Corporate governance framework

Bank of Georgia Group PLC is committed to the highest standards of corporate governance and applies the principles and complies with the provisions of the Financial Reporting Council’s UK Corporate Governance Code (the “Code”).  The Company is FTSE 250 London main market listed.

Details regarding the Company’s compliance with the Code can be found in the Company’s Annual Report. The Code and associated guidance are published by the Financial Reporting Council and are available at https://www.frc.org.uk/.

Board responsibilities

The Board aims to promote Bank of Georgia Group PLC’s long-term success and deliver sustainable value to our shareholders. Led by the Chairman, the Board sets the Group’s purpose, core values and business principles, strategy and risk appetite, and oversees the execution of this strategy within a framework of strong and effective risk management and internal controls.

The board is composed of ten Directors, nine of whom are Independent Non-Executive Directors. In accordance with the UK Corporate Governance Code, the Board has defined the roles and responsibilities of the Chairman, the Chief Executive, the Senior Independent Non-Executive Director and the Non-Executive Directors. You can find a description of these in Roles and Responsibilities.

The Directors have approved a Schedule for Matters Reserved for the Board which you can find here.

Board committees

The Board has established four committees: Audit, Risk, Remuneration and Nomination. These committees support the Board to discharge its responsibilities. Each committee operates under its own terms of reference, which are subject to periodic review and can be found here. All Board committees are comprised of independent non-executive Directors and have an experienced Chair, who reports to the Board at each Board meeting.

You can find further details on the membership and responsibilities of each committee here.