2025-11-07 | BPRD Circular Letter No. 21This affidavit mandates that directors serving concurrently on the boards of a bank and its wholly-owned exchange company formally commit to managing potential conflicts of interest. The director must perform their duties independently, strictly adhere to arm's-length transaction standards, and maintain rigid information barriers between the two entities. Furthermore, the signatory pledges to recuse themselves from any decisions involving inter-company dealings and to provide full cooperation to the State Bank of Pakistan regarding conflict management.
I, ________________ son/daughter/wife of _______________________ adult, resident of _______________________________________________________________________ and holding CNIC/Passport No. ______________________________ do hereby solemnly declare and undertake as follows:-
a. I acknowledge that my fiduciary duty to each entity is separate and distinct, and I shall not allow the interests of one entity to override or improperly influence my judgment in relation to the other.
b. I undertake that I will act in good faith and in the best interest of each entity independently, and shall avoid any action that gives, or may reasonably be perceived to give, rise to a conflict of interest.
c. I shall promptly disclose to both Boards any circumstance where my dual role may give rise, or be perceived to give rise, to a conflict of interest, and shall abstain from participation in deliberations or decisions on such matters.
d. I confirm that I shall recuse myself from voting, deliberation, or influencing any decision that directly or indirectly involves dealings, contracts, or policies between the Bank and the Exchange Company.
e. I undertake to ensure that all dealings and transactions between the Bank and the Exchange Company are conducted strictly on an arm’s-length basis, in compliance with applicable laws, regulations, and the directives of State Bank of Pakistan.
f. I undertake to respect information barriers and shall not share confidential or sensitive information of one entity with the other, except where explicitly required by law or regulation.
g. I shall maintain the confidentiality of all non-public information of both the Bank and the Exchange Company and shall not use such information for personal gain or to the detriment of either entity.
h. I undertake to fully cooperate with the State Bank of Pakistan in providing any information, explanation, or record relating to the management of conflicts of interest in my dual role.
Signature ______________________ DEPONENT
The Deponent is identified by me
Signature _______________________ ADVOCATE (Name and Seal)
Solemnly affirmed before me on this ______ day of _____________ at ______________ by the Deponent above named who is identified to me by ________________, Advocate, who is known to me personally.
Signature__________________________________________ OATH COMMISSIONER FOR TAKING AFFIDAVIT / NOTARY PUBLIC (Name and Seal)