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Establishing Sambas ESG Samba Financial Group's approach to ESG credentials Riyadh 27 APRIL 2020 Public 1 1 Content Samba Financial Group's Approach to ESG 1. Samba Financial Group at a glance Page 3 2. Society & Environment Page
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Riyadh
27 APRIL 2020
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Samba Financial Group's Approach to ESG
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65-year heritage with international pedigree, strong governance and responsible banking principles Samba operates through four segments
Samba is a domestic systemically important bank with 73 branches and 3,614 employees
Created by CitiBank Launched as Saudi American Bank Renamed Samba Financial Group after Citi exit
Public 52% PIF 23% PPA 15% GOSI 10%
Business Model
CORPORATE BANKING GROUP CONSUMER BANKING GROUP TREASURY & INVESTMENTS INVESTMENT BANKING Business Model
35.3% 37.3% 21.6% 5.8%
Samba consistently captures ~10% market share in Saudi Arabia Samba's Shareholder Structure*
Operating income contribution (FY 2019)
11% 11% 11% FY2017 FY2018 FY2019
Total Assets
8% 8% 9% FY2017 FY2018 FY2019
Loans
10% 10% 10% FY2017 FY2018 FY2019
Deposits
11% 9% 9% FY2017 FY2018 FY2019
Attributable Profit
*Shareholdings include Hassana (GOSI) and Raidah (PPA)
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Sustainable financial performance though market cycles
7.00 7.11 6.90 6.56 6.69 7.00 7.38 7.75 7.76 7.89 8.16 8.60
0.00 1.00 2.00 3.00 4.00 5.00 6.00 7.00 8.00 9.00 10.00Total Operating Income (SRbn)
4.44 4.55 4.43 4.30 4.33 4.51 5.01 5.21 5.01 5.02 5.55 4.62
0.00 1.00 2.00 3.00 4.00 5.00 6.00Net Income before zakat and taxation (SRbn)
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Samba’s balance sheet strength, low NPL and high Capital ratios are key sources of its competitive strength
179 186 187 193 197 205 217 235 231 228 230 256
0.0 50.0 100.0 150.0 200.0 250.0 300.0Total Assets SRbn
134 147 133 137 149 158 164 172 172 168 170 180
Customer Deposits SRbn
98 84 80 89 103 113 124 130 125 118 114 142
0.0 20.0 40.0 60.0 80.0 100.0 120.0 140.0 160.0Net Loans SRbn
1.82 3.32 3.74 2.99 2.21 1.73 1.31 0.84 0.85 0.94 1.28 1.33
0.00 0.50 1.00 1.50 2.00 2.50 3.00 3.50 4.00 4.50 5.00NPL Ratio %
Managing NPLs during the financial crisis
14.10 17.10 18.90 19.20 20.00 19.40 19.90 20.10 22.50 21.10 22.70 21.10
0.0 5.0 10.0 15.0 20.0 25.0 30.0 35.0Total Capital Ratio %
13.10 16.00 17.80 18.10 19.00 18.60 19.20 19.50 21.80 20.60 22.10 20.50
0.0 5.0 10.0 15.0 20.0 25.0 30.0 35.0Tier 1 Capital Ratio %
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Rating agencies recognize Samba's management team, financial standing and performance
Stable
"Samba Financial Group's (Samba) A1 deposit ratings are at the same level as Saudi Arabia's A1 issuer rating and capture: (1) the bank's solid Baseline Credit Assessment of a2; and (2) a one-notch uplift based on our expectation of a very high likelihood of government support."
"SAMBA has a well-entrenched corporate franchise, which is the fifth- largest in the kingdom with a 10% market share of corporate credit. SAMBA banks the largest companies in the kingdom and is a key player in advisory, trade finance and capital markets."
Stable
"We believe SFG has a leading domestic franchise, with experienced senior management delivering superior profitability."
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Samba has the desire to become one of the most sustainable commercial banks in the region
contribution to society
Society & Environment
Solid Foundation
governance in Saudi Arabian banking sector
Strong Corporate Governance
SR256 bn
Assets
SR142 bn
Loans
SR180 bn
Customer Deposits
SR85 bn
Investments
SR45 bn
Equity
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91% of bank-wide transactions (financial and non-financial) have been executed via digital channels with 43% stemming from SambaMobile.
