As part of the CMA efforts to develop the capital market in Saudi Arabia as well as regulate and monitor the businesses and activities of entities subject to its supervision through issuing implementing regulations and rules governing the capital market in Saudi Arabia, and pursuant to the Capital Market Law issued by Royal Decree (M/30) dated 2/06/1424H., and based on the Companies Law issued by Royal Decree (M/3) dated 28/1/1437H., the CMA board has issued its Resolution stating the following:
a. approving the Corporate Governance Regulations to supersede the Corporate Governance Regulations issued by CMA board resolution (1-212-2006) dated 21/10/1427H corresponding to 12/11/2006G starting from the date of its entry into force.
b. the Corporate Governance Regulations shall enter into force starting from 22/04/2017G, except for the provisions listed in the table below which enter into force on 31/12/2017:
| Sub-paragraph (a) of
paragraph (1) of Article 22 |
| Paragraph (3) of Article
22 |
| Paragraph (4) of
Article 22 |
| Paragraph (5) of Article
22 |
| Paragraph (1) of
Article 23 |
| Paragraph (2) of Article
23 |
| Paragraph (1) of Article
25 |
| Article 28 |
| Article 56 |
| Paragraph (b) of Article
60 |
| Article 61 |
| Article 62 |
| Paragraph (b) of
Article 64 |
| Paragraph (1) of
Article 65 |
| Paragraph (3) of Article
65 |
| Paragraph (5) of Article
65 |
| Paragraph (6) of Article
65 |
| Paragraph (8) of
Article 65 |
| Paragraph (9) of
Article 65 |
| Article
84 |
| Article 86 |
| Article 89 |
| Paragraph (5) of
Article 90 |
| Paragraph (7) of
Article 90 |
| Paragraph (11) of
Article 90 |
| Paragraph (12) of
Article 90 |
| Paragraph (32) of
Article 90 |
| Sub-paragraph (1) of
paragraph (a) of Article 93 |
| Article 94 |
c. boards of listed companies, whose financial year ends on 31/12/2017 and afterwards, shall fulfill all requirements set forth in Article 90 of the Corporate Governance Regulations when preparing and approving the board report which will be approved by the general assembly on 31/12/2017 and afterwards.
d. nullifying the Guiding Notes of the Corporate Governance Regulations issued by CMA board resolution (3-31-2012) dated 9/11/1433H corresponding to 25/09/2012G starting from 22/04/2017G.
Corporate Governance Regulations aim to achieving the best investment of the potentials and resources of companies through the creation of a work environment on the basis of responsibility, control and commitment, taking into account the principles of clearness and transparency in determining the company's objectives, commercial strategic plans and identifying the rights and obligations of each entity of its entities, in addition to managing its relationship with suppliers, financiers, consumers, supervisory authorities and their activities. While preparing these Regulations, best relevant international practices were considered to achieve the sought objectives; as well as opinions of the interested, the concerned, the specialists and related parties.
These Regulations come as a joint effort of the CMA and the Ministry of Commerce and Industry, and under the CMA various initiatives to develop the capital market in Saudi Arabia.
The Corporate Governance Regulations are available on the link:
Corporate Governance Regulations
