- This Code may be cited as the Uganda Institute of Banking and Financial Services (the “Institute”) Code of Conduct.
In this Code unless the context otherwise requires –
“Accountable” means reporting to stakeholders as per the Code of Conduct.
“Bank” means a corporate body licensed under the Financial Institutions Act 2004, the Financial Institutions (Amendment) Act 2016 and or the Micro Finance Deposit –Taking Institutions Act 2003, to carry on Banking or Microfinance business.
“Banker” means a person who has attained banking and financial services academic and professional qualifications recognized by The Uganda Institute of Banking and Financial Services.
“Banking business” shall have the same meaning as in the Financial Institutions Act 2004, the Financial Institutions (Amendment) Act 2016 and or Micro Finance Deposit-Taking Institutions Act 2003.
“Client” means the client/customer of a corporate member of the Institute;
“Code” means the Code of Conduct for members of the Institute.
“Commercial bank” shall have the same meaning as in the Financial Institutions Act 2004.
“Constitution” means the Memorandum and Articles of Association of the Institute, Byelaws, Rules and Regulations made hereunder.
“Council” means the governing body of the Institute as provided for under the Article 31 (1) of the Constitution.
“Dishonesty” means lying; cheating; stealing; being untrustworthy or untruthful.
“Fair” means free from bias or injustice; just; impartial; honest; or unprejudiced.
“Financial institution” shall have the same meaning as in the Financial Institutions Act 2004.
“Immoral acts” Acts inconsistent with or disregardful of ethical standards and shall include acts of deprivation.
“Institute” means the Uganda Institute of Banking and Financial Services (UIBFS).
“Member” means a Corporate or Individual member of the Institute as provided for under the Memorandum and Articles of Association.
“Act” refers to the Financial Institutions Act as may from time to time be amended.
This Code of Conduct has been drawn up by the Uganda Institute of Banking and Financial Services (UIBFS), to guide the Institute in its relationship with its members and other stakeholders.
Through this Code of Conduct, UIBFS is reinforcing its mandate of professionalism in the Banking and Financial Services Industry by developing, implementing and sustaining professional standards.
It is an obligatory code, intended to maintain and or enforce acceptable behavior for the benefit of members and the banking industry as a whole.
The code will be reviewed from time to time as may be deemed necessary.
All members (Individual & Corporate) shall promote and popularize this code amongst the staff of their respective institutions for the benefit of the entire financial sector.
UIBFS CODE OF CONDUCT FOR MEMBERS
The Uganda Institute of Banking and Financial Services is a body corporate, established under Section 16(1) of the Companies Act, whose membership comprise Commercial Banks, Development Banks, licensed Microfinance Deposit taking Institutions (MDIs), Statutory and Regulatory Bodies with a linkage to the financial services sector and non bank financial institutions as may be prescribed by Board from time to time, plus individual members, (Honorary Fellows, Fellows, Members, Associates, Certificated Professionals, Affiliate Professionals, Affiliates and Students).
The major objective of the Institute is, “to promote, encourage, protect and advance Knowledge and Education in the Principles and Practices of Banking and Financial Services as well as to prescribe and inculcate high ethical and professional standards among its members.
The governance and control of the Institute, its property and affairs shall be vested in the Board of Directors subject to the provisions of its Constitution (Memorandum and Articles of Association). The business of the Board of Directors shall be conducted in such a manner as may from time to time be prescribed by the Memorandum and Articles of Association and Bye-laws made by the Board of Directors and approved by the Institute in a General Meeting.
The Institute is committed to enforcing and maintaining ethical conduct and compliance with the law in all banking and financial services activities in Uganda.
Management and staff of all member institutions of the Institute are expected to be aware of and understand this code of conduct and act in accordance with its provisions at all times.
The code should apply to all transactions and activities, large and small. The code is an integral part of the activities of corporate member institutions and it is designed to:
- Ensure that decisions and judgments made by employees are lawful and morally acceptable.
