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Annual report and accounts 2009 (PDF) - Coventry Building Society

Annual report and accounts 2009 (PDF) - Coventry Building Society

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Remuneration CommitteeConsisting of the non-executive directors only <strong>and</strong> chairedby Bridget Blow, independent non-executive director, thiscommittee approves the level of remuneration for theexecutive directors <strong>and</strong> senior management.The <strong>report</strong> on directors’ remuneration, prepared by thecommittee, can be found on pages 25 to 26.Audit CommitteeThis committee comprises four independent directors: IanPickering (Chairman of the Audit Committee), Bridget Blow,Roger Burnell <strong>and</strong> Ian Geden.The committee considers audit matters <strong>and</strong> other risksapplying to the <strong>Society</strong>. These include compliance mattersunder the Financial Services <strong>and</strong> Markets Act 2000, internalcontrols, the work of internal audit, the appointment <strong>and</strong>re-appointment of the external auditors, financial <strong>report</strong>ing<strong>and</strong> other relevant prudential requirements.The external auditors, the <strong>Society</strong>’s Chief Executive, FinanceDirector, Secretary <strong>and</strong> Solicitor, Head of Risk, ChiefInternal Auditor <strong>and</strong> also certain senior managers (ifrequired) attend Audit Committee meetings. In addition, the<strong>Society</strong>’s external auditors are provided with the opportunityto meet the members of the committee in private session.The committee undertakes an annual evaluation to assessthe independence <strong>and</strong> objectivity of the external auditors<strong>and</strong> the effectiveness of the audit process, taking intoconsideration relevant professional <strong>and</strong> regulatoryrequirements. The outcomes of this evaluation feed into thecommittee’s recommendation to the board on the reappointmentof the external auditors. The final decision onthe recommendation is, of course, reserved for the board.SENIOR MANAGEMENT COMMITTEESSenior Management CommitteeChaired by the Chief Executive <strong>and</strong> comprised of executivedirectors <strong>and</strong> senior management.Committee members work closely day-to-day <strong>and</strong> thecommittee meets formally on a weekly basis to oversee theoperational <strong>and</strong> business performance of the <strong>Society</strong>.Risk Management CommitteeChaired by the Finance Director <strong>and</strong> comprised of theexecutive directors <strong>and</strong> senior management, with nonexecutivedirectors in attendance by rotation <strong>and</strong> theexternal auditors in attendance by invitation.The committee meets monthly (with additional meetings asrequired) <strong>and</strong> ensures that risk is being managed efficientlyacross the <strong>Society</strong>, in accordance with the corporate plan.The minutes of the committee are presented to the fullboard.The <strong>Society</strong> also has a number of sub-committees that<strong>report</strong> to the Risk Management Committee. The details ofthese committees are as follows:Asset <strong>and</strong> Liability Committee (ALCO)Chaired by the Finance Director <strong>and</strong> comprised of executivedirectors <strong>and</strong> senior management. The committeeoversees the management of the <strong>Society</strong>’s asset <strong>and</strong>liability management strategy with the objective of achievingthe corporate plan.Credit Risk <strong>and</strong> Lending CommitteeChaired by the Deputy Finance Director <strong>and</strong> comprised ofsenior management. The committee meets twice monthly<strong>and</strong> monitors the risks associated with lending policy, creditsystems <strong>and</strong> credit processes.Operational Risk <strong>and</strong> Compliance CommitteeChaired by the Chief Operating Officer <strong>and</strong> comprised ofsenior management. The committee monitors operationalrisk, financial crime, regulatory compliance <strong>and</strong> businesscontinuity in the <strong>Society</strong>.Rating System CommitteeChaired by the Finance Director <strong>and</strong> comprised of executivedirectors <strong>and</strong> senior management. The committeemonitors the performance of the <strong>Society</strong>’s Basel II creditrisk rating system.Security <strong>and</strong> Safety CommitteeChaired by the Sales <strong>and</strong> Marketing Director <strong>and</strong> comprisedof executive directors <strong>and</strong> senior management. Thecommittee oversees security <strong>and</strong> health <strong>and</strong> safety issuesas they apply to staff <strong>and</strong> customers.GOING CONCERNIn preparing the financial statements the directors mustsatisfy themselves that it is reasonable for them toconclude it is appropriate to adopt the going concern basis.The <strong>Society</strong> meets its day-to-day liquidity requirementsthrough managing both its retail <strong>and</strong> wholesale fundingsources <strong>and</strong> is required to maintain a sufficient buffer overregulatory capital requirements in order to continue to beauthorised to carry on its business.17

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