VKF_FRAE_2017

PART II: MANAGEMENT AND CORPORATE GOVERNANCE PRACTICES 112 VakıfBank Annual Report 2017 CORPORATE GOVERNANCE PRINCIPLES COMPLIANCE REPORT The main duties and responsibilities of the Investor Relations Department are as follows: » » Managing the relations with existing and potential foreign and local institutional investors and rating agencies, » » Maintaining the relations with brokerage companies’ analysts who prepare reports regarding the Bank, » » Attending meetings organized in Turkey and abroad on behalf of VakıfBank, » » Preparing quarterly presentations regarding results of the financial statements and making teleconferences, » » Preparing corporate presentations and similar type of meeting tools that publicize the Bank, arranging various target-driven publicity and informative meetings, » » Keeping the “Investor Relations” page up- to-date that includes Turkish and English contents on the Bank’s website, » » Working in coordination with the relevant Head Office departments in preparing and updating the Corporate Governance Principles Compliance Report, » » Contribute to the preparation of annual and interim reports » » Responding the shareholders’ written information requests about the Bank, » » Preparing documents that must be submitted for the shareholders’ information and review regarding Ordinary and Extraordinary General Assembly meetings and holding General Assembly meetings in compliance with the relevant legislation, the Bank’s Articles of Incorporation and other internal regulations, » » Disclosing the material events via Public Disclosure Platform required to be made within the scope of the Capital Markets Legislation and the relevant legislation that the Bank is liable to comply with » » Carrying out activities in collaboration with the departments for sustainability activities, » » Assembling, running, and providing coordination necessary for the sustainability of Quality and Environment Management System with a methodology to be determined by the Corporate Governance Committee within the Bank. During 2017, the Investor Relations Department: » » Approximately 1,000 information requests submitted by the shareholders were responded. » » 21 local and foreign investor conferences were attended, and face-to-face meetings were held with more than 400 foreign and local institutional investors. » » More than 250 meetings were held in the Bank’s İstanbul office and roughly 400 investors/analysts were interviewed. » » Following the investor conferences attended, reports were prepared in line with the feedback obtained from the investors and presented to the top management. » » Four teleconferences about the results of the financial statements were arranged and their records were published on the English version of the website. » » Annual ordinary evaluation meetings were held with rating institutions (Fitch, Moody’s and S&P). » » Close communication was sustained with all the analysts publishing reports regarding the Bank, accurate and reliable information was provided to the analysts during the report preparation and comments on the reports were shared with the analysts following the review process. » » It was ensured that 2017 Ordinary General Assembly meetings were held within the scope and in compliance with the Banking Law, Capital Markets Law, Corporate Governance Communiqué, the Bank’s Articles of Incorporation and other legislations. » » The Disclosure Policy was updated with the Board of Directors’ resolution dated 31.10.2017 within the scope of Communiqué on Material Events Disclosure (II-15.1) published by Capital Markets Board (CMB). » » VakıfBank received the awards of “International Bond Deal of the Year” and “Financial Institutions Financing Deal of the Year” with the first ever Euro- denominated Mortgage Covered Bond issuance of Turkey amounting EUR 500 million with 5 years maturity by “Bond and Loans Award 2017”, one of the most prestigious award in the Turkish Capital Markets and finance sector. In addition, VakıfBank has won “CEEMEA Financial Institution Deal of the Year” award by Global Capital, one of the respectful and prestigious media company of international capital markets, in January 2017 for the same issuance. » » Mr. Hasan Ecesoy, EVP responsible for International Banking and Investor Relations Department, took part as a speaker for the panel of “the Symbiotic Life of Credit Markets and Capital Markets: Securitization” at Capital Markets Congress held in İstanbul. » » Mr. Mustafa Turan, SVP responsible for International Banking and Investor Relations, participated to the panel of “Banks in Central and Eastern Europe” as a speaker at Euromoney Covered Bond Conference held in Barcelona. » » Mr. Mustafa Turan, SVP responsible for International Banking and Investor Relations, participated to the panel of “Capital” as a speaker at the Bonds&Loans Conference held in İstanbul. » » Secretarial procedures were performed for the Corporate Governance Committee, which is the highest body authorized for coordinating sustainability activities, and for the Sustainability Work Group which carries out activities under this Committee. Anticipated meetings and meeting agendas were determined. » » As the Bank is listed in the BIST Sustainability Index, correspondence with the related organizations has been carried out to make sure that the Bank maintains its position in the Index. Furthermore, EIRIS (Ethical Investment Research Services Limited) reports issued regarding the Bank’s index performance were reviewed and mutual opinions were shared. » » In order to maximize the Bank’s performance in environmental, social and Corporate Governance issues, activities were carried out in collaboration with other departments of the Bank. » » In conformity with the Global Reporting Inıtiative G5 requirements, activities were initiated to prepare the second Sustainability Report of the Bank that will cover June 2017 - June 2018 activity period. » » In order to formulate the framework of the Sustainability Report, and set the long term sustainability strategy of the Bank, various communication channels (surveys, phone calls and meetings) were used and opinions of the shareholder were taken. Within this scope, approximately 200 shareholders were surveyed, 10 shareholders were contacted by phone calls while face-to-face meetings were held with 10 shareholders.

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