Regulatory Alerts2020-01-01
Board of Directors Decision No. (91) of 2020
The Financial Regulatory Authority of Egypt issued Decision No. (91) of 2020 to amend the listing and delisting rules by replacing Article 37, which mandates that all companies with shares or depositary receipts listed on the Egyptian Exchange must establish an audit committee comprising at least three non-executive directors, with a majority being independent and the chair selected from among them. The committee members must possess recognized competence in the company's field, with at least one member having financial and accounting expertise, and the committee is permitted to invite external auditors to its meetings. Existing listed companies are required to align their governance structures with these new provisions no later than December 31, 2020.
Financial Regulatory Authority
FINANCIAL REGULATORY AUTHORITY
Chairman of the Authority
Board of Directors Decision No. (91) of 2020 dated 3/6/2020
Amending Board of Directors Decision No. (11) of 2014 Regarding the Rules for Listing and Delisting Securities on the Egyptian Exchange
The Board of Directors of the Financial Regulatory Authority
Having reviewed the Capital Market Law issued by Law No. (95) of 1992 and its executive regulations;
And Law No. (10) of 2009 regulating supervision over non-banking financial markets and instruments;
And Board of Directors Decision No. (11) of 2014 regarding the Rules for Listing and Delisting Securities on the Egyptian Exchange;
And after approval by the Board of Directors in its session held on 3/6/2020;
Decided
(Article One)
The text of the first paragraph of Article (37) of the Rules for Listing and Delisting Securities on the Egyptian Exchange issued by Board of Directors Decision No. (11) of 2014 is hereby replaced with the following:
Article (37) – First Paragraph:
Subject to the provisions of Article (82) of the Central Bank, Banking and Monetary System Law issued by Law No. (88) of 2003 and Articles (27) and (28) of its executive regulations, the board of directors of a company whose shares or Egyptian depositary receipts are listed on the exchange tables shall form an audit committee consisting of an odd number of members, not less than three, from among the non-executive board members. The committee may include members from outside the company, and the majority of its members must be independent, with the committee chair selected from among them. In all cases, committee members must be recognized for their competence and expertise in the company's field of activity, and at least one member must have experience in financial and accounting affairs. The committee may also invite the external auditor or any other suitable person to attend its meetings without being a member.
(Article Two)
Companies whose shares or Egyptian depositary receipts are listed on the Egyptian Exchange and are in existence on the effective date of this decision shall align their status with its provisions within a maximum period of December 31, 2020.
(Article Three)
This decision shall be published in the Egyptian Gazette and on the websites of both the Authority and the Egyptian Exchange, and shall take effect from the day following its publication in the Egyptian Gazette.
Chairman of the Board of Directors Mahmoud Omran
Smart Village, Building no. B-136, Giza Postal Code: 12577 Tel.: (00202) 35345350 - Fax: (00202) 35370036 www.FRA.gov.eg
Smart Village, Building B-136, Giza, Egypt Postal Code: 12577 Tel.: +2.02 35345350, Fax: +2.02 35370036 info@fra.gov.eg