DIFC Visual

Annual Review
2024

In 2024, Nasdaq Dubai continued to set new benchmarks in the global debt market, further establishing itself as a trusted platform for sovereign and corporate issuers. As a leading global venue for bonds and Sukuk, Nasdaq Dubai achieved remarkable milestones this year, hosting 11 bond issuances worth USD 6.45 billion and 42 Sukuk issuances of value USD 18.84 billion. These contributions propelled the exchange’s total debt listings to USD 138.23 billion by year-end.

The year was marked by strong interest from sovereign issuers, including China’s first sovereign bond in the Middle East. This, along with issuances by the UAE Federal Government and the Republic of Indonesia, solidified Nasdaq Dubai’s position as the exchange of choice for global sovereigns, accumulating USD 14.58 billion in sovereign listings in 2024. Additionally, corporate interest surged with significant participation from banks like Emirates NBD, Emirates Islamic, and foreign entities such as Bank of China, as well as real estate leaders such as Arada, Binghatti, and Sobha Realty. Chinese corporations have also shown substantial engagement, with over USD 22 billion in debt listed to date on the exchange. 

Nasdaq Dubai has solidified its position as one of the leading Sukuk listing venues by total value, a testament to its strategic focus on Islamic finance, with 102 Sukuk listings totaling USD 95.37 billion to date.  

Nasdaq Dubai also strengthened its leadership in ESG related issuances with USD 29.44 billion as of the close of the year, reflecting a strategic focus on sustainable investment opportunities. This year, Nasdaq Dubai successfully listed ESG related debt by Emirates Islamic, Warba Bank, Emirates NBD, DP World among others.  Notably, DP World listed the MENA region’s first corporate Blue Bond at Nasdaq Dubai. A USD 100 million issuance designed to fund critical marine transportation, port infrastructure, and water-positive projects; it garnered significant interest from global investors. Additionally, Emirates NBD issued the world’s first Sustainability-Linked Loan Bond (SLLB) under the new International Capital Market Association (ICMA) and Loan Market Association (LMA) framework, marking another milestone in sustainable financing and showcasing the exchange’s role in advancing innovative financial instruments. 

Performance Highlights


January
  • UAE Federal Government’s AED2.8 billion Treasury Sukuk
February
  • ICDPs’ USD500 million Sukuk
March
  • Binghatti Holding’s USD300 million Debut Sukuk
April
  • Government of the Emirate of Sharjah’s USD125 million Sustainability Tap Issuance
May
  • Multiple issuances by IsDB, UAE Federal Government and Emirates Islamic (Sustainability Sukuk)
June
  • Arada's USD400 million Sukuk under their USD1 billion programme
July
  • July saw multiple issuances by the Government of Indonesia, Federal Government of UAE, a Sustainability Issuance by the Government of the Emirate of Sharjah, as well as bonds by Warba Bank and Sharjah Islamic Bank
August
  • Issue of USD400 million bond by the Agricultural Bank of China and USD400 million Green Bond by Bank of China
September
  • UAE Federal Government listed its AED 550 million Treasury Sukuk as did Sobha Realty, which listed its Tap Issuance of USD230 million
October
  • IsDB's USD1.25 billion Sukuk, Sharjah Sukuk Programme Limited’s US 750 million Sukuk, Dubai Islamic Bank’s Tier 1’s USD500 million Sukuk, along with several other tap issuances by Arada and the UAE Federal Government
November
  • China’s Ministry of Finance debuted on Nasdaq Dubai with USD2 billion in bonds
December
  • DP World issued MENA region’s 1st Blue Bond valued at USD100 million
CAPITAL ADMITTED AT YEAR-END (USD BILLIONS)
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NO. OF LISTINGS
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FTSE NASDAQ DUBAI UAE 20 INDEX

The index rose by 9.8% over the year, reaching 4,207.52 at the end of 2024, up from 3,831.87 at the end of 2023. It tracks liquid stocks listed on UAE stock exchanges.


