10 CORPORATE GOVERNANCE REVIEW
CORPORATE GOVERNANCE REPORT
Corporate Governance Framework
BisB continued to uphold a robust corporate governance framework in 2024, underpinned by a comprehensive set of policies and practices that prioritised transparency, accountability, and sound risk management. At the heart of BisB's governance approach is an ongoing commitment to the highest standards of integrity and operational excellence, ensuring that the Bank operates in full alignment with local laws and regulatory requirements.
BisB is founded on the principles of integrity, effective internal controls, Shari'a compliance, and regular independent audits, which guarantee that the Bank operates in a manner that upholds its reputation and meets stakeholder expectations. The Bank proactively identifies areas for enhancement, securing that its governance practices remain responsive
to evolving regulatory changes, business needs, and market dynamics. In 2024, BisB's governance practices remained aligned with the latest CBB regulations and industry standards, with continuous efforts to adapt to new legal and regulatory developments. BisB's Corporate Governance Policy not only aligns with the regulatory standards set by the CBB but
also reflects best practices within the banking industry.
In a continued effort to promote transparency and facilitate stakeholder engagement, BisB has made its Corporate Governance Guidelines publicly available on its website. These guidelines offer a detailed overview of the Bank's governance framework, outlining the roles and responsibilities of key governance bodies, as well as the policies and procedures that guide its operations. By ensuring that
these documents are readily accessible,
BisB reinforces its dedication to transparency, enabling stakeholders to fully assess the Bank's governance structure and overall performance.
Furthermore, BisB remains steadfast in maintaining Shari'a compliance, with a dedicated Shari'a Supervisory Board overseeing all activities to ensure that the Bank's operations, products, and services are in full alignment with Islamic principles. Regular audits and reviews of governance policies and procedures are conducted to ensure ongoing adherence to both regulatory requirements and internal standards.
Code of Conduct
The Board has implemented an extensive code of conduct, serving as a guideline for Directors, officers, and employees in their ethical conduct and decision-making processes. All officers and employees are committed to adhering to this code of conduct and are expected to maintain high standards of integrity and fairness in their dealing with customers, regulators, and other stakeholders. The code of conduct is based on the following principles:
- Behaviour expected from our employees at work
- Honesty and integrity at work
- Confidentiality at work
- Internal and external communication
- Conflicts of interest at work
- Working with customers
- Due skill, care and diligence
- Relations with regulators
- Market conduct
- Customer assets
- Customer interests
- Adequate resources
- Management, system and controls
- Environmental, Social and Governance (ESG) considerations
Compliance
Compliance is an independent function that reports to the Board Risk and Compliance Committee. The Compliance function, guided by the Board's approved policies, works with various business and control functions of the Bank to ensure compliance with the applicable rules and regulations of the relevant regulatory authorities. Given the digital business strategy of the Bank, as well as the expanding regulatory scrutiny and enforcement, the Compliance Department of the Bank is keeping up with the digital advancements by participating in the risk management process from a regulatory compliance perspective.
Customer Complaints
The Compliance Department is responsible for managing customer complaints. BisB customers may use the Bank's website or the contact centre for lodging a complaint. All complaints are logged, monitored, and reported to the CBB. A user-friendly guide is made available to customers by way of a conspicuous notice on the Bank's website.
Whistleblowing Policy
The Board has adopted a Whistleblowing Policy (by appointing Mr. Khalid AbdulAziz
Al Jassim in his capacity as a Board Member and a Chairperson of the Audit Committee to be responsible for the Whistleblowing Policy) which provides current, former or temporary employees of the Bank, vendors, auditors, consultants or any other service providers with the opportunity to raise any observation regarding wrongful conduct, unethical or improper activity within BisB, including fraud, corruption, abuse, unethical or malicious behavior, and to prohibit managerial personnel from taking any adverse action against employees for doing so.
Communications with Stakeholders
BisB conducts all communications with its stakeholders in a professional, honest, transparent, understandable, accurate and timely manner. The primary communication channels include the Annual Report, website, and regular announcements in the appropriate local media and social media, all of which are made available in both Arabic and English. In adherence to Shari'a guidelines and principles set forth by the CBB, the Bank's website also features 'Fatawy' and 'Publications of Shari'a and Products & Services Fatwas'.
