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2.2 Formation and Responsibilities of the Nomination and Remuneration Committee

No: 44049096 Date(g): 4/1/2023 | Date(h): 12/6/1444 Status: In-Force
7.Banks shall have a Nomination and Remuneration Committee comprising of at least three members. The composition and responsibilities of the committee shall be consistent with SAMA’s Key Principles of Governance in Financial Institutions and any other requirements set by any regulatory authority, as applicable.
 
8.The General Assembly, upon the proposal of the Board, shall lay down the terms of reference of the Nomination and Remuneration Committee, which should include its work controls, responsibilities, procedures for appointing committee members, their membership duration and remuneration. A copy of the terms of reference of the Nomination and Remuneration Committee shall be submitted to SAMA along-with the Compliance Report for every cycle.
 
9.The Nomination and Remuneration Committee should work closely with the bank’s Risk Management Committee and/or the Chief Risk Officer in the evaluation of the incentives created by the remuneration system.
 
10.The Nomination and Remuneration Committee shall review the implementation of the Remuneration Policy at-least on a half-yearly basis to ensure achievement of its stated objectives.
 
11.The Nomination and Remuneration Committee shall closely review and monitor the remuneration for highest paid staff to verify compliance with the Remuneration Policy, and to avoid misuse.