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MEMBERS' MARKET SHARE BY VALUE OF EQUITIES TRADED, 2024

MOST ACTIVE 10 MEMBERS BY % TRADED VALUE


SUKUK LISTINGS


BOND LISTINGS


ESG RELATED ISSUANCES

The value of outstanding ESG related Debt Issuances as of 31 December 2024 is USD 29.4 billion across 40 listings.


Chairman's Message


As we reflect on the past year, it is evident that Dubai has solidified its position as a leading global financial hub, marked by significant milestones and strategic initiatives that have propelled its financial ecosystem to new heights. The emirate’s strategic location, coupled with a forward-thinking vision, continues to attract issuers from across the world, reinforcing its standing as a key financial gateway that connects markets and facilitates global capital flows.

As a leading international financial exchange in the region, at Nasdaq Dubai, we are relentless in our mission to create a comprehensive and inclusive financial ecosystem. We provide issuers with a cutting-edge platform tailored to meet their capital raising requirements, while offering investors unparalleled access to unique and innovative investment opportunities. This dual focus allows us to serve as a bridge between international markets, fostering financial collaboration and driving mutual growth.

The exchange remains well positioned for growth, building on its reputation as a trusted venue for both sovereign and corporate issues. This year, we celebrated landmark milestones, including record issuances that underline the strength of our platform and the confidence of our stakeholders.

In 2024, Nasdaq Dubai proudly hosted China’s inaugural sovereign bond issuances in the Middle East, reflecting the growing confidence of sovereign issuers in our platform, contributing to a total of USD 14.58 billion in sovereign listings for 2024. Corporate participation also gained momentum, with prominent banks alongside real estate players choosing Nasdaq Dubai for their issuances.

Reinforcing its strategic focus on Islamic finance, Nasdaq Dubai has firmly established itself as among the world’s largest Sukuk listing venues by total value, with 102 Sukuk listings amounting to USD 95.37 billion in 2024. This achievement underscores the exchange’s pivotal role in connecting global markets and supporting the expansion of Sharia compliant financial instruments.

Our work at the exchange aligns seamlessly with Dubai's ambitious D33 Vision, which aims to double the emirate’s economy and cement its position as a global hub by 2033. Nasdaq Dubai is proud to play an integral role in advancing this strategy and development of Dubai’s financial markets. 

The appeal of Dubai as a financial hub is not only in its advanced infrastructure but also in its ability to adapt and innovate in an ever-changing global economy. As we look ahead, Nasdaq Dubai will continue to drive initiatives that support Dubai’s aspirations. We are committed to fostering innovation, embracing sustainability, and expanding access to global investment opportunities. Together with our partners and stakeholders, we will contribute to shaping a future that underscores Dubai’s position as a premier international financial center and a beacon of economic opportunity.

Business Review

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Hamed AliChief Executive OfficerNasdaq Dubai and Dubai Financial Market

In 2024, Nasdaq Dubai continued to diversify its offerings and attract significant issuances across various sectors, reinforcing its status as a leading international financial exchange. The exchange welcomed a range of firsts with Binghatti listing their debut Sukuk on the exchange; Dubai Islamic Bank’s Additional Tier 1 Sukuk achieving the lowest spread for an Additional Tier 1 instrument globally since 2009; Republic of Indonesia became the only Asian sovereign to access the USD debt capital market the fourth time in a year; Emirates NBD Bank issued the world’s first SLLB issued under the new ICMA and LMA  framework; China’s first sovereign bonds listing in the Middle East; MENA region’s first Blue Bond issued by DP World, underscoring its appeal to both regional and international issuers, bolstering Dubai's status as a premier global hub for fixed income listings. 

The exchange's total debt listings reached USD 138.23 billion across 160 issuances, with sovereign issuances accounting for over 60% of the total. Notably, both the Republic of Indonesia and China’s Ministry of Finance chose Nasdaq Dubai for their sovereign bond listings, with Indonesia returning for a subsequent time and China making its debut. These landmark sovereign issuances further reiterate Nasdaq Dubai's role as a vital conduit for global capital, fostering robust financial market interactions and facilitating strong international relations. 