The bank strives to transform customer experience through innovation and digital channels; 2019 highlights
51% of Samba customers are registered in digital channels. 99% of main financial transactions were performed digitally with 54% stemming from SambaMobile. 36% of overall cards payments have been executed through mobile payments and NFC contactless technology In 2019.
91% 99% 36% 51%
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Given the nature of our business, we seek to create and sustain long-term value for all our stakeholders
Profitable Growth Empowerment & Transformation Human Development Shareholder Returns Customer benefits Societal Impact
What we depend on What we deliver
Human Capital Innovation Capital Relationship Capital Social Capital Financial Capital Natural Capital
Strategic Input
New Segments Launch new propositions to Mass, SME, Wealth segments Digital Transform customer experience through digital transformation Technology Build a modern, flexible data & technology foundation to support digitization Capabilities Strengthen core foundations through talent acquisition & partnerships Productivity Accelerating customer acquisition & cross-sell Health Drive organization wide cultural and mindset change
Strategic Outcome
What we focus on
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Rania Nashar, CEO
Rania Nashar is the first female CEO of a listed commercial bank in Saudi Arabia
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We pride ourselves on having our own unique way of life called the SambaWay, encouraging trust and mutual support amongst our customers, employees and shareholders. Respect and Balance
We believe that equality and treating everyone fairly is something we are known for.
Customer Focus
A customer's satisfaction is of prime importance to us and we make sure that our customers are happy with every facet of our banking services.
Integrity
We inspire confidence in our customers, shareholders and ourselves by keeping a deep hold on our traditional values.
Learning
Every single day, we strive to learn and grow from our experience as individuals and as an organization.
Accomplishment
We take great pride in delivering quality products and services.
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Samba operates in a fundamentally strong and well-regulated market environment
Excellent Regulation
to accelerate
Country Transformation
Largest Capital Market in MENA
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Three key themes are driving both Vision 2030 and Samba's approach to the future A Vibrant Society A Thriving Economy An Ambitious Nation
workforce in 2019 up 1.7x since 2017
engagement levels are high and rising
development via Samba Academy
successful graduate programs
mortgage loans in 2019 to help people own a home
imminent round of privatisations
lent more than SR18bn to SMEs
Samba is a major player in infrastructure and project finance
delivery of Vision 2030
strong investment banking track record and was the lead collecting bank for Saudi Aramco's IPO
Samba is #1 Saudi bank
Samba is fully supportive of and committed to the Saudi Government
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Samba's Vision directly translates into the bank's core values
solutions, advice and choices while consistently delivering top-notch services.
Dedication to customers
a discipline.
Commitment to
and initiative, place great emphasis on communicating freely and transcending business boundaries.
Improving
regulations in the highest regard and undertake regular community programmes.
Sound corporate citizenship
to market conditions.
Superior returns to investors Samba Vision
financial institution in Saudi Arabia.
solutions to our customers.
customer needs, but exceeding expectations.
communities.
returns to our investors.
Core Values
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Ammar Alkhudairy, Chairman Samba actively contributes to the national development, as well as the prosperity and well-being of Saudi Arabia
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attract, and retain the best talent.
nationals, Samba achieved over 95% Saudization rate in 2019
development, HR policies, and talent management practices have resulted in low regrettable staff turnover of only 1.4% in 2019.
The bank continually strives to align itself to the needs and aspirations of its people
3,360 3,290 3,614
3100 3200 3300 3400 3500 3600 3700FY 2017 FY 2018 FY 2019
Total Headcount
Public 19 0.50% 0.50% 0.7% 1.10% 1.80% 3.7%
5.10% 4.90% 6.5%
6.70% 7.30% 11.1%
FY2017 FY2018 FY2019
Female employees as % of total workforce
% females in senior management roles % females in middle management roles % females in junior roles
CEO
increased its female talent to 11.1% from 6.7% in 2017
women in middle management roles
management policies, Samba affords equal employment opportunity and compensation to women
Hiring and promoting more women is a bank-wide strategic imperative
1.7x
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Samba Academy has been delivering world class training with state of the art facilities since 1980
Samba Academy has delivered over 250 sessions of training courses covering various fields, including: Credit, Risk Management, Compliance, Technology, Product Knowledge, Leadership and Management, FinTech, and Digital Transformation.
