Bahrain

Corporate Governance Code 2011

Regulator: Central Bank of Bahrain/Commerce & Industry Ministry

• Boards should have no more than 15 members.
• At least half the board members should be non-executive directors and at least three of those should be independent.
• The roles of chairman and chief executive officer should be separate. The chairman should also be an independent director.
• One person should hold no more than three directorships in Bahrain.
• Boards should have an audit committee, a nomination committee and a remuneration committee, with a minimum of three members each.
• Boards should conduct an annual evaluation.
• Boards should meet no less than four times a year.

Kuwait

• Kuwait’s Capital Markets Authority is in the process of drawing up a corporate governance code. The New Companies Law for Kuwait (Decree Law No 25 for 2012), published at the end of 2012, introduced the concept of corporate governance in articles 217 and 218, demanding that firms abide by its principles. It also referred to the planned code.

Oman

Code of corporate governance, 2002

Regulator: Capital Market Authority

• Boards should comprise a majority of non-executive directors.
• The roles of chief executive officer, general manager and chairman must not be combined.
• A minimum of one-third of all board members (subject to a minimum of two) should be independent directors.
• Boards must meet at least four times a year.
• Boards should have an audit committee comprising at least three non-executive members, with the majority being independent, to meet four times a year.

Qatar

Corporate Governance Code 2009

Regulator: Qatar Financial Markets Authority

• Boards should meet at least six times a year.
• The roles of chairman and chief executive officer should be separate.
• At least one-third of board members should be independent and the majority non-executive.
• An internal audit should be conducted every three months.
• Boards should have committees for auditing, nomination and remuneration.

Saudi Arabia

Corporate Governance Regulations 2006

Regulator: Capital Market Authority

• Boards should have no fewer than three members and not more than 11.
• The majority of board members should be non-executive directors.
• The chairman and executive positions in the company must be kept separate.
• There should be a minimum of two independent board members or one-third, whichever is greater.
• Boards should have an audit committee, a nomination committee and a remuneration committee.

UAE

Ministerial Resolution No 518 of 2009 Concerning Governance Rules and Corporate Discipline Standards

Regulator: Securities & Commodities Authority

• One-third of all board members shall be independent members and a majority of members should be non-executive members.
• The roles of chairman and company manager/managing director should be separate.
• Boards should meet at least once every two months.
• Boards should have an audit committee, a nomination committee and a remuneration committee. These committees should comprise at least three non-executive board members, of whom at least two shall be independent members, one of whom should be the chairperson.
• The audit committee should meet at least on a quarterly basis.
• The remuneration of board members must not exceed 10 per cent of the company’s net profits, calculated after having deducted depreciation, reserve and distribution of a dividend of at least 5 per cent of capital to shareholders.
• Boards should conduct an annual review.