Sampath Bank’s commitment to strong leadership is evident in the structure of its governance framework. The bank recognises that effective governance begins with the quality of leadership, particularly within Sri Lanka’s highly regulated banking environment, which demands accountability, prudence and resilience. As a systemically important financial institution, Sampath Bank recognises that its business success and long-term sustainability are intrinsically linked to the guidance and vision of its leaders.

At the board level, Sampath Bank demonstrates a highly diversified leadership structure, with directors drawn from key sectors including banking, finance, law, accounting, entrepreneurship, technology, human resources and public policy. The board embodies diversity across professional backgrounds, sectoral representation, age, experience and gender, carefully brought together to foster well-balanced perspectives, independent judgement and robust oversight. This breadth of expertise is clearly reflected in the distinguished profiles of its members, whose industry knowledge and accomplishments reinforce the bank’s governance strength. Our Chairman, President’s Counsel, Harsha Amarasekera’s strong leadership has been pivotal in embedding governance discipline, enhancing board effectiveness, and guiding the bank through periods of economic and operational transition. Under his stewardship, Sampath Bank has cultivated a future-ready governance mindset, firmly anchored in sustainability and long-term value creation.

At the management level, Sampath Bank is guided by an experienced and professionally diverse leadership team, headed by the Managing Director/Chief Executive Officer Sanjaya Gunawardana. This team contributes both individually and collectively through specialised expertise, sound judgement and strategic alignment. This synergy has played a vital role in elevating the ‘Sampath’ brand to one of the most trusted and highly regarded banking institutions in Sri Lanka. The bank firmly believes that governance is ultimately rooted in human behaviour, and that strong leadership is therefore an essential prerequisite for effective governance and continued success.

The diversity of the Directors has helped ensure a high standard of responsibility for the bank’s governance architecture, ensuring effective strategic oversight and accountability. This accountability is reinforced through the Board and the Board mandatory subcommittees, particularly through the Board Nominations and Governance Committee, Board Integrated Risk Management Committee, Board Audit Committee, Board Human Resources and Remuneration Committee and the Board Related Party Transactions Review Committee.

These structures are complemented by non-mandatory Board committees, which provide additional focused oversight and support overall governance accountability. Governance execution is effectively performed through corporate management, supported by the Three Lines of Defence framework led by business owners, the Chief Risk Officer, the Chief Compliance Officer, and the Chief Internal Auditor, ensuring independent oversight, transparency, and robust overall accountability across the organisation consistently.

Multi-faceted governance environment
Sampath Bank’s governance framework is firmly embedded within the broader regulatory and supervisory architecture governing Sri Lankan banks, guided by a commitment to uphold the spirit as well as the letter of the law. The bank operates within a multi-layered governance environment that encompasses the Central Bank of Sri Lanka (CBSL), particularly the Corporate Governance Direction No.5 of 2024, the Colombo Stock Exchange Listing Rules on Corporate Governance, and the Code of Best Practice on Corporate Governance issued by CA Sri Lanka (2023), alongside the other applicable laws and regulations.

Sampath Bank firmly believes that effective governance cannot be achieved through mechanical compliance alone. It requires a practical understanding of the principles underpinning governance and a clear appreciation of supervisory expectations. Regulators expect boards and management not only to comply with rules, but also to demonstrate sound judgement, ethical conduct, accountability and a strong governance culture in day-to-day decision-making. The bank is subject to oversight by multiple supervisory bodies, each with a distinct yet complementary focus. The CBSL directs its supervision primarily toward safeguarding depositors and ensuring financial system stability, while listing rules emphasise shareholder rights, transparency, market integrity and broader stakeholder protections.

Despite these differing perspectives, supervisory objectives ultimately converge on two critical outcomes: preserving stakeholder trust and ensuring the long-term sustainability of banks. In recognition of evolving regulatory and societal expectations, Sampath Bank integrates Environmental, Social and Governance (ESG) and sustainability governance, active stakeholder engagement, and a culture of ethics as essential pillars of long-term value creation and its reputation for public trust within the banking sector. At Sampath Bank, supervisory guidance and regulatory expectations are treated as primary strategic inputs, shaping business conduct at the highest level.

Aligning growth and governance
In banking, growth ambitions and governance requirements are often perceived as competing forces. At Sampath Bank, this potential tension is resolved through a well-defined governance architecture that positions governance not as a constraint, but as an enabling framework for sound decision-making. The bank recognises that effective governance is fundamentally about making the right decisions at the right time, in a manner that consistently meets and exceeds stakeholder expectations, backed by claw-back arrangements that uphold the responsibilities of the business leadership.

