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DRAFT Corporate Governance Prudential Supervision Department Document BS14 Issued: [September] 20 10 Ref #3866700 v2.9 2 A. Introduction A.1 Corporate governance and the Reserve Bank’s objectives 1. This document sets out the Reserve Bank of New Zealand’s (Reserve Bank’s) policy on registered banks’ arrangements for corporate governance. 2. The Reserve Bank has powers under Part 5 of the Reserve Bank of New Zealand Act 1989 (the Act) to register banks and undertake prudential supervision of registered banks. 3. Section 68 of the Act requires the powers under Part 5 of the Act to be exercised for the purposes of: a. promoting the maintenance of a sound and efficient financial system; or b. avoiding significant damage to the financial system that could result from the failure of a registered bank. 4. Section 68A of the Act requires that the Reserve Bank, when exercising its part 5 powers, must support Australian authorities in pursuit of Australian financial stability and where reasonably practicable avoid actions that might be detrimental to Australian financial stability. 5. The objective of this Corporate Governance policy is to strengthen the underpinnings of financial stability, by imposing minimum standards and issuing guidance in those areas of corporate governance practice which are most directly relevant to the stability of the New Zealand financial system. 6. In its implementation of banking supervision in pursuit of its Section 68 objectives, the Reserve Bank has adopted an approach based on “three pillars”: regulatory discipline, market discipline and self-discipline.