Large Bank Supervision Forum eBook

Corporate Governance

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FDIC NPR Corporate Governance . . .

C. Duties of the Board: 1. Set an Appropriate Tone 2. Approve Strategic Plan

D. Committees of the Board 1. Audit Committee 2. Compensation Committee

− Mission statement / strategic objectives − Comprehensive assessment of risks − Update risk management program − Approve, update, and approve SP as necessary

3. Trust Committee 4. Risk Committee

3. Approve Policies 4. Establish a Code of Ethics − Conflicts of Interest

− Illegal or unethical behavior 5. Active oversight of management 6. Exercise Independent Judgement

− Beware of dominate management official 7. Select and Appoint Qualified Executive Officers 8. Provide ongoing training to Directors 9. Perform Self Assessments 10. Ensure appropriate Compensation and Performance Management Programs

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