A majority of the Directors serving on the Committee shall constitute a quorum. Risk Committee Charter. Principle 7 of the ASX Corporate Governance CouncilsCorporate Governance Principles and Recommendations1(ASX Principles) states: A listed entity should establish a sound risk management framework and periodically review the effectiveness of that framework. You have reached your limit for guest contents. Risk Committee Charter Purpose of Committee The purpose of the Risk Committee (the "Committee") of the Board of Directors (the "Board") of The Goldman Sachs Group, Inc. (the "Company") is to assist the Board in its oversight of the Company's overall risk-taking tolerance and management of financial and operational risks, Audit and Risk Committee Charter Listen Introduction Background The Committee's Charter has been developed and adopted in accordance with the Section 54 (7) of the Local Government Act (Vic) 2020 (the Act). 3.3 The chairman of the audit and risk committee will be nominated by the Board from time to time. We are Australia's independent and trusted organisation for directors and business leaders, dedicated to improving the quality of governance and directorship. 11 APPROVAL OF THE CHARTER The Risk Management Committee Charter is endorsed by the Chairperson of the Committee, Risk Committee Charter Risk Committee Charter Approved by the CDIC Board of Directors: March 6, 2019 Download the PDF version (247 KB) Purpose and Mandate A. endstream endobj startxref The Committee shall receive a copy of any recommendations from regulatory examination or third party assessment reports related to the duties and responsibilities of the Committee, as well as oversee managements responses and remediation efforts pertaining to such examination and reports. The Risk Committee ("Committee") of the Board of Directors ("Board") assists the Board and other Committees of the Board in fulfilling its responsibilities to set the types and levels of risk the company is willing to take, and support the independence and 9. The regulated subsidiaries retain their regulatory independence. 3. The CRO is responsible for the preparation, presentation, quality and integrity of Mandate . the board has established a risk committee (the "committee") of the board as described in this charter to assist the board in fulfilling its responsibilities for oversight of the company's risk management activities focusing on three critical aspects: (1) oversight of enterprise risk management systems and processes designed to identify and endstream endobj 22 0 obj <> endobj 23 0 obj <>/ProcSet[/PDF/Text]>>/Rotate 0/Type/Page>> endobj 24 0 obj <>stream 193 0 obj <>/Filter/FlateDecode/ID[]/Index[164 59]/Info 163 0 R/Length 131/Prev 146519/Root 165 0 R/Size 223/Type/XRef/W[1 3 1]>>stream %PDF-1.6 % Australian Institute of Company Directors, {{ (item.price * item.quantity) | currency }}, {{ (item.secondaryItem.price * item.secondaryItem.quantity) | currency }}, Effective Information Management for Boards, Periodic Comprehensive Review of the External Auditor Guide for Audit Committees, Whistleblower director duties and responsibilities, A directors guide to preventing and responding to sexual harassment at work. b) Secretary. The Committee shall review and may make recommendations to the Board regarding the staffing and budget for the compliance program. %%EOF This Charter is intended as a component of the flexible governance framework within which the Sample risk committee charter This Charter was approved by the Board on August 26, 2021, to be effective August 31, 2021 and shall govern the operation of the Committee hereafter. 100 0 obj <>stream The Committee is generally responsible for, among other things, overseeing the risk assessment and risk management of Cboe Global Markets and its subsidiaries (collectively, the Company), including risk related to the Companys compliance with laws, regulations, and its policies. Preamble. Receive reports from the Company's Chief Risk Officer and such other business and functional unit management as may be appropriate. A majority of the Directors serving on the Committee present at any Committee meeting at which a quorum is present may act on behalf of the Committee. The Chief Regulatory Officer(s), or other officers charged with regulatory oversight, of Cboe Global Markets significant regulated subsidiaries, and as the Committee otherwise deems appropriate or necessary, shall provide to the Committee with periodic reports that relate to potential risks arising from the regulatory programs of those subsidiaries and briefings regarding any significant regulatory program changes that require the approval of a subsidiary board or subsidiary board committee. PURPOSE The Risk Committee (the "Committee") of First Interstate BancSystem, Inc. (the "Company") assists the Company's Board of Directors (the "Board") in fulfilling its oversight responsibilities. Discover our courses and programs, designed by experts to help you further your career. 