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Management Discussion and Analysis  Ensuring Sustainability  Commitment to Lead  Upholding Accountability  Financial Statements  67













            The following are the key Corporate Governance practices adopted by the Bank as per its Board Charter:

              PARt 1: RoLES AnD RESPonSIBILItIES oF tHE BoARD

            Roles and Responsibilities
            The Board acknowledges Corporate Governance is vitally important to the business of the Bank and is committed and steadfast in
            the application of Corporate Governance principles in all its business dealings with its stakeholders.
            The Board, in collaboration with the Management, strive to focus on the Bank’s strategic direction, overseeing its development and
            ensuring that the effective control measures are in place. Management, on the other hand, is responsible for the Bank’s business
            operations, general activities and administration of financial and non-financial matters guided by the established delegated authority
            from the Board.

            The Bank recognises the significance of having Independent Directors that contribute to a balanced and objective assessment of
            issues. Independent Directors are expected to meet certain suitability criteria and are positioned to provide a check and balance
            on the Board’s decisions. Their independence from Management ensures they can exercise unbiased judgment and act in the
            Bank’s best interests. Additionally, their diverse perspectives from other industries or businesses can enhance the effectiveness of
            the Board.
            The Board Charter outlines the roles and responsibilities of the Board, which includes providing oversight on Management.
            The Board is guided, amongst others, with the following core responsibilities in performing its duties for the Bank:


               Leading and Managing the Bank      upholding Sound and Prudent         Stewardship of the Bank
               The Board is responsible for       Policies                            The Board bears ultimate
               leading and managing the Bank      The Board plays a critical role to   responsibility for the proper
               in an effective and responsible    ensure that the Bank adheres to     stewardship of the Bank. This
               manner. The Directors, individually   sound and prudent policies and   includes ensuring good corporate
               and collectively, have a legal duty,   practices. The Board provides   governance, maximising
               to act in the best interest of the   oversight to ensure effective     shareholders’ value, safeguarding
               bank and set the Bank’s values and   management of the Bank and        stakeholders’ interests, establishing
               standards, to ensure the Bank’s    acts as a check and balance         corporate values, vision, and
               obligations to its shareholders and   mechanism despite having no      strategies, and being aware of
               stakeholders are understood and    involvement in the day-to-day       significant financial activities.
               met.                               operation of the Bank.





               Fiduciary Duty and Corporate Governance              oversight on Shariah Governance
               The Board has a fiduciary duty to act in the best interest   In addition to conventional governance responsibilities,
               of the Bank and strives to ensure the highest standards of   the Board provides oversight on the Shariah governance
               corporate governance are practiced.                  structure and Shariah compliance of the Bank, as
                                                                    required by the Shariah Governance Framework for
                                                                    Islamic Financial Institutions. This includes approving
                                                                    policies related to Shariah matters and ensuring their
                                                                    effective implementation in consultation with the Shariah
                                                                    Committee.




            These responsibilities indicate the comprehensive role of the Board in guiding the Bank’s operations, ensuring compliance with
            regulations and standards, and safeguarding the interests of shareholders and stakeholders.
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