Board of Directors

Board of Directors

SÜLEYMAN SÖZENCHAIRMAN Experience: 43 years
4

MAHMUT AKTENBOARD MEMBER, CEO Experience: 25 years
1679101113141517

ERGUN ÖZEN BOARD MEMBER Experience: 37 years
5

JORGE SÁENZ-AZCÚNAGA CARRANZABOARD MEMBER, DEPUTY CHAIRMAN Experience: 31 years
135

EBRU OGAN KNOTTNERUSINDEPENDENT BOARD MEMBER Experience: 33 years
2

PABLO ALFONSO PASTOR MUÑOZINDEPENDENT BOARD MEMBER Experience: 34 years
124

RAFAEL SALINAS MARTINEZ DE LECEA BOARD MEMBER Experience: 33 years
1

JAIME SAENZ DE TEJADA PULIDO BOARD MEMBER Experience: 32 years
14

MEVHİBE CANAN ÖZSOY BOARD MEMBER Experience: 33 years

HÜSNÜ ERELINDEPENDENT BOARD MEMBER Experience: 49 years
3

AVNİ AYDIN DÜRENBOARD MEMBER Experience: 33 years
367891013141516171819

 

 

EXPERIENCE COMPOSITION

Chart is prepared in accordance with the Global Industry Classification Standard (GICS). The Global Industry Classification Standard (GICS) is an industry taxonomy developed by MSCI and Standard & Poor’s (S&P) for use by the global financial community.

COMMITTEE MEMBERSHIP

1Credit Committee 2Audit Committee 3Corporate Governance Committee 4Risk Committee 5Remuneration Committee 6Information Security Committee 7IT Strategy Committee 8Information Systems Steering Committee 9Corporate Assurance Committee 10Portfolio Strategy (PSM) Committee 11Local ALTO Committee 12Risk Management Committee 13Cost Management and Efficiency Committee 14Corporate Crisis and Business Continuity Committee 15Responsible Banking and Sustainability Committee 16Operational Risk Admission and Product Governance Committee 17Integrity Committee 18Information Systems Continuity Committee 19Data Sharing Committee

BOARD INDEPENDENCE

There are four independent members on the Board of Directors. CMB requirements regarding Corporate Governance Principles stipulate that minimum three independent members must serve on the boards of directors of banks. Since the Board members assigned as members of the Audit Committee are deemed as independent Board members according to CMB regulations, Jorge Saenz-Azcunaga Carranza, Sema Yurdum and Ebru Oğan Knottnerus, who currently serve as Audit Committee members, are independent Board members. In addition, Mevhibe Canan Özsoy was elected as independent Board for a period one year on 27 March 2024 at the Ordinary General Shareholders' Meeting (which is the remaining term of Office specified under the independency criteria) as the independent board member in accordance with the Corporate Governance Principles, for whom the Capital Markets Board of Türkiye did not express an adverse opinion regarding her independent board membership candidature with the letter dated 04.03.2024 numbered E-29833736-110.07.07-50687.

Board Independence Criteria:

According to the Communiqué Serial: II-17.1 on Corporate Governance Principles issued by the Capital Markets Board of Türkiye, A member of the board of directors who meet the following conditions shall be referred to as an “independent member”:

• Not having a relationship between themselves, or their spouse and relatives by blood or marriage up to second degree, and the corporation, companies where the corporation holds management control1 or significant influence2 , and shareholders who hold management control of the corporation or have significant influence in the corporation, and legal entities in which these shareholders hold management control, in terms of employment at an administrative level to take upon significant duties and responsibilities within the last five years, not to own more than 5% of the capital or voting rights or privileged shares jointly or solely, or not having established a significant commercial relation.
• Not having been a shareholder (5% and more), an employee at an administrative level to take upon significant duties and responsibilities, or member of board of directors within the last five years in companies that the corporation purchases or sells goods or services at a significant level within the framework of contracts executed, especially on audit (including tax audit, statutory audit, internal audit), rating and consulting of the corporation, at the time period when the corporation purchases or sells services or goods.
• To have professional education, knowledge and experience in order to duly fulfill the duties assigned for being an independent board member.
• Not to be a full time employee of public authorities and institutions after being elected, except being an academic member at university provided that is in compliance with the relevant legislation.
• To be residing in Turkey in accordance with the Income Tax Law dated 31 December 1960 and numbered 193.
• To be capable to contribute positively to the operations of the corporation, to maintain their objectivity in conflicts of interests between the corporation and the shareholders, to have strong ethical standards, professional reputation and experience to freely take decisions by considering the rights of the stakeholders.
• To be able to allocate time for the corporation’s business in order to follow up the activities of the corporation and duly fulfill the allocated duties.
• Not to having been a member of the board of directors for more than a period of six years within the last ten years.
• The same person shall not be an independent member of the board of directors in more than three corporations where the corporation or the controlling shareholders of the Corporation hold management control, and in more than five corporations admitted to trading on the exchange in total.
• Not to be registered and announced as a board member representing a legal entity.

Independent board members of Garanti BBVA declare that they stand for serving as an “independent member” on the Bank’s Board of Directors pursuant to the provisions of the Communiqué Serial: II-17.1 on Corporate Governance Principles issued by the Capital Markets Board of Türkiye. Independent board members of Garanti BBVA are listed above.