Corporate Governance Statement

Corporate Governance

The Bank’s Board of Directors has overall responsibility for the execution of the Bank’s mandate, while ensuring compliance with the highest standards of Corporate Governance and Risk Management. The Board meets monthly to consider issues of strategic direction guided by its Charter, specific policies, performance objectives and key initiatives.

In order to achieve and maintain optimum levels of procedural transparency, analytical rigour and observance of public sector guidelines, the Board has established a number of committees to assist in the execution of its responsibilities. These committees serve to increase the efficiency of the Board and to assist in the handling of complex issues. The Committees meet as needed and Committee Chairpersons and Members are independent Directors. The Board committees work with the Senior Management Group, which is charged with the responsibility of implementing the decisions of the Board. There are presently six such committees which operate within defined terms of reference laid down by the Board.

Credit Committee

The Committee’s mandate is to approve or deny recommendations for credit within its designated approval authority as well as to review and make recommendations to the Board of Directors in respect of (i) all credit applications in excess of its authority and (ii) all other credit matters which require a decision from the full Board and (iii) reviews recommendations for provision for loan losses and bad debt write-offs.

The Committee members as at the reporting date are: Mr. Douglas Archibald, (Chairperson) Mr. Gary ‘Butch’ Hendrickson, Mrs. Sandra Glasgow, Mrs. Marjory Kennedy, Mr. Albert Webb and Mr. Geoffrey Ziadie. The Committee met eleven (11) times for the year.

Audit Committee

The Audit Committee is responsible for issues of accounting and risk management, the necessary independence required of the auditor and the issuing of the audit charter to the auditor. Specifically, the Audit Committee: (i) reviews the annual audited financial statements before presentation to the Board of Directors for approval (ii) reviews the scope and timing of the audit (iii) receives and reviews the reports from the Bank’s Internal Audit Division; (iv) evaluates the effectiveness of the enterprise risk management policy and framework; and (v) evaluate the Bank’s adherence to its Anti-Money Laundering & Anti-Terrorism Financing Policy.

The Committee members as at the reporting date are: Mr. Albert Webb (Chairperson), Mr. Douglas Archibald, Mrs. Sandra Glasgow and Miss Darlene Morrison. The Committee met four (4) times for the year.

Strategic Planning, Budget & Investment Committee

This Committee’s mandate is to examine and make recommendations to the Board of Directors in respect of the Bank’s 3-year rolling strategic plan, and its annual operating plan and budget.

The Committee members as at the reporting date are: Mr. Omar Azan (Chairperson), Mr. Douglas Archibald, Mrs. Sandra Glasgow and Mr. Albert Webb. The Committee met once for the year.

Trade Finance and Product Development Committee

The main elements of the Committee’s terms of reference are to act as an originating forum for ideas to ensure that the Bank’s products and services provide maximum strategic and diagnostic support to the productive/export sector. It also helps to distill recommendations from Executive Management on the development of new products, sectors for economic support and the Bank’s strategies for advertising and promotion.

The Committee members as at the reporting date are: Mr. Gary “Butch” Hendrickson (Chairperson), Mr. Omar Azan, Mr. Ian Forbes, Mrs. Sandra Glasgow, Mrs. Marjory Kennedy, Mr. Albert Webb and Mr. Geoffrey Ziadie.

Industrial Relations/Human Resource Committee

This Committee deals essentially with matters relating to personnel recruitment and appointment particularly at senior levels, and other related industrial and human relation issues. These include but are not necessarily limited to remuneration/compensation, particularly claims emanating from the biennial review of Wage Claim Agreements in respect of the unionised staff, issues relating to internal reclassification of job positions or re-organisation, and Human Relation issues affecting the staff generally which are outside the scope of the existing staff regulations.

The Committee members as at the reporting date are: Mrs. Marjory Kennedy (Chairperson), Mr. Ian Forbes, Mr. Albert Webb and Mr. Geoffrey Ziadie.

Corporate Governance Committee

The Committee monitors the Bank’s compliance with applicable laws and regulations, ensures the Bank’s adherence to principles of good corporate governance and is responsible for coordinating formal selfevaluations of the performance of the Board and Senior Management. It monitors the Bank’s operations and develops and recommends changes to the Board’s corporate governance policies and procedures.

The Committee members as at the reporting date are: Mrs. Sandra Glasgow (Chairperson), Mr. Douglas Archibald, Mr. Omar Azan and Mr. Albert Webb. The committee met once this year.