2022 Cboe Exchange, Inc. All rights reserved. Purpose The Risk Committee (the "Committee") is a committee joint appointed by the Boards of Directors (collectively and/or individually for the respective corporation, as the case may be, the "Board") EFFECTIVE DATE. the Committee meetings and shall set meeting agendas consistent with this charter. Monitor the qualifications, stature, and independence of the Chief Risk Officerwho The agenda for each Risk Committee meeting will provide time during which the Committee can meet separately in executive session with management, the Chief Risk Officer, the Compliance . The Risk Committee (the "Committee") is an independent committee of the Board of Directors that has, as its sole and exclusive function, responsibility for the oversight of the risk management policies and practices of the Corporation's global operations and oversight of the operation of the Corporation's global risk management framework. RISK COMMITTEE CHARTER . General 12. 1. The Risk Committee is a sub-committee of the Board of BOOM Logistics Limited. Risk Committee Charter Purpose The purpose of the Risk Committee (the "Committee") is to assist the Board in its oversight of management's responsibility to implement an effective enterprise risk management framework reasonably designed to identify, assess and manage the strategic, operational and reputational risks of the Corporation. The Committee shall meet when it deems necessary to fulfill its purpose and responsibilities, but shall meet at least four (4) times each year. The Committee shall also assist the Board in its oversight of the Companys overall risk. Purpose Risk Committee Charter 5 February 2022 DTCC Public (White) 4. The purpose of the Risk Committee (the "Committee") is to assist the Board of Directors (the "Board") of Clarivate Plc (the "Company") in fulfilling its oversight responsibilities with respect to the Company's risk management process. The Risk Committee of the Board of Directors (the "Committee") has the responsibilities and duties as outlined below: A. T6E\p Committee, as appropriate, to carry out its responsibilities under this Charter and to enable the Audit Committee to perform its responsibilities with respect to reviewing in a general manner and discussing the Company's policies regarding risk assessment and risk Calling of Meetings. The Risk Committee ("Committee") is a committee of the Board of Directors (the "Board") of Cboe Global Markets, Inc. ("Cboe Global Markets").The Committee is generally responsible for, among other things, overseeing the risk assessment and risk management of Cboe Global Markets and its subsidiaries (collectively, the "Company"), including risk related to the Company's . The Committee shall establish its own schedule and agenda, coordinated by its chairperson. 1. The ASX Principles suggest that the role of a risk committee is usually to review and make recommendations to the board in relation to: Where a company does not have a risk committee, then the audit committee may be tasked with exercising that function and thereby have the responsibilities of a risk committee. hbbd``b`:$ 0O$X@,7KDY:@bd`bdd100"'0 mh Risk committee charter Strengthen risk governance with a risk committee charter Deloitte's risk committee charter template is based on best practice in risk management and risk governance. This Risk Committee Charter (the "Charter") sets forth the purpose and membership requirements of the Risk Committee (the "Committee ") of the Board of Directors (the " Board") of Hilltop Holdings Inc. (the "Company") and establishes the authority and responsibilities delegated to it by the Board. 1. Effective: May 2022 Page 2 of 5 1. hbbd```b``V A$-) f;`rd4 j`]R&79-&+ D K)H(R "~Cd& U$Y00lv-&30=0 Annually approve each clearing agency framework filed with and approved by the SEC, each other policy, and each procedure presented to the Committee by the Group Chief Risk Office regarding the comprehensive management of credit, liquidity, operational, and other . This sample outlines responsibilities and duties for establishing a risk management oversight committee charter. B. Risk assessment and risk management are the responsibility of the Company's management. Credit Risk and Credit Risk Review functions to enable the Committee to oversee the Corporation's and its subsidiaries' credit quality and to assess the Corporation's/Banks' major credit risk exposure and the steps management has taken to monitor and control such exposures. 3.2 Each member should be capable of making a valuable contribution to the committee. 