Supervisory Board

NameFunctionYear of birth
Pieter KORTEWEGChairperson1941
Christopher BRODY1st Deputy Chairperson1968
Egbert FLEISCHER2nd Deputy Chairperson1957
Frederick HADDADMember1948
Adam ROSMARINMember1963
Kim FENNEBRESQUEMember1950
Ingrid STREIBEL-ZARFLDelegated by the Works Council1959
Beatrix PRÖLLDelegated by the Works Council1958
Verena SPITZDelegated by the Works Council1970

The Supervisory Board has set up the following committees:

Audit and Compliance Committee

The most important functions of the Audit and Compliance Committee are the review of and preparations for the formal approval of the annual financial statements (consolidated financial statements) of BAWAG P.S.K., the proposal for the appropriation of profits, the Management Report and the Corporate Governance Report as well as the evaluation of the effectiveness of the Bank’s internal control system as well as the independence and work of the external auditor. In addition, the Audit and Compliance Committee recommends the appointment of the external auditor. The annual audit program and reports on the activities of Internal Audit and the Compliance Office are submitted to the Audit and Compliance Committee. The Head of Internal Audit and the Compliance Officer have direct access to the Chairperson and members of the Audit and Compliance Committee.

Risk and Credit Committee

The Risk and Credit Committee is responsible for the approval of limits and the approval of loans (as well as other forms of financing) to individual borrowers or to a group of associated customers pursuant to section 28b BWG in the case of exposures that equal 10% or more of the Bank’s eligible own funds. A report on approved large exposures is submitted to the Supervisory Board, at least once a year.

The Risk and Credit Committee approves affiliated parties transactions. The approval for certain transactions or types of transactions can be granted in advance for a period of one year. Transactions with members of the Managing Board or the Supervisory Board (and their relatives according to section 28 para 1 item 5 BWG) have to be approved individually and by explicitly stating the terms and conditions. Approvals in advance are not permitted for this group of persons. A report about each of these affiliated parties transactions must be made to the Risk and Credit Committee, at least once a year.

The Risk and Credit Committee is also responsible for approving material credit policies (e.g. new business segments), for advising the Managing Board on basic credit risk policy issues according to an arrangement made with the board and for advising the Supervisory Board on the current and future risk-bearing ability as well as the risk strategy of the Bank and monitoring the implementation of this risk strategy in connection with the control, monitoring and limitation of risks, own funds and liquidity. The Committee also regularly monitors the effectiveness and efficiency of the risk management system (including risk control, risk principles, risk reports, risk strategies and risk orientation) and compliance with the legal provisions and regulatory requirements. Furthermore, the Committee also reviews whether prices of offered services and products take fully into account the business model and the risk strategy as well as whether initiatives provided by the Bank’s remuneration system take into consideration risk, capital, liquidity and the likelihood and timing of earnings.

Nomination and Remuneration Committee

The Nomination and Remuneration Committee deals with Managing Board succession planning and the regular Fit & Proper evaluation of Managing Board members and Supervisory Board members regarding their knowledge, skills and experience. The Nomination and Remuneration Committee assesses the structure, size, composition and performance of the Managing Board and the Supervisory Board periodically but in any case if occasions imply the necessity for a new evaluation. Further tasks of this Committee are the monitoring of the recruiting process with regard to senior management and the approval of the assumption of executive functions by members of the Managing Board as a Supervisory Board member, member of the Managing Board, managing director or partner with personal liability in companies not belonging to the Group.

Furthermore, the Nomination and Remuneration Committee deals with the general principles of the Bank’s remuneration policy. It also monitors the remuneration policy, remuneration practices and remuneration-based incentive structures pursuant to section 39c BWG, except for those pertaining to Managing Board members.

Committee for Management Board Matters

The Committee for Management Board Matters deals with relationships between the Bank and the members of the Managing Board. For example, it decides about the provisions of employment and severance agreements with Managing Board members and about the remuneration paid to members of the Managing Board as well as performance targets. It also monitors the remuneration policy, remuneration practices and remuneration-based incentive structures pursuant to section 39c BWG pertaining to Managing Board members.

Related Parties Special Audit Committee

The Related Parties Special Audit Committee audits whether transactions of BAWAG P.S.K. and BAWAG P.S.K.'s subsidiaries with related parties pursuant to IAS 24 (“Related Parties”) are granted at arm's length on terms that are no more favorable than would be given to nonrelated parties. Any related parties transaction requires the approval by this Committee, which shall only be granted if it is determined that the related parties transaction is concluded on arm’s length terms that are no more favorable than would be given to non-related parties.

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