Decision Amending the Decision on More Detailed Requirements for Selection and Appointment of Members of the Management Bodies and Holders of Key Functions in a Credit Institution

Pursuant to Article 44 paragraph (2) item 3) of the Central Bank of Montenegro Law (OGM 40/10, 6/13, 70/17, 125/23), and Article 43 paragraph (6), Article 52 paragraph (3) and
Article 59 paragraph (7) 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 on 15 September 2026, passed the following DECISION AMENDING THE DECISION ON MORE DETAILED REQUIREMENTS FOR SELECTION AND APPOINTMENT OF MEMBERS OF THE MANAGEMENT BODIES AND HOLDERS OF KEY FUNCTIONS IN A CREDIT INSTITUTION
Article 1
In the Decision on More Detailed Requirements for Selection and Appointment of Members of the Management Body and Holders of Core Functions in a Credit Institution (OGM 94/25) in Article 1 after the words: “(hereinafter: the suitability criteria),” the following words shall be added: “including individual and collective suitability,”, after the words: “members of the management bodies of a credit institution” a comma and the following words shall be added: “requirements relating to diversity policies, gender balance and environmental, social and governance impacts” shall be added, and after the words: “criteria for” the following words shall be added: “the assessment of key functions”.
Article 2
In Article 2 paragraph (1) at the end of item 7) a full stop shall be replaced by a semi-colon, and a new item shall be added, worded as follows:
“8) collective suitability means the ability of the management body to understand the risks of the institution, including ESG risks, ICT risks and risks related to money laundering and terrorist financing, and to take strategic decisions effectively.” In paragraph (2) after the words: “The terms institution,” the following words shall be added: “connected persons, chief financial officer, key function holders, environmental, social and governance risks (hereinafter: ESG risks),”.
Article 3
In Article 3 paragraph (1) item 2) shall be amended to read:
“2) who is being prosecuted for any criminal offence referred to in item 1) of this paragraph, or for any other offence against property, payment system operations and the economy, or official duty, if this casts doubt on their reputation;”.

In item 6) the words “financial situation” shall be replaced by the following:
“financial situation (negative credit rating, bankruptcy, high indebtedness that jeopardises the orderly fulfilment of obligations)”. Item 7) shall be amended to read:
“7) if there is another justified reason to doubt the person’s good reputation, prudent and honest conduct, including relations with connected persons subject to international or restrictive measures (sanctions), or persons from high-risk countries;”. After item 7), two new items shall be added, worded as follows:
“8) recorded in the European Criminal Records Information System or in the criminal records of the countries in which the credit institution operates; or
9) where there is a cumulative effect of minor incidents or a lack of transparency in the
person’s previous activities.”
At the end of paragraph (2) a full stop shall be replaced by a coma and the following shall be added: “and, for this purpose, prior to taking a decision on the authorisation, within the scope of its competences, cooperates and exchanges information with the authority responsible for the prevention of money laundering.”. In paragraph (4) item 6), the word translated as “candidate” shall be replaced by other Montenegrin words, with no relevance to the English translation. After paragraph (4) three new paragraphs shall be added, worded as follows:
“(5) The absence of a final judgement for criminal offences against property, payment system operations and the economy, or official duty, or the fact that criminal proceedings for such offences are not pending, shall not in itself be sufficient to satisfy the requirement of good repute, conscientiousness and integrity. (6) When determining the existence of circumstances referred to in paragraph (1), items
8) and 9) of this Article, information that may be obtained from the database of the
European Banking Authority or another body of the European Union, as well as data on restrictive measures (international sanctions) of the European Union, shall also be taken into account. (7) A credit institution shall ensure that members of the management bodies and holders of key functions meet the requirements laid down in this Article throughout their term of office and that they notify the Central Bank of any changes without delay.”
Article 4
In Article 4 paragraph (2) item 5), the words: “climate and environmental risks” shall be replaced by the following: “ESG risks”. A full stop at the end of item 8) shall be replaced by a semi-colon and a new item shall be added, worded as follows:
“9) digital technologies, cybersecurity and artificial intelligence.”

