Standard Bank Group
Enhancing accountability through corporate governance
Overview1

Corporate governance

Our corporate governance serves as a catalyst for strategic decision-making, fostering sustainable value and providing a competitive edge through increased accountability, robust risk management, ethical practices, transparent performance management, and effective leadership.

Our board committees
Group directors’ affairs committee

Group directors’ affairs committee                                                                   ↓

Purpose

  • Determines the appropriate group corporate governance structures and practices
  • Establishes and maintains the board continuity programme
  • Ensures compliance with all applicable governance-related laws, regulations and codes of conduct and practices
  • Assesses and ensures the effectiveness of the board and its committees

 

Key activities

  1. Corporate governance
  2. Succession planning
  3. Board performance review
  4. Standard Bank Group subsidiary governance framework
 
Group audit committee

Purpose

  • Monitors and reviews the adequacy and effectiveness of accounting policies, financial and other internal control systems and financial reporting processes
  • Provides independent oversight of the group’s assurance functions, with focus on combined assurance arrangements, including external audit, internal audit, compliance, risk and internal financial control functions
  • Reviews the independence and effectiveness of the group’s external auditors, internal audit and compliance functions
  • Assesses the group’s compliance with applicable legal, regulatory and accounting standards and policies in the preparation of fairly presented financial statements and external reports, thus providing independent oversight of the integrity thereof

 

Key activities

  1. Subsidiary governance oversight
  2. Internal audit
  3. Compliance
  4. Tax
  5. Financial accounting and external reporting
  6. Financial control
  7. Non-audit services
  8. Interim and annual financial statements
  9. External reporting
  10. External audit
Group risk and capital management committee

Purpose

  • Provides independent and objective oversight of risk and capital management across the group
  • Oversees the governance of risk and capital management by directing the way risk and capital management should be approached and addressed in the group
  • Reviews and assesses the adequacy and effectiveness of risk and capital management governance frameworks
  • Ensures that risk and capital management standards and policies are well documented and support the group strategy by being appropriate and effective in operation
  • Evaluates and agrees on the nature and extent of opportunities and associated risks to the organisation in pursuit of its strategic objectives; and
  • Supports a climate of discipline and control

 

Key activities

  1. Financial and non-financial risk management
  2. Capital and liquidity risk management
  3. Internal capital adequacy assessment process (ICAAP)
  4. Regulatory matters
  5. Governance
Group information technology committee

Purpose

  • Oversees the strategic direction and transformation of the group’s information security, technology, data and analytics capabilities
  • Ensures that prudent and reasonable steps are taken to govern technology and information in line with King IV

 

Key activities

  1. Technology strategy
  2. Technology cost and investment
  3. Technology risk
  4. Information security and cybersecurity
  5. Data and analytics
  6. Governance and assurance
Group social and ethics committee

Purpose

  • Ensures the development of appropriate policies and frameworks to govern the group’s social and ethical focus areas
  • Acts as the group’s social conscience, recognising that stakeholder perceptions affect the group’s reputation
  • Guides and monitors the group’s social, ethical, economic, environmental, transformation and consumer relationship initiatives in line with relevant legislation, codes and regulation
  • Governs and oversees group activities relating to fair treatment of customers, conduct, ethical standards and stakeholder engagement
  • Ensures material stakeholder issues receive attention from board and management

 

Key activities

  1. Stakeholder engagement
  2. Transformation
  3. Employee engagement
  4. Ethics and conduct
  5. Environmental, social and governance (ESG)
  6. Subsidiary governance oversight
Group remuneration committee

Purpose

  • Assists the board in discharging its responsibilities to ensure fair and responsible remuneration by the group
  • Develops a remuneration philosophy and policy statement for disclosure to enable a reasonable assessment by stakeholders of reward practices and governance processes

 

Key activities

  1. Remuneration
  2. Incentive schemes, share-based payments and other benefits
  3. Subsidiary remuneration committees
  4. Governance
Group model approval committee

Purpose

  • Assists the board in discharging its obligations for model risk as it pertains to the advanced internal rating-based approach for the measurement of the bank’s exposure to credit risk as envisaged in the regulations of the Banks Act
  • Performs functions set out in regulations, including inspecting risk evaluation models for approval by the committee when necessary
  • Reviews model risk governance processes and monitor the group’s model universe and model risk appetite

 

Key activities

 

  1. Model risk oversight
  2. Model approvals
  3. Model governance
Group large exposure credit committee

Purpose

The group large exposure credit committee was established for the approval of large exposures in accordance with regulatory requirements. In this regard, the committee:

  • Oversees compliance with relevant regulatory requirements in respect of large exposures to the extent and on the basis set out in its mandate
  • Reviews and approves any investments with or loans, advances or other credit to any person where the aggregate amount exceeds 10% of the group’s capital and reserves, as prescribed

 

Key activities

  1. Review and approval of large exposures

Living our values through our Code of Ethics

Our Code of Ethics forms the basis for all our business decisions and operations and a decision-making paradigm followed in our service delivery, product development and client relations. 

This code serves as a beacon to follow and ensures that we remain true to our original purpose of driving Africa’s sustainable growth.

In keeping with our purpose, and our ESG approach, the Standard Bank Group is committed to respecting the human rights of people involved in and impacted by our business. Therefore, our Code of Ethics further aims to achieve a consistent approach to respecting human rights across the group.

Download our documents and reports
2022-09-20
656 KB
PDF
2022-11-02
698 KB
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