Corporate Governance

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Corporate Governance Statement

The Board of Directors and the Management of Guyana Bank for Trade and Industry Limited are committed to leadership in corporate governance. We have designed our corporate governance policies and our practices to ensure that we are focused on our responsibilities to our shareholders and on creating long-term shareholder value. The nature of the Corporate Governance of the Guyana Bank for Trade and Industry Limited is characterized by the strong commitment of the Board of Directors to various ethical and prudential guidelines in managing the affairs of the Bank, and adherence to the principle of transparency in all decision-making. The Board of Directors comprises the Chairman, a Chief Executive Officer and seven (7) non-Executive Directors who have come from diverse backgrounds including business, finance, accounting and law and have brought a wealth of experience to the Board in enabling it to discharge its responsibilities effectively and maintain a high degree of probity in the management of the affairs of the Bank. The Board exhibits transparency by not allowing its members to participate in decision-making where they may have an interest in the subject matter, and has made mandatory, full disclosure to the Board by all Directors of contracts with the Bank, where they may be deemed parties or related parties. The Board is led by a non-Executive Chairman who along with the other non-Executive Directors promotes the accountability of the whole Board.

Directors are duty bound to serve the bank and the long-term interests of its stakeholders by supervising the management of the business and affairs of the bank.

Audit and Risk Committee

The Audit and Risk Committee is an active committee within the Bank which provides an independent reporting channel for the work of the Inspection Division. This Committee comprises four (4) Non-Executive Directors, Mr. Robin Stoby, S.C. (Chairman), Mr. Suresh Beharry and Mr. Basil Mahadeo and the Chief Executive Officer and holds bi-monthly meetings at which Inspection Reports are presented by the Head of the Inspection Division. The Committee through the Inspection Division reviews the Bank’s Internal Control Procedures, monitors and reviews the Bank’s Risk Management processes and Risk profile, and the Bank’s compliance with Prudential Regulations, Anti-Money Laundering Regulations, and other Statutory and Regulatory Requirements. The Committee also evaluates the effectiveness and independence of the External Auditor, the Manager – Inspection Division and the Compliance Officer.

Human Resources and Compensation Committee

The Human Resources and Compensation Committee brings the desired degree of objectivity and transparency to decisions on all Human Resources matters as it ensures that decisions on matters such as remuneration and other rewards are not tainted by the biases of persons who may have a vested interest in the result. The Committee approves key executive appointments and remuneration, monitors and reviews executive succession planning, and monitors the performance of the Bank’s Chief Executive Officer and Senior Management. The Human Resources and Compensation Committee comprises four (4) Non-executive Directors, namely Mrs. Kathryn Eytle-Mc Lean (Chairman), Mr. Edward A. Beharry, Mr. Robin Stoby, S.C. and the Chief Executive Officer as ex-officio member, and meets semi-annually.

The Credit and Investment Committee

The Credit and Investment Committee comprises the full Board, and plays a crucial role within the Bank’s sphere of credit appraisal. The granting of credit is paramount among the Bank’s income generating activities, and the Credit and Investment Committee makes all credit decisions involving amounts over a stipulated level. This Committee expends much effort in the analyzing of the risk related to credit and investment decisions, and reviews and monitors the processes for the maintenance of credit quality, and gives direction on the areas where surplus funds may be invested after taking full account of the relevant risks. This Committee meets once per month and more frequently as necessary.

Registrar & Transfer Office Building Committee

This Committee is made up of three (3) Non-executive Directors: Mr. Basil Mahadeo, Mr. Edward A. Beharry, and the Chief Executive Officer as ex-officio member. The Committee plays monitoring and advisory roles in relation to all major construction projects undertaken by the Bank, and is active throughout the whole building process, from the appointment of an Architect right through to the handing over of the completed project. This Committee meets as the need arises.

The Marketing Committee

This Committee comprises four (4) Non- Executive Directors: Mr. Edward A. Beharry, Mrs. Katryn Eytle-Mc Lean, Mr. Carlton James and Mr. Basil D. R. Mahadeo, and is chaired by Mr. Carlton James, an experienced Communications Specialist. The mandate of the Committee is to determine the policy direction for the marketing strategy of the Bank and the process for proactively projecting a positive corporate image. The Committee also reviews the budget and plans for activities concerning marketing and promotion.

External Auditors

The Board believes in the maintenance of independence of its External Auditors and therefore does not use its External Auditors for ‘other’ services. The Audit Committee of the Board, not management, is responsible for the relationship with the External Auditors. By these means the Board demonstrates its commitment to ensuring that the External Auditors are seen to be independent and that conflicts of interest are obviated.

Strategy

The Board oversees management, considers and approves on a continuous basis strategic alternatives and plans, and approves all major strategy and policy recommendations for the Bank. The Board approves and reviews the Annual Budget, which includes all capital and current expenditure, proposed developments in Information Technology and the provision of new products and services to customers. The Board meets once per month and in all its deliberations on matters concerning the strategic direction of the Bank, seeks to arrive at consensus before approving implementation.In arriving at decisions the Board demands that it is given all necessary relevant information at hand by management in a timely manner.Where in the Board’s view, information is insufficient for the making of sound decisions, such decisions are delayed.

Conclusion

The Bank believes in setting high standards of ethical values, transparency and a disciplined approach to achieve excellence in all its sphere of activities. The Bank will continue its endeavour to enhance its shareholders’ value and protect their interest by ensuring performance at all levels. The Bank will seek to maximize returns with optimal use of resources and strive to serve the interests of its stakeholders, comprising shareholders, customers, Government and society at large.