Communications with Shareholders and Investors
The Bank is committed to maintaining transparency and fostering strong relationships with its shareholders and investors. The following table provides for the different methods of communication between the Bank and its shareholders and investors:
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The Bank communicates key disclosures to shareholders and | |
investors through official announcements, which are published in | |
Disclosures and | both Arabic and English newspapers, as well as on the Bank's website. |
Announcements | These communications include, but are not limited to, the agenda for |
the upcoming Annual General Meeting (AGM) and the proxy form, | |
allowing shareholders to participate in decision-making processes. | |
BisB's consolidated audited financial statements, along with all other | |
Annual General | relevant reports, are presented to shareholders during the AGM. In the |
spirit of transparency, the minutes of the meeting are subsequently | |
Meeting (AGM) | |
published on the Bank's website, ensuring all stakeholders have | |
access to the discussions and resolutions made. | |
The Bank publishes a comprehensive Annual Report on its website, | |
which includes the complete financial statements for the current | |
Annual Report and | fiscal year, as well as a minimum of five preceding years. This ensures |
Financial Statements | consistency, transparency, and easy access to historical data. The |
report adheres to all regulatory requirements, reinforcing BisB | |
commitment to corporate governance. | |
In line with the Bank's policy of regular communication, BisB provides | |
Quarterly Financial | condensed and full versions of its audited financial results for each |
quarter on the Bank's website. These reports, dating back to 2006, | |
Updates | |
are readily available, allowing shareholders and investors to track the | |
Bank's performance over time and make informed decisions. | |
To facilitate ongoing communication, the Bank has established a | |
dedicated 'Investors' Queries' Page on its website, where investors | |
Investor Relations | can submit inquiries at any time. The Board Secretary's contact |
Support | details are also provided, ensuring that any additional questions or |
concerns from shareholders are addressed promptly. Shareholders are | |
encouraged to reach out directly for personalised assistance. | |
Board of Directors' Responsibilities
The Board of Directors (the Board) of BisB holds the ultimate responsibility for ensuring the long-term sustainability and financial performance of the Bank. The Board's central role is to provide leadership, drive the strategic vision of the Bank, and ensure the creation of shareholder value, all while maintaining a strong ethical foundation for the Bank's operations.
In 2024, the Board's role remained pivotal in steering the Bank towards sustainable growth, innovation, and the creation of value for
all stakeholders.
The Chairman of the Board plays a critical role in guiding the decision-making process and superintending the performance of the Executive Management. Additionally, the Chairman maintains ongoing engagement with the Bank's shareholders, ensuring their views and interests are consistently represented. The Board, as a collective, is entrusted with safeguarding the Bank's assets and reputation, applying skill, care, and diligence in the execution of its duties. Directors are expected to act with integrity and always in the best interests of the Bank and its stakeholders, balancing the needs of shareholders, customers, employees, suppliers, and the wider community.
The Board's primary responsibility is to provide effective governance over the Bank's affairs. This includes setting clear strategic goals that respond to market conditions, customer demands, and technological advancements, while adhering to BisB's core mission and Islamic banking principles. The Board ensures the timely implementation of the Bank's strategies, monitors financial health, and
assesses profitability, liquidity, and capital adequacy to guarantee financial stability. The Directors hold senior management accountable for executing these strategies effectively, ensuring alignment with the Bank's long-term goals.
To fulfil its governance duties, the Board maintains a robust framework that aligns with applicable regulations and ethical standards, reinforcing transparency, accountability, and the responsible management of risks. The Board
is responsible for overseeing the preparation of accurate and transparent financial reports, ensuring compliance with accounting standards, and confirming that all operations adhere to Shari'a principles.
The Board is also tasked with guiding the implementation of risk management processes, regulatory compliance, and internal controls. This oversight extends to evaluating and approving major investments, acquisitions, and divestitures, ensuring that decisions are aligned with BisB's strategic objectives. Additionally, the Board ensures the fair treatment of all shareholders, including minority stakeholders, and that conflicts of interest and related-party transactions are managed with the
utmost integrity.
