In a move aimed at strengthening institutional coordination between banks and their wholly-owned subsidiaries, the State Bank of Pakistan (SBP) has amended its Corporate Governance Regulatory Framework to allow board members of banks to also serve as directors on the boards of their associated exchange companies.
According to a circular issued by the central bank, amendments have been made to Regulation G-4, Paragraph 1(f). The updated regulation now permits the President/CEO or Director of a bank to serve as a Director of an exchange company wholly owned by that bank, provided that an additional affidavit is submitted to the concerned institutions.
Previously, individuals serving as Directors or Presidents/CEOs of banks and Development Finance Institutions (DFIs) were prohibited from holding positions such as Chairman, Director, CEO, CFO, Chief Internal Auditor, Financial Advisor, Research Analyst, or Trader in exchange companies, stock exchanges, brokerage firms, or credit bureaus.
The SBP has also clarified that a board member of the Pakistan Stock Exchange (PSX) may be appointed as a board member of any bank or DFI if they serve as an independent director at the PSX and have no association with other restricted categories.
This development follows SBP’s earlier decision—made roughly a year ago—to allow banks to establish their own exchange companies in order to streamline foreign exchange operations across the country. Since then, several banks have set up exchange subsidiaries after receiving regulatory approval from the SBP.
