CORPORATE GOVERNANCE

Responsibility

These condensed financial statements are the responsibility of the directors. This responsibility includes the setting up of internal control and risk management processes, which are monitored independently. The information contained in these financial statements has been prepared on the going concern basis and is in accordance with the applicable Financial Reporting Framework for entities in Zimbabwe, including requirements of the Companies and Other Business Entities Act (Chapter 24:31) and the Banking Act (Chapter 24:20) and International Financial Reporting Standards.

Corporate Governance

The Bank adheres to principles of corporate governance derived from the King III Report, RBZ corporate governance guidelines and national code on corporate governance guidelines. The Bank is cognisant of its duty to conduct business with due care and good faith in order to safeguard all stakeholders’ interests.

Board of Directors

The Board of Directors (the ‘’Board’’) is accountable for the functions of the Bank and serves to ensure leadership, integrity and shrewd judgement in directing the Bank to achieve its objectives. Board decisions are made in board meetings, which are held at least every quarter, and on an “as per need” basis. The Board oversees compliance with corporate governance. Roles and functions of the Board are spelt out in the Board Charter, and these are fully compliant to the minimum regulatory requirements. Board committees were set up to assist the Board in the effective discharge of its duties and these include the Audit, Loans Review, Risk and Compliance, Assets and Liabilities, Loans and Advances and Human Resources Committees. Chairpersons for all these Board Committees are independent, non-executive directors. There are departments that effectively deal with Audit, Risk and Compliance issues. Directors declare their interests upon appointment and at every Board meeting. Directors are also required to declare interests prior to participating in any decision making process.

Statement of compliance

The Bank complied with all statutes regulating financial institutions as well as good corporate governance principles.

Board and Director Evaluation process

The annual board and director evaluations process is carried out as prescribed in the Reserve Bank of Zimbabwe Guideline No. 01-2004 BSD. The performance and that of individual directors are evaluated by the Board. Weaknesses and areas of concern identified through the process are discussed in board meetings with a view to rectify identified weaknesses. By order of the Board, Mr. L. Rwazemba Company Secretary