In order to support the Board's work, several Committees have been established to provide high-level oversight of the Bank's operations and to assist in decision-making. These Committees ensure that operations align with the Bank's objectives and governance standards, and that recommendations are made to the Board for final approval. The Committees include:
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- Executive Committee (EC);
- Audit Committee (AC);
- Nomination, Remuneration, Governance, and Sustainability Committee (NRGSC);
- Board Risk and Compliance Committee (BRCC); and
- Board Independent Committee (BIC).
While the Board maintains overall responsibility, it may delegate specific duties to various Board Committees or Executive Management. These bodies regulate specific areas of governance and operations, reporting regularly with updates and recommendations. During 2024, there were no significant issues regarding the work of these committees.
The Board reserves the right to establish committees when necessary and to discontinue them once their objectives have been fulfilled. Thus, to further support the independence and effectiveness of the Bank's governance, BisB has established the Board Independent Committee (BIC). The BIC was formed to provide strategic advice on the integration and synergies between NBB and BisB. By reviewing key operational processes, the BIC ensures efficiency and clarity across the Group.
Integral to the Bank's governance structure is the role of Independent Directors. At BisB, we adhere strictly to the definition of an Independent Director as a Board Member who has no material relationship with the company that could affect their independence of judgment. This includes having no significant
financial transactions or employment- relationships with the company, other than Director's remuneration. The Board includes Independent Directors who meet these criteria, ensuring they have no conflicts of interest that could impair their judgment. These Independent Directors play a crucial role in maintaining
the integrity and effectiveness of the Bank's governance practices. They contribute significantly by providing impartial oversight and challenging management decisions when necessary.
Board's Oversight of Audit, Internal Control and Compliance
The Audit Committee (AC) assists the Board in fulfilling its oversight responsibility relating to the performance of the Internal Audit function, which regularly reviews and provides reasonable assurance on the adherence to internal control processes and procedures.
The Committee ensures rigorous oversight of financial audits, internal controls, and compliance with legal requirements. Comprising at least three members with no conflicts of interest, the Committee includes a majority
of Independent Directors and Non-Executives if appointed. Members possess recent and relevant financial expertise, including the ability to understand corporate financial statements, accounting principles, and internal controls. An independent Internal Audit function is established within the Bank that reports functionally to the AC.
Board of Directors Composition
No. | Director | Designation | Start Date | Term |
1. | Mr. Zaid Khalid Abdulrahman** | Non-Executive Director | 24 April 2024 | First |
2. | Mr. Usman Ahmed | Executive Director | 11 January 2023 | First |
3. | Mr. Mohamed Abdulla Nooruddin | Independent Director | 21 March 2019 | Second |
4. | Mr. Khalid AbdulAziz Al Jassim | Independent Director | 21 March 2019 | Second |
5. | Mr. Marwan Khaled Tabbara | Independent Director | 21 March 2019 | Second |
6. | Mr. Saqer Abdulmohsin Al Sijari | Independent Director | 28 March 2022 | First |
7. | Mr. Ali Ehsan*** | Executive Director | 2 June 2024 | First |
8. | Mr. Hesham Al Kurdi**** | Executive Director | 2 June 2024 | First |
9. | Mr. Mohsin Rahim***** | Executive Director | 2 June 2024 | First |
10. | Ms. Rana Abdulaziz Qambar | Executive Director | 22 May 2023 | First |
*10% of the Board Members are women representatives.
- In replacement of Dr. Esam Abdulla Fakhro.
- In replacement of Mr. Isa Hasan Maseeh.
- In replacement of Mr. Khalid Yousif Abdulrahman.
- In replacement of Mr. Gaby Samir El Hakim.
The detailed profiles of the Board Members are available on the Bank's website.
