1. Board Committees
1.1 Executive Committee
While the Board’s role is to approve investment strategies for UGB, day to day decision making is delegated to the Executive Committee comprising four Directors. These include the Chairman, Deputy Chairman and two other Directors. The EC meets between Board meetings to approve Investment proposals over the Investment Committee’s delegated thresholds. In the event that the Executive Committee is unable to meet, the Chairman and one of the Directors, each have delegated authority to act on its behalf.
1.2 Audit Committee
The Committee assists the Board in carrying out its responsibilities regarding internal controls, internal and external audit, compliance with laws, financial reporting practices, accounting policies, corporate governance and in the review of UGB’s Strategy and Business Plans. Its main functions encompass assessing the quality and integrity of UGB’s financial reporting: ensuring the independence of UGB’s internal audit functions; reviewing the adequacy and overseeing UGB’s compliance with all existing and newly introduced laws and regulations. The Board Audit Committee consists of Five Directors with sufficient technical expertise to enable the Committee to perform its functions. Issues are reviewed in the meetings that are convened at least 4 times in a year.
1.3 Nominating and Remuneration Committee
The committee's role is to assess the skill sets of board members and ensure that there is an appropriate mix of eminent persons having a professional standing in their respective field, profession and who can effectively contribute to UGB's business and policy decisions. It reviews the independence of directors, supervises the preparation of inducting materials, makes recommendations to the board regarding the management structure and ensures that there is a succession plan in place.
2. Management Committee
2.1 Management Committee
The Management Committee acts as the steering body of the Bank. It provides a forum for discussing all relevant issues pertaining to the Bank’s ongoing activities. It meets on a weekly basis and consists of the Acting Chief Executive Officer and all Department Heads. It also serves to follow up on any action points that are warranted.
2.2 Investment Committee
The Investment Committee comprises the Acting Chief Executive Officer, the Chief Financial Officer, and the Treasurer. The committee is responsible for approving or recommending approval to the Executive Committee, issues related to limits for individual exposures, investments and concentrations towards banks, countries, industries, risk rating classes or other special risk asset categories. In addition, the committee also monitors the overall risk profile of the Bank and recommends provision levels to the Executive Committee.
2.3 Asset and Liabillity Committee
The nine member Asset and Liability Committee headed by the Acting Chief Executive Officer, is assigned the task of establishing policy and objectives for the asset and liability management of UGB’s balance sheet in terms of structure, distribution, risk, return and its impact on profitability. It also monitors the tenor and cost/yield profiles of assets and liabilities and evaluates the Bank’s balance sheet both from interest rate sensitivity and liquidity prespective, makes corrective adjustments based upon perceived trends and market conditions, monitors liquidity and foreign exchange exposures and positions.
2.4 Risk and Compliance Committee
The primary function of the Risk and Compliance Committee is to assist the Board of Directors in fulfilling its responsibilities of defining UGB’s risk appetite and overseeing the identification, measurement, monitoring and controlling of UGB’s principal business risks. It also monitors adherence to stipulated regulatory deadlines, reviews compliance to internal and external policies and apprises senior management on the impact of newly introduced regulatory requirements. It is headed by the Acting Chief Executive Officer.
2.5 IT Steering Committee
The IT Steering Committee headed by the Acting Chief Executive Officer, is responsible for assisting the Board in the supervision of IT related activities. The ITSC ensures that it minimizes the risks associated with UGB’s investment in information technology and that it contributes to the attainment of corporate objectives.
2.6 Key Persons Committee
The Committee comprises the Acting Chief Executive Officer, the Chief Financial Officer, and the Head of Operations who is the Key Persons registrar. It reviews transactions done by Key Persons in the purchase/sale of UGB shares for their personal account.
3. Governance Documents
3.1 Code of Conduct
3.2 Key Persons Trading Policy
3.3 Corporate Governance Guidelines
