Page 79 - RFHL ANNUAL REPORT 2025 ONLINE_NEW

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the new Director holds, which enhances the Director life cycle Director Tenure
and aids in providing further training or other opportunities Non-Executive Directors retire from the Board after serving
for the Director. Board mentors have also been introduced for for a maximum of 15 years or on becoming 70 years of
new members. This is managed by the office of the Corporate age, whichever first occurs. However, the Board may in its
Secretary. discretion consider the exigencies of a particular situation.
Executive Directors retire in accordance with the Bank’s usual
retirement policy.
Directors’ Remuneration
Non-Executive Directors, including the Chairman, do not Republic Financial Holdings Limited scheduled Fourteen (14)
participate in performance-based incentive plans; they are meetings within the period October 2024 to September 2025,
remunerated by money payment only in keeping with the best and the attendance record of each Director is detailed in the
governance standards for board remuneration. Committee table below:-
chairmen and members are paid an additional fee for each
Committee on which they serve. Executive Directors are not Directors Board 11 Meetings
paid fees in respect of their Board or Committee membership. Special Board 3 Meetings
Fees are quoted in the financial report on page 170.
Attendance Eligible to Attend

Independent Advice Nigel M. Baptiste 14 14
The Board has access to the best possible banking, Ian L. Benjamin 14 14
management, and financial advice during its deliberations Dawn V. Callender 14 14
and in that regard, the Board has access to the advice of the Shameer R. Mohammed 10 14
Group General Counsel/Corporate Secretary, as well as External Jason K. Mootoo 13 14
Counsel. In addition, the Board of Directors may appoint or Michael A. Noel 12 14
retain any other professional advisors it considers appropriate. Vincent A. Pereira 14 14
Board members may, as they require, have meetings with Robert B. Riley 14 14
the heads of Audit, Legal and Compliance and the External Colin A. Soo Ping Chow 13 14
Auditor, and in the absence of management. Waltnel X. Sosa 14 14
Kristine G. Thompson 13 14
Robert R. Wickham 10 13
Delegated Authority (w.e.f. 19.11.2024)
The Board is the principal decision-making forum for decisions
that impact the Group. The Board of Directors has delegated
the responsibility for the operational and day to day activities Focus Areas of the Board for Fiscal Year
in relation to the Group’s business to the Group President and 2024-2025
Chief Executive Officer of Republic Financial Holdings Limited. The Board’s focus for the fiscal year 2024-2025 is embodied
Explicit authorities and responsibilities of the Group President within its Mission and Vision Statements, as it continues to lead
and Chief Executive Officer are documented and approved by the organisation with a view and purpose of value creation
the Board of Directors. Further, formal structures of delegated and sustainability for its stakeholders. In setting the right tone
authority exist for all the operating subsidiary Boards and their at the top, the Board of Republic Financial Holdings Limited
Managing Directors. Matters not specifically delegated are continues to exemplify enduring commitment to its core
reserved to the Board. values and operating in its relevant markets as a responsible
corporate citizen.
The Board of Directors has also delegated authority to the
following Board Committees: Republic Financial Holdings Limited values the interests of its
• Audit Committee staff, customers, employees, and all stakeholders at the center
• Enterprise Risk Committee of all that it does, and the Board’s strategic focus in 2024-2025
• Governance and Nomination Committee on robust risk management oversight evidences just that; a