Supervision and advice from the BoC are delivered either through the Audit Committee, Risk Oversight Committee, Nomination and Remuneration Committee, or Integrated Corporate Governance
1. Provided input and approved the corporate plan for 2016, which included: Implementation of the AGMS divestment approval of PT CIMB Sun Life (CSL), Bonds Issuance (Sustainable Public Offering II Phase 1 2016).
2. Provided input on the Bank’s financial targets, including Net Interest Margin, Non-Performing Loans and Watch List Accounts, Loan to Deposit Ratio, productivity, and market competition. Board of Commissioners supports the Bank’s strategy to develop high margin businesses, namely Corporate Banking, Commercial Banking, High End, and Sharia Banking by maintaining quality of assets in each business at good levels.
3. Provided input related to the increase of low-cost funds (CASA) and incoming fee both through the development of Bank transaction services for convenience and improvement of customer experience through CIMB@Work, CIMB@
BizChannel, improving transactions and services through Transaction Banking products, value chain as well as enhancing the Sharia Banking business services through dual banking leverage model, as well as through the development of branchless banking as the optimisation of ATM, CDM and SST, the development of new platforms for CIMB Clicks (internet banking) and improvement of GoMobile services (mobile banking), agent banking and tablet banking including programmes to improve the turn-around time for better customer experience during the transaction.
4. Periodically also provided input related increased efficiency through cost efficiency programmes, IT transformation programme and productivity improvement of the front liners and back office which will affect the acceleration and improvement in customer service.
5. Reviewed and discussed the macroeconomic and coal and mining industry conditions provisions in new banking regulations, as well as the impact on the Bank’s business and its action plan.
6. Based on input of the Audit Committee, the BoC provided recommendations to the BoD about:
• Results of reviews on financial statements which included presentation of financial statements, accounting treatment and compliance with generally accepted accounting principles, as well as financial performance and adequacy of the financial statements publication and reporting to authorities.
Board of Commissioners
• Results of reviews of the follow-up progress of audit results by regulator and Bank Negara Malaysia.
• Independent opinion in the event of dissenting opinion between management and Public Accountant for the services rendered.
• Appointment of Public Accountant based on the independence, scope of the assignment, and fees.
• Review of audit implementation by internal auditor and overseeing implementation of follow-ups by the BoD on findings of internal auditor;
• Review of complaints relating to accounting and financial reporting processes.
• Implementation and strategy for fraud detection;
including implementation of whistleblowing program.
7. Based on input of the Risk Oversight Committee, the BoC provided recommendations to the BoD concerning:
• Related to risk management, asset quality, the Bank’s soundness, and stress test results.
• Related to policy/framework established by the BoD regarding risk management, including capital management (Internal Capital Adequacy Assessment Process), which includes determination of risk appetite, risk posture, sector appetite, as well as implementation of stress testing.
• Related to the Financial Statements and initiatives discussion / on going projects, particularly in strategic implications in attention to risks of the Bank including Bank Budget Plan for the year 2017 as well as the strategy and business plan of each unit in order to ensure compliance with the rules of risk and the Bank’s risk appetite.
• Related to risks of new products and activities, including evaluating the Post Implementation Review (PIR), reviewing strategies to improve CASA and revenue from Commission Fees from a risk perspective, mainly regarding implications for Bank liquidity and financing.
• Related to strategies for handling and settlement of impaired accounts and, NPL and strategy plan/recovery.
• Recommendations for customer and regulator monitoring complaints that is addressed or copied to BoC to be immediately assessed in terms of risk.
• Related to monitoring of significant audit findings from standpoint of operational risk management, including results of investigations and follow-up of amendment and mitigation.
• Related to the implementation process of Basel, IFRS9 project and Information Technology (IT) development updates, in particular the ongoing 1P project.
8. Through the Nomination and Remuneration Committee, the BoC made several recommendations, including:
• Recommendation on nomination policy in selecting and/or replacing members of BoC and BoD, as well as the Sharia Supervisory Board (SSB) to be submitted to the GMS and of Independent Party to be appointed as member of the Audit Committee, Risk Oversight Committee, Nomination and Remuneration Committee and Integrated Corporate Governance Committee.
• Regarding remuneration policy, namely regarding the remuneration policy for the BoC, SSB and the BoD to be submitted to the GMS;
and remuneration policy for executive officers and employees as a whole to be approved by the BoD.
• Changes related to remuneration and compensation policy for the Boards of Commissioners, BoD and SSB.
• Manpower policies and HR management functions that contain risks with significant impact on the Bank including its future growth.
• Provided recommendations on the balanced and fair bonus distribution of bonus for the BoD, considering objectivity based on the achievement of the performance.
• Provided input for the assessment of the Key Performance Indicator (KPI) of members of the BoD based on achievement of each component of the KPI.
• Provided input for the assessment of the Key Performance Indicator (KPI) of the BoC and Independent Party members of committees under the BoC in accordance with a pre- determined assessment framework.
9. Pursuant to the Articles of Association, the BoC approved the proposed measures for substandard loans, restructuring and write off of loans above that certain limit set out in Bank policies. In addition, the BoC also gave approval for related party loans in compliance with applicable regulation.