- Set a tone and culture that will create the respect of member institutions in the financial sector.
- Help employees who are faced with decision-making tasks to make good decisions.
- Assist the Institute in making sound judgment and ensure that no employee is subjected to a disciplinary penalty except through the due process prescribed in this code of conduct.
- Seek to protect consumers of financial services from being subject to loss as a consequence of extortion, fraud, theft, and other forms of financial malpractice.
- Give reassurance of good business conduct to all stakeholders i.e. staff, customers, regulatory and supervisory authorities and the general public.
In instituting the Code, the Institute seeks to raise performance and compliance standards and thereby protect and improve the image of the banking and finance profession and those engaged in the financial sector. By embedding a set of ideals into the basic principles to be observed, it is expected that the Code will instill discipline and the following attributes into the banking profession:
(i) A high degree of professionalism in service provision and ethical standards amongst members;
(ii) Uniform criteria for measuring the standards of behavior and compliance;
(iii) A foundation for prescribing to the ideals of institutional and social responsibility and their harmonization with the business objectives of banks and microfinance institutions;
(iv) An industry wide acceptance of the principles of good corporate governance and exemplary corporate behaviour.
The Code is thus founded to achieve its objectives on the following governing principles:
- Conflict of Interest
- i) A member of the Institute shall be proficient by applying acquired banking and finance skills and expertise to prescribed standards in the conduct of banking and finance business and at every level of employment.
- ii) A member shall act fairly and reasonably in all its dealings with a client or other member.
iii) A member shall act with due diligence in carrying out the instructions received from its clients and shall conduct itself in a manner that is just and principled whenever conducting business on behalf of or in dealing with the affairs of its clients.
- iv) A member shall not conduct himself / herself in a manner that is unbecoming of the good image and dignity of the banking and finance profession but shall always seek to enhance the profession through good and sociable conduct.
- v) A member shall always be expected to aspire towards superior achievement and development in its banking and finance profession and career.
(i) Any member admitted in the employment of a bank, MDI or other corporate member, shall be upright and of high integrity with unquestionable moral record and standing and shall truthfully and prudently provide the prerequisite information relating to his/her employment. Furthermore, a member shall be held responsible for any false declaration to the employer in respect of his/her qualifications before, upon and after recruitment. (Note that qualifications include age, academic qualifications and experience etc.)
(ii) A member shall not indulge in immoral acts at his place of work or in any public place susceptible to cause inconveniences or embarrassment to his employer, work mates and the banking profession at large.
(iii) A member shall refrain from all kinds of dishonesty in the conduct of banking business and shall not exploit his/her fiduciary position to his/her personal advantage, nor exploit any ignorance or shortcoming of his/her client for his/her benefit, that of his/her employer or any other person to the detriment of his/her client.
(iv) Every member shall be fully accountable in the conduct of banking business including all work undertaken in his/her employment and account to his/her client promptly and correctly and also arrange as may be necessary or required for supervision by another person who is authorized to conduct such supervision by way of inspection, audit, vetting or any other means available.
(v) A member shall be transparent in his/her dealings with the client and shall make full disclosure to the client by any means available of the amounts and nature of transactions made on the latter’s account and shall clearly specify in writing all deductions made by the banker as fees, commissions, charges or interest. It shall be the duty of every member to exercise fairness and reasonable judgment in his/her dealings with the client, advise the client in his/her best interest and where necessary to refer the client to a superior level of competence or authority.
A member shall not disclose nor divulge information obtained or acquired during the exercise of his/her duties or while acting for or on behalf of a client except where it becomes necessary in the normal conduct of banking business or of the affairs of that client, or otherwise as required by law.
A member shall not:
(i) Knowingly engage in any acts leading to the wrongful use of inside information accessible to him, for his/her personal benefit, or that of other parties.
