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52     Corporate Governance Statement                                                                                                                                                                                               53








                                                                                                                                                                                                                                          Contents
                                                                                                                                                                                                                                          Contents

            Audit Committee report                  The Committee ensures the financial                                               ∞ Whether the Bank has made appropriate     ∞ The Committee also reviewed and
                                                    statements give a fair, balanced and                                              accounting estimates and judgements     challenged the Bank’s effective interest
                                                    understandable assessment of the                                                  The Committee has assessed the          rate assumptions and model outputs                          Strategic Report
            Membership and operation of                                                                                               basis for, and appropriateness of,      considering the Bank’s approach
            the Committee                           Bank’s performance. To achieve this
                                                    the Committee reviews and challenges                                              estimates and judgements proposed       to early repayment charges as well
            The Audit Committee was chaired by Ian   the Bank’s annual financial information                                          by management in the financial          reviewing historic performance against
            Smith, the Bank’s Senior Independent    and in particular the significant financial                                       statements related to going concern,    future forecasts.
            NED until his retirement on 30 September   reporting estimates and judgements.                                            effective interest rate, IFRS 9, and
            2021. Thereafter it was chaired by Patrick   During 2021, the Committee has                                               intangible & tangible assets. After   The Audit Committee appraises the
            Newberry as the new Chair of Audit,     considered the following matters:                                                 challenge, the Committee supported    performance of the internal audit function
            appointed to the Bank on 24 September                                                                                     management’s proposals.               and their continued independence. The
            2021. The members of the Audit             ∞ The consistency and appropriateness                                                                                Committee has assessed internal audit
            Committee include Caroline Fawcett, Paul   of the Bank’s significant accounting                                           ∞ During 2021, the Committee reviewed   resources and is satisfied that these are
            ffolkes Davis (until 30 June 2021), Tim    policies. There have been no material                                          regular reports from management       appropriate to fulfil their responsibilities.                 Corporate Governance Statement
            Harvey-Samuel (from 1 July 2021), Richard   changes in 2021.                                                              assessing the adequacy of the allowance   The Committee reviews the Bank’s
            Perry, and Nick Treble. Nick Treble is also                                                                               for credit impairment losses. These   external audit strategy including the
            Chair of the Risk & Compliance Committee.     ∞ Viability and going concern                                               reports assessed the adequacy of      appointment of the external auditors and
            Committee meetings are attended by         assessments in uncertain                                                       historic provisions against subsequent   approval of the audit fees.
            members of the Executive committee         macroeconomic circumstances.                                                   recoveries, the planned recovery
            including the Chief Executive Officer, the   The Committee has considered                                                 strategies for individual bad debt    The Audit Committee also considered the
            Chief Financial Officer and the Chief Risk   management’s approach to, and the                                            cases, reviewed management’s          output of work undertaken to embed a
            Officer. The Bank’s outsourced internal    conclusions of, the assessment of                                              governance arrangements over the      Regulatory Reporting Framework within
            audit provider, Deloitte, and external     the Bank’s ability to remain a going                                           adequacy of provisions as well as the   the Bank that established a more mature
            auditor, KPMG, attend each meeting of      concern, taking into account the                                               governance over impairment models     framework for governance and oversight
            the Committee which typically includes     Bank’s capital and liquidity position.                                         and benchmarked the Bank’s metrics    of regulatory reporting undertaken by
            a private session with the NEDs without    The Committee considered and, after                                            against other banks.                  the Bank.
            the presence of Executives. The Company    taking the Bank’s strategy and external                                                                                                                                            Independent Auditor’s Report
            Secretary, or an appropriate delegate, acts   market developments into account,                                                                                 Audit Tender Process
            as the secretary to the Committee.         supported management’s conclusion                                                                                    During 2021, the Bank conducted an audit
                                                       that it remained appropriate to adopt                                                                                tender process for both its internal audit
            Audit Committee responsibilities and       the going concern basis in preparing                                                                                 resources and its external audit resources.
            activity in 2021                           the consolidated financial statements.                                                                               In 2022, KPMG LLP will have been
                                                       The Committee also considered
            The Audit Committee met four times         management’s approach to, and the                                                                                    appointed as external auditors for 10 years
            during 2021. The Committee’s principal     conclusions of, the assessment of the                                                                                and, as a Public Interest Entity, the Bank
            responsibility is to assist the Board in   Bank’s viability. After consideration,                                                                               is required to undertake a formal tender
            carrying out its responsibilities relating to   the Committee supported the                                                                                     process. The audit tender process was led
            accounting policies, financial governance   approach adopted by management                                                                                      by the Chief Financial Officer on behalf
            & control framework, and financial         as described on page 56.                                                                                             of the Audit Chair, and firms were invited                    Financial Statements
            reporting functions.                                                                                                                                            to tender, submit tender proposals, and
                                                                                                                                                                            present to an Audit sub-committee for
                                                       ∞ A review of the annual report
            The Committee reviews the effectiveness    to ensure it is fair, balanced and                                                                                   evaluation and recommendation to Audit
            of the Bank’s internal controls, approves   understandable. The Committee                                                                                       Committee and Board on the proposed
            the internal audit programme, and          considered management’s approach                                                                                     firms for appointment as auditors.
            examines internal and external audit       to, and governance arrangements
            reports. The Committee receives and        over, the preparation of this annual                                                                                 In conclusion to that process, the
            considers the recommendations of           report and recommended to the                                                                                        recommendation accepted by both the
            the internal and external audit function   Board that, taken as a whole, it was                                                                                 Audit Committee and Board is to appoint
            and ensures, via management, that          considered to be fair, balanced and                                                                                  PwC LLP as its external auditors for
            recommendations are implemented            understandable. The approach and                                                                                     the financial year ending 31 December
            where necessary. Annually, the Committee   results of the assessment are set out in                                                                             2022 and retain Deloitte LLP as its                           Notes to the Financial Statements
            receives a conclusion as to the governance,   the Directors’ report on page 56.                                                                                 internal auditors.
            risk, and control framework from the
            Bank’s internal auditors.
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