Training Topics covered in 2019
12,152 13,421 16,722
FY2017 FY2018 FY2019
Total Training Days Delivered 3,869 4,840 5,545
FY2017 FY2018 FY2019
Total Number of Staff Trained
Public 21 37
38 108 FY 2018 FY 2019 FY 2020
Annual Budget (SRm)
Samba has always been an active contributor to Saudi society under its broad CSR program
Housing Support Program Samba has pledged to provide 500 fully furnished houses to needy
benefitted from this program. Education Support Program Samba has developed a list of programs that are designed to attract fresh young Saudi graduates and prepare a new generation of national talent and leadership. Needy Families Support Program Samba's program to support needy families includes a wide range of in- kind and financial assistance to support and develop the humanitarian and social role of a long list of charities and social institutions. Healthcare program Samba pays special attention to an integrated care program aimed at supporting cancer patients and the disabled and providing them with the means to
SME support program Samba’s contribution to the SME financing program (Kafala) helps to support business start-ups and owners
Financial Literacy Program The financial literacy program developed by Samba intends to raise awareness amongst citizens about the importance of financial discipline and to promote a saving habit. Hiring, Training and Development Program Samba makes consistent and rigorous efforts to identify, attract, and retain the best Saudi talent. SR70m increase Covid-19 contribution Samba contributed SR16.5 million to the Health Endowment Fund as part of the private sector initiative offered to face the Covid-19 crisis.
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Samba recognizes the importance of SMEs to the health and development of the national economy
year
includes all the banking products SMEs need.
program.
0.4 3.0 14.0 17.4
Total SME Facilities in SRm
Facilities provided to SMEs
Micro Enterprises Small Enterprises Medium Enterprises
62 1 6 16 85
10 20 30 40 50 60 70 80 90Total # of customers
Kafalah: Number of Customers
Kafalah Customers Under Approval with Kafalah Under Circulation Pipeline
252.7 8.5 26.0 58.0 345.2
0.0 50.0 100.0 150.0 200.0 250.0 300.0 350.0 400.0Total Facility Size SRm
Kafalah: Facility Size
Kafalah Customers Under Approval with Kafalah Under Circulation
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new headquarters in King Abdullah Financial District in 2020.
(Leadership in Energy and Design; gold rating level) certified and is a good example
consumption.
to other banks in Saudi Arabia.
We are actively managing Samba's facilities to reduce the bank's carbon and energy footprint
64 68 73
2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019
Samba's historically low branch footprint...
544 434 310 132 138 110 95 87 78 73 52
...compared to # of branches of Saudi banks
Source: SAMA, Jan 2020
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Samba's board of directors and management team uphold the highest standards of corporate governance, in
responsible manner, with full accountability
and, ultimately, enhance their value
controls, risk management, and reporting procedures are well in place and functioning as they should Board members apply high ethical standards in their decision-making process, considering the interests of all stakeholders.
Samba fully complies with both SAMA and CMA regulations
Samba firmly believes that good corporate governance is vital to the continued success of the group
ةاا ةراداكا ةار
General Directorate of Banking Controlيدا را دا ة
Saudi Arabian Monetary Agency
______________________ك ةئرا ئدااـ ة
ةدا ةرا ةكا ةاا كا Principles
for Banks Operating in Saudi Arabia
ا ثدا / سرا
First Update / March 2014
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Group-wide Coverage Samba is always focused on maintaining the highest ethical standards and reputation for integrity Tone from the top Starting with the Board of Directors, Samba ensures adherence to policies and implements rules that apply to every employee of the bank Samba Code of Conduct and Ethics
Samba's Code of Conduct sets minimum standards of behaviour that are supplemented by additional policies
Code of Conduct and Ethics Samba Financial Group
More policies & guidelines that frame our business and conduct :
