Corporate Governance
The objective of the Audit Committee is to provide a structured, systematic audit oversight of the Bank’s risk management, and internal control practices, develop and implement the audit policy and strategy of the Bank, advice on the effectiveness of the Bank’s governance processes, and perform other functions prescribed by the Charter and the applicable Legislation.
Functions
Within the scope of its responsibilities, the Audit Committee is authorized to:
- determine the audit policy and strategy of the Bank, oversee the work of and verify the effectiveness of the internal audit unit;
- making proposals to the Supervisory Board on the Internal Audit’s budget, organizational structure, about the charter of the internal audit department and internal audit methodology;
- making proposals to the Supervisory Board on the appointment and dismissal of Head of Internal Audit and on the amount of his/her remuneration; making proposals to the Supervisory Board on salary amounts, promotion, dismissal or release, as well as remuneration of internal auditors;
- Consider and approve the internal audit annual plan and changes thereto; submits internal audit plans to the Central Bank within 10 (ten) working days after approval
- submits the report on the internal audit reviews carried out in the bank during the year to the Central Bank by the end of the next quarter following the end of each calendar year, as well as ensures the submission of information on individual internal audit reviews upon request of the Central Bank;
- ensure a transparent tender for selection of an external auditor, make recommendations to the Supervisory Board and GAS the appointment, change, suspension and/or removal of the External Auditor, propose for approval terms of the contract to be concluded with it and setting amount of its remuneration;
- pre-approve all auditing (assurance) and non-audit services provided by the External Auditor; provide control over the external auditor’s independence, objectivity and competence;
- coordinate and cooperate with the External Auditor to facilitate implementation of results and recommendations of the audit and on conducting the audit; as well as follow-up as appropriate on the implementation of the recommendations of the External Auditor;
- ensures timely and complete submission of all important information and bank documents (in connection with the external audit) on the activities of the bank to the external auditor;
- requires the external auditor to immediately provide him with information on important facts and events discovered during the audit
- oversee the process of preparation of financial reporting and of the achieved financial result of the Bank, of the accounting policies implementation and of the integrity of financial reporting of the Bank; supervises the improvement of the bank's accounting policy;
- supervise the elimination of deficiencies identified by internal auditors; reviews the recommendations of the external audit and other third parties on the effectiveness of internal control and risk management systems in the bank;
- promote implementation and ensure the functioning of effective internal control system and processes; make recommendations to the General Assembly and the Supervisory Board in relation to improvements of internal controls system;
- control the addressing the issues identified by the Regulator and by other state authorities supervising the Bank’s activity within the scope of their competence, and by the audit firm based on results of external audit, by the internal audit unit; and inform the Supervisory Board and General Assembly of the Audit Committee’s conclusions and recommendations;
- facilitate communication between the Bank’s Governing Bodies and the External Auditor and the Regulator, when and if necessary.
Updated: 18.12.2024