Governance
02 Board of Directors

The Board of Directors oversees the development of the Bank's overall business strategy and the decisions made by senior management in the pursuit of strategic objectives. The Board of Directors assesses both the appropriateness of the strategy, its probability, and even the extent of its success.

The Board is composed of 9 real members, 7 of them are non-executive members while many are independent. This composition helps strengthen the objectivity of the Board's monitoring and review activities and enables the members to allocate the necessary time and effort to fulfill their responsibilities.

Although it is not required by local regulations to separate the roles of the Chairman and the General Manager (CEO), the Board has nominated a separate senior Executive General Manager (EGM) to carry out many of the executive responsibilities vested in the General Manager’s role in order to achieve the appropriate checks and balances.

MOHAMMED HARIRIChairman of the Board of Directors and General Manager
(Executive)
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Mr. Hariri is the Chairman of GroupMed (Holding), Bankmed and its subsidiaries, Saudi Lebanese Bank, MedInvestment Bank, Al Mal Investment (Holding) in Lebanon, BankMed Suisse in Switzerland and the Chairman of GroupMed International Holding Limited in Dubai. He is the Chairman of Oger Telecom in Dubai, Türk Telekom, Ojer Telekomunikasyon, TTNET, and Avea Illetisim Hizmetleri in Turkey, and CELLC in South Africa. Mr. Hariri is also Vice Chairman (Non-Executive) of Saudi Oger Limited. He is a board member of Arab Bank Plc -Jordan and serves on the board of directors of various companies of the Saudi Oger Group, including 3C Telecommunications (PTY) in South Africa. Mr. Hariri is a member of the board of directors of the Association of Banks in Lebanon.

NAZEK HARIRIMember
(Non-Executive)
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Mrs. Hariri, the wife of H.E. late Prime Minister Rafik Hariri, is a Board Member of GroupMed (Holding), Bankmed and Arab Bank. She is also the President of the Rafik Hariri Foundation and several other humanitarian, cultural, and educational institutions in Lebanon as well as in the Gulf region. She is the First Ambassador of the International Osteoporosis Foundation, as well as President of this Foundation’s 206-A Bone Fund, and President of Nazek Hariri Welfare Center for Special Education. In addition, she is the President of the Beirut Festivals Association, Vice-President of the Chronic Care Center, Lebanon, Member of the Board of Trustees of the Children’s Cancer Center, Lebanon, Member of the “Nahda Philanthropic Society for Women,” Saudi Arabia, Member of the Board of Trustees of the “Welfare Association,” Member of the Board of Trustees of Jordan Education Association as well as the Co-Chairperson of the Rafik Hariri UN-Habitat Memorial Award.

BASILE YARED, ESQ.Member-Chairman of the Audit Committee
(Independent)
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Mr. Yared is an attorney at law, with law offices in Beirut. He is the Chairman of Bankmed's Audit Committee. He, inter alia, is a Board Member of GroupMed (Holding), MedInvestment Bank, BankMed Suisse, T-Bank in Turkey, GroupMed International Holding limited in Dubai. He also serves as a Board member at The Lebanese Company for the Development and Reconstruction of the Beirut Central District (Solidere) and Solidere International, as well as Saudi Oger and affiliates. Mr. Yared is also a Board member of the Ecole Supérieure des Affaires (ESA).

HANI FADAYELMember-Chairman of the Risk Committee
(Independent)
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Mr. Fadayel is the Chairman of Bankmed's Risk Committee and a member of the Special Credit Committee. He also serves as a Board Member of MedInvestment Bank, Saudi Lebanese Bank, and GroupMed International Management Holding. Mr. Fadayel also serves as a Board member of INVESTBANK Jordan and GroupMed Reinsurance and Brokers. Mr. Fadayel is former Assistant CEO of Arab Bank in Jordan and was previously Gulf Regional Manager of Arab Bank. He had also worked at Citibank/SAMBA. Mr. Fadayel has extensive experience in Corporate and Project Finance, Credit Risk Management, Retail, Treasury, and General Management.

GHAZI YOUSSEF, PhD.Member-Chairman of the Remuneration Committee
(Independent)
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Dr. Youssef is the Chairman of the Remuneration Committee and member of the Risk Committee. Dr. Youssef is also a Board Member of MedInvestment Bank, Saudi Lebanese Bank, and MedSecurities Investment. Dr. Youssef served as an Economic Advisor to the late Prime Minister H.E. Rafik Hariri and acted as the Secretary General for the Higher Council for Privatization. Dr. Youssef is currently the Chairman of the Board of Directors of Middle East Airport Services, and he also serves as Board Member at Cedrus Invest Bank. Dr. Youssef has been a member of the Lebanese Parliament since 2005.

