Social Impact Committee Charter

Approved and Adopted

January 20, 2021

I. PURPOSE

The purpose of the Social Impact Committee (the "Committee") is to provide oversight and guidance with respect to social impact ("SI"), including sustainability, diversity, equity, inclusion, community engagement, employee development, employee health and safety, and any other environmental, social, or governance related initiatives, policies, and strategies of Signature Bank (the "Bank").

The Committee shall report to the Bank's Board of Directors (the "Board") regularly and shall be responsible for any other SI matters delegated to it by the Board.

II. ORGANIZATION

Membership

The Committee shall consist of three independent directors and three management directors. The three independent directors must satisfy the applicable independence requirements of the Nasdaq Stock Market and any other applicable regulatory requirements. The Bank's Chief Corporate Social Impact Officer and the Bank's Chief Human Resources Officer are permanent invitees to all meetings.

Appointment and Term

The Committee will be run by two Co-Chairpersons (the "Chairs") consisting of the Lead Independent Director and the Executive Chair. The members of the Committee, including the Chairs, shall be appointed by the Board. The Board may, at any time and in its complete discretion, add or remove any member of the Committee and may fill any vacancy in the Committee.

Duties of the Chairs

The Chairs shall preside at all meetings of the Committee and perform any duties as may be assigned by the Board from time to time. The Chairs shall also be responsible for ensuring that key actions taken and significant matters discussed by the Committee are reported to the Board on a regular basis.

Charter

This Charter shall be reviewed and amended from time to time to reflect the Bank's strategy or lines of business and to ensure the Charter is consistent with current best practices. Any findings, modifications, or changes to the Charter shall be disclosed and presented to the Board.

III. MEETINGS

The Committee will meet as frequently as it deems necessary and advisable to carry out its responsibilities under the Charter, but no fewer than four times each calendar year. The Co-Chairs may call discretionary meetings. Committee meetings may be held in person, telephonically or via similar communications equipment in accordance with the Bank's by-laws. Committee actions may be taken by unanimous written consent. A majority of Committee members is required for a quorum. The Bank's Corporate Secretary, or its designee, shall maintain minutes and other relevant records of the meetings and activities of the Committee.

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IV. AUTHORITY AND RESPONSIBILITIES

To fulfill its responsibilities, the Committee shall:

  1. Oversee and support the development, implementation, effectiveness and communication of the Bank's SI initiatives, programs, policies, and strategies.
  2. Ensure SI initiatives align with and support our business drivers and long-term strategy and are integrated into all teams, areas, and departments of the Bank.
  3. Receive updates from the Bank's management committee responsible for SI activities.
  4. Periodically review and report to the Board on SI matters, including the review of, and recommendations to the Board regarding, Board-initiated and shareholder-initiated SI proposals
  5. Oversee key priorities and targets as they relate to sustainable banking, credit and brokerage investment practices and products.
  6. Provide oversight and guidance on SI-related disclosures and reporting.
  7. Provide oversight and guidance on the Bank's philanthropic, educational and charitable initiatives
  8. Review the Bank's community reinvestment activities and performance.
  9. Bring to the attention of the Board current and emerging SI trends and best practices.

V. RESOURCES

The Committee shall have adequate resources and authority appropriate to discharge its duties and fulfill its responsibilities. The Bank shall provide appropriate funding for the payment of any expenses of the Committee that are necessary or appropriate in carrying out its duties, including expenses related to any external consultants or advisers retained by the Committee. The Committee is authorized to obtain advice and assistance from internal and external legal, accounting or other advisors at the Bank's expense without the prior approval of the Board or Management.

The duties and responsibilities outlined in this Charter are meant to serve as guidelines rather than inflexible rules, and the Committee is encouraged to adapt such additional procedures and standards as it deems necessary or advisable from time to time to fulfill its responsibilities or comply with applicable laws, rules or regulations. In addition, the Committee may amend any procedures or standards set forth in this Charter as it deems necessary from time to time to comply with applicable laws, rules or regulations.

Social Impact Committee Charter 700596-0121

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Signature Bank published this content on 28 January 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 January 2021 16:25:05 UTC.