Corporate Governance Committee
The corporate governance committee was established by the Board of Directors as an advisory body of it that aims to ensure the existence and development of better corporate governance practices for financial institutions. For that purpose, it is in charge of evaluating practices and policies that are currently in execution, making proposals to the Board of Directors of improvements, adjustments or reforms and pursuing for the proper implementation and applications of said practices and policies of corporate governance. The committee performs its duties with respect to the bank, its affiliates and related entities abroad.
The committee is composed of five directors and is empowered to engage external consultants. During 2014, Mrs. María Catalina Saieh Guzmán was the chairperson of the committee and the other members were Mrs. Ana Holuigue Barros, Mr. Alvaro Barriga Oliva, Mr. José Luis Mardones Santander and Mr. Gustavo Arriagada Morales (all of whom were directors). The permanent consultant was Mr. Alejandro Ferreiro Yazigi. During 2014, the committee met nine times.
The committee is regulated by its by-laws, by applicable legal and regulatory rules and by the principles established by the Organization for Economic Co-operation and Development (OECD) as well as those defined by the Basel Committee on Banking Supervision on good corporate governance matters for financial institutions.
Anti-Money Laundering and Anti-Terrorism Finance Prevention Committee
This committee is in charge of preventing money laundering and terrorism financing. Its main purposes include planning and coordinating activities to comply with related policies and procedures, staying informed about work carried out by the Compliance Officer and making decisions on any improvements to control measures proposed by the Compliance Officer. This committee is comprised of one director, the CEO, the Legal and Control Director, one Area Manager and the Compliance Officer. This committee has the authority to request attendance from any executives or associates that it deems necessary. The committee has regular monthly meetings and holds extraordinary sessions when considered appropriate by any of its members.
Social and Environmental Committee
The purpose of this Committee is to adopt measures to ensure proper and efficient assessment of social and environmental impacts generated by the activities and projects that we finance, to meet the requirements of the IFC and to reduce the risks to us of assuming the costs transferred by these indirect social and environmental risks. Additionally, this Committee proposes internal policies and procedures on environmental and corporate social responsibility matters to the Bank’s Chief Executive Officer.
The Directors Committee has charters that establish their composition, organization, objectives, duties, responsibilities and extension of its activities. The SBIF requires the Directors Committee to meet at least every four months and to provide an annual written report to the Board of Directors informing it of its activities. The report must also be presented to the annual shareholders’ meeting. According to their charter, the Directors Committee meets twice per month.
- Reviewing operations with related parties and reporting to the Board of Directors
- Reviewing the compensation plans of executive officers and principal officers
- Examining the systems of remuneration and compensation plans for managers, senior executives and employees of the Company
- Preparing an annual report about its activities, including its main recommendations to shareholders
- Other duties required by our By-laws, a shareholders meeting and our Board of Directors