Contents - Equity Bank Group

Statement on Corporate GovernanceFor the year ended 31st December 2007Equity Bank’s corporate governance is a culture built on the bank’score values. The Bank is managed under the direction of the Board ofDirectors that is responsible for the long term strategic direction toensure maximization of economic value for all stakeholders. This goal ispursued whilst being accountable to the shareholders for maintaininghigh standards of corporate governance and business ethics. It is alsocharacterized by transparency and openness, fairness, good corporatecitizenship , compliance with regulatory and prudential requirements.The bank has created an elaborate governance structure comprisingshareholders (AGM), Board of Directors, and Board Committeestogether with an effective management structure that enhances theseparation of duties and dual control system.OVERSIGHT ROLE OF THE BOARD OF DIRECTORSThe Board of Directors has supervised the delivery of dramatic growthover the years, with the bank continuing to deliver strong financialperformance. The Board has provided leadership to the Bank resultingin the Bank being able to take its services to the furthest reach of theKenyan society and generate of great shareholder wealth.Audit Committee ensures that the bank has and adheres to soundpolicies, processes and procedures that deliver business strategic planseffectively and further reviews the financial performance of the Bank,internal controls, performance and findings of internal auditors. Thesame is comprised of three non-executive directors.Credit Committee reviews and oversees the overall lending policyof the Bank, ensures lending systems and procedures are adequateand adhered to.In addition it also ensures there is full compliancewith Central Bank of Kenya prudential guidelines, Banking Act andinternational accounting standards to guarantee high quality assetportfolio.Risk Management Committee ensures quality, integrity and reliabilityof the Banks’ management. The committee also discharges dutiesrelating to corporate accountability and associated risks in termsof management assurance and reporting. The committee monitorscompliance with the Banks’ risk policies and procedures and regularlyreviews the adequacy of the Risk Management framework in relationto the risks faced by the Bank.The Board has attracted directors who have shown great commitmentand enthusiasm in involving themselves in the affairs of the Bank andwho have demonstrated the spirit and ethos of the organization. TheDirectors have passed resolutions barring them from trading with thebank or obtaining credit facilities from the bank. Each of the directorshas subscribed to the Code of Corporate Practices which guide themin the fulfillment of their duties and responsibilities to shareholders,customers, employees and the community.During the year, eight non-executive Directors and one executivedirector served on the Board, nine meetings were held, four of whichwere scheduled and all directors attended at least 75% of all the Boardmeetings.During the year 2007, the Board commissioned and successfullycompleted a self evaluation exercise. It was conducted in keeping withhighest international standards. The evaluation focused on the roleand responsibility of the Board, structure, composition, functions andprocesses, information, meetings among other critical areas.Strategy and Investment Committee supervises the developmentof corporate strategy and monitors implementation of the same. Itmanages the process of resource allocation to increase shareholdervalue in pursuit of the vision of the bank. It also reviews and considersthe proposed strategic investments, makes recommendations to theBoard and advises the management accordingly.Tendering and Procurement Committee oversees and keeps the Boardappraised on issues pertaining to the tendering and procurement ofgoods and services for the bank including regularly reviewing thetendering and procurement procedures.Governance, Board Nominations and Staff Remuneration Committeeensures implementation and compliance with Human ResourcePolicies, makes recommendations to the board for policy on executiveand senior management remuneration formulated to attract and retainhigh caliber staff and motivate them to implement the bank’s strategy.The committee also ensures the board appointments maintain a goodmix of skills, experience and competence in various field of expertise.BOARD COMMITTEESThe Board has established seven board committees which are allgoverned by charters.Board Executive Committee provides coaching and mentoring forthe Chief Executive and provides the link between the Board and themanagement . The committee provides a first line of support andresponse to management.282007 Annual Report and Financial Statements