PD-1.3.8

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Past version: Effective from 01 Apr 2008 to 30 Sep 2010
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The following information relating to corporate governance should be disclosed:

a) Information about the Board structure (e.g. the size of the Board, Board committees, and membership), and the basic organisational structure (lines of business structure and legal entity structure);

b) Information about the profession, business title, and experience in years of each Board member and the qualifications and experience in years of managers, as well as the Chairman, the Chief Executive and the General Manager (see Section PD-1.1 for definitions);

c) Descriptive information on the managerial structure, including:

i. Committees (see Section HC-1.3 for detailed disclosure requirements relating to various types of committees);

ii. Segregation of duties;

iii. Reporting lines, and

iv. Responsibilities.

d) Descriptive information on the incentive structure for the Chief Executive, the General Manager, Managers and the board (remuneration policies, executive compensation, stock options, etc.);

e) Nature and extent of transactions with related parties (as defined by IFRS — see also PD-1.3.23(d));

f) Information about any changes in the structures (as mentioned in Paragraphs PD-1.3.8(a) to PD-1.3.8(c) above) from prior periods;

g) The communications strategy approved by the Board (including the use of the bank's website) which should undertake to perform at least the following:

i. The disclosure of all relevant information to stakeholders on a timely basis in a timely manner; and

ii. The provision of at least the last three years of financial data on the bank's website.

h) Banks are encouraged to maintain a website. If a bank does not have a website, it must state in the Annual Report how it will make all relevant information available to shareholders and other stakeholders on a timely basis.

April 2008