Decision Amending the Decision on Governance Arrangements in Credit Institutions

Pursuant to Article 44 paragraph 2 item 3) of the Central Bank of Montenegro Law (OGM 40/10, 6/13, 70/17, 125/23), Article 47 paragraph (5), Article 104 paragraph (5) and Article 120 paragraph (3) of the Law on Credit Institutions (OGM 72/19, 8/21, 24/25, 14/26), the Council of the Central Bank of Montenegro, at its meeting held on15 September 2026, passed the following DECISION AMENDING THE DECISION ON GOVERNANCE ARRANGEMENTS IN CREDIT INSTITUTION
Article 1
In the Decision on Governance Arrangements in Credit Institution (OGM 119/20), in Article 1 the words: “control functions” shall be replaced by the following:
“internal control functions”.
Article 2
In Article 2 paragraph (1) item 6), the changes have been made into Montenegrin language with no relevance to the English translation.
Article 3
In Article 3 paragraph (1) item 1), after the words: “material risks”, a comma and the following shall be added: “including environmental, social and governance risks (ESG risks)”. In paragraph (2), in the introductory sentence, the words: “risk control “ shall be replaced by the following: “risk management”, the words: “control functions” shall be replaced by the following: “internal control functions”, and the words: (OGM 72/19) shall be deleted. In items 1), 2), 3), 4), 5) and 8), the words: “a control function” shall be replaced by the following: “an internal control functions”.
Article 4
In Article 6 paragraph (5) the words: “risk control function” shall be replaced by the following: “risk management”.
Article 5
In the title of the sub-chapter 2 and in Article 12 paragraph (1), the words:
”control functions” shall be replaced by the following: “internal control functions”. After paragraph (2), two new paragraphs shall be added, worded as follows:

“(3) A credit institution shall draw up, regularly maintain and update individual descriptions of the roles and duties of each member of the management body, each member of senior management and each key function holder within the credit institution, specifying in detail the respective roles and duties, reporting lines and lines of responsibility of each such person, including an overview of the duties of persons who are part of the governance arrangements referred to in Article 104 of the Law. (4) A credit institution shall, upon request by the Central Bank, without delay, make available to the Central Bank the individual descriptions of roles and duties referred to in paragraph (3) of this Article.”. In paragraph (3), in the introductory sentence, the words: “control functions” shall be replaced by the following: “internal control functions”. Current paragraph (3) shall become paragraph (5).
Article 6
In the heading of Article 13, in the introductory sentence of paragraph (1) and items 1), 2), 3) and 5), the words: “control functions” shall be replaced by the following:
“internal control functions”.
In item 6) the words: “a person responsible for the operation of each control function as a whole” shall be replaced by the following: “a head of an internal controls function”. In items 7) and 8), the words: “control functions” shall be replaced by the following: “internal control functions”.
Article 7
In Article 14 and paragraph (1), the words: “control functions” shall be replaced by the following: “internal control functions”. In paragraph (2) the words: “Persons responsible for carrying out the control function activities” shall be replaced by the following: “Heads of the internal control functions”. In paragraph (3) the words: “a person responsible for” shall be replaced by the following: “a head of”.
Article 8
In the heading of Article 15, in the introductory sentence of paragraph (1) and items 1) and 3), the words: “control functions” shall be replaced by the following: “internal controls function”.

In paragraph (2) the words: “the person responsible for the work of each control function” shall be replaced by the following: “the head of an internal controls function”.
Article 9
In the heading of Article 16 and paragraphs (1) and (2), the words: “control functions” shall be replaced by the following: “internal controls function”.
Article 10
In the heading of Article 17, in the introductory sentence of paragraph (1) and paragraph (2), the words: “risk control function” shall be replaced by the following:
“risk management”.
Article 11
In Article 18 paragraph (1) items 4) and 7), the words: “risk control function” shall be replaced by the following: “risk management”. In paragraph (2) item 2) the words: “a person responsible for” shall be replaced by the following: “head of”.
Article 12
In Article 19 paragraph (3) item 4) the words: “risk control function” shall be replaced by the following: “risk management”. In paragraph (2), the changes have been made in Montenegrin language with no relevance to the English translation.
Article 13
In the heading of Article 20 and in the introductory sentence of paragraph (1), the words: “control functions” shall be replaced by the following: “internal controls function”. In paragraph (2) the words: “control functions” shall be replaced by the following: “internal controls function”, the words: “the person responsible for the work of each control function” shall be replaced by the following: “the head of certain internal controls function”. In paragraph (3) the words: “risk control function” shall be replaced by the following: “risk management”. In paragraph (5), the words: “control functions” shall be replaced by the following: “internal controls function”.

Article 14
In Article 23 paragraph (5), the word: “functions” shall be replaced by the following: “internal controls function”.
Article 15
In Article 24 paragraph (1) item 1) the words: “risk control function” shall be replaced by the following: “risk management”.
Article 16
In Article 26 paragraph (1) item 1), shall be amended to read: “1) provide support and advice to the supervisory board in adopting and regularly reviewing the general principles of the remuneration policy and practices, as well as in relation to remuneration-related processes, and provide support and advice to the management board in developing the remuneration policy”. In item 6), after the words: “achievement of performance targets” the following shall be added: “and other objectives”. Items 7) and 8) shall be amended to read:
“7) review a number of possible scenarios to test how the remuneration policy and its implementation will react to future external and internal events;
8) back-test the criteria used for determining variable remuneration and the reduction
of remuneration prior to their determination;”.
At the end of item 8), a full stop shall be replaced by a semi-colon and two new items shall be added, worded as follows:
“9) participate in the identification process of employees;
10) directly oversee the remuneration of the heads of internal control functions.”.
After paragraph (1), a new paragraph shall be added, worded as follows:
“(2) A credit institution shall ensure that the remuneration committee:

1. has access to all data and information relating to the decisions of the
   supervisory board concerning the drawing up, implementation, monitoring and amendment of the remuneration policy and practices;
2. has adequate resources and access to information and data from the internal
   control functions, and ensures the involvement of the internal control functions and the organisational units responsible for human resources, legal affairs and strategic planning, and, where necessary, seeks advice from external experts.”. In paragraph (3) the words: “persons managing the control functions” shall be replaced by the following: “heads of internal controls function”. Current paragraphs (2) and (3) shall become paragraphs (3) and (4).
   Article 17
   This Decision shall enter into force on the eighth day following that of its

publication in the “Official Gazette of Montenegro”.
COUNCIL OF THE CENTRAL BANK OF MONTENEGRO
Decision number: 0101-6963-5/2026
Podgorica, 15 September 2026
CHAIRPERSON
G O V E R N O R
Irena Radović, m.p.