Membership and Appointment

1. 7.1 The Board shall nominate the members of ISSC, and send the member's appointment request to HSA for approval prior to presenting its nomination to the general assembly.
    
2. 7.2 IFI's general assembly have the authority to appoint the ISSC members based on the Board's nomination and after HSA's approval.
    
3. 7.3 The composition of ISSC members in IFI should not be less than (5) five members with proper qualifications and competence (as prescribed in this standard).
    

   The CBUAE may exempt IFI from this requirement in consideration to its size and the complexity of its operations during the approval process of IFI's Shari'ah governance framework. The number of members of the ISSC shall not be less than three, in all cases.

4. 7.4 Emirati members in ISSC should not be less than one third.
    
5. 7.5 The membership of each member in the ISSC is subject to the following:
   1. must not exceed three ISSC memberships inside the UAE,
   2. must not exceed a total of (15) fifteen ISSC (or equivalent committees) memberships inside and outside the UAE ¹,
   3. Only one member of the IFI's ISSC may have more memberships stated in (7.5/b).
   
    
6. 7.6 The HSA may exempt UAE nationals from the clause (7.5) if necessary.
    
7. 7.7 If a position of ISSC member becomes vacant, at any time, and that causes lack of quorum, the Board must nominate a substitute member and shall send the appointment request to HSA for approval before presenting the same to the general assembly.
   However, if a position of ISSC member becomes vacant, at any time, and this leads to non-compliance with the clause no. 7.3 in this standard, but it does not breach the quorum, the Board may appoint a member after obtaining the HSA approval on the appointment. It is not required in this case to hold the general assembly for the appointment provided that the appointment is tabled to general assembly for final approval in its next meeting.
    
8. 7.8 The term of office for ISSC members shall be specified in the IFI's engagement letter with a minimum of three years, and may be renewed for a similar period.
   The engagement letter must also specify the responsibilities of the ISSC members and their remunerations. The remuneration must not be linked to the performance of the ISSC members.
    
9. 7.9 Membership of ISSC shall be renewed upon a recommendation from the Board. HSA shall approve the membership renewal request before presenting it to the general assembly. The renewal shall not be considered as new appointment.

Second: Eligibility and Competence

1. 7.10 Members of the ISSC must:
    
   1. be Muslim persons (not a company);
       
   2. hold a bachelor degree (as a minimum) in Islamic Shari'ah, particularly in jurisprudence of transactions, from a university that is acknowledged in Shari'ah studies, especially methodologies of jurisprudence, or have a minimum of 10 years' experience in fatwas issuance related to jurisprudence of financial transactions.
       
   3. have proven competence and expertise, especially in jurisprudence of financial transactions;
       
   4. have a strong comprehension of finance in general and Islamic finance in particular, and should have worked in the spectrum of Islamic finance and/or Shari'ah Supervision for a minimum of (10) ten years whether in direct employment or advisory level, or at least (10) ten years of post-graduation experience in teaching and scientific research related to jurisprudence of financial transactions;
       
   5. have good knowledge of the legal and supervisory framework related to financial and banking activities in the UAE;
       
   6. be excellent in Arabic, and preferably to have good knowledge of English;
       
   7. have good conduct and behavior, particularly with regard to credibility, integrity, and reputation in professional and financial transactions.
   
    
2. 7.11 HSA may exempt UAE candidates from some of the above clauses that would not impair their competence in performing their duties, provided that the candidate commits to the development and training required by the HSA.

Third: Termination or Resignation of ISSC member

1. 7.12 Termination of appointment or resignation of ISSC members is not considered effective until the termination or resignation request is approved by HSA, before it is presented to the general assembly for approval.
    
2. 7.13 The request must clarify the reasons for termination or resignation of the ISSC member.

¹ This is not applicable to companies of under one group. The ISSC member may be an ISSC member of the group's companies and that will count as one membership.