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GR-4.3.7

In assessing the suitability and appropriateness of legal persons as controllers (wishing to increase their shareholding) or new/potential controllers, the CBB has regard to their financial standing, judicial and regulatory record, and standards of business practice and reputation, including, but not limited to, the following:

(a) The financial strength of the person, its parent(s) and other members of its group, its implications for the licensee and the likely stability of the person's shareholding;
(b) Whether the person or members of its group have ever entered into any arrangement with creditors in relation to the inability to pay due debts;
(c) The person's jurisdiction of incorporation, location of Head Office, group structure and close links and the implications for the licensee as regards effective supervision of the licensee and potential conflicts of interest;
(d) The person's (and other group members') propriety and general standards of business conduct, including the contravention of any laws or regulations including financial services legislation on regulations, or the institution of disciplinary proceedings by a government authority, regulatory agency or professional body;
(e) Any adverse finding in a civil action by any court or competent jurisdiction, relating to fraud, misfeasance or other misconduct;
(f) Any criminal actions instigated against the person or other members of its group, whether or not this resulted in an adverse finding;
(g) The extent to which the person or other members of its group have been truthful and open with regulators and supervisor;
(h) Whether the person has ever been refused a licence, authorisation, registration or other authority;
(i) The person's track record as a controller of, or investor in financial institutions;
(j) The legitimate interests of creditors and shareholders of the licensee;
(k) Whether the approval of a controller is or could be detrimental to the subject licensee, Bahrain's financial sector or the national interests of the Kingdom of Bahrain;
(l) Whether the person is able to deal with existing shareholders and the board in a constructive manner; and
(m) Existing directorships or ownership of more than 20% of the capital or voting rights of any financial institution in the Kingdom of Bahrain or elsewhere, and the potential for conflicts of interest that such directorships or ownership may imply.
January 2014