Corporate Governance Report
2. Corporate Governance Committee
Composition as at 31 December 2011:

Salem Al Ameri (Chairman), Mohamed Al Khoori, Abdulla Al Mutawa, Sheikh Sultan Al Dhaheri
Secretary: Sonya Santolin
Statement from the Chairman of the Corporate Governance Committee

The Corporate Governance Committee monitors best practices worldwide and regularly reviews and makes recommendations to enhance the Bank’s corporate governance practices and disclosures in order to achieve high standards of corporate governance.

The Committee held three meetings over the course of 2011. Amongst other things, in 2011 the Corporate Governance Committee worked on the following matters:
  • appointment of Adviser to the Board of Directors
  • performance evaluation of individual Directors and the Board of Directors, and the adoption and monitoring of the action plan arising from the performance evaluation
  • monitoring of professional development opportunities for Directors including surveys, analysis of findings, evaluation of professional development opportunities, and monitoring delivery and quality of programmes
  • amendments to the Bank’s Articles of Association to better reflect the Bank’s governance framework
  • reviewing and recommending amendments to Board and management committees’ terms of reference
  • Directors’ professional development programmes
  • ongoing review of international developments in corporate governance and assessment of Bank’s practices
  • considering corporate governance sponsorships
  • considering international developments in corporate governance best practices
  • publication of corporate governance information
  • making recommendations to the Board and Board Committees on governance matters

The Corporate Governance Committee plays an advisory role, reporting its recommendations to the Board for final approval.

The Committee considers that positive progress was made during 2011 in the implementation of the Bank’s corporate governance initiatives. The Bank’s initiatives were recognised by:
  • World Finance Magazine’s award for ‘Best Corporate Governance’ in the UAE for the second year in a row; and
  • The Allied Compliance Consultants 3rd Annual International GRC & Financial Crimes Conference and Exhibition as the ‘Financial Institution of the Year’, in recognition of the Bank’s excellent initiatives in corporate governance, protecting stakeholders’ interests and raising investor trust and confidence.

Salem Al Ameri
Chairman of the Board’s Corporate Governance Committee