Announcement of the publication of the proposed amendments of the Corporate Governance Regulations for public consultation

​In continuance of the role of the Authority in regulating and developing the capital market, and based on the Companies Law issued by Royal Decree No. (M/3) dated 28/01/1437H, the CMA Board issued its decision to publish the proposed amendments to the Corporate Governance Regulations (the "Regulations") to obtain the views of the public, specialists and interested parties for a period of two weeks ending on 17/6/1439H corresponding to 4/3/2018G. These proposed amendments aim to boost corporate governance principles in the companies listed on the Saudi Exchange and improve its mechanisms, in addition to boosting the principle of shareholders protection, especially minority shareholders.

The most notable proposed amendments are; the amendment of the definition of "relatives" in Article 1 of the Regulations, as well as determining the financial consideration that does not affect the independence of the independent Board member, in addition to changing sub-paragraph (10) of paragraph (c) of Article 20 of the Regulations from "a guiding paragraph" to a "mandatory paragraph". Furthermore, amending paragraph (3) of Article 46 of the Regulations, to clarify that the board of directors must assess the board member's competition with the company's business or if he/she is in competition with one of the branch activities that it conducts in accordance with the rules approved by the Board, as well as other proposed amendments as stated in the table of amendments.

The Authority, with full gratitude, would like to receive the opinions and remarks of relevant and interested persons, through any of the following channels:

  • Email (;
  • Fax number (+966114906460); or
  • Mail address (P.O. Box 87171 Riyadh 11642, CMA Deputy for Legal Affairs and Enforcement – Laws and Regulations Department).

All opinions and remarks will be taken into full consideration in order to finalize the amendments of the Regulations.

The table of amendments that includes all proposed amendments of the Regulations can be viewed via the following link:

The Proposed Amendments to the Corporate Governance Regulations