VKF_FRAE_2017

121 VakıfBank Annual Report 2017 » » opinion/approval is given for risky sector/ country transactions, » » Financial Crimes Investigation Board (MASAK) is informed about the transactions that are considered suspicious in the necessary investigations and evaluations made within the framework of a risk based approach about the potentially suspicious transactions (for the Bank) detected within the scope of monitoring and controlling activities or forwarded via channels like branches etc. to the Compliance Department. In order to make sure that the Bank healthily keeps track of the international sanctions, the ban list covering the sanctions of the international organizations and institutions such as United Nations, European Union, Office of Foreign Assets Control (OFAC) and etc. is used in investigations and controls. The activities of the Compliance Department are carried out in coordination with the business departments. Within framework of training activities; in-class and online trainings are regularly given to the Bank employee in order to constantly increase the awareness and culture within the Bank about “Prevention of Laundering of Proceeds of Crime and Financing of Terrorism”. 5.5 Company’s Strategic Targets The general strategies of the Bank are determined in line with the expectations on the economy and sector at the meetings chaired by the General Manager with the participation of the top management. Forecasts regarding the annual projection in line with the strategies are evaluated by the management. Consequently, strategies of the Bank, annual projections are presented by the Strategy and Planning Department to the approval of the Board of Directors. Approved final projections and strategies are sent to the Bank’s Executive Vice Presidents, and announced to the Bank staff as they are monitored by the relevant departments. Information regarding these projections and strategies are assessed at the monthly held “target achievement performance” meetings by the Assets and Liabilities Committee according to the data received from the Performance Evaluation and Career Planning Department. Furthermore, at the periodically held meetings these strategies and projections are reviewed while target achievement performance and activities are evaluated and necessary actions are taken. Furthermore, in case of having unexpected developments in the sector, the projection is revised if necessary. 5.6 Board of Directors Remuneration The Chairman, Deputy Chairman and Members of the Board of Directors receive an annual salary that is determined by the General Assembly annually and that is implemented with the approval of the Prime Minister. In 2017, gross TL 13.8 million payment was made to the members of Board of Directors, Members of Audit Committee and Senior Managements. The issue was specified in 9 th item of the minutes of the 63 rd Ordinary General Assembly meeting, and the General Assembly minutes were announced on the Bank’s website. On the other hand, banking sector practices are also taken into consideration, and remunerations and benefits given to the members of the Board Serdar TUNÇBİLEK Corporate Governance Committee Chairman Ömer ARISOY Corporate Governance Committee Member Mustafa TURAN Corporate Governance Committee Member of Directors and executives are not disclosed on individual basis. Fixed and performance based payments to the executives and other employee are determined and made within the framework of the principles of the Bank’s Remuneration Policy. In order to comply with the principle numbered 4.6.2 of the Corporate Governance Communiqué numbered II-17.1; the “Remuneration Policy ” of the Board of Directors of the Bank that entered into effect on 24.02.2014, was submitted for shareholders’ information at the 2015 Ordinary General Assembly Meeting. The abovementioned policy document is available in Turkish and English on the website. The third paragraph of the 60 th Article of the Articles of Incorporation of the Bank is as follows: “Members of the Board of Directors who are not shareholders and Members of the Board of Directors’ relatives who are not shareholders specified in the 393 rd Article of the Turkish Commercial Code cannot borrow cash from the Bank. For these persons, the Bank cannot give surety, guarantee and collateral, cannot assume responsibility, and cannot take over their debts.” Within this scope, the Bank did not lend any money or extend loans to any of the Members of the Board of Directors. It did not improve the terms for loans or credits that have been given to the Members of the Board of Directors, and neither it extended loans by means of third persons and nor gave any collaterals. Yours sincerely,