The Board of Directors and management of The Bank of Nevis Limited are committed to the highest standards of corporate governance, and have adopted the Guidelines on Corporate Governance for Institutions licenced to conduct business under the Banking Act, issued by the Eastern Caribbean Central Bank in 2006.
The Board comprises 8 elected directors, 6 non-independent directors and 2 independent directors, who govern the affairs of the Bank. Directors are elected by the shareholders at the Bank’s Annual General Meeting, and retire by rotation in accordance with the Bank’s constituent documents. Directors may be appointed by the Board to fill a vacancy but such appointment must be ratified by the shareholders at the Annual General Meeting following such appointment by the Board.
All Directors are expected to act independently in the interest of the Bank. Directors have to qualify as fit and proper persons by virtue of their education, skills, and expertise, character and experience, and to comply with all of the provisions of the Banking Act, No.4 of 2004.
The Board governs the affairs of the Group, establishes strategies, policies and financial objectives, and ensures that prudent and effective controls are in place. The Board also ensures that management satisfies the legitimate interests of the Bank’s shareholders and other stakeholders.
The Board operates through the following committees:
Audit and Compliance Committee
This committee meets quarterly. It is responsible for providing oversight of the following:
- Quality and integrity of the Group’s financial statements;
- Effectiveness of the Group’s internal control environment;
- Compliance with relevant laws, regulations and guidelines; and
- The internal and external audit process.
This committee meets monthly. It is responsible for oversight of the Group’s credit portfolio, and approval of credit applications above management limit but below Board level.
Business and Product Development Committee
The Business and Product Development Committee meets at least quarterly and at such other times as may be necessary. The Committee is responsible for formulating the overall marketing policies and strategies of the Bank, subject to approval by the Board, and establishing customer service and marketing guidelines in furtherance of those policies.
Human Resource and Compensation Committee
This committee meets quarterly. It is responsible for making recommendations to the Board on matters relating to employees, remuneration and other forms of compensation such as bonus and cost of living adjustment (COLA).
This committee meets monthly. It assumes the responsibility of overseeing the Group’s investment portfolio.
Risk Management Committee
This committee meets monthly. The Committee is responsible for monitoring and managing the capital, liquidity, balance sheet positions and trends and the market risks of the Bank’s investment portfolio.
Strategic Planning Committee
This committee meets at least once per year to discuss matters relating to the Bank’s annual strategic plan. Additional meetings are convened as necessary.