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Governance
Our Performance Sustainability Statement Our Governance Our Numbers Other Information
The 2020 BEE questionnaires designed and embedded the The programme includes site visit to the nearest branch and
following categories of the assessments: meeting with Senior Management as appropriate, to enable
them to have a full understanding of the nature of the
• Board Assessment to assess amongst others, the Board’s Bank’s businesses, current issues and challenges as well as
structure, size, composition (mix of skills, experience and the structure and management of the Bank. The said session
competency), quality of information, deliberation and will be organised as soon as practicable not later than three
decision making including how Directors challenge matters (3) months upon the appointment of the Director.
discussed.
All new Directors are required to attend the programme or
• Individual Directors’ Assessment (including Independent other similar sessions that may help him/her achieve the
Directors) to assess amongst others, the respective intended outcome once appointed. The Company Secretary
Directors’ ability to critically challenge and ask the right also facilitates the induction of newly appointed Directors.
questions, character and integrity in dealing with potential
conflict of interest situations, commitment to serve the The BNRC is responsible for developing succession plans
Bank with due diligence and integrity, critical and vigilant and identifying and recommending candidates for the
in offering alternative points of view, fit and properness Board to ensure that the Board is made up of Directors
and independence of the Independent Directors including with appropriate skills, experience, expertise and diversity.
level of independence in exercising his/her judgement and The BNRC also oversees the appointment and succession
ability to act in the best interest of the Bank. planning for key Senior Management.
• Board Skill Set Assessment to assess amongst others,
the Board’s leadership and strategy, legal and regulatory BOARD COMMITTEES
requirements, banking and finance, corporate governance, There are six (6) Board Committees established by the
Shariah governance, risk management and internal Board; the Board Audit Committee, Board Risk Management
controls, accounting and financial reporting and operational Committee, Board Nomination and Remuneration Committee,
management.
Board Compliance Committee, Board IT Committee
• Board Committee Effectiveness Assessment (including (disbanded in October 2020) and Board Veto Committee.
Shariah Committee) to assess amongst others, the These Committees play a significant role in reviewing matters
Committee’s Structure (size, composition and member within their respective Terms of Reference and support the
classification), quality of information, deliberation and Board’s discharge of its duties and responsibilities, and in
decision making including how members challenge keeping the Board efficient. Each of the Committees have
matters discussed, accountability and responsibilities and specific Terms of Reference, scope and authority to review
effectiveness of the Board Committee including its terms of matters tabled before the Committee prior to decision-making
reference, processes and reporting line. by the Board as a whole. Membership of these Committees
is reviewed as and when required, with specific emphasis
• Individual Board Committee Members’ Assessment on updates in governance requirements and efficiency of the
(including Shariah Committee) to assess amongst others, Committees.
the Committees’ dynamics and participation and Fit and
Proper criteria. All Committees comprise a minimum of/at least three (3)
Non-Executive Directors; a majority of whom are Independent;
and comprise Directors who have the skills, knowledge and
INDUCTION AND SUCCESSION PLANNING experience relevant to the responsibilities of the respective
Board Committees.
A proper on-boarding programme has been established to
ease new Directors into their new role and to assist them Save for the Board Compliance Committee, all Committees
in understanding the environment the Bank operates in, the are chaired by Independent Directors. The Chairman of the
Bank’s business strategy and operations. On appointment Board does not chair any of the Board Committees.
to the Board, every Director will need to attend an
induction programme which is tailored to the new Director’s
requirement.