Definition of Key Personnel of the Governing body of a Credit Institution in Cameroon
- Executive Director: a director of the institution subject to these regulations who also holds a position on the executive body of said institution, one of its affiliated companies, or within the group to which that institution belongs;
- Non-Executive Director: a director of the institution subject to these regulations who does not hold a position on the executive body of said institution;
- Independent Director: a director of the institution subject to these regulations who has no other relationship of any kind with that institution, with the group to which it belongs, or with its management that could compromise the exercise of their independent judgment;
- General Meeting: meeting and decision-making and consultation body of the holders or owners of a portion or all of the capital, the social endowment, or the equivalent element of the social assets;
- Board of Directors: body responsible for overseeing, on behalf of the capital providers, the situation and management of the institution;
- General Management or Executive Body: all the persons who ensure the day-to-day management of the institution subject to the provisions of Article 18 of the Annex to the Convention of January 17, 1992.
The Board of Directors defines the credit institution's strategy, appoints the corporate officers responsible for managing the company within the framework of this strategy, and chooses the organizational structure, oversees management, and ensures the quality of information provided to shareholders and the markets, through the financial statements or during significant transactions.
Each director performs their duties with complete objectivity, independence, and competence in the best interests of the credit institution.
Each director must sign a charter specifying the terms of their relationship with the credit institution, particularly in terms of rights and obligations.
The term of office for directors is that stipulated in the general legal provisions governing commercial companies.
The General Management is required to provide directors with sufficient and high-quality information in a timely manner and in an appropriate format to enable them to properly perform their duties.
Directors receive, according to their specific needs, ongoing training to update the knowledge necessary to fulfil their roles on the Board of Directors and its specialized committees.
The Board of Directors meets regularly, at least three times a year.
The number of meetings of the Board of Directors and its specialized committees, as well as the individual participation of directors, must be clearly disclosed to shareholders in the annual report.