Annual Report 2019
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ANNUAL REPORT 2019 D`Řvcb KEEPING GREEN Corporate Head Office Saiham Tower House # 34, Road # 136, Block # SE (C-1), Gulshan Model Town, Gulshan – 1, Dhaka – 1212 , Bangladesh CONTENTS Letter of Transmittal 06 Forward Looking Methodology 07 Notice of the 7th AGM 08 ABOUT US BOARD OF DIRECTORS’ AND MANAGEMENT INFORMATION 01 About the Bank 10 03 Commitments of NGBL 11 Board of Directors 28 Vision of NGBL 11 Profile of the Board of Directors 30 Mission of NGBL 11 Sub-Committees of Goal of NGBL 11 the Board of Directors 37 Corporate Profile 12 Shariah Supervisory Committee 37 Milestones at a Glance 13 Management Committee (MANCOM) 38 Expansion of Branch Network in Sub-Committees of the Management 39 the year, 2019 14 Corporate Organogram 41 Expansion of ATM Booth Network in Heads/ In-charges at the the year, 2019 14 Corporate Head Office 42 Expansion of Islamic Banking Windows From the Desk of the Chairman 43 in the year, 2019 14 From the Desk of the NGBL Products and Services 15 Managing Director 47 INFORMATION FOR SHAREHOLDERS REPORTS 02 Distribution of Shareholding in 2019 18 04 Board of Directors' Report 50 Dividends 2018 18 Directors' Responsibility in Financial Calendar 2019 18 relation to Financial Statement 58 Shareholding Status 19 Statement of Directors on Adequacy Parent of Shareholding [BSEC of the System of Internal Control 59 CGC Compliance] 20 Report of the Audit Committee 60 5-years Performance at a Glance 21 Report of the Executive Committee 62 Financial Graphical Representation 22 Report of the Risk Management Non-Financial Graphical Representation 23 Committee 63 Value Added Statement 24 Risk Management Report Economic Value Added Statement 25 (Economy 2019) 64 Basel-III Capital Requirements 26 NGBL CORPORATE GOVERNANCE FINANCIAL INFORMATION 05 Declaration of Managing Director and 07 Independent Auditors’ Report 126 CFO to the Board 74 Balance Sheet 129 Report of Corporate Governance 75 Profit and Loss Account 131 Bangladesh Bank Corporate Cash Flow Statement 132 Governance Compliance Report 81 Statement of Changes in Equity 133 BSEC Checklist for Corporate Liquidity Statement 134 Governance Code 89 Notes to the Financial Statements 135 Report on ICC 101 Fixed Assets Schedule 176 Report on HRM 103 Financial Reporting by Report on ADC and Cards 105 Segment of the Bank 177 Report on Information Technology 107 Name of Directors and their Report on National Integrity Strategy 108 interest in different entities 178 Report on Shariah Supervisory Functions 109 Balance with other banks-outside Report on Green Banking 110 Bangladesh (Nostro Account) 180 Sustainability Report 112 Financial Highlights of the Bank 181 CSR & GLIMPSES OTHER INFORMATION 06 Report on CSR 114 08 Branch Networks of Response of NGBL to NRB Global Bank Limited 196 the people of Bangladesh 116 Acronyms 198 Moments in Frame of the Bank 117 Proxy Form 199 Glimpses from the NGBL 6th AGM 121 Attendance Slip 199 Glimpses from the NGBL Training Institute 122 LETTER OF TRANSMITTAL To All Shareholders of NRB Global Bank Limited, Bangladesh Bank, Bangladesh Securities & Exchange Commis- sion (BSEC), Registrar of Joint Stock Companies & Firms. Subject: Annual report of NRB Global Bank Limited for the year ended 31 December 2019. Dear Sir(s), We are pleased to enclose a copy of the Annual Report 2019 of NRB Global Bank Limited together with the Audited Financial Statements for the year ended 31 December 2019. The Annual Report-2019 of the Bank comprises Balance Sheet, Profit and Loss Account, Statement of Changes in Equity, Cash Flow Statement along with Notes to the IN A REMEMBRANCE Accounts. Time flies so fast but Life goes on This is for your kind information and record. its own pace. Yours Sincerely, Some Memories can never be forgotten or erased from the mind of the dearest and nearest ones. You will always remain in our Md. Manjur Hossain thoughts and prayers. Company Secretary 06 Annual Report 2019 FORWARD-LOOKING METHODOLOGY A forward-looking statement is a statement that A forward-looking statement naturally contains predictions, projections and addresses matters that are, to certain degrees, possibilities. It relates to future events. uncertain and may not happen. In most cases, Forward-looking statements involve numerous a forward-looking statement is made in respect assumptions, inherent risks and uncertainties, of company’s expected income, earning, predicts expected future business and financial business growth, horizontal expansion, cost performance, both general and specific, and structure, capital structure, dividends etc. Such the risk that predictions and other a statement is made based on some forward-looking statements may not prove to assumptions about future events which may be accurate. Statements of this type are based happen or may not happen. on hypothesis/ballpark figures. Forward-looking statements may also include