Risk Advisory

Corporate Governance

Elevating Ethical Oversight, Compliance, and Stakeholder Confidence.

ASC Group’s Corporate Governance services empower boards and executives to navigate the UAE’s complex regulatory landscape while driving sustainable growth. Whether you're a listed entity, a family-owned business, or a regulated firm, we provide governance structuring, board advisory, charter development, and compliance support tailored to UAE-specific legal and operational standards.

Key Benefits

Align with UAE governance codes and regulatory directives

Improve board and management accountability

Enhance investor trust and organizational transparency

Minimize governance risks and internal conflicts

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Our Insights on Corporate Governance

AML Compliance Crackdown: Why UAE Firms Face License Action Without Robust CDD by July 2025 Risk Advisory

AML Compliance Crackdown: Why UAE Firms Face License Action Without Robust CDD by July 2025

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Forensic Investigation Rush: UAE Family Businesses Must Bridge Governance Gaps Before the 2026 Audit Season Risk Advisory

Forensic Investigation Rush: UAE Family Businesses Must Bridge Governance Gaps Before the 2026 Audit Season

Introduction: Is Your Family Business Audit‑Ready? Imagine an unannounced forensic investigation revealing concealed pay...

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ICFR Framework Failure: UAE Central Bank Intensifies Supervision With December 2025 Verification Risk Advisory

ICFR Framework Failure: UAE Central Bank Intensifies Supervision With December 2025 Verification

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Legal & Regulatory Landscape

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Central Bank of UAE (CBUAE)

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a) Corporate Circular No. 83/2019 – Governance Regulations and Standards for Banks

  • Introduces uniform corporate governance practices for all banks operating in the UAE.
  • Sets standards on board composition, independence, risk management, internal controls, and disclosures.
  • Emphasizes the board’s responsibility for ensuring strong governance culture and strategic direction.
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b) Notice No. CBUAE/BSD/4639/2022 – Governance for Insurance Companies

  • Provides guidelines and minimum standards for the governance framework in the insurance sector.
  • Covers board roles, audit committees, risk oversight, and the need for fit and proper management.
  • Aims to bring alignment between insurance companies and international best practices.
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Securities and Commodities Authority (SCA)

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a) Decision No. (3/Chairman) of 2020 – Governance Guide for Joint Stock Companies

  • Applies to all public joint stock companies listed on UAE stock markets.
  • Focuses on shareholder rights, board responsibilities, executive compensation, conflict of interest, and internal audit functions.
  • Promotes transparency and investor confidence through disclosure norms and ethical conduct codes.
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UAE Cabinet Decisions

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a) Cabinet Decision No. (2/9g) of 2023 – Governance for Federal Government Boards

  • Introduces a systematic governance framework for boards of Federal Government entities.
  • Aims to enhance accountability, performance evaluation, and decision-making in public sector governance.
  • Includes reporting standards, board composition criteria, and risk-based oversight.
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Financial Free Zones

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a) Dubai Financial Services Authority (DFSA) Rule Book

  • Applicable to entities registered in the Dubai International Financial Centre (DIFC).
  • Contains comprehensive corporate governance requirements, including rules on risk management, audit committees, and disclosures.
  • Ensures alignment with international financial regulations such as Basel and IOSCO standards.
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b) ADGM Corporate Governance Code (Issued March 2023 by FSRA)

  • Regulates entities in the Abu Dhabi Global Market (ADGM).
  • Encourages principles-based governance including board effectiveness, stakeholder engagement, and ethical leadership.
  • FSRA provides a voluntary compliance model with “comply or explain” provisions, aligning with global codes like the UK Corporate Governance Code.

