The Bank has in place a fully constituted, broad-based and independent Board of Directors, who exercise control over the Bank, determine the overall strategic direction of the Bank and provide oversight to the Bank’s Management team. The Board is composed of one executive director, one non-independent non-executive director and 5 independent non-executive directors, one of whom is the Chairman. The Board’s operations are clearly guided by the Board Charter and committee terms of reference. To enhance its effectiveness, the Board is constituted into three committees – namely Board Audit & Risk Committee, Board Strategic Planning Committee and Board Credit Committee; the mandate of these committees is articulated below;
(i) Board Strategy and Planning Committee
The Committee provides oversight on the implementation of the Bank’s strategic objectives, staff welfare, management information systems as well as the Bank’s governance structures. The Committee is mandated with the responsibility to ensure that the organisation’s structure is consistent with the Bank’s cultural objectives, strategy, control environment and best practices.
(ii) Board Credit Committee
The Board Credit Committee assists the Board in discharging its oversight responsibilities relating to the Bank’s Asset quality, administration and standards. In accordance with the Board’s authority, the Committee approves credit facilities within approved limits, oversees loan administration operations and Credit Risk management, sets strategic direction for the Bank’s lending operations and reviews the quality and performance of the Bank’s credit portfolio.
(iii) Board Audit and Risk Committee
The Board Audit and Risk Committee is mandated with overseeing the quality, integrity and reliability of the bank’s risk Management. The Committee is also mandated with reviewing the Bank’s internal controls, operating procedures and systems, reviewing the Bank’s management and audited financials and confirming that they are representative of the Bank’s actual performance.
The Committee further assists the Board with oversight responsibilities relating to the Bank’s balance sheet planning and management through monitoring, defining measures and managing the Bank’s exposure to foreign exchange risk, interest rate risk, capital, liquidity, credit, operational and other risks that the Bank may be exposed to.
At the helm of Management is a 6-member Executive Committee (EXCO) headed by the Managing Director, and with other members being Director Finance & Business Operations, Director Strategy & Corporate Affairs, Director Investment, Director Credit and Bank Secretary/Head of Legal. The EXCO, appointed by the Board, is accountable for the day-to-day management of the Bank and the implementation of all Board-approved policies, strategies, budgets and plans.
Risk Management and Assurance
The Bank has in place a Board-appointed Chief Internal Auditor who provides independent assurance to the Board and Management on the effectiveness of internal control environment. Further, UDBL has a Risk Management unit whose mandate is to proactively anticipate probable risks that may face UDB and ensures that appropriate mechanisms are in place to mitigate the occurrence and/or minimize the effects of these risks if they crystalized.