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Shareholders
Sharia'a | Board of |
Supervisory | |
Directors | |
Board | |
Sharia'a | Board | Board | Board Risk & | Nomination | |||||||
Audit | Remuneration | ||||||||||
Executive | Independent | Executive | Compliance | Governance & | |||||||
Committee | |||||||||||
Committee | Committee | Committee | Committee | Sustainability | |||||||
Committee | |||||||||||
Chief Executive | Group | Chief | |||||||||
Ocer | Group Chief | Group | Chief | ||||||||
Group | Chief | Legal | Ocer | ||||||||
Compliance | |||||||||||
Internal Audit | Risk Ocer | and Corporate | |||||||||
Ocer | |||||||||||
Secretary | |||||||||||
Chief | Corporate | Chief | Chief | Chief | Chief | |||||
& Institutional | Retail Banking | Internal Audit | Compliance | |||||||
Risk Ocer | ||||||||||
Banking Ocer | Ocer | Ocer | Ocer | |||||||
Sharia'a | ||||||||||
Sharia'a | Marketing & | Digital | Legal & | Corporate | ||||||
Internal | Coordination | Corporate | ||||||||
Banking | Governance | Secretary | ||||||||
Audit | & Implementation | Communications | ||||||||
Information | Operational | Provisioning | Asset/ | Management | Credit | Investment | Zakat & | Group Tendering |
Security | Risk | Liability | Al Qard Al Hasan | & Asset Disposal | ||||
Committee | Committee | Committee | Committee | Committee | Committee | Committee | Committee | Committee |
*Group Centralised Committee
Group Chief Executive Officer
Group Chief | Group | Group Head | Group Chief | Group | Chief | Group Head | Group Chief |
Chief Executive - | Corporate & | Human | |||||
Operating | Financial | Technology | Strategy & | ||||
Markets & Client | Commercial | Resources | |||||
Ocer | Ocer | Ocer | Sustainability | ||||
Solutions | Banking | Ocer | |||||
Chief | Chief | Chief Human | |
Financial | Application | Resources | |
Ocer | Ocer | Ocer | |
BisB Islamic | Treasury | Strategy | |
Operations | & Sustainability | ||
Centralised Function with BisB Team (as per Approved Group Structure)
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Induction of New Directors
The Bank offers an orientation program for the newly appointed and/or elected Directors, featuring presentations by senior management on strategic plans, key financial, accounting and risk management issues, compliance programs, operations, code of conduct, management structure, and its internal and external auditors, as well as a tour of the Bank's premises,
in accordance with the latest High-Level Controls (HC) Module issued by the CBB for Islamic Banks.
Furthermore, the Bank adopts internal onboarding guidelines to ensure that the new Directors can swiftly and effectively fulfil their governance responsibilities and Board duties from the start of their term, facilitating their integration into the Bank.
Board of Directors' Membership Term and Election Process
The Board of Directors at BisB serves a renewable three-year term. The current term commenced in March 2022 and will conclude in March 2025. Shareholders holding 10% or more of the share capital are entitled to nominate
a representative to the Board in proportion to the total number of Board Members. The remaining Board Members are elected through a secret ballot at the Ordinary General Meeting. Additionally, the Board elects a Chairman and Vice Chairman by secret ballot for a renewable three-year term.
Termination of Board Membership
Membership on the Board of Directors may be terminated under the following circumstances:
- Failure to attend at least 75% of the meetings without a valid excuse.
- Submission of a written resignation.
- Failure to meet the conditions outlined in the Bank's Articles of Association.
- Appointment or election in violation of the CBB Law and/or Bahrain Commercial Companies Law.
- Misuse of membership for engaging in competing or detrimental business activities.
- Removal request by the nominating shareholder.
- Loss of shareholder status or eligibility by the nominating shareholder.
Board Meetings and Attendance
Minimum Number of Meetings Required = 4
Total Number of Meetings = 5
Director | 18 Feb | 07 May | 31 Jul | 31 Oct | 27 Nov | Percentage of |
24 | 24 | 24 | 24 | 24 | Attendance | |
Mr. Zaid Khalid Abdulrahman* | - | 100% | ||||
Mr. Usman Ahmed | 100% | |||||
Mr. Mohamed Abdulla Nooruddin | 100% | |||||
Mr. Khalid AbdulAziz Al Jassim | 100% | |||||
Mr. Marwan Khaled Tabbara | 100% | |||||
Mr. Saqer Abdulmohsin Al Sijari | 100% | |||||
Mr. Ali Ehsan** | - | - | 100% | |||
Mr. Hesham Al Kurdi*** | - | - | 100% | |||
Mr. Mohsin Rahim**** | - | - | 100% | |||
Ms. Rana Abdulaziz Qambar | 100% | |||||
- In replacement of Dr. Esam Abdulla Fakhro.
