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Section 05 Upholding Accountability
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Detailed assessments are conducted on the candidates with respect to their relevant skill sets, expertise and experience to fill any
gaps in the present Board’s skills and expertise and the NRC would recommend the appointments for the Board’s approval prior to
the submission to BNM for verification and finally to MOF for the final approval.
The following important aspects would be considered by the Board in making the selection, with the assistance from the NRC:

Probity and Competency Financial
Reputation Integrity

The candidate must have the The candidate must have the The candidate must be able to
requisite qualities such as necessary qualifications, skills, manage his debts or financial affairs
honesty, integrity, diligence and experience, ability and commitment prudently.
independence. to carry out the role.

The Bank also conducts annual assessments on the suitability of the Directors to continue in their present role in accordance with
the Bank’s Policy on Fit and Proper Criteria and BNM Policy Document on Corporate Governance. The fit and proper assessment
involves self-declaration by the Directors to ensure the suitability and independence of the Directors to continue serving as Directors
of the Bank.

Board Meeting and Supply of Information
Meetings for both the Board and Board Committee for the ensuing financial year are scheduled well in advance before the end of
the current financial year. Special Board meetings may be convened, as and when deemed necessary, to consider urgent proposals
or matters that require the Board’s expeditious review or consideration. During the financial year ended 31 December 2020,
the Board met sixteen (16) times.
The Board has unlimited, unrestricted and timely access to information with respect to the Board papers distributed in advance
of meetings to enable the Directors to obtain further explanations, where necessary, in order to be adequately prepared prior
to the meetings. It must also be provided with the minutes of previous Board and Board Committee meetings as well as
reports relevant to the issues of the meetings covering the areas of financial, information technology, operations, budgets, risk
management and annual management plans.

Whenever necessary, external advisors may be invited to attend the Board and Board Committee meetings to explain matters
within their competencies or expertise and provide clarity on specific matters being discussed to enable the Board and/or Board
Committees to arrive at an informed decision.
All issues raised, discussions, deliberations, decisions and conclusions including dissenting views made at the meetings, must be
recorded without fear or favour with clear actions to be taken by the affected parties as recorded in the minutes of meetings.

Directors have a duty to declare to the Board should they have an interest, either directly or indirectly, in any transaction to be
entered by the Bank. An interested or conflicted Director, or if the Director is deemed as a “connected party”, is required to abstain
from the deliberations and voting on the transaction.

The Board has unrestricted access to the advice and services of the Company Secretary who is also responsible for ensuring that
the procedures for Board and Board Commitee meetings are adhered to.

Directors, collectively or individually, may seek independent professional advice in furtherance of their responsibilities and duties in
the event such services are required.