Governance that enables decisions, not paperwork that slows them down
We design your complete governance architecture: board and committee charters, delegation of authority, decision-rights mapping, core policies and an annual governance calendar, built for how your organization actually operates.
Our members, alumni and clients come from iconic organizations
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Growth outpaces governance in every successful organization
The governance that worked at one stage of growth quietly fails at the next. Decisions escalate to the board that management should own; other decisions never reach the board at all. Committees overlap or exist only on paper. Policies contradict each other. And when a regulator, investor, or bank asks to see your governance framework, assembling the answer takes weeks.
A well-designed framework does the opposite of what managers fear: it speeds decisions up. Clear delegation of authority, mapped decision rights and a disciplined governance calendar mean everyone knows who decides what, and the board spends its time on the decisions only it can make.
The complete governance architecture, ready to adopt
Every engagement is scoped to your board after a short brief, no off-the-shelf documents, no generic templates.
Board charter
The board's mandate, reserved matters, composition rules, meeting discipline and relationship with management, the constitution of your governance.
Committee structure and terms of reference
The right committees for your size and sector: audit, risk, remuneration, nomination, with mandates that do not overlap or leave gaps.
Delegation of authority matrix
A single, unambiguous matrix of financial and non-financial authorities from board to CEO to management, the most-used governance document you will own.
Decision-rights map
Who recommends, who approves, who is informed, for the 20-30 decisions that matter most, including those involving shareholders or family councils.
Core governance policies
Conflicts of interest, related-party transactions, disclosure, board remuneration and code of conduct, drafted or reviewed to align with your framework.
Annual governance calendar + adoption workshop
A 12-month schedule of approvals, reviews and evaluations, plus a facilitated board session to adopt the framework and make it stick.
A clear process, designed around your board's calendar
We keep demands on director time deliberately light. Most of the work happens between meetings, not in them.
Diagnostic
We review existing documents and interview the chair, CEO, CFO and board secretary to map how decisions are actually made today.
Architecture design
We design the target framework (board mandate, committee structure, delegation levels) and align it with you before drafting.
Drafting
Full drafting of charters, DoA matrix, decision-rights map, policies and calendar, aligned to your regulatory code.
Review rounds
Structured review with management and counsel, then with the chair. We manage version control and consolidate comments.
Adoption & embedding
A facilitated board workshop to adopt the framework, plus a 90-day embedding checklist for the board secretary.
The GBI Governance Architecture™
Six layers, designed as one system. Most governance failures happen between documents: a charter that contradicts the DoA, a policy nobody scheduled for review. We design the layers together so they cannot drift apart.
Mandate
Board charter and reserved matters: what only the board may decide.
Structure
Committees and their terms of reference: no overlaps, no orphan risks.
Authority
Delegation of authority from board to management, in one matrix.
Decisions
Decision-rights mapping for the choices that shape the business.
Policies
The core policy set that regulators and investors expect to see.
Rhythm
The annual calendar that turns documents into practice.
The Governance Framework Health Check
A 20-point self-assessment across all six layers of governance architecture. Score your organization in 15 minutes and see exactly where your framework is exposed.
- 20 diagnostic questions across the six architecture layers
- Scoring bands: what 'investor-ready' governance looks like
- The 5 documents every UAE/GCC regulator expects on request
- Common failure patterns by ownership type: family, PE, SOE, listed
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Advisory led by practitioners, not theorists
Wassim Karkabi
Founder & Executive Chairman, Global Board Institute
Wassim advises boards, chairs and shareholders across the GCC and internationally on governance, board effectiveness and director development. He leads every advisory engagement personally, supported by GBI's global faculty of experienced chairs and directors.
“The delegation of authority matrix alone paid for the engagement. Decisions that used to wait a month for a board meeting are now made in days, with better control, not less.”
CFO, diversified groupFrequently asked questions
We're not a listed company. Do we need this?
Governance frameworks matter most where codes are not mandatory: family businesses preparing for succession or investment, PE-backed companies heading to exit, and fast-growing firms whose founders are drowning in decisions. Listed-company codes are a floor we design above, not the reason to do it.
How do you handle UAE and GCC regulatory requirements?
Regulatory alignment is built in. We map your framework to the applicable code, SCA for UAE listed companies, CBUAE for financial institutions, CMA for Saudi entities, ADGM/DIFC rules where relevant, and flag every mandatory requirement explicitly.
Will this create bureaucracy?
The opposite, if designed well. A clear DoA pushes decisions down to management; reserved matters keep the board out of operations; the calendar eliminates ad-hoc approval scrambles. Our test for every document: does it speed a decision up or slow one down?
What involvement do you need from our team?
A project sponsor (usually the board secretary, CFO or GC), interview access to key leaders, and your existing documents. Total board time across the engagement is typically 2-3 hours.
Can you implement it, not just design it?
Yes. The adoption workshop and 90-day embedding checklist are included, and many clients retain GBI for a periodic governance review cycle or ongoing advisory support after adoption.
How is the fee set?
By scope: number of entities, committees, policies and the regulatory contexts involved. After a short brief we give you a fixed proposal, typically within a week.
Build governance that keeps up with your growth
Book a consultation. We will review where your framework stands today and scope exactly what you need, nothing more.
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