- In replacement of Mr. Isa Hasan Maseeh.
- In replacement of Mr. Khalid Yousif Abdulrahman.
- In replacement of Mr. Gaby Samir El Hakim
Participated physically
Participated via phone/video link
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Board Committees
Committee Name | Members | Objective |
(as of 31 December 2024) | ||
Committee Name | Members | Objective |
(as of 31 December 2024) | ||
Board Independent | Mr. Mohamed Abdulla Nooruddin | The BIC was initially formed to |
Committee (BIC) | (Chairperson) | supervise the acquisition of BisB's |
shares and has been reactivated to |
Executive
Committee (EC)
Minimum Number
of Meetings: [4]
Mr. Usman Ahmed (Chairperson) Members:
- Mr. Mohsin Rahim*
- Mr. Hesham Al Kurdi**
*Appointed on 2 June 2024 in replacement of Mr. Gaby Samir El Hakim.
**Appointed on 2 June 2024 in replacement of Mr. Khalid Yousif Abdulrahman.
The EC assists the Board of Directors in fulfilling their responsibilities with regards to financing and investments activities, as well as any other matters not delegated to a specific Board Committee.
Accordingly, the EC is empowered to approve specific credit and investment proposals, review budgets, plans and major initiatives for eventual submission to the Board
for approval, and to monitor the Bank's performance against business plan objectives.
Minimum Number | Members: | provide advice and recommendations | |
of Meetings: [Upon | 1. Mr. Khalid Abdulaziz Al Jassim | ||
to the Board of Directors on issues | |||
Request] | 2. | Mr. Marwan Khaled Tabbara | |
related to integration and synergies | |||
3. | Mr. Saqer Abdulmohsin Al Sijari | ||
between NBB and BisB. | |||
Executive Committee Meetings and Attendance
Total Number of Meetings = [5]
Audit Committee | Mr. Khalid Abdulaziz Al Jassim | The AC oversees the integrity and reporting |
(AC) | (Chairperson) | of the Bank's quarterly and annual financial |
Minimum Number | Members: | statements. It also covers review of audit |
findings, provisions, and impairments. | ||
of Meetings: [4] | 1. Mr. Saqer Abdulmohsin Al Sijari | |
2. Mr. Ali Ehsan* | ||
*Appointed on 2 June 2024 in | ||
replacement of Mr. Isa Maseeh. | ||
Nomination, | Mr. Zaid Khalid Abdulrahman | The NRGSC is responsible for developing |
Remuneration, | (Chairperson)* | and recommending changes from time |
Governance, and | Members: | to time in the Bank's nomination and |
Sustainability | remuneration policy, including the variable | |
1. Mr. Mohamed Abdulla Nooruddin | ||
Committee | payment policy. It is also entrusted to | |
2. Mr. Usman Ahmed | ||
(NRGSC) | identify and recommend persons occupying | |
3. Mr. Marwan Khaled Tabbara | ||
Minimum Number | senior positions including Board members. | |
*Appointed as NRGSC Chairperson | Furthermore, the Committee also oversees | |
of Meetings: [2] | ||
on 27 May 2024 in replacement of | Bank's governance related matters. | |
Dr. Esam Abdulla Fakhro. | Additionally, the NRGSC is responsible of | |
ensuring the availability of a continuously | ||
growing awareness around ESG and | ||
sustainability areas. |
Director | 29 Jan | 01 Apr | 09 Jul | 23 Sep | 21 Nov | Percentage of |
24 | 24 | 24 | 24 | 24 | Attendance | |
Mr. Usman Ahmed | 100% | |||||
Mr. Mohsin Rahim* | - | - | 100% | |||
Mr. Hesham Al Kurdi** | - | - | 100% | |||
- In replacement of Mr. Gaby Samir El Hakim.
- In replacement of Mr. Khalid Yousif Abdulrahman.
