A Bank must have a clearly defined organization structure and decision-making process with authorities delegated by the Board to Senior Management.
Under the direction and oversight of the Board, Senior Management must carry out and manage the Bank’s activities in a manner consistent with the business strategy, risk appetite, compensation and other policies approved by the Board.
Senior Management must provide the Board with the information it requires to carry out its responsibilities, including the supervision and assessment of the performance of Senior Management.
A Board must have a clear and rigorous process for identifying and selecting candidates for the Senior Management of the Bank, and if applicable, Group. This must include a Fit and Proper Process.
A member of Senior Management may not hold a Staff position in any other entity, neither inside nor outside the banking Group. A member of Senior Management may hold memberships in the boards of up to two (2) non-Bank entities outside the banking Group. In addition, the member of Senior Management, with the exception of Chief Risk Officers and Heads of the compliance and internal audit functions, may hold memberships in the boards of entities inside the banking Group. The member of Senior Management must obtain permission from the Board before accepting nomination to serve on a board in any other entity and no conflict of interest must be present.
The no-objection of the Central Bank must be obtained prior to the appointment or renewal of employment contract of any member of Senior Management. In all cases, a Bank must immediately notify the Central Bank if it becomes aware of any material information that may negatively affect the fitness and probity of a member of Senior Management.