Corporate Governance

As per the Central Bank of Afghanistan (DAB) regulation, the term ‘’Corporate Governance” means a set of relationships amongst the Board of Management, Board of Supervisors, Shareholders, Audit Committee and other stakeholders to ensure smooth, professional and compliant working of the organization.

These relationships, which involve various rules and incentives, provide the structure through which the objectives of the banks are set, and the means of attaining these objectives as well as monitoring performance are determined. Thus, the key aspects of good corporate governance include transparency of corporate structures and operations, accountability of Board of Management and Board of Supervisors to General Assembly of Shareholders, safeguarding interest of depositors, and meeting obligations toward shareholders after considering the interest of other recognized stakeholders.

All the four Shareholders are well experienced businessmen having exposure to diverse fields/ industries internationally and through their regular interaction with the members of the Board of Supervisors, have been guiding the bank for safeguarding the interests of all the stakeholders.

Presently the Board of Supervisors (BoS) is composed of 3 distinguished professionals, all of whom including the Chairman of the Board are independent directors. The Chairman of the BoS is an Indian professional with over 40 years of experience in auditing in India and Afghanistan at very high positions. The other board member is a British national with over 40 years of experience in Banking, Asset Management, Insurance and Regulations, having worked in the geographies of Asia & Europe. The 3rd member is a Pakistani national having his career in Internal Audit and commercial Banking.

The meetings of the BoS are held at regular intervals every month. The BoS, approved the performance of the bank along with determined and pre-defined targets while analyzing the performance in each of the respective parameters. The BoS also monitors the entire gamut of internal controls, process flows and monitors the exceptional reports.

It approves the entire set of policies after an exhaustive review. It also enquires about any deviation in operations. Conducting monitoring at regular intervals it ensures that the bank takes care of the interests of all the stakeholders.

The Audit Committee is presently constituted of 3 members. The Chairman of the Audit Committee is a Pakistan National with over 15 years of experience in Auditing and Accounting. The other two members are Indian & Afghan & are Chartered Accountants with good experience and have worked or are working with top 4 Audit firms of the world and /or auditing the UN/World Bank projects. Regular meetings of the Audit Committee are held and all internal areas are reviewed by the committee.

The Chief Risk Officer (CRO), Chief Compliance Officer and Chief Internal Auditor (CIA) are working independently. The CRO and Chief Compliance Officer are directly reporting to the Board and the CIA is reporting to the Audit Committee.

The banks Board of Management is composed of eminent individuals with a wealth of experience in public policy, administration, industry and commercial banking. The Management Board of the Bank comprises of professional members duly approved by the regulator- Da Afghanistan Bank. The members are a perfect blend of experience and youth. While ensuring implementation of the policies approved by the BoS; they have been taking adequate care of the laws of the land as also that of the stakeholders. Senior banking professionals with substantial experience in India and abroad head various businesses and functions and report to the CEO.

Various committees meetings reporting to the BOS and the BOM are held on a regular basis to ensure fairness and robustness of the efficient functioning of the bank.

The bank understands that the good corporate governance inter alia encompasses variety of issues, including the disclosure of information to Shareholders and Board members, the remuneration of senior executives, potential conflicts of interest among managers and directors, supervisory structures and other stakeholders etc. which are being duly addressed by the concerned bodies in discharge of their duties.



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