Beyond sovereign issuances, corporate listings have flourished, attracting prominent entities such as Sobha Realty, Arada, and Binghatti. Chinese corporations have also shown substantial engagement, in 2024, with the Bank of China and the Agricultural Bank of China listing both conventional and green bonds, with the latter returning to Nasdaq Dubai after a decade since its first issuance—a testament to the enduring confidence of international issuers. 

 Nasdaq Dubai and Dubai Financial Market further strengthened their ties with China, signing a Memorandum of Understanding (MoU) with the Shenzhen Stock Exchange in August 2024, aimed at promoting the growth of capital markets in both countries, facilitating cross-border financing for listed companies, and supporting index cross-listing initiatives. Additionally, an event hosted by Nasdaq Dubai attracted over 120 attendees from leading investment banks, asset managers, and legal firms, demonstrating the strong interest in enhancing connections between China and Dubai. Such collaborations were amplified through a two-day roadshow in Hong Kong, led by Emirates NBD, which featured discussions with potential Chinese issuers exploring listing opportunities in Dubai, the Hong Kong Stock Exchange and the Chinese investment banks.  

The exchange also supported knowledge-sharing initiatives, such as hosting an insightful session with MSCI. The event provided issuers with guidance on achieving index inclusion, potential capital inflows, and enhanced liquidity. It also included a case study on Emirates NBD’s journey to MSCI Index inclusion, alongside discussions on corporate sustainability and how ESG and climate-focused strategies can enhance shareholder value.

Highlighting the exchange's growing focus on sustainability, Emirates NBD issued the world’s first SLLB aligned to the new frameworks on Nasdaq Dubai in 2024. The bond attracted strong interest from regional and international investors. Additionally, Nasdaq Dubai also welcomed the MENA region’s first corporate Blue Bond, a USD 100 million issuance by DP World. The issuance garnered significant global investor interest, with proceeds directed toward critical marine projects.

Nasdaq Dubai also played a pivotal role in the second edition of the Capital Market Summit in Dubai, serving as an accelerator partner. With over 1,000 delegates and 60 speakers, the summit provided a premier platform for dialogue on the evolving dynamics of global capital markets, underscoring Dubai’s leadership in fostering innovation and strategic partnerships.

SUKUK AND BONDS

During 2024, Nasdaq Dubai witnessed the listing of 53 debt instruments with a total value of USD 25.29 billion, including 11 bond issuances with a total value of USD 6.45 billion and 42 Sukuk issuances with a total value USD 18.84 billion. By the close of the year, of the total value of debt instruments listed on Nasdaq Dubai in 2024, 58% are sovereign issuances valued at USD 14.58 billion and 42% are government entities, banks and corporate issuances totaling USD 10.71 billion.

Arada Sukuk Bell Ringing July 2024
Ahmed Alkhoshaibi, Group CEO of Arada, rang the bell at the market-opening ceremony at Nasdaq Dubai, along with Hamed Ali, CEO of Nasdaq Dubai and DFM welcoming the Listing of USD 400 million Sukuk

As one of the top Sukuk listing venues globally, the exchange continues to support the growth of Islamic finance. This deliberate effort to expand its role as a global center for Sukuk issuances underscores the exchanges’ growing importance in the global market. Of the 160 fixed income listings on the exchange at the close of 2024, 58 are bond listings valued at USD 42.86 billion, while 102 are Sukuk listings amounting to USD 95.37 billion. These achievements reflect Nasdaq Dubai’s commitment to fostering an environment that supports Islamic finance growth and further amplifies its strategic significance to this critical market segment.

