STATEMENT OF COMPLIANCE WITH CORPORATE GOVERNANCE PRINCIPLES

STATEMENT OF COMPLIANCE WITH CORPORATE GOVERNANCE PRINCIPLES

Türkiye Garanti Bankası A.Ş. (“Garanti Bank” or “Garanti” or “the Bank” or “Garanti BBVA) complies with the corporate governance principles set out by the banking legislation, capital market legislation, as well as the Turkish Commercial Code and other applicable legislation, and pays the utmost attention to implement these principles. Garanti BBVA accordingly updates its annual reports and website, making them available to all its stakeholders. The shareholders can access comprehensive information, get information about the latest developments and activities from the regularly updated Garanti BBVA Investor Relations website at www.garantibbvainvestorrelations.com, and can address their questions to the Investor Relations Department and to the Subsidiaries and Shareholders Service.

In keeping with Garanti BBVA’s commitment to corporate governance principles, information about the Bank’s compliance with non-mandatory principles under the Corporate Governance Communiqué numbered II-17.1 is provided under the related headings of this report. In addition, disclosures within the scope of Sustainability Principles Compliance Framework as per the Communiqué (no: II.17.1a) amending the Corporate Governance Communiqué (no. II.17.1) whereby necessary additions were made on 02 October 2020 to Articles 1 and 8 of the Corporate Governance Communiqué are provided under the related headings.

The Corporate Governance Committee was established in February 2013, pursuant to the Regulation on the Banks’ Corporate Governance Principles published by the Banking Regulation and Supervision Agency (“BRSA”) and the Communiqué Serial: IV-56 on the Determination and Implementation of Corporate Governance Principles issued by the Capital Markets Board of Türkiye (CMB), which was effective at the time. The Committee is responsible for overseeing compliance with corporate governance principles and for ensuring that relevant improvement efforts are carried out at the Bank. In 2021, the Committee held 3 meetings with full participation of its members. The Board of Directors deemed that the activities performed by the Corporate Governance Committee in 2021 were efficient, appropriate, adequate and compliant with the relevant legislation. The activities of the Corporate Governance Committee are presented in detail in the Committees section.

On the other hand, Garanti BBVA, during 2021, achieved compliance with all of the mandatory principles of the Corporate Governance Communiqué No. II-17.1. Compliance status with the Corporate Governance Principles, including compliance with non-mandatory principles, is summarized in the table below.

CORPORATE GOVERNANCE PRINCIPLES COMPLIANCE STATUS
Section Full Compliance Partial Compliance N/A Exempted No Compliance
Shareholders 15 0 1 0 1
Disclosure and Transparency 5 0 0 0 0
Stakeholders 20 0 0 0 1
Board of Directors 19 3 1 0 2
Total 59 3 2 0 4

 

SUSTAINABILITY PRINCIPLES COMPLIANCE STATUS
Section Full Compliance Partial Compliance Exempted No Compliance
General 11 1 0 0
Environment 25 1 0 0
Social 16 0 0 0
Governance 6 0 0 0
Total 58 2 0 0