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AfrAsia Bank Limited and its Group Entities
Annual Report 2015
page 58
CORPORATE GOVERNANCE REPORT (CONTINUED)
BOARD COMMITTEES
Board Committees are a mechanism for the Board to discharge
its powers and duties necessary for managing, directing and
supervising the management of the business and affairs of the Bank.
AfrAsia Bank Limited has four Board sub-committees for more in-
depth analysis and review of various issues as may be appropriate.
A report is then prepared by each Board sub-committee and
presented to the Board after each meeting.
AfrAsia Bank Limited’s Board sub-committees include: an Audit
Committee, a Conduct Review Committee, a Corporate Governance
Committee and a Risk Committee as depicted below:
AUDIT COMMITTEE
In line with the Banking Act 2004, the committee’s principal
responsibilities are to:
review the audited financial statements of the Bank before they
are approved by the Directors;
require management of the Bank to implement and maintain
appropriate accounting, internal control and financial disclosure
procedures and review, evaluate and approve such procedures;
review such transactions which could adversely affect the sound
financial condition of the Bank as the auditors or any officers of
the Bank may bring to the attention of the committee or as may
otherwise come to its attention; and
appoint auditors.
During the year under review, the Audit Committee met five times.
As at 30 June 2015, the committee comprised the following three
Independent Directors:
Jean de Fondaumière (Chairperson)
Brett Childs
Catherine McIlraith
Also attending this committee:
James Benoit, Chief Executive Officer
(resigned 23 September 2015)
Loteswar Fangoo, Head of Compliance
Bishwajit Mazumder, Head of Group Operations
Deshmukh-Rao Dhondee, Head of Group Internal Audit
(resigned 31 July 2015)
Dave Dusoruth, newly appointed Head of Internal Audit
(with effect from 1 July 2015)
Jean-Francois Boisvenu, Head of Group Legal
CONDUCT REVIEW COMMITTEE
This committee:
reviews the Bank’s transactions with related parties in line with the
Conduct Review Policy, ensuring that the latter is in compliance with
all reporting and/or approval procedures of the Bank of Mauritius;
ensures that transactions which could materially affect the financial
stability of the Bank are identified at source; and
reviews and approves all related party transactions with any
shareholder when said dealings are above 2% of Tier 1 Capital.
The Conduct Review Committee met four times during the year
under review.
The three Independent Directors and members are:
Henri Calvet (Chairperson)
Jean de Fondaumière
Catherine McIlraith
Michael John Pike (resigned 28 February 2015)
RISK
COMMITTEE
AUDIT
COMMITTEE
BOARD OF
DIRECTORS
CONDUCT
REVIEW
COMMITTEE
CORPORATE
GOVERNANCE
COMMITTEE