Muhammad BinGhatti, CEO of Binghatti Holding, joined by Hamed Ali, CEO of Nasdaq Dubai and Dubai Financial Market (DFM), rang the market opening bell at Nasdaq Dubai welcoming USD 300 million Debut Sukuk Listing

Notably, the region’s sustainable finance landscape also benefits from the synergy between Islamic finance and sustainability; over 80% of the world’s USD denominated ESG Sukuk are listed on Nasdaq Dubai. This momentum highlights the Middle East’s growing role in advancing ESG related debt, reaffirming the regions’ commitment to sustainable finance. Throughout the year, Nasdaq Dubai witnessed USD 5.40 billion in ESG related issuances with a total outstanding value of USD 29.44 billion at the close of 2024.

H.E. Zhang Yiming, Ambassador of China ringing the bell
H.E. Zhang Yiming, Ambassador of China to the UAE rang the market opening bell at Nasdaq Dubai, alongside Hamed Ali, CEO of Nasdaq Dubai and Dubai Financial Market celebrating the listing of USD 2 Billion Bonds by China’s Ministry of Finance

These diverse issuances underscore the exchange’s dynamic role in fostering innovation and attracting issuers from across the globe, further enhancing Dubai’s stature as a key financial gateway connecting international markets.

EQUITIES

The FTSE Nasdaq Dubai UAE 20 Index, which tracks liquid stocks listed on UAE exchanges, increased by 9.8% in 2024, closing the year at 4,207.52, up from 3,831.87 at the end of 2023. The top five most active equities members on the exchange by traded value during the year were Mashreq Securities, Emirates NBD Securities, BHM Capital Financial Services, EFG Hermes UAE, and Al Ramz Capital, respectively.

THOUGHT LEADERSHIP AND MARKETSITE

During 2024, Nasdaq Dubai’s MarketSite served as a dynamic hub for knowledge exchange, with numerous webinars, workshops and networking events, as part of our commitment to promote best practices amongst various market participants. Key highlights from the year include: 

  • International Delegations: Welcoming high-level delegations from Shanghai, Beijing, London, Brazil, Russia, Italy, and other prominent global financial hubs. 

  • Panel Discussion: A compelling conversation featuring Marco Bizzari and Rudy Thomas, moderated by SVVI, exploring key industry insights. 

  • MSCI Middle East Research Seminar: A deep dive into regional market trends and developments. 

  • Webinars:  
    - Micro Oman Oil Future Contract: A comprehensive exploration of this innovative financial instrument. 
    - The Brokers Club UK: Introducing Dubai’s capital markets and investment opportunities to a global audience. 

  • Celebration: Marking International Women's Day in collaboration with IHS, showcasing the achievements of women in finance. 

  • MSCI & DFM Event: Focused on Index Inclusion, Liquidity, and ESG, addressing key trends shaping the future of investment. 

  • Bell Ringing: This year, we marked significant fixed income listings with opening bell ringing ceremonies for issuers such as China’s Ministry of Finance, the Republic of Indonesia, Binghatti, Arada, the UAE Federal Government, Warba Bank, Agricultural Bank of China, and the Government of the Emirate of Sharjah. These events highlight Nasdaq Dubai’s continued commitment to fostering collaboration and thought leadership in the market. 

LOOKING AHEAD

As we look to the future, Nasdaq Dubai is uniquely positioned to lead in a dynamic and rapidly evolving global debt market, driven by the GCC's emergence as a key player on the global stage. With the region's debt capital markets reaching approximately USD 1 trillion1, outstanding by the end of November 2024, following 11% year-on-year growth, and projected to remain the largest hub for Sukuk issuance globally, the outlook remains strong. Global Sukuk volumes are forecast to surpass USD 1 trillion by 20252, reflecting the growing demand for Sharia-compliant financial instruments. 

Nasdaq Dubai offers a robust platform for both regional and international issuers, spanning sovereigns, corporates, ESG, and non-ESG issuances. Islamic finance remains central to the exchange's strategy, cementing its position as one of the largest Sukuk listing venues by total value.   The exchange continues to champion green, blue, and other types of ESG related issuances, aligning with the projected USD 1 trillion3 in global sustainable bond issuance by 2025 and Dubai’s ambitions for sustainable economic growth. By bridging markets and facilitating innovative capital flows, Nasdaq Dubai continues to play a vital role in supporting Dubai’s status as a premier global financial hub. 

