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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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