Annual REPORT

ANNUAL REPORT AND FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2015
CORPORATE GOVERNANCE STATEMENT
7. COMMITTEES OF THE BOARD
The Board has six Committees with specific delegated authorities. These are the Board Audit Committee, the Board Risk
Management Committee, the Board Credit Committee, the Board Nomination Committee, Board Strategy Committee and
the Human Resources Committee. Three of the five committees are mandatory from a regulatory perspective while three
have been established to provide dedicated oversight on specific key functions of the bank. Board Committee members are
appointed by the Board which also reviews the composition of each Committee regularly.
7.1 Board Audit Committee
The Committee reviews the integrity of the financial statements of the Company and its subsidiaries and recommends the
statements for approval to the Board, the effectiveness of the Company’s system of internal control and receives reports
on the findings of the internal and external audits and tracks the actions on audit findings. The Committee also reviews the
proposed work plans for the Country Internal Audit and Compliance functions at the beginning of each year.
The Committee held six meetings during the year under review. The members of this committee during the year under
review were Mr David Kimani (Chairman), Dr Ruth Waweru and Mr Lerionka Tiampati. The Head of Internal Audit attended
all Committee meetings.
7.2 Board Credit Committee
The Credit Committee plays a critical role in the formulation and review of lending policies and ensures that such policies
are in compliance with regulatory requirements. It assesses the credit quality and risk profile of the Bank’s lending book by
sector and by product and makes recommendations to the Board on remedial actions or on matters that may enhance the
quality of the lending book.
The committee met once during the year under review. The members of the committee in the year under review were: Prof.
David Some (Chairman) Mr Kabiru Kinyanjui, Dr. W.D Kiboro, Mr T.K Muya, Mr Peter Munyiri, Mr Njunge Kamau. The Director
Credit attended all Committee meetings.
7.3 Board Risk Management Committee
The Committee oversees the group’s preparedness and mitigation for the major risks faced by the Group across the business
including operational risk, country risk, credit risk, liquidity risk, market risk, regulatory risk, legal risk, reputational risk and
compliance risk. The Committee is responsible for ensuring that there are written policies, procedures and processes for
identifying and managing the risks.
The Committee met four times during the year and recorded a quorum during all its meetings. The members of the Committee
in the year under review were Mr.David Kimani (Chairman) and Dr Ruth Waweru. The Head of Risk and Compliance
attended all Committee meetings.
7.4 Board Human Resource Committee
The Committee acts as the link between the board and management and is responsible for the review of the human resources
policies and practices, particularly in relation to the operations of the various business units. The Committee also assists
the Managing Director in Human Resources Management and act as a medium of key management staff and new Board
members’ recruitment and ensures that the organizational structure supports the business strategy and growth.
The Committee met twice during the year under review. The members of the Committee are Mr T.K Muya, Mr Brian Kiondo
Dr. W. D Kiboro, Prof. David Some and Mr. Peter Munyiri. The Director Human Resources attended all the Committee meetings.
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