RAYA HAFFAR EL-HASSANMember
(Independent)
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Mrs. El-Hassan is a member of Bankmed’s Audit Committee and a Board Member of MedInvestment Bank and Saudi Lebanese Bank. From November 2009 until June 2011, Mrs. El-Hassan served as the Minister of Finance in Lebanon. Mrs. El-Hassan was recently appointed as the Chairman-General Manager of Tripoli’s Special Economic Zone. Earlier in her career, she was an Advisor to the Minister of Economy and Trade. In the mid 90’s, she supervised the implementation of expenditure management reforms at the Ministry of Finance. She also served as Project Director at the Prime Minister’s Office, working on the elaboration of the Government’s Economic and Social Reform Agenda.

STANISLAS DE HAUSS BONCZAMember
(Executive)
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Mr. De Hauss Boncza is a member of Bankmed’s Special Credit Committee and the CEO-General Manager of BankMed Suisse since March 2009. Prior to that, he had spent the last 25 years with Indosuez, Crédit Agricole, and Calyon assuming various senior management positions, most of which are directly related to the Middle East region.

MAROUN ASMARMember
(Non-Executive)
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Mr. Asmar is a member of Bankmed’s Audit, Risk, and Remuneration Committees. He is also the Chairman-General Manager of MIB Investment (Holding), GroupMed Insurance Brokers. He also serves as a Board Member of Saudi Lebanese Bank, MedInvestment Bank, and GroupMed International Management Holding Limited. He is the former Dean of the Faculty of Engineering at Saint Joseph University in Beirut and had previously served as the Chairman of the Board of Directors of Electricité du Liban.

RICARDO RAHME, ESQ.Member
(Independent)
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Mr. Rahme is an attorney at law (member of the Beirut Bar Association) and a member of Bankmed’s Remuneration Committee. He is a Board Member of BankMed Suisse, MedInvestment Bank, and Saudi Lebanese Bank. He is also a Board Member of Continental Trust Insurance and Reinsurance Co., GroupMed Reinsurance Brokers Limited, GroupMed International Management Holding Limited, and Demir Sigorta. He serves as General Counsel of the Saudi Oger Limited Group. Prior to joining Saudi Oger Limited Group, Mr. Rahme worked for five years at Gide Loyrette Nouel as a senior associate in the Department of Structured Financing mainly leverage buy outs (LBO), securitizations and derivatives.

GROUPMED S.A.L. (HOLDING)Member
(Non-Executive)
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GroupMed is the principal shareholder of Bankmed and one of the largest banking and financial groups in Lebanon, with a growing regional presence.

The Board Committees include: the Audit Committee, the Risk Committee, the Remuneration Committee, and the Special Credit Committee.

The Audit Committee assists the Board in the proper discharge of its duties, especially those related to selecting and enhancing the qualifications and independence of external and internal auditors, fairness of the financial statements and related disclosures. This committee is also entitled to ensure compliance with applicable laws and regulations.

The Risk Committee assists the Board of Directors in fulfilling its tasks and supervisory role in properly applying the Bank's Risk Management framework as stipulated in the regulations issued by BDL  and the Banking Control Commission (BCC) Circulars.

As per BDL Circular No. 133, the Bank established a Remuneration Committee for the purpose of setting the remuneration principles and standards for Bankmed’s staff of all levels. The Committee also oversees the proper implementation of both the Remuneration Principles and Remuneration framework.

The Bank formed a Board Special Credit Committee. The Committee is responsible for evaluating and refusing (when deemed necessary) any new credit or increase in credit limits granted by the Bank’s Executive Credit Committee (ECC) to a client, or several clients forming a single economic group or an interconnected group that leads to a total exposure of USD 100 million or more, net of limits secured by cash collaterals.

The Board and its relevant Committees meet regularly with the Heads of Internal Audit, Risk and Financial Control to review policies and to ensure that control functions are properly staffed and that their responsibilities are carried out effectively. The Board and Senior Management assess the quality of Corporate Governance at the Bank on an ongoing basis. The assessment is based on the reviewed results of the activities at the Bank, completed by all control units and by the Bank’s independent examiners.