1. The Jordanian Initiative Jordan Securities Commission Elias Tarawneh Attorney at Law

2. ADR practices in the Jordanian Capital Market Amman Stock Exchange "Dispute Resolution" Instructions Amman Stock Exchange "Dispute Resolution" Instructions Jordan Securities commission "complaints" procedure Jordan Securities commission "complaints" procedure

3. Why ADR is an essential need The increase in the number of complicated disputes between stakeholders in the capital market, which triggers the inadequacy of the current procedures to cater for such complicated disputes The increase in the number of complicated disputes between stakeholders in the capital market, which triggers the inadequacy of the current procedures to cater for such complicated disputes The inability of the ordinary court system "litigation" to properly understand and deal with the securities disputes in the event of complicated cases. The inability of the ordinary court system "litigation" to properly understand and deal with the securities disputes in the event of complicated cases. The advantages of ADR. The advantages of ADR.

4. Disputes in the Capital Market Disputes between stakeholders in listed companies, which includes dispute involving the listed companies them self as a party to the dispute. Disputes between stakeholders in listed companies, which includes dispute involving the listed companies them self as a party to the dispute. Disputes between stakeholders in financial services companies, which includes dispute involving the financial services companies them self as a party to the dispute. Disputes between stakeholders in financial services companies, which includes dispute involving the financial services companies them self as a party to the dispute.

5. Disputes between stakeholders in listed companies including listed companies… Forms of disputes include:- Disputes between management, board of directors and shareholders. Disputes between management, board of directors and shareholders. Disputes between shareholders. Disputes between shareholders. Disputes between mangers and board of directors. Disputes between mangers and board of directors. Disputes between the company and its debtors or creditors. Disputes between the company and its debtors or creditors. Disputes between the company and its services providers or suppliers. Disputes between the company and its services providers or suppliers. Disputes between the company and its employees. Disputes between the company and its employees.

6. The legislative bases for the Board of Directors’ liability According to the Jordanian Companies Law, board of directors could be held responsible (severally and jointly) in the cases of the following: According to the Jordanian Companies Law, board of directors could be held responsible (severally and jointly) in the cases of the following: 1. Violation of the laws, regulations and the memorandum of association of the company. 2. Error in the management of the company. 3. Disclosing confidential nature information. 4. Default or negligence in the management of the company.

7. JSC’s pilot project Introducing ADR as a means of settling disputes between a company ’ s board of directors and its shareholders as a good corporate governance practice. Introducing ADR as a means of settling disputes between a company ’ s board of directors and its shareholders as a good corporate governance practice.

8. The Jordanian code of corporate governance (JCCG) The JCCG recognized ADR as an optional right shareholders can resort to in order to settle their dispute with their board of directors. The JCCG recognized ADR as an optional right shareholders can resort to in order to settle their dispute with their board of directors. The code mentioned arbitration and mediation as an ADR procedure, yet keeping the door open for other ADR techniques. The code mentioned arbitration and mediation as an ADR procedure, yet keeping the door open for other ADR techniques.

9. Some of the questions that still need to be considered What is the best practice that should be followed by listed companies that want to apply ADR in the said disputes? What is the best practice that should be followed by listed companies that want to apply ADR in the said disputes? Could the audit committees play a role in such dispute resolution procedures? Could the audit committees play a role in such dispute resolution procedures? Is it rational to keep the ADR option open for all shareholders, regardless of the amount of their ownership or there period of ownership in the company? Is it rational to keep the ADR option open for all shareholders, regardless of the amount of their ownership or there period of ownership in the company? If a shareholder gets an ADR award that entails ordering the board of directors to pay him a certain amount of money as a compensation, what would be the status of the other shareholders who suffered or sustained loss for the same reason? If a shareholder gets an ADR award that entails ordering the board of directors to pay him a certain amount of money as a compensation, what would be the status of the other shareholders who suffered or sustained loss for the same reason? Would regulators ’ facilitation or regulation of ADR be a good corporate governance practice? Would regulators ’ facilitation or regulation of ADR be a good corporate governance practice?

10. Thank you Elias Tarawneh tarawneh@jsc.gov.jo