(ii) Engage directly or indirectly in a trade or profession which places his/her personal interests in direct competition with the business interests of his client or employer except where permissible under law; nor
(iii) Enter into any unscrupulous arrangement granting him undue advantage by virtue of his position or influence for self-enhancement.
A member shall:
(i) Observe the laws of Uganda and shall neither be involved in criminal offences and practices nor participate by way of membership or otherwise in any illegal or unlawful organization; and
(ii) Abide by the byelaws, rules and regulations of the Institute in accordance with Clause7 (w) of the Memorandum and Articles of Association forming part of the constitution of the Institute.
Every member shall be loyal to the banking and finance profession, the Institute, his/her employer and client, and society as a whole. The interests of the banking and finance profession, the Institute, the employer and the client shall take precedence over and above those of the member.
The Code shall have full jurisdiction over all registered members of the Institute in accordance with Clause 7 (C) of the Memorandum of Association and Article 4 of the Articles of Association (forming part of the Constitution), as well as other employees of Member corporate/associate corporate institutions.
The provisions of the Code cover banking and financial services for which a member shall be licensed under the Financial Institutions Act 2004, the Financial Institutions (Amendment Act) 2016 or any other relevant legislation in force.
4.3 Microfinance Services under the Microfinance Deposit-Taking Institutions Act 2003
The provisions of the Code cover microfinance business for which a member shall be licensed under the Microfinance Deposit-Taking Institutions Act 2003 or any other relevant legislation in force.
A member shall be required to measure to the standards and/or level of professional competence consistent with his qualification position and/or duties.
This power will be exercised on the recommendation of the Disciplinary/Investigative Committee
The Institute recognizes the importance of continuing professional development as a desirable aspect of working life and shall use all means available to encourage and facilitate constant self-development of individual members through providing continuous opportunities for learning and enhancement to augment competence, flexibility, expertise and employability among banking staff. To this effect:
(i) an individual member in employment will have a responsibility to aspire to self-improvement, self-learning and self-application through these learning advancement opportunities;
(ii) a member who is a corporate body shall have a paramount responsibility to maintain employability of its staff by offering skills, expanding opportunities through a wide spectrum of learning prospects available at the Institute and elsewhere, maintaining staff skill levels to ensure successful careers, and developing both the individual and the business skills bases of financial and MDI institutions as the case may be.
Compliance standards to be maintained under this Code shall conform to the following legal and regulatory regimes in Uganda:
(i) Banking and finance laws as may from time to time be amended or enacted;
(ii) Regulatory requirements and reporting standards of statutory bodies under whose jurisdiction a member shall be subject;
(iii) Rules and regulations of a self-regulatory body to which a member or the employer of a member shall subscribe or be a member. If there are any conflicts this code shall take precedence; and
(iv) Any other relevant legislation.
(A) The following shall constitute misconduct and punishable offences: –
(i) An individual who is not a member of the Institute within the meaning of this Code shall not use or by inference, adopt the title of Student, Affiliate, Affiliate Professional, Certificated Professional, Member, Associate, or Fellow of the Institute, or exhibit in any place a name title, description or statement purporting or intending to create the impression or belief that he/she is a member in any class whatsoever.
(ii) A body corporate whether licensed or not but which is not a corporate member of the Institute shall not use or by inference adopt the title of member or exhibit in any place a name, title, description or statement purporting or intending to create, the impression or belief that the body corporate is a member.
(iii) A member who fails to take all reasonable steps to ensure compliance with the requirements of this Code commits an offence and shall be liable to disciplinary action by the Council.
(iv) Any member who willfully makes, or causes to be made, a false entry or willfully omits to make an entry or causes an entry to be omitted or willfully alters, abstracts, conceals or destroys an entry or willfully causes an entry to be abstracted, concealed, or destroyed in any book or in any report, slip, document or statement whatsoever of a business, affairs, transactions, conditions, assets or accounts of, and or relating to member banks, commits an offence and shall be liable to disciplinary action by the Council.
