AfrAsia Bank Limited has four Board Sub-Committees for more in-depth analysis and review of various issues as may be appropriate. A report is then prepared by each Board Sub-Committee and presented to the Board after each meeting. AfrAsia Bank Limited Board Sub-Committees include: : an Audit Committee, a Corporate Governance Committee, a Credit Committee and a Risk Management / Conduct Review Committee.
The main responsibilities of this committee include, inter alia, regular reviews and monitoring of the following:
- effectiveness of the Bank’s internal control framework for identifying, monitoring, and managing risks at large;
- bank’s procedures for ensuring compliance with laws and regulatory requirements;
- effectiveness of the Internal Audit Function;
- independence of the external auditors and the assessment of their performance; and
- audit plans (external and internal) to ensure that these are risk-based and address all activities over a measurable cycle, and ensure that the work of external and internal auditors is coordinated.
- reviews the annual audited financial statements before these are approved by the Board. In carrying out its responsibilities, the committee meets regularly with senior management of the Bank and regular reports are received from both internal and external auditors.
RISK MANAGEMENT/ CONDUCT REVIEW COMMITTEE
- reviews the Bank’s transactions with related parties in line with the Risk Management/Conduct Review Policy, ensuring that the latter is in compliance with all reporting and/or approval procedures of the Bank of Mauritius;
- ensures that transactions which could materially affect the financial stability of the Bank are identified at source; and
- reviews and approves all related party transactions with any shareholder when said dealings are above 2% of Tier 1 Capital.
- reviews and approves the strategy, policies and practices relating to the management of the Bank’s liquidity;
- monitors the implementation thereof by putting in place appropriate reporting structures;
- approves the Credit and Risk Policy manual and updates which set out the credit granting process and limits for each of the Bank’s core business lines;
- reviews recommendations from the Management Credit and Risk Committee for credit facilities above its delegated limits;
- approves all operational risk issues and policies of the Bank; and
- monitors large and impaired credits as well as the overall level of provisioning, that is, overseeing Credit and Risk exposures and approving amounts in excess of the Bank’s management team delegated limits.
CORPORATE GOVERNANCE COMMITTEE
- deals with all Corporate Governance issues and makes recommendation to the Board accordingly;
- ensures that the Bank complies with the Code of Corporate Governance and Corporate Governance Guidelines issued by the Bank of Mauritius;
- ensures that disclosures are made in the annual financial statements are in compliance with the disclosure provisions in accordance with the best international practice;
- ensures effective communication between stakeholders;
- reviews the annual Corporate Social Responsibility policies and related budgets;
- acts as the Nomination and Remuneration Committees and approves the nomination and remuneration of the Directors and Senior Management of the Bank;
- reviews and advises on the general remuneration policy of the Bank;
- oversees Compensation, Human Resources and Corporate Social Responsibility issues;
- approves all Senior Officers contracts when base salary will exceed MUR 1,2m per annum; and
- requests an annual headcount and budget plan but leaves management to execute and report thereon at regular intervals.