Circular on Compliance with the Key Principles of Governance in Financial Institutions Subject to SAMA's Supervision

Saudi Central Bank

Reference No.: 472039139 Date: 1447/07/09 (AH) Attachments: None

Circular

To: Respected Entities Peace, mercy, and blessings of God be upon you,

Subject: Regarding Compliance with the Key Principles of Governance in Financial Institutions Subject to SAMA's Supervision.

In light of the Saudi Central Bank's supervisory and regulatory role, and based on the powers vested in it under its system issued by Royal Decree No. (M/36) dated 1442/04/11 AH, and other related regulations, and with a view to enhancing effective management in financial institutions under its supervision.

We hereby inform you that it has been decided that all financing companies and payment service companies must comply with the Key Principles of Governance in Financial Institutions Subject to SAMA's Supervision (the "Principles"), issued under Circular Reference No. (42081293) dated 1442/11/21 AH. These companies are required to comply with the stipulations therein, according to the following procedures:

First: Conduct an assessment of the company's current status regarding governance procedures, and develop a roadmap to achieve compliance with the Principles within the stipulated deadline outlined in Item (Fourth).

Second: Obtain the Board of Directors' approval for the prepared roadmap and provide the necessary support for its implementation.

Third: Submit the assessment and approved roadmap via email to ComplianceFCC@SAMA.GOV.SA no later than (30) days from the issuance date of this Circular.

Fourth: Comply with the Principles no later than (one year) from the issuance date of this Circular, or upon the expiration of the current Board of Directors' term; whichever is earlier. The Saudi Central Bank reserves the right to extend the stipulated compliance period if justified reasons exist.

For your information and necessary action.

Yours sincerely,

Yazeed bin Ahmed Al-Sheikh Deputy Governor for Supervision

Distribution Scope:

• Financing companies operating in the Kingdom.
• Payment service companies operating in the Kingdom.

P.O. Box 2992, Riyadh 11169, Kingdom of Saudi Arabia | Tel: +966 11 4633000