(v) A member commits an offence under this Code – if he induces or attempts to induce another person to enter into a transaction involving banking and financial services or any financial services which a member or the employer of a member carries on in the normal course of business by making any statement, promise, representation or forecast which he/she knows to be misleading, false or deceptive; or by any deliberate and dishonest concealment of material facts or by the reckless making or publishing, dishonestly or otherwise, of any statement, promise or forecast that is misleading, false or deceptive or by recording by means of any mechanical, electronic or other device information that he/she knows to be false or misleading in a material particular and is liable to disciplinary action by the Council.
(vi) Any member who, with intent to deceive, makes or furnishes, or knowingly and willfully authorizes or permits the making or furnishing of any false or misleading statement or report to a court of law, regulatory authority or any authority relating to any dealings in banking, microfinance or financial institution business or any authorized business of that member or any matter or thing required by a regulatory authority for the proper administration of its functions or the enforcement of the rules and regulations of that regulatory body, commits an offence and shall be liable to disciplinary action by the Council.
(vii) A member who engages in or attempts to engage in any conduct that contravenes the statement of principles or which constitutes or would constitute unethical behaviour under the provisions of this Code commits an offence and shall be liable to disciplinary action by the Council.
(viii) Without prejudice to the general effect of paragraphs (iv) and (vii) herein above, any person who is involved in acts of bribery, corruption, disloyalty, indiscretion, abuse of office, gross neglect of duty or any similar offences shall be taken to have conducted himself in a manner that constitutes unethical behavior under this Code and shall be liable to disciplinary action by the Council.
(ix) A member, who without reasonable excuse, refuses or fails to comply with a directive of the Council in implementing or enforcing this Code, or furnishes information, or makes a statement that is false in a material particular for the purpose of the aforementioned directive, or without reasonable excuse obstructs or hinders the Council, or any person in the exercise of a power under the aforementioned directive, commits an offence and shall be liable to disciplinary action by the Council.
(x) Where an individual member employed by a corporate member commits an offence under this Code, by act or omission, knowingly or unknowingly, the corporate member will bear the liability. Each corporate member will be at liberty to take appropriate action against its employee, provided that the corporate member’s responsibility shall not bar the employee from further criminal liability.
It is understood that most, if not all criminal offences are strict and not vicarious. Therefore the corporate member can only be responsible for those acts that are likely to occur in the course of duty and for those for which it can be held vicariously liable.
Powers of enforcement under the Code shall be vested in the Council. The Council may nevertheless on sufficient reason or cause, by notice in writing refer any matter that in its opinion may constitute a contravention of this Code to, but not limited to any of the following:
(i an employer who is a corporate member;
(ii) an Investigations committee;
(iii) the Disciplinary Committee.
Subject to all sections under parts ii, iii, and iv of 5.5 (Misconduct and punishable offenses), here above, the Council may by notice in writing, at any time, where it considers that there is sufficient cause to do so, direct a member to appear before an investigations or disciplinary committee appointed and authorized by the Council to investigate, deliberate and recommend on any matter for which the member may be considered answerable.
Such summons will be issued not less than five (5) working days from the date of appearance before either committee. The summons shall indicate the alleged offence or violation, the respective policy infringed and the time, place and date the member is expected to appear, along with any relevant documentation.
Role of the Investigations Committee
The Investigations Committee will receive all the necessary support as required throughout the disciplinary process from the Council including:
- Where and how a member can be contacted;
- Receiving guidance on any relevant supervisors or heads that would assist in shedding light on the investigations; and
- Availing supporting documentation to the investigation team.
The Investigations Committee may:
- Interview the concerned member;
- Conduct an onsite audit into the circumstances; and
- present a report of its findings to the Disciplinary Committee.