Performance Appraisals Compensation Policy Corporate Governance Guidelines Conflicts of Interest Staff Responsibilities Leave Policy Accounting Policy and Disclosure Manual Anti Money Laundering Anti Financial crime Charter of the Board of Directors Gender Equality Corporate Social Responsibility Performance Goals, Job Standards & Ranking Salary and Title Administration Operational Risk Risk Framework Meritocracy Bonus Program Related Party Policy Whistleblowing procedures Clawback Provisions Employee Trading Policy General Principles of Consumer Protection
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Directors' annual remuneration SR4.685m Allowances SR685k
Samba's new Board of Directors has been in place since January 2019
Board Member
Board Member H.E. Dr. Khalid AlSweilem Board Member
Board Member
Deputy Chairman
Board Member
Board Member
Board Member
Chairman
Board Member
Information on the composition of the Board of Directors*
Non-Executive Directors
Independent Directors
Financial Services Experience
Remuneration of board members
Saudi Nationals
The Board of Directors Attendance of Board Meetings
Meetings attended in FY2019
98.6%
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Samba has an experienced and seasoned senior management team
83% 17% Diversity
Male Female
First female CEO of a listed commercial bank (% of "top six" management team) Samba's team of senior executives
Maan I. Al-Kahmous Head of Consumer Banking Khalid Fagih Head of Corporate Banking
Rania Mahmoud Nashar Chief Executive Officer Abdulhaleem Sheikh Chief Financial Officer
Beji Tak-Tak Chief Risk Officer Mohammed Al-Shaikh Deputy CEO & Chief of Staff
Deputy CEO for Business Aiman Gusti Chief Auditor Saleh Al-Gethami Head of Private Banking Naif Al-Saif Treasurer Suliman Alobaid Chief Operating Officer Ali Al-Hawas Head of Sales & Trading Fahad A. Al-Ghannam Head of Compliance Sakhar Al-Rubyan Head of HR Abdulaziz I. Al-Missaind Head of Legal Sami Al-Rowaithey Chief Digital Officer
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Samba’s governance framework is monitored by the Board with the support of various committees
Board Executive Committee Highest decision-making body within the group. Mandate includes setting the risk culture, governance structure and processes to ensure adequate risk systems and controls Board Risk Committee Helps the Board oversee group- wide risk management by following up
Ensures the established framework is in line with the bank’s objectives Board Audit Committee Helps the Board monitor financial reporting, internal control systems, external/internal auditors, financial statements, accounting policies and regulatory compliance Capital Planning Committee Oversees the capital planning process (Pillar I & II risks, capital adequacy assessments, stress testing) Credit Risk Policy Committee Oversees credit risk architecture and policies that conform to regulations and internal guidelines Market Risk Policy Committee Oversees the management, measurement and monitoring of market and liquidity risk items Investment Committee Reviews and approves investment proposals for various asset classes managed by Treasury Group Risk and Compliance Committee Supervises overall operational, fraud and compliance risk management activities Assets Liability Management Committee Oversees the bank’s balance sheet in line with approved risk strategy Independent Shariah Committee that is appointed by the Board for Islamic financing transactions Board Committees Management Committees Shariah Committee Board Nomination and Remuneration Committee Helps identify skill requirements for membership of the board and review the board and its structure. It is also responsible for establishing and reviewing Samba’s compensation policies regarding rewards and employee retention incentives. Human Resource Committee Manages all HR related activities and matters including policies, staff development programs and compensation framework across the bank.
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Samba has procedures and structures in place that enable effective operation of the bank and enable it to identify, monitor, manage and mitigate risk exposures
business segments and successful players within those segments
Corporate Credit Process
service infrastructure, and fully automated fraud tracking system.
