Boards of Directors : The Case of Emerging Banking Systems

The study examines the Russian and Belarusian Board of Directors. The study benchmarks remuneration systems of international best practices, international industry recommendations, and internal Corporate governance code's provisions. The Russian Boards of Directors have limited control over the executive bodies. The Russian Bank Boards vary from 5 to 15 Directors. The largest Belarusian Boards vary from 8 to 15 Directors. Best practices show that some jurisdictions provide CEOs with the limitation of their participation in the Board of Directors in accordance with the system of checks and balances. In the world's top-100 largest banks the number of meetings of the Board of Directors varies from 7.6 to 16.2 per year. Russian Boards of Directors schedule meetings far more frequently in order to comply with the legislative requirement to approve transactions with affiliates. Some banks pay only to the Independent Directors, others – do not have remuneration payments at all. Sberbank has effective speed scale additional remuneration of Directors, depending on the extra features. Gazprombank introduced a system of long-term and short-term rewards. The study also estimates the remuneration systems in Russian banks to comply with the revised national Corporate governance code