Compliance Requirements

Board & Committee Structure with defined responsibilities
Written Governance Charters and Codes of Ethics
Policies for whistleblowing, conflict of interest, and risk management
Regular performance evaluations of the board and committees
Governance disclosure in regulatory and annual filings

Penalties For Non-Compliance

Regulatory fines up to AED 1 million for governance failure (SCA, CBUAE) 
Board disqualification or removal 
Suspension of trading or business licenses 
Reputational damage and shareholder litigation risks 
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Our Comprehensive Service Solutions

Our Corporate Governance Consulting Services

Service Offerings

Phase 1

Governance Framework Design

Tailored design of governance models based on company structure, sector, and ownership model

Alignment with governance codes

Phase 2

Board & Committee Structuring

Role definition for board members, audit/risk/nomination committees

Assistance in setting up board charters and decision-making matrices

Phase 3

Policy & Charter Drafting

Drafting of key policies: ethics, whistleblowing, related-party transactions, delegation of authority

Regulatory-compliant board and committee charters

Phase 4

Governance Gap Assessment & Health Check

Diagnosis of current governance practices vs. best-practice benchmarks

Risk scoring and enhancement roadmap

Phase 5

Board Training & Evaluation

Governance workshops for directors and executives

Self-assessment tools and evaluation reports

Phase 6

Ongoing Governance Monitoring & Reporting

Development of governance dashboards and audit trails

Reporting support for filings

PROCESS & TIMELINE

Phase 1

Governance Diagnostic

Analyze current governance framework and benchmark gaps

Timeline: 1 week

Phase 2

Design & Drafting

Develop tailored governance charters, policies, and role maps

Timeline: 2–3 weeks

Phase 3

Implementation Support

Assist with board formation, committee setup, and SOP adoption

Timeline: 2–3 weeks

Phase 4

Training & Monitoring

Deliver training programs and design reporting dashboards

Timeline: Ongoing (quarterly or annual)

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Why Choose us

Your Trusted Partner in UAE

Profound understanding of UAE laws & guidelines

Team of experienced professionals

Trusted by regional and international clients

Cost-effective compliance packages

Scalable frameworks for growth-stage firms

Decade + team experience in governance implementation

Our Commitment: We go beyond theory — ASC Group’s governance services are built to empower decision-making, control risk, and maintain regulatory trust while supporting business growth.

Strong governance builds strong businesses. ASC Group helps you get there — ethically, compliantly, and efficiently.

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Related Services

Anti Money Launderings
Internal Control Over Financial Reporting (ICFR)
Standard Operating Procedure
Internal Audit
Physical Verification Services
Business Continuity Planning (BCP)
Enterprise Risk Management
Forensic Investigation
MIS Reporting
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Frequently Asked Questions

While governance is mandatory for listed entities, DNFBPs and large private companies are also subject to governance obligations under UAE Commercial Companies Law and Cabinet Decisions.

A framework outlines your governance structure and roles; the policy manual contains detailed rules on how those responsibilities are executed.

Yes. We offer governance diagnostics and gap assessments aligned with regulatory codes.

Best practice and regulatory expectation recommend annual self-assessments and periodic external evaluations.

Absolutely. Training improves board effectiveness and is often required by regulators like DFSA and SCA.

Annually, or after major changes (new regulations, M&A, leadership transitions).

Up to AED 200,000 + potential delisting for repeated violations.

Yes, we specialize in succession planning and family constitutions.

We develop inclusive recruitment policies aligned with UAE gender balance goals.

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We work with ambitious leaders who want to define the future, not hide from it. Together, we achieve extraordinary outcomes.

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UAE

UAE

Office 04 - 1803, 18th floor, One by Omniyat Business bay, Dubai

Canada

Canada

302-18 Edgecliff Golfway, North York, Toronto, Ontario M3C 3A3

E.U.

E.U.

Via F.lli Gabba 3, 20121 – Milan, Italy

China

China

RM2106, Huishangsha Edifice, No.37, Baoshi West RD, Shiyan Town, Bao’an District, Shenzhen - 518108, China

India

India

C-100, Sector 2, Noida (UP), Delhi NCR, India 201301

Singapore

Singapore

One Raffles Place, Tower 1, 27-03 Singapore - 048616

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