Introduction
Lombard Bank Malta p.l.c. is licensed as a credit institution under the Banking Act, 1994 and is an authorized currency dealer and financial intermediary. It also holds a Category 2 Investment Services licence issued by the Malta Financial Services Authority in terms of the Investment Services Act, 1994. It is a member of the Deposit Guarantee Scheme and the Investor Compensation Scheme set up under the Laws of Malta. The Bank has also been accepted as a member of the Malta Stock Exchange (MSE) for the purpose of the carrying out of stockbroking on the MSE. The Bank has a network of seven branches in Malta and Gozo providing an extensive range of banking and financial services.

Registered Office
67, Republic Street, Valletta, Malta

Share capital
| |
2010 |
2009 |
| |
No of Shares |
|
No of Shares |
|
| |
000 |
€000 |
000 |
€000 |
| |
|
|
|
|
Authorised Ordindary Shares of 25 cents each |
80,000 |
20,000 |
80,000 |
20,000 |
| |
|
|
|
|
Issued Ordinary Shares of 25 cents each |
36,093 |
9,023 |
35,614 |
8,903 |
The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Bank. All shares rank equally with regard to the Bank's residual assets.
Shareholding Structure


Board of Directors
| |
|
First Appointed |
| Executive |
Joseph Said (Chief Executive Officer) |
2000 |
| |
|
|
| Non Executive |
Graham A Fairclough Michael C Bonello (Chairman) Kimon Palamidis Sophoklis Argyrou Christos J Stylianides Michael Zammit |
2003 2013 2011 2012 2008 1995 |

Audit Committee
The Terms of Reference of the Audit Committee, which were approved by the Listing Authority of the Malta Financial Services Authority, are modelled on the principles set out in the Listing Rules. The Audit Committee assists the Board in fulfilling its supervisory and monitoring responsibility by reviewing the financial statements and disclosures, the system of internal control established by management as well as the external and internal audit processes. The Bank’s independent Internal Audit Department reviews the adequacy and proper operation of internal controls in individual areas of operation and reports its findings directly to the Audit Committee. Its composition is made up of the following non-executive Board Directors:
Christian Lemmerich (Chairman)
Kimon Palamidis
Graham A Fairclough
Christos J Stylianides
Michael Zammit
Christian Lemmerich is an independent member who the Board considers to be competent in accounting and/or auditing in terms of the Listing Rules, having previously also served in various senior positions within another banking institution. The Bank’s Internal Auditor is normally asked to attend meetings of the Audit Committee and the External Auditors are also invited to attend. Members of Senior Management are also invited to attend Audit Committee meetings as deemed necessary by the Committee. The main role and responsibility of the Audit Committee include:
1. the monitoring of the financial reporting process;
2. the monitoring of the effectiveness of the Bank’s internal control, internal audit and risk management systems;
3. the monitoring of the audit of the annual consolidated financial statements;
4. the maintenance of communication on matters referred to above between the Board, management, the independent external auditors and the internal auditors;
5. the making of recommendations to the Board in relation to the appointment of the external auditor and the approval of the remuneration and terms of engagement of the external auditor following appointment by the shareholders in General Meeting;
6. the monitoring and reviewing of the external auditor’s independence, and in particular the provision of
additional services to the Bank;
7. the development and implementation of a policy on the engagement of the external auditor to supply non-audit services; and
8. the scrutiny, monitoring and approval of related party transactions.

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