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Investor Presentaiton

MORGAN STANLEY BANK ASIA LIMITED UNAUDITED SUPPLEMENTARY FINANCIAL INFORMATION Year ended 31 December 2020 The following information is disclosed as part of the accompanying information to the financial statements to comply with the Banking (Disclosure) Rules and does not form part of the audited financial statements. A. CORPORATE GOVERNANCE Corporate Governance Practices The Company and Morgan Stanley are committed to upholding high standards in its corporate governance practices. The HKMA has issued statutory guidelines on Corporate Governance of Locally Incorporated Authorised Institutions ("CG-1") under section 7(3) of the Banking Ordinance applicable to all locally incorporated Authorised Institutions ("AIS"). The Company has in place an effective framework which is consistent with the principles and best practices in corporate governance as set forth in the guidelines on CG-1. Board of Directors The Board of the Company comprises of nine members as of 31 December 2020, including three Independent Non-Executive Directors. All Directors have the appropriate experience, competence, personal and professional integrity to discharge their responsibilities effectively. The Directors have sufficient independence, expertise and experience to oversee the Company's operations and manage risks appropriately. Board Practices Board meetings are held at least four times a year, with one in each quarter. Notice of each Board meeting is given to all Directors in advance and the agenda is sent to the Directors before the date of each Board meeting. Minutes of each Board meeting are circulated to all Directors for their comments prior to confirmation of the minutes at the following Board meeting. Minutes of Board meetings are kept by the Company Secretary and are available for inspection by the Directors. There are four Board committees: (a) Board Audit Committee, (b) Board Remuneration and Culture, Values and Conduct Committee, (c) Board Risk Committee; and (d) Board Nomination Committee. In addition, there are two Management committees: (a) Management Committee; and (b) Bank Risk Committee, which are in turn supported by a number of management sub-committees. Key Board Committees (a) Board Audit Committee Three Board members sit on the Board Audit committee including two Independent Non-Executive Directors and one Non-Executive Director. The Board Audit Committee is chaired by an Independent Non-Executive Director and expects to meet at least 4 times a year. The Board Audit Committee's mandate is to ensure that there is effective supervision of the Company's financial reporting processes, systems of internal controls and internal audit function. The Board Audit Committee also will review and endorse the recommendation on the appointment or re-appointment of external auditors and reviews the financial statements before recommending them to the Board for approval. 63
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