Corporate Governance

The Board of Directors and management of The Bank of Nevis Limited are committed to the highest standards of corporate governance, and have adopted the Guidelines on Corporate Governance for Institutions licenced to conduct business under the Banking Act, issued by the Eastern Caribbean Central Bank in 2006.

The Board comprises 10 elected directors, 8 non-independent directors and 2 independent directors, who govern the affairs of the Bank. Directors are elected by the shareholders at the Bank’s Annual General Meeting, and retire by rotation in accordance with the Bank’s constituent documents. Directors may be appointed by the Board to fill a vacancy but such appointment must be ratified by the shareholders at the Annual General Meeting following such appointment by the Board.

All Directors are expected to act independently in the interest of the Bank.  Directors have to qualify as fit and proper persons by virtue of their education, skills, and expertise, character and experience, and to comply with all of the provisions of the Banking Act, 2015 (as amended).

The Board governs the affairs of the Group, establishes strategies, policies and financial objectives, and ensures that prudent and effective controls are in place.  The Board also ensures that management satisfies the legitimate interests of the Bank’s shareholders and other stakeholders.

The Board operates through the following committees:

This committee meets quarterly and at such other times as may be necessary.  It oversees the financial reporting process, internal controls, and compliance with legal and regulatory requirements. The committee reviews the performance of internal and external auditors, assesses risk management frameworks, and ensures the integrity of financial statements. It provides recommendations on the appointment or removal of external auditors and evaluates audit findings and management responses.

This committee meets monthly and at such other times as may be necessary. It oversees the Bank’s credit risk framework, ensuring policies align with risk appetite and regulatory requirements. It reviews and approves significant credit exposures, monitors portfolio performance, and evaluates risk mitigation strategies. The committee ensures compliance with lending limits and assesses the effectiveness of credit risk management practices.

The Technology and Innovation Committee meets quarterly and at such other times as may be necessary. The committee oversees technology and innovation strategies, including reviewing the Information Technology (IT) and business innovation budget, monitoring cybersecurity and data privacy risks, ensuring the resilience of IT systems, and identifying opportunities to leverage technology for improved customer experiences and operational efficiency. It also monitors key technology-related projects and partnerships.

This committee meets quarterly and at such other times as may be necessary. It oversees human resource strategies, executive compensation, governance practices, succession planning, and Board evaluations. It ensures alignment with strategic objectives, addresses conflicts of interest, and promotes diversity and independence.

This committee meets quarterly and at such other times as may be necessary.  The committee oversees the Bank’s investment strategy, ensuring alignment with the Bank’s risk appetite and financial objectives. It reviews and approves significant investment decisions, monitors portfolio performance, and evaluates market trends and opportunities. The committee ensures compliance with regulatory requirements and the Bank’s investment policies.

This committee meets quarterly and at such other times as may be necessary.  The Committee is responsible for monitoring and managing the capital, liquidity, balance sheet positions and trends and the market risks of the Bank’s investment portfolio. The Committee oversees key risk areas, including financial, credit, market, liquidity, operational, legal, reputational and Environmental, Social and Governance (ESG) risks.