Role of the Disciplinary Committee
The Disciplinary Committee shall ensure that the matter is treated with the utmost confidentiality. The disciplinary matters are a confidential matter and therefore hearing are to be held in camera; and only those persons permitted under the disciplinary procedure may be present. A recording device may be used by the Disciplinary Committee to capture the proceedings. For the avoidance of doubt, the Institute’s record of proceedings shall at all times be the only official record of what transpired at the hearing.
The Disciplinary Committee, although composed of both management and member representatives, is not expected to represent any particular party or interests. The Disciplinary Committee shall endeavor to achieve consensus on all matters before it. It should aim to base the decision on the majority view. However, in the event of a split decision, the Chairperson of the Disciplinary Committee shall have the casting vote.
A person qualified to sit on the Disciplinary Committee should be a person of a higher level than the affected employee/member and of sound mind. Prior to sitting on a Disciplinary Committee, all selected members must sign an undertaking and affirmation of impartiality and confidentiality.
Role of the Disciplinary Committee:
- To ensure that they get all the facts relating to the offence or violation;
- To hear the member’s oral and written representations to them;
- To determine based on the member’s representations, whether there is sufficient explanation for the charges leveled against it/him/her, or whether such explanation is insufficient;
- To recommend further investigations where necessary;
- To make a decision based on the evidence on record;
- To notify the Council of their decision for necessary processing; and
- To ensure that the member is informed of what’s likely to happen next, i.e. when to come back in case of an adjournment or when to hear from the Disciplinary Committee.
All decisions must be fair, just and consistent.
In the event that a member fails to respond to the summons and the committee is satisfied that he/she or representative of a corporate member was duly served, the Disciplinary Committee will proceed in the member’s absence. The committee shall not accept any representations made by the member’s representative except where such representations are to explain the member’s absence. In the event the member is absent for reasonable cause, the hearing shall be adjourned to the next convenient date.
When a report about a case has been made, evidence has been taken and a formal hearing has been held, the Disciplinary Committee shall examine the evidence and report carefully. They may take further evidence within the course of the hearing if it is deemed necessary to do so.
Where the Disciplinary Committee is satisfied that the member is not guilty of an offence, they shall send a letter or a copy of the relevant form to the member informing him that he/she has been absolved.
Where the Disciplinary Committee is satisfied that the offence justifies disciplinary action as stipulated in this Code, the Disciplinary Committee shall then direct the Council to communicate the decision to the concerned member who shall inform the member of his/her right of Appeal and how it can be pursued.
6.3 Extension of Council powers to officers of a corporate member
The powers of the Council as laid down in the Institute’s Constitution, hereinabove shall where the member is a corporate person, extend to any officer of the corporate member.
Where the Council has reason to suspect that a member has committed an offence under this Code or has been guilty of fraud or dishonesty in relation to banking or mircrofinance business or of any unethical conduct, it may cause such investigations to be done as it thinks proper under this Code.
Powers of enforcement under the Code shall be vested in the Council. The Council may nevertheless by notice in writing, at any given time, where it considers that there is sufficient reason or cause to do, refer to any of the persons to jurisdictions mentioned hereunder for consideration as may be instructed or specified in the notice on any matter that in its opinion may constitute a contravention of this Code:-
(a) an employer who is a corporate member;
(b) an ad hoc Investigations Committee;
(c) the Disciplinary Committee;
(d) the Banking Ombudsman; and
(e) the courts of law.
The Council shall exercise its powers in a manner, which is reasonably appropriate to ensure compliance with the statement of governing principles and the provisions of this Code.
In exercise of its powers, the Council shall:
- Ensure that all disciplinary actions are consistent with policy and past precedent and are fairly administered;
- Review all the circumstances which led to the imposition of a disciplinary penalty and approve the appropriate action;
- Consult and thoroughly review and investigate supervisory recommendations involving any disciplinary action and approve or disprove such recommendation prior to action being taken;
- Initiate and investigation in accordance with this Code; and
- Constitute the Disciplinary Committee where necessary.
The exercise of disciplinary action under this Code includes the exercise of any power conferred under the Constitution and the relevant sections, which shall be construed accordingly.