8V Fo,[p@-gg`7g d0##eL\: ( The Committee shall consist of a minimum of three (3) outside members of the Board , with the exact number to be fixed from time to time by the Board. endstream endobj 165 0 obj <. The Committee's responsibility is one of oversight and review. The ASX Principles suggest that the role of a risk committee is usually to review and make recommendations to the board in relation to: the adequacy of the entity's processes for managing risk; any incident involving fraud or other break down of the entity's internal controls; and 3.4 A quorum for any meeting will be two . The Committee shall meet regularly and in executive session, as needed, with the General Counsel. The Chair shall nominate an individual to serve as Secretary of the Governance Committee, with sufficient time dedicated to that role and an . and practical insights with our online and in-person events. the primary purpose of the committee is to review, assess and provide oversight of the company's risk management practices and to assist the board in its oversight of the effectiveness of the company's policies and processes to identify, manage and plan for its clearing house, compliance, financial, operational, reputational, and strategic and This Charter sets out the composition, roles and responsibilities of the Audit & Risk Committee (the Committee) with respect to Iress Limited and its subsidiaries (the Company). 38 0 obj <>stream Last Revised Date: May 26, 2022 Committee may call executive sessions from which members of management and invited guests of the Committee may be excluded. The Committee shall meet regularly and in executive session, as needed, with the Chief Regulatory Officer(s), or other officers charged with regulatory oversight, of Cboe Global Markets significant regulated subsidiaries, and as the Committee otherwise deems appropriate or necessary. The Committee shall also receive and review periodic reports from the Chief Compliance Officer, which include developments and issues involving compliance of the Company with its obligations as a self-regulatory organization. Purpose . 164 0 obj <> endobj CHARTER . Risk Committee Charter Page| 5. management has taken to monitor, control, report on, and, as necessary, disclose such exposures. Risk Committee Charter (as amended October 25, 2018) Purpose The Committee is appointed by the Board of Directors to assist the Board in its oversight of (i) the Company's global enterprise risk management framework,(ii) the Company's capital, liquidity and funding planning and strategy, (iii) the Company's risk appetite statement, including risk tolerance levels and limits (" Risk . The Committee shall review and may make recommendations to the Board regarding the staffing and budget for the enterprise risk management program. 1. V#02. The purpose of this document is to set out the role, duties and responsibilities of the Audit and Risk Committee ("the Committee") and its relationship to the Internal and External Audit functions and the Board of Sabvest Capital Limited ("the Board . 79 0 obj <> endobj 4.1.6 The Committee, together with the Audit Committee, will recommend delegation of risk Connect with inspiring speakers, the latest ideas endstream endobj 25 0 obj <>stream Drive greater performance on your board with this curated library of tools and information. The Committee shall perform other activities consistent with this Charter, Cboe Global Markets Charter and Bylaws, governing law, the rules and regulations of any regulated subsidiary and any other legal or regulatory requirements applicable to the Company, as the Committee deems necessary or appropriate. The Committee shall receive and review quarterly reports from the Companys Chief Information Security Officer that include a description of the overall status of the information security program and material matters related to the program, including the information security budget and requests regarding the same, and any public disclosures regarding cyber-risks. The Committee shall receive and review periodic reports from the subsidiary boards or subsidiary board committees charged with regulatory oversight of Cboe Global Markets regulated U.S. exchange subsidiaries. 2.6 . 21. IX. RISK COMMITTEE CHARTER THE CHARLES SCHWAB CORPORATION . Role 2.1 The ommittee's role is to: The Risk Oversight Committee shall consist of at least three (3) members from the Board of Trustees majority of whom shall be independent trustees, including the Chairperson, to be nominated and appointed every three (3) years, or may be reorganized as deemed necessary by the Board of Trustees. %%EOF ({{ items.length }}) products in your cart. Committee meeting at which a quorum of the Committee is present in person or by means of such telephonic, electronic or . %PDF-1.6 % "Finance" means the Company's capital and liquidity management. Operating Principles and Procedures B. %PDF-1.5 % Consistent with the Delegation of Authority approved by the Board, approve such other transactions as required, including capital expenditures. CHARTER . endstream endobj startxref The Committee shall meet regularly and in executive session, as needed, with the Chief Compliance Officer to review the framework and effectiveness of the compliance program. 