Corporate governance

Effective corporate governance is a key condition for performing functions of the Bank successfully; it is a significant area in increasing the effectiveness of the financial organization, which determines stable development, protection of the rights of the shareholders, customers and those of the other stakeholders.

The activities of the Bank are associated with various risks. Therefore, there exists a need to have a full-blown approach to Corporate Governance and to Internal Control. In order to establish a clear system of Internal Control the Bank makes careful and regular assessments of the characteristics and the levels of the risks.

A full-blown Corporate Governance structure exists at the Bank, which includes the superior management body – general meeting of the shareholders, the Supervisory Board of the bank with independent members, the Executive Board of the Bank and Revision Committee , 5 committees under the Executive Board of the Bank and 3 Committees under the Supervisory Board of the Bank, the composition of which includes the members of the Supervisory Board.

Committees of the Supervisory Board of the Bank:
  • Committee on Strategic Planning, Development and Corporate Governance;
  • Audit and Risk Management Committee;
  • Appointment and Remuneration Committee.

Committees of the Executive Board of the Bank:
  • Assets/liabilities and Financial Risk Management Committee;
  • Credit Committees of two levels;
  • Investment Committee;
  • Committee on Tariffs and Products;
  • Committee on Information Technology and Innovations.

All of the structural bodies of the management are aimed at minimizing and preventing risks, which are the integral parts of banking business.

Assets/Liabilities and Financial Risks Management system function as a main factor to maintain the sustainability of the Bank and the necessary level of the profitability of banking operations. The main objectives of the Committee are as follows:
  • To assist the Executive Board of the Bank to perform its regulatory and supervisory functions in the area of the control over improvement and consolidation of the analysis system and the financial risk management;
  • To determine the main areas of the financial development of the Bank by taking into account the maintenance of optimal liquidity, high profitability, minimization of financial losses and coordination the activities of the various units of the Bank in order to ensure effective liquidity management;
  • To select optimal and balanced assets and liabilities structure;
  • Balanced management of the flow of funds.

Two Credit Committees that function at the Bank are intended to maintain the decrease of the credit risk at the maximum level. The objectives of the committees are as follows:
  • To review, to approve and to ensure conformity of the policies and the procedures for the assets-related operations of the Bank;
  • To set the limits of the credit risk in order to manage the diversification and the level of the credit risk;
  • To establish control over the proper performance of all assets-related operation;
  • To analyze the credit portfolio, to ensure control over; its quality, the level of its profitability, diversification, the making of appropriate reserves; to develop measures and to take appropriate measures in order to mitigate risks.

Not the least of the roles is played by Investment Committee, which has been created because of the investment activities of the Bank. It performs the following functions:
  • To analyze and to assist in increasing the effectiveness of the subsidiaries’ activities;
  • To increase the volume of investment in order to increase the profitability;
  • To carry out appropriate analysis of the investment market.

In 2013 Committee on Tariffs and on Banking Products was created, whose main objectives are as follows:
  • To review and to endorse all the changes and amendments to the existing and to the project system of the tariffs and services, which are offered to the branches and to the units of the Bank;
  • To approve a pricing strategy for banking services and products;
  • To approve tariffs for banking services and products;
  • To ensure competitive capacity of the Bank’s services at the market of banking services;
  • To assist in increasing the profitability of the products;
  • To assist in increasing the levels of the satisfaction of the Bank’s customers.

In 2013 the function of the Committee on Information Technology and Innovations was activated and improved, whose main objectives are as follows:
  • To set priorities and main areas of the activities related to the decrease of the operational losses;
  • To set priorities and main areas of the activities related to the development of information technologies of the Bank;
  • To raise the level of information transparency and to increase the effectiveness of Corporate Governance procedures related to Information Technology;
  • To take decisions on introduction of innovations.

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