Company Governance

Emirates NBD sees corporate governance as critical to its goal of creating long-term value for all stakeholders. Governance frameworks enable the Group to reduce risk and manage change in-line with achieving its strategic objectives.

Transparency and accountability are central to Emirates NBD's business, ensuring that the controls necessary for effective risk management, regulatory compliance, and accurate disclosure of information to the market are in place. Emirates NBD is committed to operating according to international best practice.

Emirates NBD fosters excellent professional relationships both internally - between the bank's Board, its Committees and its Executive Management team and externally, with shareholders, the Central bank, and other regulatory bodies, and the business communities the Group operates in.

Emirates NBD abides by all international banking regulations, UAE central bank rules and DIFX stipulations. Emirates NBD's rigorous risk and capital management fully complies with Basel II requirements. All of the bank's operations comply with international Anti Money Laundering laws.

The Board and its Committees

Emirates NBD's Board of Directors meets on a monthly basis and is comprised of 9 prominent members of the local business community, all leaders in their industries. Mr Saeed Yousef is the Company Secretary for the Board and its Committees.

The Board's mandate covers a formal agenda of overall strategy and management, corporate structure, financial reporting and controls, internal controls, approval of the Annual Report, approval of dividends and group risk management.

There are independent non-executive directors on the Emirates NBD Board. The Group defines 'independent' as having no perceived or real conflicts of interest with any shareholder group or business partner.

Board Members

Name	Position
H.H. Sheikh Ahmed Bin Saeed Al Maktoum	Chairman
Mr. Hesham Abdulla Al Qassim	Vice Chairman
H.E. Khalid Juma Al Majid	Member
Ali Humaid Ali Al Owais	Member
Mr. Hussain Hassan Mirza Al Sayegh	Member
Mr. Buti Obaid Buti Al Mulla	Member
Mr. Mohamed Hamad Obaid Khamis Al Shehi	Member
Mr. Mohamed Hadi Ahmad Al Hussaini	Member
Mr. Shoaib Mir Hashem Khoory	Member

There are another four Board Committees who meet regularly to govern the Group's activities on behalf of its stakeholders:

Board Credit and Investment Committee Members (BCIC)

Name	Position
Mr. Hesham Abdulla Al Qassim	Chairman
Mr. Shoaib Mir Hashem Khoory	Member
Mr. Mohamed Hadi Ahmad Al Hussaini	Member
Mr. Ali Humaid Ali Al Owais	Member

This Committee meets quarterly, or more frequently when required, ahead of general Board meetings. The Committee is responsible for ensuring quality control in the Group's financial reporting and compliance process.

Board Audit Committee Members (BAC)

Name	Position
Mr. Hussain Hassan Mirza Al Sayegh	Chairman
Mr. Shoaib Mir Hashem Khoory	Member
Mr. Mohamed Hamad Obaid Al Shehi	Member
Mr. Mohamed Hadi Ahmad Al Hussaini	Member

The Audit Committee manages internal financial reporting control systems and the associated auditing process. It is also the Group's committee for monitoring legal and regulatory compliance as well as the internal codes of conduct.

Board Risk Committee Members (BRC)

Name	Position
Mr. Hesham Abdulla Al Qassim	Chairman
Mr. Hussain Hassan Mirza Al Sayegh	Member
Mr. Buti Obaid Buti Al Mulla	Member
Mr. Ali Humaid Ali Al Owais	Member

The overall corporate governance framework of the Emirates NBD Group is directed by this committee. The Committee also has responsibility for all risk management procedures. The Committee, which meets at least quarterly, oversees Basel II related activities and provides guidelines for capital management and allocation.

Board Nomination & Remuneration Committee Members (BN&RC)

Name	Position
Mr. Buti Obaid Buti Al Mulla	Chairman
Mr. Mohamed Hadi Ahmad Al Hussaini	Member
Mr. Ali Humaid Ali Al Owais	Member
Mr. Mohamed Hamad Obaid Al Shehi	Member

This committee meets on a quarterly basis to conduct a review of strategic Human Resources decisions made by the Group, including remuneration issues.

Executive Committee Team

The Executive Committee (Exco) team collectively monitors the performance of the Group and makes Group level decisions within authority limits delegated by the Board of Directors (BOD). Such decisions involve the day to day running of the Group, its strategic growth and the implementation of any decisions by Board. This senior management team meets twice a month

Name	Position
Group EXCO Members
Shayne Nelson	Group Chief Executive Officer
Jamal bin Ghalaita	Chief Executive Officer, Emirates Islamic
Abdulla Qassem	Group Chief Operating Officer
Suvo Sarkar	Senior Executive Vice President & Head of Retail Banking and Wealth Management
Surya Subramanian	Group Chief Financial Officer
Jonathan Morris	Senior Executive Vice President - Head of Wholesale Banking
Manoj Chawla	Group Chief Risk Offices
Aazar Ali Khwaja	Senior Executive Vice President - Head of Global Markets & Treasury
Husam Al Sayed	Group Chief Human Resource Officer
Giel-Jan M. Van der Tol	Managing Director of Emirates NBD Egypt
Kevin Flannery	Senior Executive Vice President - International
Group EXCO Secretary
Neeraj Makin	Executive Vice President - Head, Group Strategy & EXCO Coordinator