VKF_FRAE_2017

115 VakıfBank Annual Report 2017 In profit distribution, a balanced policy is pursued between the benefits of the shareholders and partnership. With the aim of complying with the Corporate Governance Principle Numbered 1.6.1., in 2014, the Board of Directors of the Bank created a “Profit Distribution Policy” and published the document in Turkish and English on the corporate website. Profit Distribution Policy was presented to the approval of the shareholders at the Ordinary General Assembly Meeting held in 2015. Thus, full compliance with the relevant principle was achieved. 2.6 Transfer of Shares All Bank shares are registered shares and divided into Class (A), (B), (C), and (D) groups. The Council of Ministers is entitled to sell and to determine the procedures and principles of the sale of Class (A) shares of the Bank and the Class (B) shares held by the attendant foundations under the General Directorate of Foundations. The Bank’s Articles of Incorporation does not include any provisions to restrict the transfer of Class (B) shares held by other attendant foundations and of Class (C) and (D) shares. However, the Bank’s Board of Directors is authorized to convert Class (B) shares held by attendant foundations (subject to permission by the General Directorate of Foundations) and Class (C) shares into Class (D) shares at the request of the Shareholders. »» CHAPTER III - PUBLIC DISCLOSURE AND TRANSPARENCY 3.1 Bank Website and Its Content The Bank has two separate websites; that are regularly updated and published in accordance with the Corporate Governance Principles in Turkish (www.vakifbank.com . tr) and in English (http://www.vakifbank . com.tr/English.aspx?pageID=977) . VakıfBank has two separate investor relations website published in Turkish and in English. The links of Investor relations website in Turkish and in English as presented below: Investor Relations website in Turkish: http://www.vakifbank.com.tr/Yatirimci_ Iliskileri.aspx?pageID=657 Investor Relations website in English: http://www.vakifbank.com.tr/investor- relations.aspx?pageID=625 These websites include; corporate information, periodic financial statements and annual reports, ratings given by credit rating agencies, Corporate Governance reports, information regarding sustainability, and the sustainability reports of the Bank, stock data, presentations for investors, Bank’s Articles of Association and the Law on VakıfBank, General Assembly Internal directive, attendance lists, General Assembly brief minutes, capital increase and dividend ratios, analyst lists, VakıfBank’s management, organizations structure, committees, code of ethics, information policy, profit distribution policy, anti- bribery and corruption policy, compensation policy, human rights and employee rights policy, aid and donation policy, remuneration policy, environment policy, social responsibility policy Occupational Health and Safety, MASAK compliance policy, and announcements regarding the developments in the Bank. These websites also include the disclosure of material matters on publicly announced developments about VakıfBank via Public Disclosure Platform. Bank’s corporate websites do not include any information and announcement that may have impact on using shareholders rights. Interactive Analysis Function offers the opportunity to make comparative analysis of VakıfBank shares and indices in local and foreign currencies. Bank’s website is in compliance with the CMB’s Corporate Governance Communiqué (II-17.1; date: 03.01.2014) principles numbered (2.1.1), numbered (2.1.2), numbered (2.1.3) and numbered (2.1.4) regarding corporate websites. Most of the announcements made by the Bank via Public Disclosure Platform are translated into English and published on the webpage. Furthermore, it is made sure that the English version is consistent with the Turkish version and is prepared in a manner that will be correct, complete, direct, comprehensible, and sufficient enough for the persons who will make use of the announcement to make a decision. 3.2 Annual Report Bank’s Annual Report is issued within the scope of the Banking Regulation and Supervision Agency’s Regulation on the Principles and Procedures of Preparation and Publication of Annual Report by Banks. Bank’s Annual Report is in compliance with the CMB’s Corporate Governance Communiqué (II-17.1; date: 03.01.2014) principles numbered (2.2.1) and numbered (2.2.2) regarding Annual Report. »» CHAPTER IV - STAKEHOLDERS 4.1 Disclosure of Information to Stakeholders VakıfBank stakeholders are informed regularly about the issues deemed necessary, through press releases, press conferences, interviews, annual reports, news on the website, announcements and various meetings. In order to ensure accurate and reliable flow of information, the Investor Relations Department prepares presentations regarding the financial statements disclosed each quarter, shares these presentations with the investors via website and e-mail and also announces them through live teleconferences. The Department, by attending the investor meetings organized by the investment companies, shares the developments related with the Bank and the sector and answers any type of related question and request over the phone or via e-mail on a daily basis. On the Bank’s website; necessary technical infrastructure was built in the “Sorun Çözelim” section for the Bank customers’ information requests, comments or complaints about the Bank’s services and products. Information requests, suggestions and complaints of customers about the Bank’s products and services as well as the problems of customers are resolved by all relevant departments of the Bank in the most effective manner. In order to speed up stakeholders’ access to information, and to facilitate Corporate Governance Committee’s access to the Bank’s transactions that are contrary to legislation and that are ethically not appropriate, mail addresses are available as presented below and on the corporate