Board of Directors
The Board of Directors determines the Bank’s general strategy and ensures that the Bank's organisation and activities are in correct and good order. The Board of Directors also manages the general supervision of the operations of the Bank and ensures that accounting and handling of Bank funds are properly supervised.
Main function and obligations of the Board of Directors
The Board of Directors bears the main responsibility for the operations of the Bank and is the supreme authority in the affairs of the Bank between shareholders’ meetings. The Board of Directors is responsible for the operations of the Bank with regard to, among other things, the approval, supervision and implementation of policy, risk policy, corporate governance and values. The Board of Directors also supervises the work of the CEO.
Size and composition of the Board of Directors of the Bank
The Board of Directors shall be composed in a manner that enables it to deal with the issues of the Bank in an efficient and integral manner. The members of the Board of Directors shall be qualified to perform their function during their term of office. They shall have full understanding of their role with regard to the organisational structure of the Bank and be capable of making objective and sensible evaluations of the operations being conducted in the Bank.
Cooperation and the establishment of objectives
The Board of Directors shall endeavour to hold regular discussions on how it intends to conduct its business, as well as its priorities, the communication and working procedures to be followed, and what the principal objectives of the Board of Directors should be.
Independence of the members of the Board of Directors
The majority of the members of the Board of Directors shall be independent of the Bank and its daily operations. At least two members of the Board of Directors shall also be independent of the Bank’s major shareholders.
Internal controls and risk management
The Board of Directors is responsible for establishing an efficient internal controls system. This means, among other things, that the organisation of internal controls needs to be formalised and documented and that its effectiveness needs to be regularly verified. The Board of Directors and CEO shall take into account the conclusions of the Internal Auditor and the external auditors of the Bank, the Compliance Officer and Risk Management, as well as those of any other divisions of the Bank that deal with internal controls.
Since Landsbankinn is the parent company of the Landsbankinn hf. Group, the Board of Directors is responsible for ensuring satisfactory corporate governance at group level and also for ensuring that the appropriate corporate governance is in place in light of the structure, operations and risks of the group and individual companies within it.
Rules of procedure of the Board of Directors
The Board of Directors adopts written Rules of Procedure, which provide details of the function and work of the Board. The Board of Directors also defines the appropriate corporate governance guidelines with regard to the work of the Board of Directors and ensures that its principles are applied and reviewed with a view to improving them.
Performance evaluation of the Board of Directors
The Board of Directors annually evaluates its work, size, composition, procedures and working methods, as well as the performance of the CEO and the development of the Bank with regard to any improvements that can be made.
Corporate ethics and social responsibility
Landsbankinn sets written rules for itself, its management and employees regarding the Bank’s ethics and corporate social responsibility.
Communication with shareholders
The Board of Directors’ communications with shareholders shall be straightforward, clear and coordinated.