Section 111, The Banking Act, 2019

(1) A bank or financial holding company shall appoint atan annual general meeting a person approved by the Central Bank, in this section referred to as "the approved external auditor," to serve for a period of time as may be determined by the Central Bank. (2) The Directors of a bank or financial holding company may appoint the first external auditor of the bank or financial holding company or an external auditor to replace an external auditor who is for any reason unable to act pending ratification or the appointment Financial statements. Display of statements. Guidelines on accounting standards. External Auditor. 114 115 of a new auditor at an annual general meeting or until the Central Bank appoints a new auditor under subsection (5) (3) The duties of the approved external auditor shall be to prepare for the shareholders, a report upon the financial statements of the bank or financial holding company and every such report shall contain statements as to the matters and such other information as may be prescribed by the Central Bank. (4) For the purpose of this Section, the approved external auditor shall be an auditor who is - (a) a member of a professional accountancy body registered in Sierra Leone; (b) approved by the Central Bank; (c) resident in Sierra Leone; and (d) not disqualified by law from being appointed as an auditor for a body corporate. (5) A person shall not be eligible for appointment as an external auditor, or retain his appointment as an external auditor, unless that person declares any interest that he has in the bank or financial holding company or with its significant shareholders or directors, to the Central Bank and the Central Bank shall determine upon such declaration whether such interest will compromise the auditor's independence as an auditor of the bank or financial holding (6) Notwithstanding subsection (5) the Central Bank shall not approve an external auditor's appointment if the bank or financial holding company, a director or significant shareholder has an interest in any business or activity of the external auditor which is likely to compromise the auditor's independence as an auditor of the bank or financial holding company. (7) Where a bank or financial holding company - (a) fails to appoint an approved external auditor under this section; or (b) at any time, fails to fill a vacancy for such person, the Central Bank shall appoint a suitable person for that purpose and shall fix the remuneration to be paid by the bank or financial holding company to such auditor. (8) An auditor of a bank or financial holding company shall have a right of access at all times to the accounting records including computerised and manual files, vouchers, reports and other documents such as minutes book, files and other relevant documentary evidence, cash and securities of a bank or financial holding company and shall be entitled to require from directors, managers and officers of the bank or financial holding company such information and explanation as he thinks necessary for the performance of the duties of an auditor. (9) The report of the external auditor shall be read together with the report of the board of directors of the bank or financial holding company at the annual general meeting of the shareholders of the bank or financial holding company and 2 copies of each report together with the auditor's analysis of bad and doubtful advances in a form specified by the Central Bank shall be sent to the Central (10) Where an external auditor appointed under this section, in the course of his duties as an auditor of a bank or financial holding company, is satisfied that - (a) there has been a contravention of this Act or regulation or directive prudential standard or that an offence under any other law has been committed by the bank or financial holding company or any other person; or (b) the bank or financial holding company is insolvent or there is a significant risk that the bank or financial holding company losses have been incurred by the bank or financial holding company which materially reduce its capital funds; or (c) material weakness exists that threatens the safety and soundness of the bank or financial holding company; or 116 117 (d) any irregularity which jeopardises the interest of depositors or creditors of the bank or financial holding company, or any other irregularity has occurred, he shall immediately report the matter to the Central (11) An external auditor shall forward to the Central Bank 2 copies of the management reports on the bank or financial holding company's activities not later than 3 months after the end of the bank or financial holding company's financial year. (12) A Report submitted by an external auditor under subsection (11) shall not be construed as a violation of the external auditor's professional duty of confidentiality nor constitute grounds for liability for civil damages. (13) An external auditor who acts in contravention of or fails deliberately or negligently to comply with any of the provisions of this section commits an offence and is liable on conviction to a fine. (14) A bank or financial holding company shall notify the Central Bank of the termination of the appointment of its external auditor. (15) A bank or financial holding company shall comply with a request of the Central Bank that the appointment of an external auditor be revoked. (16) A bank or financial holding company which fails to comply with this section shall be liable to an administrative penalty.