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VAKIFBANK
ANNUAL REPORT 2014
Effectiveness of the Internal Control system is monitored in a proactive manner via financial, operational and other control points, and either the system is
improved or measures are taken against new risks or unobserved/unidentified risks.
Compliance with the Bank’s internal policies and guidelines and potential risks are evaluated within the framework of the Banking Law and other relevant
legislation prior to all activities that are carried out or that will be carried out by the Bank and new transactions and implementation of the processes and
systems created regarding these activities and transactions. Suggestions are made to projects created by the Bank’s units, necessary control points are
determined and effective controlling and monitoring is made by ensuring that the effectiveness of control activities is improved, the auto-control mechanisms
are enhanced and operational risk are reduced.
In order to effectively and efficiently conduct the compliance process, Compliance Department carries out its activities and fulfils the legal prerequisites in
conformity with the provisions of the “Regulation Regarding Banks’ Internal Systems” and legislations and “Law No. 5549 Regarding Prevention of Laundering
Proceeds of Crime.” Furthermore; Legislation Monitoring and Evaluation Department established upon the Board of Directors decision n.85920 taken on
03.07.2014; keeps track of the up to date legislations concerning the banking activities and thus ensures that the Bank complies with the amendments made
to the legislations.
As per the “Regulation on the Supervision of the Bank Information Systems and Banking Process and Circular on the Governance Statement” stipulated by the
Banking Regulation and Supervision Agency, the management statement was prepared – to be presented to the independent auditor on January, 2014 – by
the Bank for the 2013 audit period by examining the internal controls on the bank information systems and banking processes within the scope of importance,
compliance, effectiveness, and sufficiency.
The Board of Directors is responsible to establish and operate internal systems effectively, sufficiently and properly in conformity with the “Regulation on
Banks.”
Within this scope, Board of Auditors, Internal Control Department and Risk Management Department have been established, whose duties and responsibilities
were clearly specified so that they work in coordination with each other without having any conflicts of tasks and duties.
The Risk Management Department structured under the Board of Directors by the Audit Committee Members, carries out its activities within the framework of
national legislation and international regulations and standards.
5.5 STRATEGIC TARGETS OF THE COMPANY
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 executive managers. Forecasts regarding the annual projection in line with the strategies and business plans are received from
the business units of the Bank and the business plans along with data received from units are evaluated by the management. Consequently, strategies of the
Bank, annual projections and business plans are presented by the Strategy Development Department to the approval of the Board of Directors. The final version
of the approved projections and strategies are forwarded to the Executive Vice Presidents of the Bank and announced to the Bank staff. 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.
5.6 BOARD OF DIRECTORS REMUNERATION
The Chairman, Vice 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. This issue specified in the minutes to the General Assembly, is available on the Bank’s 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.
With the aim of complying with the principle n.4.6.2, the Board of Directors of the Bank established a “Remuneration Policy” within the period and published
the policy document in Turkish and English on the website. The policy was submitted for the information of the shareholders at the 2014 Ordinary General
Assembly Meeting.
Yours sincerely,
İsmail ALPTEKİN
Halim KANATCI
Öztürk ORAN
Mustafa TURAN
Corporate Governance Committee
Chairman
Corporate Governance Committee
Member
Corporate Governance Committee
Member
Corporate Governance Committee
Member