Nasdaq Dubai’s Growth Market remains a promising platform for Small and Medium-sized Enterprises (SMEs), offering them an avenue to access capital markets and explore opportunities for growth. By supporting SMEs valued below $250 million, the exchange continues to reinforce Dubai’s potential as a hub for innovation and entrepreneurship, while focusing on future developments to enhance the ecosystem 

Additionally, the real estate sector continues to present vast opportunities, particularly through REITs. By expanding its offerings, Nasdaq Dubai aims to attract a wider range of investors, driving liquidity and fostering long-term growth. Aligned with Dubai’s vision to become a leading global financial center, Nasdaq Dubai is committed to continuously evolving its market infrastructure and expanding its innovative product offerings. These initiatives will position the exchange as a key enabler of sustainable growth and economic prosperity in the region and beyond. 

Corporate Governance


BOARD OF DIRECTORS

At the foundation of a well governed company is an effective Board that provides good leadership, strategic guidance and oversight, within a framework of prudent and effective controls that enable risk to be assessed and managed.

The Nasdaq Dubai Board is committed to the highest standards of corporate governance and business integrity. The Board continues to ensure that we adhere to the best governance principles and practices.  

The Nasdaq Dubai Board represents and acts on behalf of its shareholders, Dubai Financial Market and Borse Dubai, and is committed to strong corporate governance policies, practices and procedures designed to make the Board more effective in exercising its oversight role for achieving the Company’s strategic objectives and for the stewardship of the Company’s resources. The Board adopts the view that corporate governance should promote good performance and integrity as well as conformance with legislation and that effective governance practices enhance the Company’s ability to achieve its strategy and sustainable success.

While the Board does not have responsibility for day to day management of the Company, it stays informed about the Company’s business and provides guidance to the management through periodic meetings and other interactions. In accordance with good governance practice, the roles of Chairman and Chief Executive are distinct and separate with a clear division of responsibilities. This separation of roles promotes more effective communication channels for the Board to express its views on Management. The Chairman presides over meetings and is responsible for the running and leadership of the Board and ensuring its effectiveness. The Chief Executive has delegated authority from the Board and is responsible to the Board for managing the Company’s business. We believe that this separation of roles and allocation of distinct responsibilities to each role facilitates communication between senior management and the full Board about issues such as corporate governance, succession planning, executive compensation, and Company’s performance.

The Board has adopted a formal schedule of matters specifically reserved for its decision making, which includes the annual budget, strategy and long term business objectives, major projects and contracts and significant capital expenditure. The Board has created three Committees to ensure effective and efficient Board operations in accordance with their respective Charters.

During the financial year, the Board met on 4 occasions. The Board has continued to oversee the Company’s strategy, risk framework and financial performance. The Board uses Nasdaq’s online board portal, Directors Desk, for its meetings, which make the board process efficient and has the benefit of considerable savings in resources, paper and printing.

The Nasdaq Dubai Board comprises 6 Non-Executive Directors including the Chairman, Abdul Wahed Al Fahim. Biographical details of the Directors and the Committees on which they serve are set out below. The biographies demonstrate a wide range of experience and skills, including leadership and knowledge of corporate governance requirements and practices, enabling the Board members to discharge their responsibilities and to bring independent judgment on matters of strategy, performance and standards of conduct which are important to the success of the exchange.

Abdul Wahed Al Fahim
Chairman

Abdul Wahed Al Fahim

Edward S. Knight

Edward S. Knight

His Excellency Essa Kazim

Essa Kazim

George Moller

George Möller

Jamal Abdul Nasser Lootah

Jamal Nasser Lootah

Rashid Al Shamsi

Rashid Al Shamsi

BOARD CHARTER

Nasdaq Dubai’s governance framework is set out in its Board Charter. The Charter details the corporate governance framework, coordinates and aligns supporting policy documents and establishes an environment that enables the Board and officers of Nasdaq Dubai to meet their responsibilities under the prevailing law and to demonstrate good governance practices.