21 0 obj <> endobj The Committee shall report to the Board as it deems appropriate, and as the Board may request. u4 )420i>~ h=%20C,``H3Q d` 3_;(_ 0 The primary objective of the Risk Committee is to assist the Directors of BOOM Logistics Limited ( the Company) to . Review and approve the management-level risk committee charter, if applicable Perform any other activities consistent with this charter, the company's bylaws, and governing laws that the board or risk committee determines are necessary or appropriate Submit the charter to the full board for approval Queries: Enterprise Risk Management Function The Company's chief risk officer is accountable to the Committee and shall make periodic reports to the Committee, including discussion of all significant reports to management prepared by risk management personnel. Risk Oversight: The Committee shall assist the Board in its oversight, on an enterprise- Risk Committee Charter 3 October 2020 4.1.5 The Committee will review the procedures developed and implemented to measure the Corporation's risk exposures at least once a year to satisfy itself that they remain appropriate and prudent. This charter sets out the Committee's role and responsibilities, composition, structure and membership requirements. COMMITTEE CHARTER The Risk and Compliance Committee (Committee) has been established by resolution of the Boards of Goodman Limited (GL), Goodman Funds Management Limited (GFML) as the responsible entity for Goodman Industrial Trust (GIT), and Goodman Logistics (HK) Limited The Chair and Committee members shall serve at the discretion of the Board. the entitys insurance program, having regard to the entitys business and the insurable risks associated with its business. The CRO and the Chief Compliance Officer will be provided with unfettered access to the Committee. 6. In adopting this Charter, the Board acknowledges that the independent Committee members are not employees of the Corporation and are not providing any expert or special assurance as to the Corporation's financial statements, the auditing standards applied to such financial statements or the risk management functions of the Corporation. acting Chair) of the Committee shall act as secretary of meetings of the Committee. The Committee shall meet with the Board's Audit Committee as often as it determines is appropriate to carry out its responsibilities under this Charter. The Chief Risk Officer shall ensure the Committee is apprised of any significant recommendations from audit (internal or external) reports related to the duties and responsibilities of the Committee, and report managements responses and remediation efforts pertaining to such recommendations as appropriate. 0 If you would like to speak to someone about who we are and what we do, please contact us. The Committee shall maintain written minutes of its meetings. 24. The risk management oversight committee must monitor the organization's risk environment and provide direction for the activities to mitigate, to an acceptable level, the risks that may adversely affect the company's ability to achieve its goals. RISK COMMITTEE CHARTER (As of February 3, 2021) I. the purpose of the risk committee (the " committee ") is to assist the board of directors (the " board ") of proofpoint, inc. (the " company ") in fulfilling its oversight responsibilities with respect to management's identification and evaluation of the company's cybersecurity and other principal operational and business risks, as well as the PURPOSE AND POLICY The Cyber Risk Committee's primary purpose shall be to act on behalf of Cabinet in fulfilling its oversight responsibility with respect to the university's information technology use and protection, including but not limited to data governance, privacy, compliance, and cybersecurity. It strengthens oversight of risk by the board committee. Risk Committee Charter Page 3 11. The chairperson of the Committee, or his or her designee, shall provide each Director serving on the Committee with prior notice of any such meeting in accordance with the procedures for giving notice of special meetings of the Board as set forth in Cboe Global Markets Bylaws. reviewing and making recommendations on the adequacy of Flight Centre's corporate reporting processes; reviewing Flight Centre's financial statements and making recommendations as to whether they reflect the understanding of the Committee members of, and otherwise provide a true and fair . RISK COMMITTEE CHARTER Purpose The purpose of the Risk Committee (the "Committee") of the Board of Directors ("Board") of Virtu Financial Inc. (the "Company") shall be to assist the Board in its oversight