2003 Committee Charter : EWBC
EAST WEST BANCORP, INC.
The Disclosure Committee is appointed by the Chief Executive Officer and Chief Financial Officer (collectively, the "Senior Officers") of East West Bancorp, Inc. (the "Company") to assist the Senior Officers and the Audit Committee in implementing the long-standing, corporate policy that all disclosures made by the Company should be accurate, complete and fairly present the Company's financial condition and results of operations in all material respects and should be made in a timely basis as required by applicable laws and stock exchange requirements.
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The Disclosure Committee shall consist initially of the following:
Don Banas, Director of Internal Audit
Bill Lewis, Chief Credit Officer
Teresa Young, Credit Review
Linda Lam, Loan Servicing
Julia Gouw, CFO
Liz Mendoza, Controller
Deborah Chen, SEC Reporting
Mitch Kitayama, Treasurer
Steve Canup, Investor Relations
Kristen Bjork, Director of Risk Management and Compliance Officer
Val Marquez, Information Technology
Doug Krause, General Counsel
Such members may be replaced, or new members added, at any time and from time to time by the Senior Officers or the Chairman of the Committee. Notwithstanding the foregoing, the Senior Officers at their option may at any time assume any or all of the responsibilities of the Disclosure Committee identified in this Charter, for example, approving disclosures when time does not permit the Committee to meet.
The Committee may designate and delegate its authority to two or more officers, at least one of whom shall be an attorney knowledgeable about SEC rules and regulations with respect to disclosure and at least one of whom shall be knowledgeable about financial reporting, who can, acting together, approve Disclosure Statements when time does not permit the full Committee to meet.
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The Committee shall perform the functions and have the responsibilities described below:
Assist the Senior Officers in fulfilling their responsibility for oversight of the accuracy and timeliness of the disclosures made by the Company by being responsible for the tasks described in this Charter and such other tasks as shall be delegated to them.
Design and establish controls and other procedures (which may include procedures currently used by the Company) to ensure that (i) information required by the Company to be disclosed to the Securities and Exchange Commission ("SEC") and other written information that the Company will disclose to the investment community is recorded, processed, summarized and reported accurately and on a timely basis and (ii) information is accumulated and communicated to management, including the Senior Officers, as appropriate to allow timely decisions regarding such required disclosure, including internal controls and procedures for financial reporting ("Disclosure Controls and Procedures").
Monitor the integrity and effectiveness of the Company's Disclosure Controls and Procedures.
Review the preparation of the Company's (i) periodic and current reports, proxy statements, information statements, registration statements and any other information filed with the SEC, (ii) press releases containing financial information, earnings guidance, information about material acquisitions or dispositions or other information material to the Company's security holders, (iii) correspondence broadly disseminated to stockholders and all presentations to analysts and the investment community and (iv) presentations to rating agencies and lenders (collectively, the "Disclosure Statements") and review disclosure policies for the Company's corporate or investor relations website(s).
Evaluate the effectiveness of the Company's Disclosure Controls and Procedures within 90 days prior to the filing of the Company's Annual Report on Form 10-K and each Quarterly Report on Form 10-Q (collectively, the "periodic reports").
Discuss with the Senior Officers all relevant information with respect to the Committee's proceedings, the preparation of the Disclosure Statements and the Committee's evaluation of the effectiveness of the Company's Disclosure Controls and Procedures.
Provide a certification to the Senior Officers prior to the filing with the SEC of each periodic report as to (i) the Committee's compliance with its policies and procedures and proper performance of the responsibilities that have been assigned to it and (ii) the Committee's conclusions resulting from its evaluation of the effectiveness of the Disclosure Controls and Procedures.
In discharging its duties, the Committee shall have full access to all Company books, records, facilities, and personnel.
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The Committee shall meet as frequently as circumstances dictate to (i) ensure the accuracy and completeness of the Disclosure Statements and (ii) evaluate the Disclosure Controls and Procedures and determine whether any changes to the Disclosure Controls and Procedures are necessary or advisable in connection with the preparation of the Company's upcoming periodic reports or other Disclosure Statements, taking into account developments since the most recent meeting, including changes in the Company's organization and business lines and any change in economic or industry conditions. Meetings of the Committee will be held at least quarterly.