NON-EXECUTIVE DIRECTORS / INDEPENDENCE

In accordance with Dubai Financial Services Authority (DFSA) Authorised Market Institution regulation and the Articles of Association, a sufficient number of Board members should be Independent Non-Executive Directors. The Non-Executive Directors, four of whom are Independent, bring wide and varied commercial experience to the deliberations of the Board and its Committees.

An assessment of Directors’ independence is carried out on an ongoing basis and at appointment for new Directors. Each Director discloses their status i.e. independent or connected and has the opportunity to disclose changes in external directorships and other potential conflicts of interest. The Board ensures that there are sufficient number of Independent members at all times. The assessment was reviewed by the Nomination and Remuneration Committee and its recommendations were made to the Board for its approval.

A third of the Non-Executive Directors are subject to annual re-election by the shareholders at the Annual General Meeting. In relation to Board remuneration, they receive an annual retainer together with meeting attendance fees for Board and Committee meetings.

BOARD & COMMITTEE MEETINGS 2024

The Board held four scheduled meetings. A table of Board and Committee meeting attendance is set out below. Comprehensive Board and Committee papers, comprising an agenda and formal reports and briefing papers are sent to Directors in advance of each meeting. Each meeting includes a wide ranging report from the Chief Executive, a report on Nasdaq Dubai’s financial performance and reports from the committees’ chairmen.

During the year, the Board considered the following among other matters: 

  • The review and approval of year 2023 results 

  • Appointment of external auditors for year 2024 

  • Annual AML Return  

  • Progress update on Strategy and Budget 2025  

BOARD ATTENDANCE

MemberBoardAudit & Risk Management Market Oversight Nomination & Remuneration
No. of Meetings: 4443
Abdul Wahed Al Fahim4 of 44 of 44 of 43 of 3
Edward Knight4 of 4--4 of 4--
H.E. Essa Kazim 4 of 4------
George Möller4 of 44 of 44 of 4--
Jamal Nasser Lootah4 of 44 of 4--3 of 3
Rashid Al Shamsi4 of 4----3 of 3

BOARD COMMITTEES

Board Committees play an important role in the governance process and assist the Board in discharging its duties.

The standing Committees of the Board include: The Audit and Risk Management Committee, the Market Oversight Committee and the Nomination and Remuneration Committee. The Chair of each Committee reports to the Board on actions taken at each meeting. Each Committee has the authority to retain independent advisers. Each Committee has its own Charter, providing written terms of reference that define its authorities, duties and membership. In line with good practice, membership of the Committees is entirely non-executive and the majority are independent Directors.

AUDIT AND RISK MANAGEMENT COMMITTEE

The Audit and Risk Management Committee is chaired by Jamal Nasser Lootah. The other members are Abdul Wahed Al Fahim and George Möller. The company secretary acts as secretary to the Committee. The Committee is responsible for the independent and objective oversight of internal control and risk management, internal compliance, governance issues, financial reporting, external and internal auditors and financial controls.

During the year, the Committee met on 4 occasions. The Committee met with the independent external auditors, Deloitte, to consider the results of the annual audit and to review the annual financial statements for year 2023. The Committee reviewed the annual budget, periodic financial performance, and the annual financial statements. The Committee recommended the annual budget, the annual financial statements and Deloitte as the external auditor for year 2024 to the Board for approval. The Committee reviewed the risk management reports from Market Operations and approved the Annual AML Return. The Internal Audit function, provided by Dubai Financial Market, met regularly with the Committee which received progress on Internal Audit together with the Internal Audit reports following the completion of each audit. The Committee reviewed and recommended the amendments to the AML Policy to the Board.

MARKET OVERSIGHT COMMITTEE

The Market Oversight Committee is chaired by George Möller. The other members are Abdul Wahed Al Fahim and Edward Knight. The company secretary acts as secretary to the Committee. The Committee is responsible for the independent oversight of Market Regulations which includes Issuer & Market Surveillance and Anti Money Laundering & Compliance functions. It also supervises the regulatory functions carried out by other areas of Nasdaq Dubai, including the application of the exchange’s Rules, Members' conduct of business and the clearing and settlement function.

