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52  EXECUTING OUR STRATEGY | Our Corporate Governance Principles




            PRINCIPLE 12                                     PRINCIPLE 13



               Information and Technology                       Compliance Governance
               Governance                                       The Board governs compliance with

               The Board governs technology and                 applicable laws, and adopted non-
               information in a way that supports               binding rules, codes and standards in
               the Bank in setting and achieving its            a way that supports the Bank in
               strategic objectives.                            being ethical and a good corporate
                                                                citizen.
               The Board views technology and information as integral
               components for not only driving the Bank’s strategy, but   The Board is committed to the principle of doing the
               as vital for any organisation’s survival in the new   right business the right way, which encompasses
               industrial revolution. The Board has delegated   complying with applicable legislation, regulations,
               governance of technology and information to the Board   standards, and codes. Oversight over compliance
               IT Committee (BITC).                             management is delegated to the BAC.

               The BITC assists with the oversight of the strategic   The Head: Compliance reports to the BAC and enjoys
               direction and transformation of the Bank’s information   unfettered access to the Committee. The BAC receives
               security, technology, and data capabilities. It ensures   reports on the status of the Bank’s compliance risk
               that prudent and reasonable steps are taken to govern   management, significant areas of non-compliance, and
               technology and information in line with King IV.   interaction with regulators, on a quarterly basis.
               The Board Risk Management Committee and the Board
               Audit Committee also play a role in the governance of
               technology and information. The BRMC has oversight on
               non-financial risk, which includes technology and
               information risks. The BAC monitors the implementation
               of remedial actions listed in the internal and external   PRINCIPLE 14
               audit reports that pertain to technology and
               information.
                                                                Remuneration Governance

                                                                The Board ensures that the group
                                                                remunerates fairly, responsibly, and
                                                                transparently so as to promote the
                                                                achievement of strategic objectives
                                                                and positive outcomes in the short,
                                                                medium and long term.
                                                                The Board reviewed and adopted the remuneration
                                                                policy which sets out the elements of remuneration that
                                                                are offered in the organisation.

                                                                Non-executive directors’ remuneration is determined by
                                                                shareholders in a general meeting on recommendation
                                                                by the board and with the support and oversight of the
                                                                Group Remuneration Committee. Non-executive
                                                                directors’ remuneration is reviewed on an annual basis
                                                                and benchmarked against local peers. Non-executive
                                                                directors do not receive shares or options or any
                                                                incentive in addition to fees.


                                                                                    Sitting Fee  Annual Retainer
                                                              Board
                                                              Chair                  49,095.00    196,381.00
                                                              Member                 32,730.00    98,191.00
                                                              Board Committees (Other than BAC)
                                                              Chair                  23,378.72    62,343.24
                                                              Member                 15,585.81     47,380.87
                                                              Board Audit Committee Fees
                                                              Chair                  40,913.00    115,210.00
                                                              Member                 32,730.00    99,500.00
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