PASHA BANK ENG 20

in those with existing authorities, implementation plan of strategic initiatives, selection of independent auditor, Annual General Shareholders’ Meeting agenda and suggestions to be submitted to the General Assembly. Corporate Secretary Unit is assigned to perform duties of determining the agenda of the PASHA Bank’s Board of Directors’ meetings, preparing the Board of Directors resolutions, briefing and communication of the Board of Directors. Topics to be discussed at the meetings are gathered at the Corporate Secretary Unit and upon consolidation of these topics, the agenda is determined as per endorsement by the Chairman. Further to the Independent Board Evaluation facilitated by external consultant in 2019, the Board and its selected committees were also observed as part of the review in 2020, and external consultant conducted its effectiveness review of the Board and a number of committees within the period, and this took the form of: observation of the July, September and November meetings of the Board, Risk Management, Strategy & Budget Committee meetings respectively. Evaluation of individual director performance was carried out by the Chairman in 2020. These performance reviews are used as the basis for re-election of directors by shareholders at the 2020 AGM and to assist the Chairman with his assessment of the independent nonexecutive directors’ competencies. Training sessions have been provided by the external consultant for development of the Board Members and the Corporate Secretary in 2020. Induction program for new members of the Board of Directors has been developed in 2020. In order to ensure automation of board packs and digitization of meetings, electronic board meeting system is deployed in 2020 to enhance the decision making and help directors to manage/review the vast amount of information effectively in 2021. Careful consideration has been given to agenda management and reporting to facilitate valuable discussions in 2020. Board of Directors Structure and Status of Members at the Board All members of our Board of Directors were reelected on March 30, 2020 to serve for three years. Biographies of the Board Members can be found on pages 42 to 45 of the annual report. Information on Aids and Donations During the period, aids and donations at a total amount of TL 181,461.64 were realized. The Bank’s internal procedures on donation policy are set up with its Corporate Governance Policy and no changes were made during the period. Information on the amount of aids and donations and their beneficiaries are presented at the General Assembly meeting as a separate agenda item. The following chart shows the distribution of the agenda items’ discussion devoted by the Board in 2020; 21% 5% 6% 9% 15% 33% 11% Banking Operations Internal Regulations Human Resources and Remuneration Others Audit, Compliance and Monitoring Strategic Planning and Budgeting Risk management Annual Report 2020 PASHA Bank Information on Management and Corporate Governance Practices 69