During the year, the Committee met on 4 occasions. The Committee met on each occasion with Compliance and received updates on regulatory and compliance matters, including feedback on meetings with the DFSA.   The Committee also received reports on any market incidents as part of its regulatory oversight function. The Committee reviewed and approved the annual member compliance report for 2023-2024 and the plan for year 2024-2025. The Committee recommended for Board approval the extension of term of Practitioner Committee members.  The Committee reviewed the credit rating for debt portfolio and annual budget including resources for Compliance team.   

NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee is chaired by Rashid Al Shamsi. The other members are Abdul Wahed Al Fahim and Jamal Nasser Lootah. The company secretary acts as secretary to the Committee. The Committee is responsible for new appointments to the Board, succession planning for the Board and executive management and reviewing the independence of Directors. It is also responsible for recommending Non-Executive Directors remuneration for Board approval, approving performance measures and target setting for the Chief Executive and broad policies and programs for employee benefits.

During the year, the Committee met on 3 occasions. The Committee reviewed Director Independence, the Human Capital annual budget and set the targets and objectives for the Chief Executive. The Committee received reports from Human Capital on key matters.

INTERNAL CONTROL AND RISK MANAGEMENT

Internal control aims to ensure that processes and controls are in place to achieve Nasdaq Dubai’s business objectives. Internal audit provides assurances that these processes and controls are effective and being complied with on an ongoing basis. Through risk management, Nasdaq Dubai is able to identify, understand, manage, and mitigate risks to its business in order to reduce the probability that those corporate objectives are jeopardised by unforeseen events.

INTERNAL CONTROL

The Board has overall responsibility for ensuring that Management maintains an adequate and effective system of internal control and for reviewing its adequacy and effectiveness on an ongoing basis. Such a system is designed to support the identification and management of risks affecting Nasdaq Dubai and the business environment in which it operates. Nasdaq Dubai operates a system of internal control which provides reasonable assurance of effective and efficient operations covering all controls, including financial and operational controls and compliance with laws and regulations. Processes are in place for identifying, evaluating, managing, and mitigating risks that may face the exchange. The Board, through the Audit and Risk Management Committee (ARMC), regularly reviews these processes. The ARMC is responsible for the independent and objective oversight of Nasdaq Dubai’s internal control and risk management systems, internal compliance, governance issues, financial reporting, external and internal auditors and financial controls. Additionally, the adequacy and effectiveness of controls is periodically reviewed within the business areas. Regular reports are made to the ARMC by Management, Internal Audit, Risk Officer and Compliance covering matters such as financial controls, compliance and operational controls. The ARMC monitors resolution of any identified control issues of significance through to a satisfactory conclusion.

Management is responsible for establishing and maintaining adequate internal control over financial reporting. In accordance with International Financial Reporting Standards (IFRS), the internal control over financial reporting is a process designed under the supervision of the Chief Executive and the Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes.

Nasdaq Dubai’s internal control over financial reporting includes policies and procedures to provide for the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets; provide reasonable assurances that transactions are recorded as necessary to permit preparation of financial statements in accordance with IFRS and that receipts and expenditures are being made only in accordance with authorisations of Management and the Board; and provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use or disposition of the Company’s assets that could have a material effect on the consolidated financial statements.

Management assesses the effectiveness of internal controls to satisfy itself that the processes followed are effective. The system of internal financial and operational controls is also subject to regulatory oversight by the DFSA.

The purpose of the Internal Audit function is to assist the Board and Management in the effective discharge of their fiduciary and administrative responsibilities by providing independent, objective assurance and consulting services with respect to evaluating risk management, control, and governance process. To ensure independence and objectivity, Internal Audit reports directly to the ARMC. For administrative matters, the Head of Internal Audit has a secondary reporting line to the Chief Executive Officer. The Internal Audit function adopts standards issued by the Institute of Internal Audit (IIA). Internal Audit services are provided by Dubai Financial Market which follows a risk based audit approach. An annual risk based internal audit plan is prepared; in addition to management request and required mandatory audits.

