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Remuneration Policy

The Board of Directors of Sonali Bank (UK) Ltd (“the Bank”) approved a remuneration policy in its October 2013 meeting.

The objective of such policy is to ensure that the employees are provided with appropriate incentives to encourage enhanced performance and are, in a fair and responsible manner, rewarded for their individual contributions to the success of the Bank

The policy also provides a framework to attract, retain and motivate employees to achieve the objectives of the Bank within its risk appetite and risk management framework. Remuneration may comprise base salary, overtime (for certain employees) and a bonus. Benefits would include holiday allowance and a company pension scheme.

As per approved policy, a Remuneration Committee (“Remco”) has been constituted to assist the Board in fulfilling its oversight responsibility relating to:

      the development of appropriate remuneration strategies for employees of the Bank;

      the implementation of processes to develop the remuneration strategies of the Bank; and

      reviewing the success of the strategies and processes, and proposing amendments as               

      considered appropriate


At 31 December 2013  the Bank qualifies as a Tier 3 firm under the Prudential Regulation  Authority’s   (“ PRA) Remuneration Code (“the Code”).

Decision making process

The Remco is chaired by Mr David Blackmore, one of the Bank’s independent Non Executive Directors, and includes Mr   John Williams, the Bank’s other independent NED. The Chief Executive Officer, Deputy Chief Executive Officer, Risk Officer, Human Resources Manager and the Head of Compliance attend as reporting officers.

Remco meets regularly on a quarterly basis or as and when required.

Remco is responsible for determining and agreeing with the Board the framework for the remuneration of the Bank's employees and directors. The Committee will use its skill and judgement to make unbiased recommendations for the compensation of all employees. The Committee may call for professional input from specialist recruitment consultants, recruitment agents, or other recruitment practitioners to provide guidance on market related compensation for or any given role or employment activity. The Committee will use market related criteria when formulating its recommendations. It will also take account of the Board’s intention to recruit and employ the best candidate in any given role.

The Committee will provide written guidance to the Executive management and the Board regarding its recommendations for salaries, bonuses, other performance related pay, and any other benefit usually considered to form part of employees’ compensation packages.

No director or manager is involved in any decisions as to their own remuneration.

The link between pay and performance

The Remuneration of the Bank’s employees, at present, is comprised of fixed pay (salary and fees) and variable pay (annual bonus). In determining the payout, the bank at present considers the inflationary rise and the salary of the peer group Banks. There is no contractual bonus. If the Bank’s income is sufficient, a bonus is paid with the approval of the Board.

The Board has approved a Performance Related Pay Policy for employees which has been agreed by the Union.  The scheme is based on annual reporting and appraisal to assess the pay rises to be awarded to individuals. The use of discretion to assess the extent to which performance has been achieved, as opposed to applying a formulaic approach which might encourage any inappropriate risk taking.

The annual performance earned by any individual will be dependent upon their performance against their key objectives, which are set for each director and employee on an annual basis. These objectives are cascaded down from those set for the Bank’s CEO, thereby ensuring that the interests of all individuals are aligned with those of the Bank.

Expected Competency Behaviours, special targets and attendance & punctuality will be taken into consideration when making a pay award.

There is no entitlement to acquire any shares, options or other non-cash benefits in the Bank.

Aggregate remuneration expenditure

The total remuneration expenditure of the Bank for the year ended 31st December 2013, including executive directors, was £ 2,364,843 as disclosed in the statutory accounts. The Bank operates a performance award bonus scheme for the benefit of its employees. Performance awards under the Bank’s bonus scheme qualify as “variable remuneration” as defined by the Code. As individual staff bonuses are not based on volume related criteria, there is no incentive for employees to take unnecessary risks.

Variable remuneration of £252,000 was paid in February 2014.

The Bank does not operate a deferred bonus scheme. Similarly guaranteed bonuses are not offered as part of the Bank’s current performance award arrangements and the Bank does not offer any “sign-on” inducements.

The average number of staff employed during 2013 was 63. The Bank has not provided a breakdown of this figure into units on the ground that such information is not material.

Analysis of remuneration of senior management and other Code staff

BIPRU 11 requires the disclosure of quantitative information on remuneration for Code Staff, broken down between senior management and other Code staff.

The PRA defines Code Staff as comprising categories of staff including senior management, risk takers, staff engaged in control functions and any employee receiving total remuneration that takes them into the same remuneration bracket as senior management and risk takers, whose professional activities have a material impact on the firm's risk profile.

For the purposes of this analysis, senior management has been taken to include members of the Bank’s Board and the Executive Committee.

A total of 9 senior staff of the Bank have been identified as at 31 December 2013 as Code staff. All of these are senior executives or directors of the Bank. All staff that serve on the Executive Management Committee of the Bank fall into one of the above categories and are therefore coded. Within the Code Staff group no individual has either a variable or total remuneration in excess of £500,000 nor does any individual’s variable remuneration exceed 33% of total remuneration.


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