Article 5
In Article 5 paragraph (1) item 1), the words: “or equivalent levels in business undertakings that have a two-tier governance system” shall be replaced by the following words: “regardless of the corporate governance system of the business undertaking”. In paragraph (5) item 4) the words: “climate and environmental risks” shall be replaced by the following: “ESG risks”.
Article 6
In Article 6 paragraph (4) item 1), the words: “or a person” shall be replaced by the following: “or a person connected with them, or a person”. In paragraph (7) the words: “paragraphs (4) and (6) of this Article” shall be replaced by the following: “this Article, as well as facts affecting the fulfilment of the requirements laid down in Article 3 of this Decision”.
Article 7
In Article 7, paragraph (1) item 6), after the word “member” a comma and the following words shall be added: “as well as the complexity and size of the credit institution or entity”. Item 9) shall be amended to read:
“9) the time required for continuous professional development and training in accordance with Article 4 paragraph (2) of this Decision.”.
Article 8
In Article 8 paragraph (3) item 1), the words: “executive and one” shall be replaced by the following: “executive and two”. In item 2), the word “three” shall be replaced by the word “four”. In paragraph (4) item 1), after the word “group” the following wording shall be added: “at the level of prudential or accounting consolidation”.
Article 9
In Article 9, after paragraph (1), a new paragraph shall be added, worded as follows:
“(2) The chairperson of the management board may not simultaneously hold the position of a chief financial officer.”.

Article 10
In Article 10 paragraph (1) the words: “(hereinafter: the collective suitability)” shall be deleted. Item 9) shall be deleted. Item 11) shall be amended to read:
“11) ESG risks”.
Current items 10) to 13) shall become items 9) to 12).
After paragraph (1) two new paragraphs shall be added, worded as follows:
“(2) A credit institution shall develop a methodology for assessing the fulfilment of the collective suitability requirements of members of the supervisory board and management board, adopt a diversity policy and gender-neutral policy. (3) A credit institution shall assess collective suitability at least once a year, as well as in the event of a change in the composition of the management body, irregularities in operations identified in reports on supervision, the occurrence of a significant incident, a materially increased risk in operations, or at the request of the Central Bank.”
Article 11
In Article 12, paragraph (2) item 2), after the word “function” a comma and the following words shall be added: “including impacts that may be created in the short, medium and long term, taking into account environmental, social and governance factors and ICT risks;”. After paragraph (4), two new paragraphs shall be added, worded as follows:
“(5) Key function holders shall meet the suitability requirements referred to in paragraph (1) of this Article at all times throughout their term of office. (6) By way of exception from paragraph (1) of this Article, the Central Bank shall carry out the suitability assessment of holders of internal control functions and the chief financial officer for entities referred to in Article 60a of the Law.”.
Article 12
In Article 13, paragraph (1) item 2) indent 1, after the word “gender” a comma and the following words shall be added: “and, where the person has changed their first and/or last name, information on their previous first and/or last name and the date of the change” shall be added. In paragraph (3) item 5), the words “that function” shall be replaced by the words “those functions”.

After paragraph (3), a new paragraph shall be added, worded as follows:
“(4) A credit institution shall submit the application referred to in paragraph (1) of this
Article to the Central Bank at least three months before the intended assumption of office
by a member of the supervisory board or management board.”
Article 13
In Article 15 paragraph (1) item 5), the changes have been made in Montenegrin language with no relevance to the English translation.
Article 14
In Article 17, paragraph (3) shall be amended to read:
“(3) The quantitative target referred to in paragraph (2) of this Article shall, as a minimum, mean that members of the underrepresented gender represent at least 40% of the members of the supervisory board or at least one third of the total number of members of the supervisory board and management board of the credit institution.”. After paragraph (3), a new paragraph shall be added, worded as follows:
“(4) The quantitative target referred to in paragraph (3) of this Article shall be maintained continuously by the credit institution.”
Article 15
This Decision shall enter into force on the eighth day following that of its publication in the “Official Gazette of Montenegro”. THE COUNCIL OF THE CENTRAL BANK OF MONTENEGRO CHAIRPERSON G O V E R N O R Irena Radović, m.p. Decision no. 0101-6963-6/2026 Podgorica, 15 September 2026