CorporateGovernance Committee
As per the resolution of the Board of Directors dated 27.02.2013, Nr. 38923, the Corporate Governance Committeewas established in
order to
• monitor the Bank’s compliancewith the corporate governance principles,
• performstudies for improvement in corporate governance practices andmake suggestions to the Board and
• fulfill the projected tasks of Corporate Governance Committee and Nomination Committee to be in accordancewith the related
legislation.
The Committee is chaired byMs. Füsun Tümsavaş who is also the Vice Chairman of the Board. The other member of the Committee is Prof.
Dr. Savaş Taşkent, who is also amember of the Board.
In 2013, Corporate Governance Committee held 5meetings with full participation and adopted 1 resolution.
Risk Committee
Risk Committee is responsible for formulating the riskmanagement strategies and policies İşbankwill adhere to both on a consolidated and
unconsolidated basis, presenting them to the İşbank Board of Directors for approval, andmonitoring compliancewith them. Committee
is the common communication platformwith Bank’s executive divisions in terms of assessing the risk the Bank is exposed, making
suggestions about the precautions to be taken andmethods to be followed. The Committee’s principal duties are the following:
• Prepare the risk strategies and policies, and present to the Board for approval,
• Adjudicate by negotiating the issues addressed by Risk Management Division,
• Recommend to the Board the level of risk limits for exposures, monitor the breach of limits and recommend to the Board regarding
elimination of those breaches,
• Recommend to the Board changes in risk policies if diverse circumstances require,
• Monitor risk identification, definition, measurement, assessment, andmanagement processes carried out by Risk Management Division,
• Monitor accuracy and reliability concerning the riskmeasurement methodologies and their results.
CommitteeMembers:
• Füsun Tümsavaş: Vice Chairman of Board of Directors and Head of Risk Committee
• Adnan Bali: CEO, Head of Credit Committee
• Ertuğrul Bozgedik: Deputy Chief Executive
• Senar Akkuş: Deputy Chief Executive, Head of Asset & LiabilityManagement Committee
• Gamze Yalçın: Head of Risk Management Division
Risk Committee contributes to the configuration of Group risk policies also through consolidated groupmeetings. In the activities that the
Risk Committee carries out on a consolidated basis,
• İlhami Koç: Deputy Chief Executive
• Burhanettin Kantar: Head of Equity Participations Division
also attend themeetings.
In 2013, the Risk Committeemet a total of 13 times 4 of whichwere on a consolidated basis. In addition to the riskmanagement
evaluations of İşbank and its participations under consolidation, 12 riskmanagement reports were submitted to the Committee and
resolutions were adopted.
Remuneration Committee
As per the resolution of the Board of Directors, dated 29.12.2011, Nr. 38038, Remuneration Committee has been established for the
purpose of executing functions and activities related tomonitoring and controlling remuneration policies of the Bank on behalf of Board of
Directors. The Committee has twomembers; Mr. H. Ersin Özince, the Chairman of the Board, was elected as the Chairman of the Committee
and Prof. Dr. Savaş Taşkent was elected as themember of the Committee.
Within the framework of compliance to Corporate Governance Principles, Remuneration Committee is responsible for monitoring and
controlling policies related to remunerationmanagement on behalf of Board of Directors within the context of compliance to Corporate
Governance Principles; providing that remuneration policies are in compliancewith the Bank’s ethical values, internal balances and
strategic goals. The Committee is also responsible for evaluating remuneration policy and practices within the framework of risk
management; submitting the proposals regarding the necessities determined after the evaluations to Board of Directors, as well as
fulfilling other responsibilities in accordancewith relevant legislations and tasks assigned by the Board of Directors within this framework.
In 2013, Remuneration Committee held 1meetingwith full participation and adopted 1 resolution.
Corporate Governance
73
İşbank
Annual Report 2013