Participated physically
Participated via phone/video link
Audit Committee Meetings and Attendance
Total Number of Meetings = [8]
Director | 05 Feb 12 Feb 07 Apr 06 May 30 Jul 08 Sep 27 Oct 05 Dec Percentage of |
Board Risk and
Compliance
Committee (BRCC)
Minimum Number
of Meetings: [4]
Mr. Marwan Khaled Tabbara (Chairperson)
Members:
- Mr. Mohamed Abdulla Nooruddin
- Mr. Khalid Abdulaziz Al Jassim
- Mr. Ali Ehsan*
- Ms. Rana Abdulaziz Qambar**
*Appointed on 2 June 2024 in replacement of Mr. Isa Hasan Maseeh.
**Appointed as a BRCC member on 5 May 2024 to expand the committee's total composition to five members.
The BRCC is formed to assist the Board of Directors in fulfilling their regulatory as well as fiduciary responsibilities towards the stakeholders. The Committee ensures adherence to legal and regulatory compliance requirements and oversees the Bank's risk-related activities, including the assessment and management of various risks the Bank faces.
24 | 24 | 24 | 24 | 24 | 24 | 24 | 24 | Attendance | |
Mr. Khalid | |||||||||
AbdulAziz | 100% | ||||||||
Al Jassim | |||||||||
Mr. Saqer | 100% | ||||||||
Alsijari | |||||||||
Mr. Ali | - | - | - | - | 100% | ||||
Ehsan | |||||||||
Participated physically
Participated via phone/video link
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Nomination, Remuneration, Governance, and Sustainability Committee Meetings and Attendance
Total Number of Meetings = [7]
Director | 31 Jan | 14 Feb | 12 Jun | 20 Jun | 26 Jun | 17 Nov | 08 Dec | Percentage of |
24 | 24 | 24 | 24 | 24 | 24 | 24 | Attendance | |
Mr. Zaid Khalid Abdulrahman* | - | - | 100% | |||||
Mr. Mohamed Abdulla Nooruddin | 100% | |||||||
Mr. Usman Ahmed | 100% | |||||||
Mr. Marwan Khaled Tabbara | 100% | |||||||
* In replacement of Dr. Esam Abdulla Fakhro.
Participated physically Participated via phone/video link
Board Risk and Compliance Committee Meetings and Attendance Total Number of Meetings = [12]
14 | 15 | 07 | 04 | 19 | 02 | 15 | 29 | 07 | 13 | 21 | 12 | Percentage | |
Director | Jan | Feb Mar Apr May Jun Aug Sep Oct Nov Nov Dec | of | ||||||||||
24 | 24 | 24 | 24 | 24 | 24 | 24 | 24 | 24 | 24 | 24 | 24 | Attendance | |
Mr. Marwan Khaled Tabbara | 100% | ||||||||||||
Mr. Mohamed Abdulla Nooruddin | 100% | ||||||||||||
Mr. Khalid AbdulAziz Al Jassim | 100% | ||||||||||||
Mr. Ali Ehsan* | - | - | - | - | - | 100% | |||||||
Ms. Rana Abdulaziz Qambar** | - | - | - | - | 100% |
- In replacement of Mr. Isa Hasan Maseeh.
- Appointed as a BRCC member on 5 May 2024.
Participated physically
Participated via phone/video link
Board Independent Committee Meetings and Attendance
Total Number of Meetings = [5]
Director | 29 Jan | 20 Jun | 25 Aug | 17 Nov | 21 Nov | Percentage of |
24 | 24 | 24 | 24 | 24 | Attendance | |
Mr. Mohamed Abdulla Nooruddin | 100% | |||||
Mr. Khalid AbdulAziz Al Jassim | 100% | |||||
Mr. Marwan Khaled Tabbara | 100% | |||||
Mr. Saqer Abdulmohsin Al Sijari | 100% | |||||
Participated physically
Participated via phone/video link
Evaluation of the Board and Each Committee
An enhanced Board performance evaluation has been conducted electronically for the year 2024 through the completion of a structured performance evaluation questionnaire
form against certain pre-defined criteria as per the mandate of the Board and each of its committees on the effectiveness and contribution of the overall performance of the Board, its committees, and the performance of each Board Member. NRGSC carried out an evaluation of the Board, its committees and all Board Members through the distribution of questionnaires to each Board Member. The NRGSC expressed its satisfaction with the positive results of the evaluation. The Board considers this as a beneficial exercise that can maintain the highest standards of governance to comply with the CBB rules and regulations.
