HC-1.6 HC-1.6 Directors' Access to Independent Advice
HC-1.6.1
The board must ensure by way of formal procedures that individual directors have access to independent legal or other professional advice at the
conventional bank licensee's expense whenever they judge this necessary to discharge their responsibilities as directors and this must be in accordance with theconventional bank licensee's policy approved by the board.October 2010HC-1.6.2
Individual directors must also have access to the
conventional bank licensee's corporate secretary, who must have responsibility for reporting to the board on board procedures. Both the appointment and removal of the corporate secretary must be a matter for the board as a whole, not for the CEO or any other officer.October 2010HC-1.6.3
Whenever a director has serious concerns which cannot be resolved concerning the running of the
conventional bank licensee or a proposed action, he should consider seeking independent advice and should ensure that the concerns are recorded in the board minutes and that any dissent from a board action is noted or delivered in writing.October 2010HC-1.6.4
Upon resignation, a
non-executive director should provide a written statement to the chairman, for circulation to the board, if he has any concerns such as those in Paragraph HC-1.6.3.October 2010