process and compliance with rules of responsible lending
Consumer Credit Process
Samba's risk management systems are designed to manage credit, market, treasury, cross-border and operational risk Internal audit and risk review (ARR) are in place to perform independent audit and control review functions International best practice risk management culture is embedded across the bank
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Samba's Vision directly translates into the bank's core values
unsecured credit at < 5% of the portfolio
system to monitor exposure/collateral, report shortfalls and perform stress tests
Private Banking Credit Process
activities and approve new products and investments
Market Risk Process
investment and refinement of systems to allow for modelling operational risks
Operational Risk Process
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Samba contributed SR16.5 million to the Health Endowment Fund as part of the private sector initiative offered to face the Covid-19 crisis. Samba has structured its response to COVID-19 across 5 key themes: Ensure resilient operations
Prepare, test and execute plans to ensure stable operations, continuity of business channels and safety of employees
Stand by customers and employees
Provide concrete and immediate support to customers and broader society in this "moment of truth"
Engage governments and regulators
Promote cross-banks governments and regulators engagement to advocate support in mitigating impacts on banks, financial institutions and
Mitigate P&L and B/S impacts
Identify and execute a portfolio of mitigating actions under different evolutive scenarios
Revise strategy and
Understand customers, employees and other stakeholders (post- crisis) responses and review strategy/operating model accordingly
Internal and external communication strategy
Regulatory communication through Compliance department covering all required updates. Public communication through Call-Center and Social
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Samba has proactively taken concrete actions in response to COVID-19
Key Actions
Heads
COVID-19 on banks portfolio (e.g. liquidity management, impairments, credit demand from customers)
working from office premises to ensure undisrupted customer service
regions)
Phone Banking, ATM & POS) to manage high traffic
to Video calling (Webex) and digital collaboration tools (i.e. file sharing)
Established Samba COVID-19 crises management committee Activated business continuity protocols as per guidelines of SAMA Ensured continuity
experiencing significant disruptions from lockdowns and value-chain implications
workplaces
Provided concrete support to customers and employees Priorities
Ensure resilient
Stand by customers and employees
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Samba has proactively taken concrete actions in response to COVID-19
Key Actions
digital channels, waiver of fees on restructuring of loans, offering credit to SME customers)
accounts, extending submission deadlines for certain reports)
the Pandemic situation of COVID-19.
Actively engaging all key external stakeholders Defined scenarios and stress-tested for resilience
Advisory & Debt financing for key Public sector projects
Adapt to post-crisis structural shifts Priorities
Engage governments and regulators Revise strategy and operating model
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Mitigate P&L and B/S impact
4
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SAMA mandates all banks to employ high levels
and effectiveness of cyber threat detection:
to detect, analyze, and respond to cybersecurity incidents using a combination of technology solutions and a strong set of processes Ensures protection of customer data through:
infrastructure, information asset management and information security
National Cyber Security Authority Framework
essential cyber security controls (ECC: 2018).
All staff are trained on Information Security with frequent refreshers as needed
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Samba adheres to the G20 High-Level Principles on Financial Consumer Protection
Equitable and fair treatment
Banks should deal fairly and honestly with consumers at all stages of their relationship, so that it is an integral part of the culture of a bank. Care should also be made and special attention given to the needs of vulnerable persons and groups.
Disclosure and transparency
Banks should provide up to date information about products and services to consumers. This information should be easily accessible, clear, simple to understand, accurate, not misleading and include any potential risks for the consumer. It should include the rights and responsibilities of each party, including the mechanism for either party to end the banking relationship, as well as details of fees, pricing and any potential penalties that the consumer may incur.
Financial education and awareness
Banks should develop programmes and appropriate mechanisms to help existing and future consumers develop the knowledge, skills and confidence to appropriately understand risks, including financial risks and opportunities, make informed choices, know where to go for assistance when they need it.
Behavior and work ethic
Banks should work in a professional manner for the benefit of clients during their relationship, where a bank is primarily responsible for the protection of the financial interests of the client.
Protection against fraud
Banks should protect and monitor consumer deposits and savings and other similar financial assets through the development of control systems with a high level of efficiency and effectiveness to reduce fraud, embezzlement or misuse.
Protection of privacy
Consumers' financial and personal information should be protected through appropriate control and protection mechanisms. These mechanisms should define the purposes for which the data may be collected, processed, held, used and disclosed (especially to third parties).
Complaints handling
Consumers should have access to adequate complaints handling mechanisms that are accessible, affordable, independent, fair, accountable, timely and efficient and based on SAMA rules.
Competition
Consumers should be able to search, compare and where appropriate, switch between products, services and providers easily and clearly at a reasonable cost.
Third parties
Banks and their authorized agents should have as an objective, to work in the best interest of their consumers and be responsible for upholding financial consumer protection. Banks should also be responsible and accountable for the actions of their authorized agents.
Conflict of interest
Banks should have a written policy on conflict of interest, and ensure that this policy will help to detect potential conflicts of interest. When the possibility of a conflict of interest arises between the bank and the third party , this should be disclosed to the consumer.