Board of Directors Remuneration and Sitting Fees
The Board of Directors receives an annual remuneration as approved by the shareholders at the Ordinary General Meeting. While the amount of the remuneration is not directly linked to the performance of the Bank, factors such as the Bank's performance, industry comparison and the time and effort committed by the Directors to the Bank, are considered for determining the total remuneration.
In addition, Directors are compensated with sitting fees for attending the meetings of the Board and its subcommittees. Nonresident Directors are also entitled to travel expenses. A further breakdown regarding the remuneration of the Board and Senior Management is provided in section 12 - Remuneration Disclosures.
Shari'a Supervisory Board Objective
The main objective of Shari'a Supervisory Board (SSB) is to advise the Bank on any Shari'a matter and to ensure compliance with the Shari'a tenets and requirements in their operations. The SSB is entrusted with the duty of directing, reviewing, and supervising the activities of the Bank in order to ensure that the Bank is in compliance with Shari'a rules and AAOIFI. The profiles of the Shari'a Supervisory Board are available on the Bank's website.
The SSB has established a Shari'a Coordination
- Implementation function to ensure the Shari'a compliance of the Bank and performance of supervision and reviewer from the Shari'a point of view, in addition to the secretariat of the SSB. The SSB has also established an independent Internal Shari'a Audit function that reports any exceptions to the Shari'a fatwas and guidelines.
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Shari'a Board Meetings and Attendance
Minimum Number of Meetings Required = [4]
Total Number of Meetings in 2024 = [5]
18 Feb | 15 May | 29 Sep | 30 Oct | 20 Nov | Percentage of | |
Director | 2024 With | |||||
2024 | 2024 | 2024 | BOD | 2024 | Attendance | |
Sh. Dr. A. Latif Al Mahmood | 100% | |||||
Dr. Nedham Mohammed Saleh Yacoubi | - | 80% | ||||
Sh. Adnan Abdullah Al Qattan | 100% | |||||
Sh. Mohammed Al Juffairi | 100% | |||||
Participated physically
Participated via phone/video link
Name & | Years of | Profession and | |
Designation | Experience | Qualifications | |
Ameer Abdul Ghani Dairi | 25 | • BSc in Accounting from the University | |
Chief Financial Officer | of Bahrain | ||
• CPA, Certified Public | Accountant | ||
Resigned 30 November 2024 | |||
• CMA, Chartered Institute of Management | |||
Accountants | |||
Reem Mohammed | 13 | • BSc in Accounting | |
Acting Head of Financial | • CPA, Certified Public | Accountant | |
Control | • The Waqf Fund CFO Grooming Program, | ||
From 3 December 2024 | IVEY Business School | ||
(Interim) | |||
Jawad Humaidan | 19 | • MBA in Finance |
Executive Management
The Executive Management team of BisB is composed of highly experienced and dedicated professionals who are committed to upholding the highest standards of corporate governance.
Their collective expertise and strategic vision drive the Bank's success and ensure sustainable growth. Below is an overview of BisB's esteemed Executive Management.