comments with This Annual Report-2019 of NRB Global Bank respect to the bank’s objectives, strategies to Limited also contains forward-looking achieve those objectives, expected financial statements. Since there are uncertainties about results (including those in the area of risk the occurrence of the future events, those management), and the business outlook for the should be treated from that viewpoint in bank. It contains words or phrases such as ‘will’, decision-making by the users of the Annual ‘may’, ‘would’, ‘should’, ‘could’, ‘expect’, Report. Therefore, the bank will not stand ‘anticipate’, ‘believe’, ‘seek’, ‘presume’, accountable to update the amended ‘assure’, ‘hope’, ‘intend’, ‘estimate’, ‘plan’, information in the Annual Report, which may be ‘may increase’, ‘may fluctuate’ and similar effected in the future. such expressions of future, or conditional verbs, so on and so forth. Annual Report 2019 07 NOTICE OF THE 7TH ANNUAL GENERAL MEETING Notice is hereby given to all shareholders of NRB Global Bank Limited that the 7th Annual General Meeting (AGM) of the Bank Company will be held using Hybrid system in combination of Physical and Digital presence on Wednesday, December 30, 2020 at 12.00 noon at Board Room, Corporate Head Office, Saiham Tower (Level - 9), 34 Gulshan Avenue, Gulshan - 1, Dhaka - 1212, Bangladesh (The Venue) to transact the following businesses: Ordinary Business: 1. To receive, consider and adopt the Audited Financial Statements of the Company together with Auditors’ Report thereon and Directors’ report for the year ended December 31, 2019. 2. To approve and declare 5.00% Stock Dividend for the year ended December 31, 2019 as recommended by the Board of Directors. 3. To retire/ elect/ re-elect Directors and also to confirm the appointment/ re-appointment of new Directors including Independent Directors (if any). 4. To appoint Auditor/s of the Company for the term until the next Annual General Meeting and to fix their remuneration. Special Business: 1. To update/amendments of the Memorandum and Articles of Association of the Bank/Company subject to comply with the relevant laws of the country (Details of the Changes are affix in the bank website). Date: December 7, 2020 By order of the Board of Directors Md. Manjur Hossain Company Secretary Notes: a) December 28, 2020 is scheduled as Book Closure date. The shareholders whose name will be appeared in the Register of members of the Bank on the record date will be eligible to attend the meeting and receive the Dividend, if approved by the shareholders. b) A member eligible to attend and vote at the General Meeting may appoint a proxy to attend and vote on his/her behalf. The Proxy Form, duly completed and stamped by the member, must be deposited at the Registered Office at least 48 (Forty Eight) hours before the time fixed for holding the meeting. c) Existing External Auditor, Hoda Vasi & Co., Chartered Accountants will retire in the 7th Annual General Meeting for the 1st time and is eligible for re-appointment. Any Shareholder may nominate any other Audit Firm(s) enlisted with Bangladesh Bank and send the name(s) to Bank’s Registered Office on or before December 20, 2020 for shareholders’ consideration to appoint as External Auditors in the 7th AGM as per applicable laws. d) Retirement/election of Directors of the Bank will be conducted in compliance with the Companies Act 1994, the Bank Company Act- 1991 (amended up to 2018), the Articles of Association of the Bank and other prevailing relevant rules & regulations of the country. e) As per Bangladesh Securities and Exchange Commission Notification No. BSEC/CMRRCD/2006-158/208/ Admin/81 dated 20 June 2018 soft copies of the Annual Report along with Attendance Slip, Proxy Form and the Notice will be forwarded to all the Members at their respective email address available with us. The Members may also collect the Proxy form from the Registered Office of the Bank. These will also be available in the website of the Bank. f) In compliance with the Bangladesh Securities and Exchange Commission’s Circular No. SEC/CMRRCD/2009-193/154 dated 24 October 2013, “No benefit in cash or kind, other than in the form of Cash dividend or stock dividend” to be distributed at the 7th AGM of the Bank. g) The notice has been served for holding the Annual General Meeting (AGM), in accordance with amendment of the Companies Act – 1994 relating to notice period. h) The web link and/or zoom ID and Password for joining the meeting virtually will be communicated 24 hours before commencement of the meeting. For logging in to the system, the Directors/ Shareholders may need to install Zoom Meeting Software from the Zoom Website and put credential as provided by the Board & Company Secretariat Division of the Bank. The shareholders may submit their questions/comments electronically before 24 hours of commencement of the meeting through this link and also during the General Meeting.