Best Corporate Governance Lawyers in Amman

About Corporate Governance Law in Amman, Hashemite Kingdom of Jordan

Corporate governance refers to the system of rules, practices, and processes by which companies are directed and controlled. In Amman, the capital of Jordan, corporate governance laws play a significant role in regulating the conduct of businesses, especially those structured as corporations and companies listed on the Amman Stock Exchange. The legal framework draws from the Jordanian Companies Law, the Jordan Securities Commission regulations, and best-practice codes to ensure transparency, fairness, and accountability in corporate management. The main aim is to protect the interests of shareholders, stakeholders, and the broader economy.

Why You May Need a Lawyer

Effective corporate governance is crucial for companies seeking to operate with integrity and maximize their long-term value. You may require the services of a lawyer specializing in corporate governance in Amman if you find yourself in one of the following situations:

• Establishing a new corporation or changing the company’s legal structure
• Developing, reviewing, or updating governance policies and procedures
• Ensuring compliance with local laws, regulations, and best practices
• Managing disputes among shareholders, board members, or executives
• Preparing for an initial public offering (IPO) or seeking investment
• Investigating issues of fraud, abuse of power, or conflicts of interest
• Implementing internal controls and risk management strategies
• Responding to regulatory actions or investigations by government bodies
• Drafting or reviewing contracts and agreements with significant corporate impact
• Handling succession planning or major changes in corporate leadership

Local Laws Overview

The legal landscape of corporate governance in Amman, Jordan, is shaped by multiple laws and authorities. The Companies Law No. 22 of 1997 and its amendments form the backbone of corporate regulation, setting out the duties and responsibilities of directors, the structure and functioning of boards, and requirements for company meetings and reporting. The Jordan Securities Commission oversees listed companies, enforcing principles of transparency, disclosure, and fair dealing. Corporate governance codes, such as the "Corporate Governance Code for Listed Companies," provide additional guidance on best practices regarding board composition, audit committees, and risk management. Other relevant constraints come from the Central Bank of Jordan for financial institutions and sector-specific regulations.

These laws and guidelines ensure that directors act in good faith, avoid conflicts of interest, prioritize company interests, and maintain accurate, timely disclosures to shareholders and regulators. Non-compliance can result in administrative penalties, financial liabilities, or criminal prosecution.

Frequently Asked Questions

What is the primary law governing corporate governance in Jordan?

The Jordanian Companies Law No. 22 of 1997, as amended, serves as the primary legal framework for corporate governance, supplemented by specific regulations for public companies and financial institutions.

Who enforces corporate governance standards in Amman?

The main authorities are the Jordan Securities Commission for listed companies, the Ministry of Industry and Trade, and, for banks, the Central Bank of Jordan.

Is it mandatory for companies to have a board of directors?

Yes, companies registered in Amman are required to have a board of directors whose duties are set out in the Companies Law and relevant corporate governance codes.

Are there any gender diversity requirements for boards in Jordan?

Currently, there is no legal requirement for gender diversity on boards, but increasing emphasis is placed on diversity as a corporate governance best practice.

What are the key responsibilities of company directors under Jordanian law?

Directors must act in good faith, exercise due care, avoid conflicts of interest, and ensure that the company complies with all applicable laws and regulations.

What penalties can companies face for violating corporate governance laws?

Penalties can include administrative fines, civil liabilities, criminal charges, and ultimately de-listing from the stock exchange for severe violations.

Do corporate governance rules apply to all companies in Amman?

They apply to all companies, with additional requirements for public companies, banks, and financial institutions.

How can shareholders hold directors accountable?

Shareholders may use their voting rights at general meetings to remove or challenge directors, and may also seek legal remedies for breaches of duty.

Is disclosure and transparency a legal obligation?

Yes, Jordanian law requires regular financial reporting and the disclosure of material information to shareholders and regulators.

Where can I find the corporate governance code for listed companies in Jordan?

The code is available through the Jordan Securities Commission and provides detailed guidance on board practices, audit committees, and internal controls.

Additional Resources

Individuals and companies seeking further information or assistance regarding corporate governance in Amman may refer to the following organizations:

• Jordan Securities Commission - Regulatory authority for public companies
• Ministry of Industry and Trade - Oversees company registration and compliance
• Central Bank of Jordan - Regulator for banks and financial institutions
• Amman Stock Exchange - Provides guidance for listed companies
• Jordanian Association of Certified Public Accountants - Resource for audit and internal control standards
• Local and international law firms specializing in corporate law

Next Steps

If you are seeking legal advice or assistance with a corporate governance issue in Amman, it is recommended that you:

• Identify the specific legal concern or area of compliance
• Gather relevant documents such as company bylaws, shareholder agreements, and meeting minutes
• Consult a reputable corporate lawyer with experience in Jordanian law
• Contact the appropriate regulatory authority if you need guidance or are responding to an inquiry
• Consider attending workshops or seminars on corporate governance to stay informed of best practices and legal developments

Taking these steps will help ensure that your company is properly governed and in compliance with local laws, reducing the risk of disputes and penalties while safeguarding your business interests.