Implementation of the Banking Code by Amsterdam Trade Bank
The Dutch Banking Code, drawn up by the Dutch Association of Banks, has come into force on January 1, 2010. The Code focuses on making the best interest of the client a priority and on the principles of risk management, auditing and governance, and on compensation policies. The Banking Code applies to all banks that have a banking license. Deviations from the principles of the Banking Code are allowed provided that the reasons are explained. The introduction of the Banking Code is set out in the 2010 annual report of Amsterdam Trade Bank.
Amsterdam Trade Bank has been working on the implementation of the principles of the Banking Code since 2009. Many topics of the Code were already complied with. The Supervisory Board has been involved in the further development of the implementation of the Code.
Corporate Governance
In 2010, both the articles of association of the bank and the charters of the Board and the Supervisory Board have been adapted to the Banking Code and the provisions of the Corporate Governance Code. In addition, the charter of the Audit Committee has been revised. Finally, two additional committees, the Risk and Compliance Committee and the Remuneration and Nomination Committee have been set up, to further follow the principles of the Banking Code.
The Supervisory Board is composed in such a way that conditions are created for proper performance of duties by the board. These conditions are complementarity, collegiality, independence and diversity. The Board has broad experience in the financial sector and thorough knowledge of the social functions of the bank and of the interests of all parties involved.
Three members of the Supervisory Board are also attached to the Alfa Group, the ultimate shareholder of the bank. One member is the former Chairman of the Board of Directors of Amsterdam Trade Bank. The other two members are independent. It is the objective that at the end of 2011 three members share members of the Supervisory Board are independent from the (ultimate) shareholder, including the President.
The three members of the Management Board share many years of experience at the executive level in banking, and have a thorough knowledge of the social functions of the bank and of the interests of all parties involved.
Client Interest
Focusing on the best interest of the client has always been a priority for ATB. Implementing the Code Banken requirements we have reviewed all existing products and services and reemphasized the bank’s responsibility to client care.
The Management Board is fully aware that ‘client focus” is more than high quality and flexible service levels, and it is more than evaluation of client’s complaints received. Client focus is also the anticipatory consideration and assessment of client needs. Any new product or major change in an existing product or service is carefully evaluated prior to its launch in accordance with the bank’s New Product Approval Policy. Considering the client interest is paramount at all stages of the development of ATB products and services.
We value our customer’s feedback, also in the form of a complaint, as it helps our business to improve. We would like to be recommended by our existing customers in their network as a reputable, business-oriented and client-friendly organisation to further build our business sustainably.
ATB puts great importance on accurate, clear and not misleading marketing and client communication. Our website contains up-to-date information on products, interest rates and background information on the bank. Contact details of various specialists are available on the website to simplify client’s contact with the bank.
ATB has a dedicated budget for training its employees in delivering high quality, accurate and flexible services to ensure that the bank’s services meet the client’s expectations.
Risk
In the first quarter of 2011 the Supervisory Board has approved the risk appetite of the bank. Reporting on the actual risks is done through a risk appetite dashboard and is assessed by the Management Board on a quarterly basis. The Supervisory Board subsequently reviews the risk appetite. In 2010 the Supervisory Board has decided to set up a separate Risk and Compliance Committee. The risk policy and risk appetite dashboard are subject of periodic discussion in this committee. Following a meeting of the Risk and Compliance Committee the chairman of this committee reports on the considerations, recommendations and decisions to the Supervisory Board. Once a year the principles for risk-taking are jointly discussed by the Management Board and the Supervisory Board and possibly revised.
Moral and Ethical Statement
Every member of the Management Board has signed the following moral and ethical statement: "I declare that in my position as managing director of Amsterdam Trade Bank NV (" the Company ") I will proceed with integrity and care. I will carefully consider all the interests involved in the Company, namely those of clients, shareholders, employees and the society in which the Company operates. In that consideration I will put the best interest of the client first and I will keep the client informed as good as possible. I will observe the laws, regulations and codes of conduct applicable to me as managing director of the Company. I will keep confidential all matters that are entrusted to me. I will apply my banking knowledge in the best interest of the client. I will act in transparently and in a verifiable manner, and I know my responsibility to society. I will endeavor to preserve and promote confidence in the banking system. By doing so, I will uphold the profession of banking."
Permanent Learning
In June 2010, the members of the Supervisory Board and the members of the Management Board have participated in a full day permanent learning session facilitated by an external agency where relevant topics were discussed, such as Corporate Governance, Regulatory Reporting & Regulatory Framework, Risk Management and Financial Reporting. In May 2011, the members of the Supervisory Board and the Management Board have attended a presentation held by an external agency focusing on the desired profile of a supervisory board and the requirements as to the functioning of the board set by regulators and society.
This permanent learning program, through which the expertise of the members of the Management Board and the Supervisory Board is maintained and expanded, will continue in the autumn of 2011.
Remuneration policy
In February 2011, a new remuneration policy of the bank was drawn up and discussed by the Remuneration and Nomination Committee. The policy is consistent with both the Banking Code and the remuneration principles formulated by DNB and AFM, and was approved by the Supervisory Board on April 1, 2011.
The Remuneration and Nomination Committee is responsible for determining the (variable) remuneration of the Management Board and for determining the variable remuneration structure for the employees and the Management Board of the bank.
Audit
Amsterdam Trade Bank complies with all provisions of the Banking Code which deal with the subject of Audit. An independent internal audit department has been set up that reports directly to the Management Board and the Audit Committee. Both the head of the internal audit department and the external auditor of the bank attend the meetings of the Audit Committee.
At least annually consultations take place between De Nederlandsche Bank, the external auditor and the internal auditor on the audit plans and mutual risk analyses and audit findings.
Amsterdam, October 2011