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Corporate Governance

ACLEDA Bank Plc. recognizes the critical importance of corporate governance in supporting the Bank's sustainable growth, enhancing the efficiency of the Bank, creating shareholder value, and securing trust for all stakeholders including shareholders, customers, staff and the general public. The Board of Directors supports and encourages the adoption and implementation of good corporate governance policies, together with the code of conduct and business ethics.

Shareholders' Meeting

The Bank holds its Annual General Meeting of Shareholders in compliance with the law, the Articles of Association and other relevant regulations. The 2016 Annual General Meeting of Shareholders was held on April 21, 2016 at the Bank's Headquarters and an additional five resolutions were passed by e-mail during the year. The Bank took the following actions:

Prior to the Meeting

The Meeting Notice, contains detailed agendas, factual details, rationale and Board recommendations for each agenda item as well as accompanying documents and the 2015 Annual Report and the Report of Financial Statements produced by the external auditor. The Meeting Notice and accompanying documents were prepared in English and were delivered to all Shareholders in advance of the Annual General Meeting.

During the Meeting

The 2016 Annual General Meeting of Shareholders was chaired by the Chairman of the Board. The Chairman of the Meeting allowed Shareholders full opportunity to ask questions and make recommendations and provided comprehensive clarification when requested. Management also clarified and answered related issues. The Minutes and details of votes for each agenda item were recorded by the Company Secretary.

The matters approved in 2016 were:

• The approval of audited consolidated annual financial statements of 2015 of the Bank and its group and of the audited quarterly financial statements in the course of 2016.
• The approvals of dividend distribution of 2015 net profit after tax and the transfer of the remaining net profit after tax to the Bank's general reserves.
• The approvals of annual reports of 2015 of the Bank and its Group.
• The approval of the external auditor for the Bank and its Group for the period of 2017-2018.
• The approval of the Bank's 2017 strategic and budget plan.
• The revision and approval of the Board's policies.
• The appointment and re-appointment of directors in the Board and Board committees in the Bank and its subsidiaries.
• The approval of additional capital injection and budget for the project of its subsidiary, ACLEDA Institute of Business.
• The approvals of borrowings, senior syndicated loans and subordinated loans, from national and international lenders.

Following the Meeting

The Minutes of the 2016 Annual General Meeting of Shareholders were circulated to all Shareholders for their perusal prior to confirmation at the next Annual General Meeting.

Shareholders

The shareholders are the owners of the Bank. However, except for approving certain critical strategic matters the shareholders have no direct powers to manage it in any way but delegate this responsibility to the Board of Directors through the Articles of Association.

Please click here for the detailed information of ACLEDA Bank Plc.'s Shareholders.