Chief Corporate Officer | • Certificate in Banking & Commercial Lending | |
(Until July 2024) | • Certified Islamic Banker | |
• BSc. Accounting | ||
• CPA | ||
Aqeel Mohammed Gaith | 17 | • Master of Science in Finance (With Honors) |
Name & | Years of | Profession and |
Designation | Experience | Qualifications |
Yaser Abduljalil Alsharifi | 30 | • BSc. of Business Administration Accounting |
Chief Executive Officer | Major, University of Massachusetts at | |
Amherst | ||
Resigned 15 August 2024 | • CPA, Certified Public Accountant | |
Fatema Moosa AlAlawi | 27 | • BSc. in Business Administration, University |
Chief Retail Banking | of Bahrain | |
• IVEY Banking Leadership Grooming | ||
Officer | ||
Program | ||
& | ||
Acting Chief Executive | ||
Officer | ||
From 15 August 2024 | ||
(Interim) | ||
Chief Corporate & | • Bachelor of Science in Manufacturing | |
Engineering | ||
Institutional Banking | ||
(From July 2024) | • IVEY Corporate Leadership Grooming | |
Program | ||
Afnan Ahmed Saleh | 25 | • BSc. in Business Administration, University |
Chief Human Resources | of Bahrain | |
• MBA, University of Strathclyde | ||
Officer | ||
• SHRM | ||
Ajay Kumar Jha | 28 | • BSc. (Chemistry) |
Chief Risk Officer | • Post Graduate Diploma in Sales Marketing | |
• MBA Finance
15 BAHRAIN ISLAMIC BANK B.S.C. | ANNUAL FINANCIAL AND SUSTAINABILITY REPORT I 2024 16 |
CORPORATE GOVERNANCE REPORT (CONTINUED)
Name & | Years of | Profession and |
Designation | Experience | Qualifications |
Mohamed Kadhem Alaali | 19 | • BSc of Science in Business, Information |
Chief Strategy & | Systems, Murray State University, University | |
of Bahrain | ||
Sustainability Officer | ||
Resigned 23 December 2024 | • Master of Business Administration, Business | |
Strategy & Operations - GIES College of | ||
Business - University of Illinois | ||
Naeema Hasan Taheri | 33 | • BSc in Business Administration, University |
Chief Compliance Officer | of Bahrain | |
• International Diploma in Compliance, | ||
International Compliance Association | ||
(ICA), UK | ||
• Certified Anti-Money Laundering Specialist | ||
(CAMS), USA | ||
• Master Compliance Professional | ||
(MCP), USA | ||
• Certified Compliance Officer (CCO), USA | ||
• Professional Certificate in Capital Markets, | ||
Regulation and Compliance, USA | ||
Andrew Mario Stefan | 36 | • Chartered Information Technology |
Corera | Practitioner (MBCS CITP) | |
Chief Application Officer | • British Chartered Institute for IT Graduate | |
in Management Information Systems and | ||
Design, National Institute of Business | ||
Management Sri Lanka | ||
• PMP in Project Management | ||
Salman Mahmood Sayyar | 17 | • BSc in Accounting, University of Bahrain |
Chief Internal Audit Officer | • CPA, Certified Public Accountant | |
(From 14 May 2023 to | • Chartered Global Management Accountant | |
09 September 2024 & | (CGMA), 2013 | |
from 17 November 2024) | • Certified Islamic Professional Accountant | |
(CIPA), 2019
Name & | Years of | Profession and |
Designation | Experience | Qualifications |
Mahmood Ali Rabeea | 22 | • BSc of Arts-Publishing Media - Napier |
Chief Marketing & | University, UK | |
Communications Officer | ||
Resigned 12 March 2024 | ||
Hussain Ebrahim | 21 | • BSc in Banking & Finance, University |
Al Banna | of Bahrain | |
Head of Treasury | • Treasury and Capital Markets Diploma, BIBF | |
Salah Yasein Mohammed | 33 | • Bachelor's Degree in Law - University |
Head of Legal | of Khartoum | |
• Legal Practitioner License | ||
• BAR Certificate | ||
Dr. Hamad Farooq | 19 | • PHD of Islamic Banking and Finance |
AlShaikh | from Islamic International University | |
Head of Shari'a | Malaysia (IIUM) | |
Coordination & | • Masters of Shari'a, Al Imam Al-Ouzai | |
Implementation | University, Lebanon |
• Chartered Islamic Finance Professional (CIFP)
• Advanced Diploma in Islamic Commercial Jurisprudence (ADICJ) - BIBF
• Certified Shari'a Adviser and Auditor
(CSAA) AAOIFI
• Certified Islamic Banker (CIB), CIBAFI
• Bachelor's degree in Law and Shari'a, Qatar University
17 BAHRAIN ISLAMIC BANK B.S.C. | ANNUAL FINANCIAL AND SUSTAINABILITY REPORT I 2024 18 |