1 2 3 4 5 6 7 8 9 10
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Global Finance Magazine
Saudi Arabia
Arabia
International Business Magazine Banking CEO of the year in Saudi Arabia Best Retail Bank in Saudi Arabia Best Corporate Bank in Saudi Arabia The Banker Islamic Window (Global Winner) International Investor Bank Of The Year // Saudi Arabia
Samba is one of the most recognised banks in the Middle East
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Vision and Values https://www.samba.com/en/about-us/our-group/vision-and-values.aspx Corporate Social Responsibility http://www.csr.samba.com General Principles for Financial Consumer Protection https://www.samba.com/en/about-us/our-group/General_Financial_Consumer_Protection.aspx Annual Reports https://www.samba.com/en/about-us/investor-relations/annual-reports.aspx
Additional information about Samba's approach to sustainability can be found here
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Samba Financial Group is a Saudi Joint Stock Company. Capital of 20.000.000.000 Saudi Riyal. C.R. No. 1010035319. P.O. Box: 833. Phone: 00966114774770. National Address: 6965 King Abdul Aziz Road- AlMalaz District, Unit No.1, Riyadh 12629-3046, Saudi Arabia. Website: www.samba.com. Formed pursuant to Royal Decree No. M/3, dated 26/03/1400H (February 12.1980) and subject to the supervision and oversight of Saudi Arabian Monetary Authority (“SAMBA”) has prepared this Presentation (the “Presentation”) on a proprietary basis in order to provide certain general background information about SAMBA’s approach to ESG. The information contained in this Presentation is provided in a summary form and for general discussion purposes only. Notwithstanding the previous sentence, some of the information contained in this this Presentation and is relied upon by SAMBA has been either directly or indirectly, obtained, from and not limited to third sources believed to be reliable, but SAMBA (nor any of its directors, officers, employees, agents, affiliates or subsidiaries) do not guarantee the accuracy, correctness or completeness of any information produced in this Presentation and obtained third party sources, and SAMBA disclaims all liability or responsibility for any loss or damage, without limitation, whether based on an action or claim in contract, tort (including negligence), breach of statutory duty or otherwise arising out of, or in relation to this Presentation or any act taken as a result of the information in this Presentation. This Presentation including the information covered therein is not intended either to be relied upon
must not be treated as giving tax, legal, investment or other specialist advice or a recommendation to investors or potential investors and does not take into account the investment
Presentation. All statements included in this Presentation other than statements of historical facts, including, without limitation, those regarding financial position, business strategy, plans and including objectives of SAMBA’s management for future operations (including development plans and objectives) are forward-looking statements and may thus include words like "anticipate", "believe", "intend", "estimate", "expect", "will", "may", "project", "plan" and such other words of similar meaning. Such forward-looking statements are based on numerous assumptions regarding present and future business strategies and the relevant future business environment. Any forward-looking statements speak only as of the date of this presentation and SAMBA hereby expressly disclaims to the fullest extent permitted by law any obligation or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based. Nothing in the foregoing is intended to or shall exclude any liability for, or remedy in respect of, fraudulent misrepresentation. Due to rounding, numbers and percentages presented throughout this Presentation may not add up precisely to the totals provided. SAMBA is not under any obligation to update, complete, amend, revise or keep current any information contained in this Presentation, and any opinions expressed herein are subject to change materially without any further notice. Accordingly, no representation or warranty, express or implied, is or will be made by SAMBA, their respective advisors or any such persons’ directors, officers or employees, or any other person as to the accuracy, completeness or fairness of the information or opinions contained in this Presentation, and any reliance an investor may place on them will be at the investor’s sole risk and responsibility. An investor must rely solely on their own examinations of the Offering Documentation (“Offering Documentation”) along with any other relevant documentation that accompanies the Offering Documentation, when making a determination as to whether to invest in the securities
any particular type of investor(s). An investors should make their own independent investigation and appraisal of the business and financial condition of SAMBA and its subsidiaries, the nature of the securities and the merits or suitability of the securities or any transaction to any investor’s particular situation and objectives, including the possible risks and benefits of purchasing any securities. Any such determination should involve an assessment of the legal, tax, accounting, regulatory, financial, credit or other related aspects of the offering or the
Presentation, for any loss howsoever arising, directly or indirectly, from use of, or reliance on, this Presentation or its contents or otherwise arising in connection therewith. The information contained in this Presentation shall not be reproduced, distributed, delivered, or furnished to any person without the prior written approval of SAMBA.