This preview has intentionally blurred sections. Sign up to view the full version.View Full Document
Unformatted text preview: For and on Behal o the Board. Ha an A. Bilgrami President & CEO February 27, 2 7 Statement of Internal Control 13 This statement is being presented to comply with the Code o Corporate Governance contained in regulations G-1 o the Prudential Regulations or Corporate / Comercial Ban ing isued by the State Ban o Pa istan or the purpose o establishing a ramewor o god governance, whereby a listed ban ing company is managed in compliance with the best practices o corporate governance. The Ban has aplied the principles contained in the Code in the olowing maner: 1. The Ban encourages representation o independent non-executive directors on its Board o Directors. At present the Board includes six independent non-executive directors and one executive director. 2. The directors have con irmed that none o them is serving as a director in more than ten listed companies, including this Ban . 3. Al the resident directors o the Ban are registered as taxpayers and none o them has de aulted in payment o any loan to a ban ing company, a DFI or an NBFI or, being a member o a stoc exchange, has ben declared as a de aulter by the stoc exchange. 4. A casual vacancy ocuring in the Board on October 31, 2 6 was iled by the directors within statutory time limit. 5. The Ban has prepared Statement o Ethics and Busines Practices which has ben signed by majority o the directors and employes o the Ban . 6. The Board has developed a vision and mision statement and an overal corporate strategy and signi icant policies o the Ban . A complete record o particulars o the signi icant policies along with the dates on which they were aproved or amended has ben maintained. 7. Al the powers o the Board have ben duly exercised and decisions on material transaction, including apointment and determination o remuneration and terms and conditions o employment o the CEO have ben ta en by the Board. 8. The metings o the Board were presided over by the Chairman and, in his absence, by a director elected by the Board or this purpose. Four metings o the board were held during the year. Writen notices/emails o the Board metings, alongwith agenda and wor ing papers, were circulated at least seven days be ore the metings. The minutes o the metings were apropriately recorded and circulated. 9. The management o the Ban has circulated a sumary o provisions o various laws i.e. the Companies Ordinance, 1984, the Code o Corporate Governance, the Ban ing Companies Ordinance, 1962, the Prudential Regulations o the State Ban o Pa istan and the Listing Regulations o the Karachi Stoc Exchange as required under clause (xiv) o the Code i.e. with respect to the 'Orientation Course' o directors to acquaint them o their duties and responsibilities and enable them to manage the a airs o the Ban on behal o shareholders....
View Full Document
- Fall '11