To enhance the alignment between strategy and governance, Sampath Bank has established its governance framework based on two fundamental pillars: performance and conformance, a concept internally developed and nurtured through reference to international expert insights, including those of Professor Bob Tricker. The performance pillar emphasises strategic planning and policy formulation, ensuring that growth initiatives are forward-looking, well-anchored, and value-driven. The conformance pillar encompasses accountability and executive monitoring, reinforcing transparency, prudent oversight and regulatory compliance. Together, these pillars provide a balanced foundation that integrates ambition with discipline, enabling sustainable growth within a sound governance structure, driving sustainable value creation for all stakeholders.

Regulatory alignment
Sampath Bank adopts a proactive and integrated approach to risk governance, recognising that risk-taking is an inherent aspect of banking. The bank balances risk appetite with risk control through a Board-approved Risk Appetite Framework. The bank’s risk governance is monitored through the Board Integrated Risk Management Committee, which oversees risk strategy, policies, emerging risks, mitigation measures and regulatory compliance.

Risk governance at Sampath Bank is embedded across the organisation through the Integrated Risk Management Framework (IRMF). Risk considerations are integrated into decision-making processes, enabling the early detection of emerging risks and ensuring alignment with strategic objectives.

Sampath Bank’s risk governance framework also addresses the increasing risks associated with rapid technological advancements, including artificial intelligence, information security, cybersecurity, personal data protection and regulatory requirements relating to cloud-based data management. In this context, technology risk governance is treated as a strategic priority. The Chief Information Officer and Chief Information Security Officer play a key role in strengthening resilience, security, and regulatory compliance, supported by ongoing investment in technology and digital infrastructure aligned with the bank’s strategic objectives, ensuring that innovation is pursued responsibly while safeguarding operations and stakeholder trust. The bank’s approach is firmly aligned with CBSL governance and risk management directions, encompassing corporate governance and integrated risk management requirements, as well as Basel II and Basel III principles on capital adequacy, supervisory review and market discipline. This alignment ensures the bank maintains strong capital and liquidity positions, while reinforcing resilience under stress scenarios. Meanwhile, its governance architecture ensures strategic alignment between risk and business objectives, robust oversight with independent challenge, sustained regulatory confidence, and institutional resilience against economic, financial and operational shocks.

Transformative governance
Sampath Bank’s governance architecture can credibly be positioned as a best practice model for sustainable growth, precisely because it adopts a principle-led, integrated approach that extends beyond narrow regulatory compliance. In many financial institutions, governance requirements are often reported from multiple sources, CBSL Directions, listing rules, and best practice codes, leading to parallel or duplicative responses. Sampath Bank has deliberately moved away from this siloed approach. Instead, it has consolidated overlapping requirements into a unified governance reporting and monitoring framework, applying a common methodology across all regulatory and best practice expectations. This integrated model enables the bank to address governance challenges more effectively, while reducing complexity and enhancing clarity in execution.

At Sampath Bank, governance is not merely documented but actively operationalised. Each obligation is assigned to a clearly designated officer, supported by defined timelines, ownership accountability and structured escalation mechanisms. Progress is tracked through a comprehensive governance dashboard, providing real-time visibility into first-line defence actions and enabling proactive oversight by senior management and the Board.

Sampath Bank’s governance architecture has the potential to drive broader sectoral transformation, by showing that integrated, technology-enabled governance enhances effectiveness rather than constraining performance. It offers a practical template for Sri Lankan banks seeking to move beyond compliance-driven governance towards sustainable, trust-based, and performance-enhancing frameworks that meet supervisory expectations while serving long-term stakeholder interests.

Achieving global recognition
In recognition of its governance commitment, the bank was honoured with Sri Lanka’s Best Bank for ESG – Euromoney Awards for Excellence 2025, ACCA Sustainability Reporting Awards 2025 – Runner-Up in the Banking sector – Association of Chartered Certified Accountants, second runner-up at the Best Corporate Citizen Sustainability Awards 2024 – Ceylon Chamber of Commerce, Asia’s Best Bank for Corporate Responsibility – Euromoney Awards for Excellence 2024, ACCA Sustainability Reporting Awards 2024 – Runner-Up in the Banking sector, and the Overall Bronze Award at the SAARC Anniversary Awards for Corporate Governance Disclosures 2024, underscoring its dedication to excellence and transparency. It also received the ICA Sri Lanka Merit Award for Excellence in Corporate Governance Disclosures in 2024 and 2025. Furthermore, Sampath Bank was recognised with the Best Corporate Governance – 2026 award for Sri Lanka by World Finance magazine.

This accolade further affirms the bank’s sustained commitment to adopting and advancing best practices in corporate governance. These distinctions collectively underscore the strength of Sampath Bank’s governance framework, the transparency of its reporting, and, not least, the collaborative efforts of its teams. They reflect the bank’s enduring commitment to integrity, accountability, and responsible disclosure, reinforcing stakeholder trust and confidence. Beyond recognising past accomplishments, these milestones serve as a catalyst to continually elevate governance standards in pursuit of sustainable value creation for all stakeholders.