In the exercise of its powers under this Code, the Council shall have a range of options at its discretion or as may be recommended by a relevant committee.
The Disciplinary Committee may take a disciplinary action against its members and make any or a combination of the following orders as a form of penalty or instrument of enforcement of the Code: –
(i) A warning in any form as may be considered appropriate by the Disciplinary Committee;
(ii) A fine as may be determined by the Disciplinary Committee;
(iii) Disqualification from membership of the Institute;
In exercise of its powers under this Code, the Council may take the prescribed disciplinary action herein below against any member of the Institute in respect of the corresponding offences or violations as follows:
- Failure to observe the provisions of the Constitution of the Institute (e.g. nonpayment of membership fees)
- Behavior contrary to the Statement of Governing Principles of the Code and acts of misconduct and other punishable offences.
- Conviction of any criminal offence under the penal code for financial malpractices.
- Membership to illegal organisation(s)
- Fraudulent activities and money laundering
- Conviction under the law of a criminal offence constituting moral turpitude
- Dishonesty and embezzlement of employer or customer’s funds in the course of members duties
- Divulging confidential information except under force of law
- Involvement in illicit activities e.g. drugs, gambling
- Causing financial embarrassment to the Institute or any of its members
- Being declared insolvent or bankrupt; or entering arrangements with creditor after committing acts of bankruptcy
- Apply the provision of Article 11 of the Memorandum and Articles of Association of the Institute
- Referral to the Disciplinary Committee for appropriate action. (A standing Disciplinary Committee is to be appointed by the Council).
- Recommendation for dismissal by employer and disqualification from membership of the Institute
- Recommendation for disciplinary action by employer.
- As recommended by the Disciplinary Committee
- Publishing of disciplinary action within the industry and general public
The Council may at any time rescind, vary or discharge an order or penalty made by the Disciplinary Committee under this code or suspend the implementation of such order or penalty as it may deem fit.
(i) Every member has a right to defend himself/herself before Council or any other organ of Council.
(ii) A member who shall have been adjudged under the powers conferred under this Code shall have a right of appeal to:
- a) The Council in case of a ruling or an order by any employer or the Disciplinary Committee;
- b) A court of law in case of a ruling or an order by the Council
Appeals to the Council must be in writing and submitted within five (5) days of receiving the verdict, stating the grounds of appeal.
The Council shall determine if it is necessary to hear further evidence or to allow further submission to be made, and may confirm, vary or uphold the original discussion of the Disciplinary Committee.
All proceedings of the Council will be completed as soon as possible preferably within thirty (30) days from the date of hearing the appeal.
A member of the Disciplinary Committee shall not be a member of the Council.
While the conduct and sanction deviation shall be regulated as above, the Code also provides for a Reward System to recognize good conduct by the members.
- Banking Integrity Award
For a banker who has served diligently with no record of breach of the code shall be eligible for a Banking Integrity Award at three levels as follows:
- Form of Recognition
The recognition shall be by way of a Certificate and Lapel badge.
iii. Criteria for selection
This will depend on the following variables:
- a) Length of service.
- b) Reference checks: staff comments and employer reference
- c) Public opinion: by customers.
- d) The best individual(s) in each category.
- e) Participation in the Institute’s activities. (The benchmarks will be considered and approved by the Council).
- Bank of the Year Award
This is an annual award for corporate members, grouped according to their size. The Award will be a Rotating Shield for the Winner, 1st Runner up and 2nd Runner up.
The Board has powers to amend the Code from time to time to determine any gaps and to assess, amongst others:
- The Code’s alignment with business objectives and applicable practices;
- The Code’s relevance to the Institute’s environment based on risk profile of the organization and changes in the practices adopted by the Institute; and
- Gaps in coverage resulting from organization changes.
This Code was adopted by the Board of the UIBFS in a meeting held in December 2020 at Plot 10 Buganda Road