Corporate Governance Statement
Conflicts of Interest In accordance with the Corporations Act 2001 and the Board Charter, Directors must keep the Board informed of any interests which potentially conflict with the interests of the Bank. The Board has developed guidelines to assist Directors in disclosing potential conflicts of interest. Directors’ disclosures are formally updated monthly. Transactions between Directors and the Bank are subject to the same terms and conditions that apply to members. Board Performance Assessment The Board is committed to continual improvement and has established an evaluation process for each individual Director and the Board as a whole. The Board has assessed the skills of individual Directors against those it considers the Board as a whole should possess. It has identified a number of required and desired skill sets which it is addressing through a measured approach to Director renewal and the addition of Board Appointed Directors. Risk Management The recognition and management of financial and non-financial risk is a critical function within the Bank. During the course of the year, the Board has further developed and enhanced its comprehensive Risk Management Framework (RMF). The RMF consists of committee structures, policies, risk tolerances, processes, internal controls, external review and training to manage: • Strategic Risk • Capital & Liquidity Risks • Market Risk • Regulatory Risk • Operational Risk • Reputational Risk • Credit Risk • Emerging Risks The RMF will be further enhanced and maintained on an ongoing basis. Internal Audit Internal Audit provides independent and objective risk-based assurance to the Board and senior management on the compliance with and effectiveness of the Bank’s financial, risk management and governance systems and structures, including its policies, processes and people. Internal Audit assesses whether material risks have been properly identified by management and that key internal controls have been adequately designed and are operating effectively to mitigate those material risks. Board Committees To assist in the execution of its responsibilities, the Board has established a number of committees each with their own Terms of Reference which are reviewed annually. Details of the Committees in place are contained below. Audit Committee Key responsibilities include: • Overseeing and examining the internal and external audit process and reports • Approval and monitoring of the internal audit program • Reviewing the draft annual financial report and audit and making recommendations to the Board for approval of the annual report • Making recommendations on the appointment and monitoring the effectiveness and independence of the external auditor • Oversight of APRA statutory reporting requirements.
22 | Unity Bank Annual Report 2022
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