of the Company's risk management activities, with particular focus on overseeing areas of risk that are Risk Committee Charter . Risk Committee Charter Purpose The Risk Committee has been appointed by the Board of Directors to assist the Board in the performance of its oversight responsibilities relating to risk management by (i) ensuring that management has an appropriate system to manage risks, i.e., to identify, assess, mitigate, monitor and communicate about PURPOSE . The Committee shall consist of at least three (3) Directors. authority, objectives and responsibilities. An effective charter has the . Among other things, the Committee shall review and discuss with management the Companys guidelines and policies regarding financial and enterprise risk management and risk appetite including major risk exposures, including risks underlying the Companys business and strategy, such as cyber security, information technology, data privacy, business continuity, and legal and regulatory risks, and regularly discuss managements plans related to these areas and the steps management has taken to monitor and control such exposures. Charter review. Board Committees & Charters Committees of the Board of Directors The Board has established various committees to assist in discharging its duties, including: Audit, Compensation, Corporate Governance and Business Ethics, Executive, Finance, Investment and Risk. The content you are trying to access is exclusive for AICD members. If a Director serving on the Committee ceases to be a Director, such individual shall thereupon cease to serve on the Committee. \6X`}Ku',PFM[UAC=1O*.{H19 $Cx*}N0)L HT]O1|_^}wGA@CU@I The Committee may form subcommittees to be composed of one or more members of the Committee. Purpose of the audit and risk committee charter. The Risk Committee (Committee) is a committee of the Board of Directors (theBoard) of Cboe Global Markets, Inc. (Cboe Global Markets). Purpose of Charter The Audit & Risk Committee (Committee) is a committee of the Board of the Company with the specific powers delegated under this charter. %%EOF 2. Read about the latest news and views on the issues that matter to directors. Committee's Role and Responsibilities - Audit. the purpose of the cyber risk committee (the "committee") of the board of directors (the "board") of rambus inc. (the "company") shall be to assist the board in fulfilling its oversight responsibilities with respect to the company's information technology use and data security, including, but not limited to, enterprise cybersecurity, privacy, The Committee may meet simultaneously with the Risk Committee of the Board of Directors of the Bank. Perform such other oversight functions that from time to time may be assigned to the Risk Purpose, Powers, Duties and Responsibilities of the Committee The Committee is hereby charged by the Board with the authority and responsibilities set forth below. The Committee shall review and approve changes to the Compliance Department Charter. Risk & Compliance Committee Charter 3 | Commonwealth Bank of Australia Effective: 10 August 2022 23. $} -"d?vwfvlguf Review and approve, at least annually, the Enterprise Risk Management (ERM) Committee Charter, the ERM Policy, and the Model Risk Management Policy; i . It is subsequently updated to adapt the Committee tenure & membership provision. The Risk Committee Charter will be reviewed annually. The Committee shall periodically review the Companys enterprise risk management program. The Risk and Compliance Committee assists the . 2. 0 Audit and risk committee charter. Please become a member for unlimited access. The Committee shall meet regularly and in executive session, as needed, with the Companys Chief Information Security Officer. Individual Committee members also may be excluded from executive sessions or portions thereof at which the discussion involves a matter as The ERM Policy shall include an ERM framework that is supported by three lines of defense. 95 0 obj <>/Filter/FlateDecode/ID[<8CED425498C08940BA49CA4C88A535A7><6870101F45774544B76A0FB3F880730A>]/Index[79 22]/Info 78 0 R/Length 78/Prev 124601/Root 80 0 R/Size 101/Type/XRef/W[1 2 1]>>stream The Committee may delegate authority to a subcommittee to the extent the delegation is consistent with governing law, rules and regulations of any applicable exchange, Cboe Global Markets Charter and Bylaws and other requirements applicable to the Company. The Committee shall perform a review and evaluation, at least annually, of its performance, risk-oversight needs and its members, including reviewing the compliance of the Committee with this Charter. Risk Management Committee Charter Stifel is a diversified global wealth management and investment banking company focused on building relationships that help individuals, families, and organizations pursue their financial goals. 