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78    •  Republic Financial Holdings Limited 2025 Annual Report  • SUSTAINABILITY



            Corporate Governance Practices







            dedication to extract significant value in the long-term for the   In performing its duties, the Audit Committee maintains
            benefit of all its stakeholders. The Board’s focus has been to   effective working relationships with the Board of Directors,
            maintain the growth, strength, and success of the organisation   Executive Management, the Chief Internal Auditor, the Central
            with its Declaration of Purpose always guiding at the fore – We   Bank of Trinidad and Tobago and the External Auditors.
            Value People, We Serve with Heart; We are deeply Committed
            to Your Success. We Care.                            This  Committee  meets  quarterly  at  a minimum  and  five  (5)
                                                                 meetings were held this fiscal, for which the attendance of
                                                                 Committee members is detailed below. The Committee
            Focus Areas for the Year Ahead                       comprises a majority of Independent Directors and is chaired
            During the fiscal year 2024-2025, the Board of Republic   by an independent Director who is a financial expert as
            Financial Holdings Limited remained focused and committed   defined in applicable law and regulation:-
            to its strategic goals. Efforts were targeted at keeping apace
            with evolving digital technologies, whilst also balancing and   Directors                Attendance
            effectively managing the risks associated with cybersecurity.
            The projected work of the Board will continue to prioritise   Colin A. Soo Ping Chow, Chairman    5
            the progressive needs of its customers while insulating the   Dawn V. Callender                   5
            organisation from emergent threats and risks.        Shameer R. Mohammed                          3
                                                                 Michael A. Noel                              5
            Enriching Our Stakeholder Relationships              In discharging its mandate and oversight responsibilities, the
            Arising naturally from its Declaration of Purpose, Republic   Audit  Committee  receives  financial  reports,  internal  audit
            Financial Holdings Limited continues to place the highest   reports,  external  auditor  reports and  statistics  related to
            value on its stakeholder relationships. The Group has promoted   whistle-blower reports. These reports are thoroughly reviewed
            the safety and interests of these groups as its top priority, and   by the Committee with follow up action where appropriate.
            has  been actively soliciting  feedback  and communication
            via formal and informal channels throughout the Group
            on its stakeholders’ evolving needs and concerns, to which   Enterprise Risk Committee
            the Board has been receptive and responsive. The Board of   This Committee is responsible for providing oversight and
            Republic Financial Holdings Limited understands the role it   advice to the Board on risk management in relation to all
            plays to a diverse set of stakeholders who are impacted by its   material, current and potential risk exposures of the Group
            operations from varying perspectives, and acknowledges the   and future risk strategies, including recommendations for the
            invaluable insights gained via its stakeholder engagements.  current and future risk appetites of Republic Financial Holdings
                                                                 Limited  and  its  subsidiaries  and  affiliates.  The  Enterprise
                                                                 Risk Committee has delegated authority from the Board
            Audit Committee                                      of Directors to oversee the risk management function that
            The Audit Committee is a committee of the Board of Republic   proactively detects, assesses, and manages all relevant risks.
            Financial Holdings Limited whose purpose is to provide   This subcommittee considers and recommends for approval,
            oversight and ensure the monitoring and strengthening   by the Board, the Group’s enterprise risk management policy,
            of the control environment. The Audit Committee      risk appetite statement, tolerance, limits, and mandates
            continuously assesses RFHL’s compliance with policies,   considering the Group’s capital adequacy and the external
            laws, regulations, and guidelines in order to ensure superior   risk environment.  It has oversight of strategic or material
            corporate governance practices are institutionalised. The   transactions including acquisitions and disposals, focusing
            Audit Committee extends oversight to financial reporting,   on risk and implications for the risk appetite and tolerance
            systems  of  internal  control,  regulatory  filings,  risk  oversight,   of the Group. Five (5) meetings were held this fiscal, and the
            the independent auditor, ethics and compliance, internal   attendance of Committee members is detailed below.
            audit and external communications and reviews, and makes
            appropriate decisions and/or recommendations concerning
            the performance of these areas.
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