Lead Independent Director

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Lead Independent Director

The selection of a strong and empowered Lead Independent Director who “will exhibit [their] thoughts and have the courage to express them” is a critical element of Stern Bank’s corporate governance. Upon the recommendation of the Board, confirmed by the shareholder, Stern’s Lead Independent Director is presently Mr. Obdulio Piedra. Mr. Piedra brings a wealth of corporate governance experience to Stern Bank’s Board having recently served as a member of the Board of Directors of an FDIC-insured bank headquartered in Miami, Florida, where he was a member of the bank’s Enterprise Risk Management Committee.  Under Mr. Piedra’s leadership, the Board seeks to further its development of a culture of collaboration, diligence and mutual respect that allows it to work effectively to provide the necessary oversight and effective challenge to management. Stern’s Lead Independent Director’s responsibilities include:


BOARD AND COMMITEE MEETINGS

  • Serving as the Chairman of the Audit & Risk Committee as well as the Loan Committee.
  • Meeting with the bank’s auditors, without the presence of Executive Directors, to understand the audit and risk assessment findings.
  • Working with committee chairs to assure there is sufficient time for discussion of all agenda items.
  • Presiding at all meetings of the Board at which the Managing Director is not present.

BOARD LEADERSHIP

  • Soliciting feedback for and engaging the Managing Director.
  • Advising the Board on the retention of advisors and consultants who report directly to the Board.
  • Acting as a key advisor to the Managing Director and team on a wide variety of Company matters.

BOARD CULTURE

  • Facilitating discussion among the directors on key issues and concerns outside of Board meetings.
  • Ensuring Board discussions demonstrate effective challenge of management.
  • Facilitating teamwork and communication among the directors.
  • Fostering an environment that allows for engagement and commitment of Board members.

PERFORMANCE AND DEVELOPMENT

  • Facilitating the Board’s engagement with the Managing Director and relevant succession planning.
  • Recommendations to improve the functioning of the Board, if any.