Amendment No. 9 of 2023 to the Governance Instructions for Insurance Companies

Amendment No. 9 of 2023 Amendment to the Governance Instructions for Insurance Companies No. 1 of 2022

Article (1): These Instructions shall be known as the "Amendment to the Governance Instructions for Insurance Companies for the Year 2023" and shall be read together with Instructions No. 1 of 2022 and any amendments thereto, hereinafter referred to as the "Original Instructions," as a single instrument, and shall come into effect as of the date (2023/8/13).

Article (2): Article (11) of the Original Instructions is amended to read as follows: First: By rephrasing paragraph (b) thereof as follows: b- Adoption of the insurance company's organizational structure, which shall illustrate the administrative hierarchy and clearly reflect the boundaries of responsibility and authority, and shall include at a minimum the following:

1. The Board of Directors and its committees.
2. Senior Executive Management.
3. Executive Management Committees - if any.
4. A separate Internal Audit Department, and Risk Management and Compliance functions, in a manner that allows the performance of supervisory tasks with complete independence, including that those responsible for supervisory tasks do not perform any executive duties, and such that their connection is shown by a solid line to the relevant Committee and by a dashed line to the General Manager of the insurance company.
5. The technical departments of the insurance company, commensurate with the insurance branches and licenses licensed for the company to operate.
6. The supporting departments of the insurance company.
7. Subsidiary companies of the insurance company and its foreign branches - if any.
8. Separation of responsibilities and tasks, ensuring the delegation of authorities and preventing their concentration in a specific entity or person.

Second: By rephrasing paragraph (d) thereof as follows: d- Providing the Central Bank with the insurance company's organizational structure whenever any modification is made to it, along with a statement of the modifications made to it. The Central Bank may request the insurance company to make any modification it deems necessary to the organizational structure. In all cases, the company must provide the Central Bank with the organizational structure after its approval by the Board of Directors.

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Article (3): Article (12) of the Original Instructions is amended by adding point (h) to item (2) of paragraph (b) thereof with the following text: h) Submitting a recommendation to the Board of Directors to approve the appointment and resignation or dismissal of any senior employee of the insurance company in the event that no other specialized committee is functionally linked to the relevant senior employee.

Article (4): Article (24) of the Original Instructions is amended by rephrasing the beginning of paragraph (b) thereof as follows: b- The insurance company shall commit to regularizing its affairs within a maximum period of the date of the first general assembly meeting of the company held in the year 2024 regarding the following.

Central Bank Board of Directors