3.1 The audit and risk committee will comprise a minimum of two members, including a non-executive director as chairman. The Committee shall review and approve changes to the Information Security Program Charter. Introduction 1.1 The Risk Committee (Committee) is a committee of the Board of Webjet Limited (Company). COMPOSITION Each Committee . 1.1. The Committee shall review regulatory reports and recommendations of regulators, as applicable to the mandate of the Committee, including managements remediation plans and progress against such plans. 22. the committee is appointed by the board of directors to assist the board in its oversight of (i) the company's global enterprise risk management framework, including the company's risk appetite statement, risk tolerance levels and limits ("risk appetite statement"), (ii) the company's capital, liquidity and funding planning and strategy, (iii) Objective. Group Reputation Risk Committee Charter Citi Internal Page 4 of 6 preside at all meetings of the Governance Committee at which he or she is present. Risk Committee Charter. The focus of the Committee and any feedback provided by the Committee to regulated subsidiaries regarding their regulatory programs relates to the sufficiency of regulatory infrastructure, including staffing and resources, and that any regulatory issues are being addressed by the regulated subsidiary (and not on how the regulated subsidiary is to address any specific issues). 13. endstream endobj startxref To that end, the Committee shall, as appropriate, review, discuss, approve and make recommendations to the Board regarding (i) the Companys enterprise risk management program, including but not limited to compliance, processes, policies, and guidelines for identifying, assessing and managing key risks; and (ii) the Companys significant risk and compliance exposures and the steps and mitigating activities used by the Company to monitor and control such risks. 1. T!$GSQKi$/B@:[3^R.>R@Zwf#V#G=>CCRYn-$j;gIG!g~x[veT7v9^ '{1UUz@&"E kvBq ";a)kyV,pf-f:b Z7QRj#B4+ )*tURN E. hb```"54a`B D3 b@ZmJM>+ iF 0 p A meetin g of the Committee may be called by the Chair of the Committee, by the Chair of the Board, by the Head of the Risk Function, by such other Director(s) as may from time to time be authorized by the Chair of the NCR Corporation Risk Committee Charter Page 5 Other Responsibilities . The risk committee assists the board in the oversight of the companys risk management policies and processes. The purpose of the Board of Directors' Risk Committee is to assist the Board in its oversight of management's responsibility to implement an effective global risk management framework reasonably designed to identify, assess and manage the Firm's strategic, credit and investment, market, and operational risks. Committee Membership . The Committee shall make regular reports to the Board regarding its deliberations and actions and to make recommendations to the Board. Board Risk Committee Charter April 21, 2022 5 SVB Confidential conduct of business arising from negative public opinion, adverse business decisions, ineffective or inappropriate business plans, or failure to respond to changes in the competitive environment and/or other inherent risks of the business. Risk Committee Charter. The chairperson of the Committee or any Director serving on the Committee may call special meetings of the Committee. hb```N cbX400D$ Yo\g a This Board Risk Charter will be reviewed not less than once a year and may be amended from time to time to reflect changes to the Bank's strategy or lines of business and to ensure the Charter effectively The Committee shall review and recommend to the Board for approval significant changes to the Enterprise Risk Management (ERM) Policy. The Directors serving on the Committee (including the chairperson thereof) shall be appointed by the Board on the recommendation of the Nominating and Governance Committee of the Board. eq^r S9$_*tF>6T-:3oC6eWw{ ]mAn+5X?rc) Limitation of Committee's Role While the Audit and Risk Committee has the responsibilities and powers set forth in this Charter, it is not the duty of the Audit and Risk Committee to plan or conduct audits or to determine that the Company's internal control over financial reporting is effective or that its financial statements and The Committee will meet periodically with the internal auditors and . Risk Committee Charter (October 25, 2018) 3 members of the Committee to serve for a term of one year each, or in the case of vacancies, such other time period determined by the Board. Except as otherwise provided by applicable law, the failure to comply with the requirements of this Charter or any applicable exchange rule or other regulation shall not by itself invalidate any corporate action taken by the Committee. RISK COMMITTEE OF THE BOARD OF DIRECTORS OF .
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