The Company's Corporate Governance policies and processes must ensure effective engagement with the Central Bank, and that timely and accurate disclosure is made on all material matters regarding the Company, including the financial situation, performance, ownership, and governance of the Company.
2.
A Company must publish a comprehensive Corporate Governance statement in a clearly identifiable section of its annual report. In this regard, Corporate Governance statement refers to a periodic, integrated report that clarifies the relations between the operational and functional units of the Company and the resources they use or affect thereon. The main purpose of the Corporate Governance statement is to submit an integrated image about the operational sustainability of the Company.
More frequent disclosure of Corporate Governance matters is encouraged.
3.
A Company must include in its Corporate Governance statement, the following, at a minimum:
a.
clear, comprehensive and timely information about its compensation practices to facilitate constructive engagement with all stakeholders.
b.
details of transactions with Related Parties during the reporting period and the aggregate amount of all Related Party exposures at the end of the reporting period.
c.
an attestation in the form of a detailed report must be signed by the chair of the Board (or, in the case of a branch of a foreign Company, the Authorized Manager), confirming that all internal policies required to ensure compliance with the Central Bank's Regulations and Standards on Corporate Governance, risk management, internal controls, compliance, internal audit, financial reporting, external audit, outsourcing and, where applicable, Compliance with Islamic Sharia'ah and internal Sharia'ah audit, have been implemented and reviewed for adequacy by the Board, within the last year. Otherwise, the attestation must specify those requirements not met and the date by which the Company intends to comply fully.