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Corporate Governance

Guaranty Trust Bank plc has over the years, acquired an enviable reputation built on a solid foundation of integrity, professionalism, value adding service delivery and excellent corporate governance. As a publicly quoted company with a highly diversified ownership structure, the Bank is committed to improving shareholder value through transparent best business practices.

In addition to the principles of the “Code of Corporate Governance for Banks in Nigeria Post Consolidation” issued by the Central Bank of Nigeria (CBN), and the Securities and Exchange Commission’s “Code of Best Practices”, the Bank benchmarks itself against international best practices. The Code of Corporate Governance of Guaranty Trust Bank plc (revised in January, 2011), provides the basis for promoting the highest standards of corporate governance in the Bank.

The Bank is governed by a framework that facilitates checks and balances and ensures that appropriate controls are put in place. The Corporate Governance rubrics of the Bank are designed to ensure accountability of the Board and Management to stakeholders.

The business of the Bank is driven by the Board of Directors which exercises its oversight function through its various Committees, namely; the Board Risk Management Committee, Board Credit Committee and the Audit Committee of the Bank.

Through these Committees, interactive dialogue is employed to set broad policy guidelines, and to ensure the proper management and direction of the Bank on a regular basis. In addition to the Board Committees, there are three Management Committees; Assets and Liability Committee, Management Credit Committee and Criticised Assets Committee to ensure effective and good Corporate Governance at the Management level. These are the Committees which form the bedrock for the long-term professional management of the business of the Bank.


The Board Risk and Compliance Committee is responsible for recommending policies to the Board on the Bank’s risk profile and limits, and for assessing the adequacy of the Bank’s risk management framework. Its responsibilities include all risks, with the exception of credit risk, and all regulatory compliance issues. The Committee receives reports respectively from the bank’s Heads of Compliance/MLRO and Risk Management in the undertaking of its functions.

The Board Credit Committee is responsible for all credit related risks at the Bank and approves and reviews the Bank’s Credit Policy Guidelines. The Committee reviews all advances granted by the Bank and approves specific loans within the authority delegated to it by the Board but above the authorities it has delegated to the Management Credit Committee. It is responsible for ensuring the maintenance of strong internal credit risk controls and management of credit concentration risk. The Board Credit Committee’s delegated authorities are set by way of the Bank’s Credit Risk Policy which is approved by the Board.

The Audit Committee comprises three Non-Executive Directors and is responsible for ensuring the Bank adheres to all policies and procedures set by the Board. Its more detailed responsibilities involve the review of the Internal Audit scope and annual programme, the review of the external audit scope, and the analysis of audit reports and proposals to amend operating procedures. The Committee also receives reports from the bank’s Head of Internal Control and Audit.