if there is less than full
compliance, an explanation of the reasons for non-compliance.
m) How non-Shari'a-compliant earnings and expenditure
occur and the manner in which they are disposed of.
n) The annual zakah contributions of the bank, where
relevant.
April 2008