Corporate Governance

Sound corporate governance practices support continuous improvement and effective communication, which builds confidence among shareholders, the Board, Executive Committee, Senior Management Committees, employees and other stakeholders.

Continuous development

One of our main objectives is to continuously develop and strengthen the governance framework and to comply with the best corporate governance practices at all times.

Exemplary in Corporate Governance

Our Corporate Governance is based on recognised guidelines for corporate governance within institutions that are subject to mandatory inspection as well as the appropriate legal and regulatory requirements. Íslandsbanki follows the guidelines on corporate governance published by the Iceland Chamber of Commerce, NASDAQ ICELAND and the SA Confederation of Icelandic Enterprise.

Íslandsbanki was first recognised as “Exemplary in Corporate Governance” in 2014 and has received the recognition annually since. The recognition is granted by Stjórnvísi.

Íslandsbanki has established policies, rules and procedures to promote good corporate governance and ensure compliance with the relevant laws and regulations applicable to the Bank's operations. The Bank's relevant policies, rules and procedures can be found here on the Bank's website.

Íslandsbanki‘s Corporate Governance Statement

The bank's compliance with accepted guidelines for corporate governance is reviewed annually. The bank subsequently issues a corporate governance statement in a separate section of the bank’s financial statements (see below). The corporate governance structure is also covered in the bank’s Annual Report.

Íslandsbanki’s Corporate Governance Statement for 2020

Íslandsbanki’s Corporate Governance Statement for 2019

Íslandsbanki’s Corporate Governance Statement for 2018

Íslandsbanki’s Corporate Governance Statement for 2017

Íslandsbanki’s Corporate Governance Statement for 2016

Corporate Governance Guidelines

Articles of Association

Íslandsbanki’s Articles of Association were adopted at the Annual General Meeting of Íslandsbanki hf on 26 May 2021 and contain provisions on the Bank’s purpose, share capital, and shareholders’ meetings, as well as the election and responsibilities of the Board of Directors.

Nomination Committee

According to the Bank‘s Articles of Association the Bank shall operate a Nomination Committee whose role is to nominate individuals to the Bank's Board of Directors at the Annual General Meeting, or as the case may be at a shareholders' meeting where Board elections are on the agenda. The members of the Nomination Committee shall be three and they shall be elected for one year at a time by the Board of Directors. The committee shall be independent in its work and the majority of the committee’s members shall be independent of the Company and its management.

The Nomination Committee comprises the following members:

  • Helga Valfells, Chairman
  • Hallgrímur Snorrason
  • Tómas Már Sigurðsson

Along with the Bank‘s Nomination Committee the Icelandic State Financial Investments (ISFI) operates a special three-member Selection Committee which, on behalf of the state, nominates candidates for the supervisory boards or boards of directors of banks or undertakings that are managed by ISFI.

According the Relationship Agreement between the Bank and the ISFI the Bank‘s Nomination Committee and the ISFI Selection Committee shall ensure that when the Board of Directors is elected, the candidates for election to the Board of Directors meet the requirements on composition according to law, both as concerns breadth of experience as well as gender representation.

Rules of Procedure of the Bank’s Nomination Committee

Decision Making Matrix

Íslandsbanki's Board of Directors has approved a Decision Making Matrix, which is an effective corporate governance policy. The Matrix registers all major decisions, procedures and processes that could potentially be implemented under specific circumstances. The Matrix outlines specific requirements for all major decision processes such as suitable person(s) and utilising the best information available at any given time.

Regulatory framework

Íslandsbanki is a financial institution and therefore operates in accordance with the appropriate regulatory framework, pertaining to financial institutions. Laws on financial institutions include Act No. 2/1995 on Public Limited Companies, Act No. 161/2002, on Financial Undertakings, Act No. 108/2007 on Securities Transactions and Act No. 140/2008 on Measures Against Money Laundering and Terrorist Financing