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towards Board effectiveness with global best practice on the parity of Non-Executive
Directors to Executive Directors. In 2017, the Board had
Today’s boards are required to be more engaged, more more Non-Executive Directors than Executive Directors,
knowledgeable and more effective than in the past as they with four Non-Executive Directors being Independent as
contend with a host of new pressures, challenges and risks. against two required by the CBN Code. Non-Executive Di-
As stakeholders’ expectations from the Board continue rectors are appointed to the Board to bring independent,
to grow, the Board must set its strategic priorities often specialist knowledge and impartiality to strategy develop-
across diverse business segments and markets and mon- ment and execution monitoring.
itor the firm’s risk profile. The Board must demonstrate that
good corporate governance is not a box-ticking exercise Additional information on the composition of the Board in
by setting the right ethical tone from the top. The Board’s the 2017 financial year is provided on page 121.
approach towards ensuring its effectiveness is achieved
through composition, training and a rigorous evaluation
process. Training and Induction

The Board ensures the regular domestic and internation-
Board Composition–Guiding Principles al training and education of Board members to improve
their decision-making capacity, thereby contributing to
The Group’s Fit and Proper Person Policy is designed to en- the overall effectiveness of the Board. New directors are
sure that the Bank and its subsidiary entities are managed given a personalised induction programme which includes
and overseen by competent, capable and trustworthy in- one-on-one meetings with Executive Directors and Senior
dividuals. The Governance and Nomination Committee is Executives responsible for the Bank’s key business areas.
responsible for both Executive and Non-Executive Director Such sessions focus on the challenges, opportunities and
succession planning and recommends new appointments risks facing the business areas. The induction programme
to the Board. The Committee takes cognisance of the ex- covers an overview of the Strategic Business Units as well
isting range of skills, experience, background and diversity as Board processes and policies. A new director is provided
on the Board in the context of the strategic direction of the with an induction pack containing charters of the various
Bank before articulating the specifications for the candi- Board Committees, significant reports, important statutes
date sought. The Committee also considers the need for and policies, minutes of previous Board meetings and a cal-
appropriate demographic and gender balance in recom- endar of Board activities. Based on the recommendation
mending candidates for Board appointments. Candidates of the Governance and Nomination Committee, the Board
who meet the criteria set by the Committee are subjected approves the annual training plan and budget for directors
to enhanced due diligence enquiries. while the Company Secretary ensures the implementation
of the plan with regular reports to the Board.
We are comfortable that the Board is sufficiently diversi-
fied to optimise its performance and deliver sustainable During the period under review, the Directors attended the
value to stakeholders. The Board’s composition is aligned training programmes shown below.

S/N Name of Director Description of Training Training Provider/Location Date
1 Emmanuel Chiejina International Programme Financial Institutions Training May 8-12, 2017
for Directors of Banks and Centre /Dubai, UAE
other Financial Institutions
2 Paul Usoro Finance for Executives Insead / France April 25-May 5, 2017
3 Ojinika Olaghere Competing on Business Harvard Business School / June 18-23, 2017
Analytics and Big Data USA
4 Victor Etuokwu AVIRA (awareness, vision, Insead / France September 6 - 11,
imagination, role and 2017
action)
5 Titi Osuntoki AVIRA (awareness, vision, Insead / France September 6 - 11,
imagination, role and 2017
action)
6 Gregory Jobome The Next Level in Corpo- Central Bank of Nigeria in September 19-20,
rate Governance conjunction with -Financial 2017
Institutions Training Centre
Lagos

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Annual Report & Accounts 2017