No.l2 2015 the nature, complexity and risks inherent in the activities and business of the banking institution or controlling company concemed. (2) The procedures of corporate governance referred to in subsection (1) shall be directed towards achieving the strategic and business objectives of the banking institution or controlling company concerned efficiently, effectively, ethically and equitably, within acceptable risk parameters, so as to ensure(a) commitment by the principal officers of the banking institution or controlling company to adhere to corporate behaviour that is universally recognised and accepted as conect and proper; and (b) accountability on the pmt of the board and principal officers of the banking institution or controlling company towards shareholders; and (c) a balance between the interests of shareholders and other persons who may be affected by the conduct of the board and principal officers of the banking institution or controlling company; and (d) the establishment and maintenance of mechanisms and procedures to minimise or avoid potential conflicts of interests between the business interests of the banking institution or controlling company and the personal interests of its directors and principal officers; and (e) responsible conduct by the directors and principal officers of the banking institution or controlling company; and (f) (g) (h) (i) the achievement of the maximum level of efficiency and profitability of the banking institution or controlling company within an acceptable risk profile; and the timely, accurate and meaningful disclosure of matters that are material to the business of the banking institution or controlling company or the interests of its shareholders and other interested persons; and retention by the board of control over the strategic and business direction of the banking institution or controlling company, whilst enabling its principal officers to manage its business and activities; and compliance with this Act and any other enactments relating to banking institutions or controlling companies. 288 Compliance function ( 1) The board of every banking institution shall establish, as part of a risk management frame\vork, an independent compliance function, headed by a compliance officer, to(a) identify, assess, monitor and advise the board on compliance risk; and (b) advise the board on ways to comply with all applicable laws, codes of conduct and standards of good practice, and assist the board in complying with them. (2) The compliance officer of a banking institution shall perfom1 his or her functions subject to such requirements and conditions as may be prescribed. 231

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