Regulatory 2

Our Board, guiding us on our way

Our Board provides strategic advice and direction to the bank while upkeeping regulatory standards. Collectively, our Board advises in the interest of shareholder value and long-term protection for employees and other stakeholders.

Charles McManus
Group CEO and Executive Director
David Gagie
Chair and Independent Non-Executive Director
Glen Lucken
Chief Financial Officer and Executive Director
Shonaid Jemmett-Page
Senior Independent Director and Chair of Audit Committee
Phil Kenworthy
Independent Non-Executive Director
Stan Spavold
Investor Director
Mel Carvill
Investor Director
Catherine Doran
Independent Non-Executive Director
Marcus Treacher
Investor Director
Corporate governance

There are currently nine directors on the Board of ClearBank Limited, comprising the Non-Executive Chairman (David Gagie), the Independent Non-Executive Directors, the Investor Directors and the Executive Directors (being the Chief Executive Officer and Chief Financial Officer). The Independent Non-Executive Directors represent the single largest group on the Board.

The Board recognises that exemplary standards of Corporate Governance throughout the ClearBank Group are essential for the delivery of the Company's strategic objectives, regulatory standards, shareholder value and long-term protection for employees and other stakeholders. It is recognised that good governance should emanate from the Board but should disseminate through the entire organisation, being reflected in its culture, committees, policies and procedures in order to drive business development in a prudent and pragmatic manner, in line with ClearBank's business plan. The Board’s terms of reference include a formal schedule of matters specifically reserved for the Board and these are reviewed at least annually. 

At the highest level the Board is responsible for the governance of the bank, monitoring ClearBank risk appetite, operating framework, systems and controls and compliance as set out by the legislature and regulatory bodies and implemented by ClearBank. In order to provide effective oversight and leadership, the Board has established a number of Board Committees with specific responsibilities. 

The Board Risk Committee, responsible for the bank’s Enterprise Risk Management Framework is chaired by Catherine Doran, an Independent Non-Executive Director. Similarly, the Board Audit Committee, chaired by Shonaid Jemmett-Page, the Senior Independent Director, is responsible for oversight of the integrity of the bank’s financial statements and the performance of the Internal Audit Function. 

The Board also has a Remuneration Committee, chaired by Shonaid Jemmett-Page and a Nominations Committee, chaired by David Gagie.

The Board is also supported by the Executive Committee (“ExCo”) which is the highest form of executive corporate governance with a number of sub-Committees reporting into it. The ExCo manage and run the day-to-day operations of the bank. Its monthly meeting then reports up to the Board and each Executive is responsible for compiling departmental reports to the Board Risk Committee and Board Audit Committee. The Board and the Board Risk Committee are also directly supported by the Enterprise Risk Management Committee and the Executive Customer Committee.

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