The Board of Directors is supported by the following Board Committees in carrying out its responsibilities. These committees derive their authority and powers from the Board.
The Audit Committee’s mission is to assist the Board of Directors in fulfilling its oversight responsibilities in respect to:
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The engagement and performance of the external auditors, and the performance of internal audit function
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The integrity of the Bank’s financial statements and financial reporting process
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The adequacy and the effectiveness of the Bank’s internal control system
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The Bank’s adequate compliance with BDL regulatory and relevant legal and tax laws, in addition to the code of conduct and ethics
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The adequate follow-up on the implementation of remedial measures proposed in the reports of the Internal Audit, the control authorities and the external auditors
The Corporate Governance & Remuneration Committee
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The Corporate Governance Committee’s mission is to administer the corporate governance practices within the Bank and ensure that all aspects of corporate governance are complied with. It also makes recommendations on the remuneration of Board members and managers. Most members of this Committee are mainly independent non-executive directors.
The Remuneration Committee is responsible for setting the principles and framework of the Bank’s Remuneration Policy. In particular, it oversees the remuneration policy’s proper implementation and alignment with the Bank’s business strategy, objectives, risk appetite, values,
long term interests and all regulatory requirements. Periodically, the committee reviews the principles on the basis of which this policy is implemented and submits any suggested modifications and recommendation to the Board of Directors.
In addition, the Remuneration Committee ensures that a fair and transparent system is in place for determining remuneration packages, on the basis of merit, qualifications, and competence, and having regard to the Bank’s operating results, individual performance, and comparable market statistics which thereby reflect our objectives of good corporate governance and sustained, long-term value creation for our shareholders.
The Bank continues to refine and enhance its Risk Management framework for managing Credit, Market, Operations and other risks across the Bank. This framework was laid down with the assistance of a leading international consulting firm. It addresses the identification, measurement and monitoring of all risks across the Bank.
The Bank’s Risk Management Division is an independent function reporting to the Risk Management Committee. On a day-to-day operational basis, it reports to the General Manager. The Division is organized along the industry’s best practices and has the overall responsibility of developing and implementing risk-focused policies and procedures. The latter are regularly reviewed and, when necessary, modified and improved to reflect the changes in market and products. This has resulted in the strengthening of the risk management function while increasing protection of the Bank’s assets and income stream, as well as safeguarding depositors’ interests and returns to shareholders
Credit Risk:
Provides enterprise wide management of credit risk and lays down lending policies. Credit Risk Management also enhances systems and procedures to improve credit risk management techniques.
Market Risk:
Identifies measures and monitors market and liquidity risks, while ensuring compliance with internationally approved practices in setting risk policies and risk limits.
Operational Risk:
Formulates and implements appropriate policies, governance standards and operational controls, as well as manages a centralized operational loss database.
Other Risks:
Other risks might affect the Bank, specifically of reputational, regulatory and legal nature and thus could negatively impact the Bank’s perception. Consequently, expert committees have been established to monitor all business activities, policies and procedures to guarantee that they are in compliance with legal requirements.
Another major component of Risk Management is Strategic Risk, whereby business decisions and planning are examined thoroughly across all business units.
The AML/CFT Committee is responsible for assisting the Board of Directors in better understanding and mitigating AML/CFT related risks which will enable the Board of Directors to take more correct decisions.
The Committee is responsible for the approval on the Bank’s AML/CFT Policy and Procedures as well as the Bank’s Know-Your-Customer Forms.
The Committee further reviews and decides on cases submitted from the AML/CFT and Audit units as well as the High Risk clients’ accounts and exemptions from CTS filling.
The Committee meetings are prescheduled on a quarterly basis unless a need rises for any unscheduled meeting.
The Committee reports directly to the Board of Directors.
