As VakıfBank, we continue our operations in harmony with the Corporate Governance
Principles, in order to protect all stakeholders and in particular our shareholders, to act
in line with their interests, and to create sustainable value for our country while growing.
Accordingly, we continue our activities in line with the principles of equality,
transparency, accountability and responsibility and in compliance with the Banking
Law, Capital Market Legislation, Turkish Commercial Code and other relevant
regulations.
In VakıfBank, the top management is structured in line with the Corporate Governance
Principles. VakıfBank Board of Directors consists of nine members in total, including
Chairman, Deputy Chairman, General Manager and six members. In accordance with
the Corporate Governance Principles, there are three independent members in the Board
of Directors. The Chairman and General Manager titles are held separately within the
Board of Directors. The Chairman of the Board of Directors does not have executive
duties as dictated by the regulations of the Banking Regulation and Supervision Agency.
The Bank is in compliance with the mandatory principles under both the Corporate
Governance Communiqué and Banking Law No. 5411. Related party transactions are
mandatory to be approved by the Board of Directors. As per the Article 50 of Banking
Law No. 5411, it is obliged that in cases where loans will be made available to real
and legal persons in the bank’s risk group, the necessary decision be taken by two
thirds majority of the board of directors’ members and that the loan conditions not
vary from the loans made available to other persons and groups and from market
conditions, in favor of the borrower.
We believe that risks should be managed with proactive approaches, situations that may
result in conflicts of interest should be prevented and ethical banking practices that
increase transparency should be exercised for the implementation of effective corporate
governance. We share information and documents with stakeholders explicitly through
the Investor Relations section on our website. In addition to the financial risks that affect
or may affect our organization, we also monitor non-financial risks such as the risks
concerning our reputation and the environment. We manage risks through the internal
control systems we have established and developed in accordance with national
legislations and international regulations.
VakıfBank is against all kinds of bribery and corruption and also is determined to
comply with the relevant laws, regulations and principles. Receiving bribes or bribing
can never be accepted regardless of its purpose. It is essential that the business
relationships shall not be continued with third parties (outsourcing companies and
business partners) who wish to get service from VakıfBank via bribery. We take a “zero
tolerance” policy to bribery and corruption. For the purpose of ensuring that employees
adopt the principles of the Policy and works in compliance with these principles,
continuous trainings are delivered. In case of a violation of the policy against Bribery
and Corruption, disciplinary punishments may arise depending on the nature of the case.
In such cases, the Board of Inspectors examines the case, and in case of non-compliant
behavior, necessary sanctions are applied in accordance with the legislation.
Fighting the laundering of criminal proceeds, financing of terrorism and preventing the
financial system from being used by criminals are among our primary areas of focus.
Our employees are prohibited from engaging in any actions that would be considered as
laundering of crime proceedings or would facilitate such activities.