All key areas subject to high and/or medium risks such as compliance, financial, information technology and operations are included in the plan while the non-priority and low risk areas are excluded or to be considered later depending on circumstances. During the planning process key business areas and operational risks are identified, compiled, risk rated and ranked to draw a final risk assessed audit scope of work that factors in high and medium risk areas. The audit plan, submitted to the ARMC for approval, provides information about the risk assessment, the current order of priority of audit projects and how they are to be carried out. The audit plan outlines the key departments, activities and processes to audit and estimated start dates and completion timelines as well resources dedicated for the audit. Internal Audit submits regular activity reports to the ARMC and Management summarizing the results of the audit assignment including significant risk exposures and control issues and follow up on the issues raised in the audit report. Internal Audit liaises regularly with internal stakeholders to maintain and uphold communication and relationships to a high level. The key internal stakeholders include; compliance, company secretariat and risk management functions.

RISK MANAGEMENT

Risk management is a systematic and continuous process that revolves around defining and identifying risks in each department, measuring, monitoring, managing, mitigating and reporting significant risks to which Nasdaq Dubai may be exposed. Nasdaq Dubai has established a Risk Management Framework (RMF) to ensure that the exchange continues to be a stable, credible, and reliable organisation that manages all potential risks to its stakeholders. Nasdaq Dubai has a Risk Officer with overall responsibility for the risk management function in relation to the activities carried out by the exchange and for overseeing the implementation of the RMF. The Head of Department within each unit and function is responsible for establishing and maintaining pertinent risk management. The functions and systems for internal control and internal audit are part of the overall risk management process.

Nasdaq Dubai’s Exchange, Clearing and Central Securities Depository operations place significant emphasis on managing risk, including business continuity and default management. Nasdaq Dubai’s RMF is subject to specific regulation and supervision by the DFSA. In operating a Clearing House, Nasdaq Dubai acts as the Central Counterparty (CCP) to transactions executed on the Exchange between Member firms. As a CCP, Nasdaq Dubai is exposed to various clearing related risks, including Counterparty Risk, Credit Risk, Operational Risk and Liquidity Risk. The Head of Market Operations in consultation with the Risk Officer, is responsible for implementing the Board’s strategy for identifying, monitoring, managing and mitigating these risks. One primary risk management tool is the requirement placed on Clearing Members to provide margin payments and collateral to Nasdaq Dubai in accordance with its Business Rules. In addition to the collateralisation of obligations, other risk management tools adopted by the Board include rigorous Clearing Membership standards, dedicated clearing capital, netting arrangements and advanced risk management monitoring techniques.

CORPORATE RESPONSIBILITY

Nasdaq Dubai remains deeply aligned with global efforts to promote sustainability, leveraging its platform to support the advancement of sustainable finance. A significant synergy between Islamic finance and sustainability has positioned the exchange as a leading venue for ESG related Sukuk, with over 80% of the world’s USD-denominated ESG Sukuk listed on Nasdaq Dubai. This reflects not only the Middle East’s growing leadership in sustainable finance but also the region’s steadfast commitment to fostering environmentally and socially responsible investments. 

In 2024, Nasdaq Dubai facilitated sustainability and ESG related issuances valued at USD 5.4 billion, showcasing its role in driving capital towards impactful initiatives. 

Nasdaq Dubai is also committed to supporting the UAE’s Green Agenda 2015-2030 and the country’s pledge to achieve net zero emissions by 2050. By adopting digital transformation solutions, optimizing energy consumption, and promoting sustainable practices, the exchange continues to reduce its environmental footprint while championing broader societal awareness of climate change. 

With these initiatives, the wheels have been set in motion, creating powerful momentum where Nasdaq Dubai’s collaborative efforts are more than just about meeting targets — enabling innovation, and building a resilient financial ecosystem that aligns with the region’s ambitious vision for the future.