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QUEENBANK Corporate Governance

     Queen City Development Bank is committed to high standards of corporate governance which is vital in attaining its goals and objectives. The bank believes that these principles and practices are indispensable to its primary goals in enhancing and maximizing growth of shareholder value and ensuring the trust and confidence of its depositors and investors.
     It adheres to the corporate governance policies specified in the approved Securities and Exchange Commission Code of Good Corporate Governance in the pursuit of best practices of transparency, disclosure, compliance to applicable laws and regulations, stewardship and accountability to owners, employees and depositors of the bank.

Board of Directors

     The Board of Directors sets the overall corporate objectives policies and plans that will guide the activities and operations of the bank. It oversees the management of the business and affairs of the bank to ensure effective operation, profitability, accountability, viability and development. It advocates and upholds the established standards of corporate governance.
     The Board is made up of nine directors, four of which are executive directors. Each member of the Board possesses business experience, expertise, competence, and reputation for honesty and integrity enabling him/her to make a profitable contribution to the management of the bank and the conduct of its business, and development.
     The members of the Board are accountable to the regulators and the banking public. The Board is made up of committees to carry out various areas of functions. The Board and its committees perform the following functions:
     - Approve major decisions, corporate and strategic plans and oversee their implementation;
     - Set performance objectives and monitor results;
     - Ensure proper financial reporting and financial transparency;
     - Approve the operating and capital budgets, and other major capital outlay;
     - Select, evaluate, and approve the compensation for senior officers and compensation policies of the bank;
     - Review the financial performance and condition of the bank;
     - Review control and audit procedures, and the quality of internal control procedures; and
     - Monitor compliance to ethical, legal and social conduct of the organization.

Executive Committee

     The Board may delegate some of its powers and authorities to this committee subject to certain statutory limits and restrictions as may be imposed by the Board. The Executive Committee acts for the board in supervising the management of the bank, implements bank strategies and policies, and monitors the business operations through performance measures. This committee is composed of four executive directors.

ALCO and Other Risks Committee
(ALCO - Asset and Liability Committee)

     The committee is composed of four executive directors together with the department heads and the Compliance Officer/Audit Head. The group meets regularly (every two weeks) to tackle the various inherent risks; namely: liquidity, market, interest rate, operational, foreign exchange risk, and credit risk. It also includes the management of the inherent risks named. The principal function of the committee is to assess funding requirements for loans and other commitments.

AMLA Committee
 
     The principal function of this committee is to oversee the bank’s compliance to the Anti-Money Laundering Act (AMLA). The group is tasked to formulate general policy guidelines and Implementing rules on AMLA for compliance by the respective branches and departments of the bank. The committee is chaired by the bank’s Compliance Officer; members are the BBG Head and the Branch Heads.

Audit Committee (Board)

     The responsibilities of this committee include financial reporting, conducting external and internal audit, monitoring and overseeing the system of Internal control and accounting and establishing compliance with regulatory requirements. The Audit Committee is composed of the Audit Head and Compliance Officer, the Board, one (1) of whom is an independent director and the President as the Chairman.

Human Resource Management and Nominations Committee

      This committee is responsible for setting human resource standards in the areas of recruitment, training and development, compensation and benefits planning and administration, performance appraisal and merit program, employee relation and corrective action, retirement and separation. The committee is composed of three directors/senior officers and the Human Resource and CAG (Central Accounting Group) Heads.