Corporate Governance

Protecting the interests of all our stakeholders and promoting long-term sustainability of the Bank.

Overview

As a financial institution licensed in the UAE, Commercial Bank of Dubai PSC (“CBD” or the “Bank”) is committed to complying with the Corporate Governance Regulations and Standards issued by the UAE Central Bank and the Securities and Commodities Authority, and with best governance practices adopted internationally.

Corporate governance is the system of rules, practices, and processes by which the Bank is directed and controlled.

Corporate Governance essentially involves fair treatment and balancing the interest of the many stakeholders in the Bank, which include its shareholders, management, customers, suppliers, bondholders, the government (including regulatory entities) and the community.

CBD maintains a continuously updated Corporate Governance System, which is the set of documents made up of the:

  • The Articles of Association of CBD
  • Mission, Vision and Values of CBD Group
  • The Codes of Conduct
  • The Policies listed in annexes of the Corporate Governance Manual; and
  • The different corporate policies.

The Bank develops its strategy in accordance with certain values to which all the entities and persons forming part of the Group are committed, the common denominator of which is the sustainable creation of long-term share holder value, being a good corporate citizen and balancing the optimisation of benefits realisation for all stakeholders.

Board of Directors

Meet our Board of Directors

In accordance with the Articles of Association for Commercial Bank of Dubai the formation of the Board of Directors is governed by the Federal Law on Commercial Companies (as amended). The Board comprises of 11 members who are elected through the General Meeting, for a term of three financial years.

The formation of the Board of Directors takes into consideration the primary need to ensure that the Board and its Committees have the appropriate balance of skills, experience, knowledge of the Bank and independence of mind to enable them to discharge their respective duties and responsibilities.

H.E. Ahmad Abdulkarim Julfar

Chairman of the Board of Directors

H.E. Ahmad Abdulla Binbyat

Deputy Chairman of the Board

Mr. Buti Saeed Al Ghandi

Director

Mr. Khalid Abdul Wahed Al Rostamani

Director

Mr. Saod Mohamed Obaidalla

Director

H.H. Shaikh Maktoum Bin Hasher Al Maktoum

Director

Dr. Abdulla Mohamed Al Karam

Director

Ms. Moza Omar Al Futtaim

Director

Mr. Abdulwahed Al Fahim

Director

Mr. Ali Fardan Al Fardan

Director

Mr. Hadi Taher Badri

Director

CBD Management Team

Our Management Team is made up of industry experts that contribute unparalleled expertise and knowledge

Dr. Bernd van Linder

Chief Executive Officer

Darren Clarke

Chief Financial Officer

Ali Imran

Chief Operating Officer

Fahad Al Muhairi

General Manager - Institutional Banking

Mark Zanelli

General Manager, Treasury, Asset and Liability Management

Othman Bin Hendi

Chief Customer Officer

Abdul Rahim Al Nimer

General Manager, Corporate Banking

Alan Grieve

Chief Credit Officer

Rupert Rogers

Chief Risk Officer

Khaled Al Hammadi

General Manager - Personal Banking Group

Sultan Al Mahmood

Chief Human Resources Officer

Internal Shari'ah Supervision Committee - ISSC

Our Internal Shari'ah Supervision Committee - ISSC is comprised of leading Islamic scholars who have extensive experience and expertise in legal, financial and banking-related matters.

The committee is responsible for reviewing, approving, and overseeing all of our product offerings, and is empowered to issue rulings in strict adherence to the principles of Shari'ah. Our ISSC relies on the following renowned Islamic scholars:

Corporate Governance Manual

The Corporate Governance Manual (the “Manual”) was designed to define the framework of rules of rules, systems and policies that governs the performance of the Board of Directors (the “Board”) and Senior Management. It establishes the structure by which the Bank executes and carries out its Corporate Governance. It serves as a reference for all the members of the Board as well as its Senior Management in the conducting of their duties and responsibilities.

The provisions in the Manual are the principles enunciated in:

  • The “Corporate Governance Regulation” and accompanying “Corporate Governance Standards” as issued by the UAE Central Bank through the Notice No. CBUAE/BSD/2019/3671 dated 17 September 2019 as amended from time to time and all additional governance requirements as contained in the separate regulations and standards issued by the Central Bank for risk management, internal control, compliance and internal audit and financial reporting and external audit and any additional specific regulation issued now or in the future by the Central Bank,
  • The “Standard Re. Shari’ah Governance for Islamic Financial Institutions” as issued by the UAE Central Bank through the Notice No. CBUAE/BSD/2020/2123 dated 3 May 2020 as amended from time to time,
  • The “Standard Re. Regulatory Requirements for Financial Institutions Housing an Islamic Window” as issued by the UAE Central Bank through the Notice CBUAE/BSD/N/2020/4743 dated 26 October 2020, and
  • The “Chairman of Authority's Board of Directors' Decision No. 3/Chairman of 2020 concerning approval of Joint Stock Companies Governance Guide” as published by the Securities and Commodities Authority and amended from time to time.

(Each or altogether the “Governance Regulations”)

In addition to the Governance Regulations, the Manual follows the leading global practices in corporate governance.

Through the Manual, the Board aims to promote adherence, further strengthen the Group’s commitment to good corporate governance, and align the corporate governance system with the international practice considering the continuous developments in the national Governance Regulations. Therefore, the purpose of the document is to institutionalize clear, robust, and effective Corporate Governance as the foundations for CBD’s future market leadership, continued profitability, and long-term stability.

Corporate Governance Framework

Shari’ah Governance Framework

The Bank’s Sharia’ Governance Framework document sets out strengthened oversight accountabilities on the Board, Internal Shari’ah Supervision Committee (“ISSC”), and other key organs involved in the implementation of Shari’ah governance. The Shari’ah Governance Framework ensures the Bank’s resilience, effectiveness, efficiency and promotes general financial stability. It should incorporate the three lines of defense approach comprising the business line, the support and control functions, and internal Shari’ah audit function.

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