The Code among other things defines the roles and responsibilities of the board, and also that of the management. In view of the need to ensure that insiders related activities are effectively controlled to guide against abuses, the code also sets acceptable procedures and guidelines for the conduct of insiders related activities. In order to underscore the board members political will to enforce strictly the code provisions, appropriate sanctions are provided for its violations.

2.0  BOARD OF DIRECTORS

3.0  MANAGEMENT

The Managing Director/ Chief Executive[MD/CE] is the head of the management team and he is responsible for the day to day operation of the bank. The appointment of the MD/CE shall be by the board for an initial period of two years commencing from the date of first appointment; and renewable for another two years subject to satisfactory measurable performance.

The MD/CE shall have primary responsibilities for recommending all credits presented to the board or its Credit Committee for consideration. Accordingly the disbursement and  performance of all credits recommended and approved by the board or its Credit Committee is also the primary responsibility of the MD/CE.

The MD/CE shall propose for consideration to the Board Annual Budget for the bank, not later than two months before the commencement of the accounting year to which the budget applies. After approval by the board, the MD/CE shall have responsibility for its implementation. In furtherance to this responsibility, the MD/CE shall be responsible for the efficient management of the bank’s resources with a view to ensure very competitive returns to all stakeholders. The MD/CE shall present at every board meeting the financial position of the bank, on monthly and cumulative basis, together with the comparative variance analyses which will show a true and reliable performance evaluation of the bank.

 The MD/CE shall have responsibility to ensure that all information on the bank provided to the board or any of its committees are accurate and reliable for the purposes intended in order to provide reliable basis for decision making.

 The performance of the MD/CE shall be periodically evaluated by the board based on among other things on the bank’s competitive superior performance; impressive return on investment; effectiveness of cost-reduction measures; quantum of non-performing loans; level of frauds and forgeries; provision for losses incurred; level of infractions of statutory regulations; and other evaluation factors to be determined from time to time by the board.

4.0  CONTROL OF INSIDER-RELATED ACTIVITIES

The IMFB is not averse to insiders, especially the directors obtaining or guaranteeing credit facilities or having interest in providing any remunerative services for the bank. However, the interests of the directors concerned must be fully disclosed as required by the CBN guidelines. Furthermore, such facilities must be granted without compromising the bank’s established rules and procedures. It is however paramount that any such facility granted must fully comply with the CBN lending limits. Furthermore all insider-related facilities must be consistently performing.

Regarding award of remunerative services contracts to  interested directors, the bank must ensure that the price is competitive. In this regard the board shall establish a uniform mark-up on the profit to be added to the realistic estimated cost of executing the project to guide the contract cost.