PASHA_BANK_ANNUAL REPORT 2022

74 PASHA Bank 2022 Annual Report With respect to the principle numbered 4.3.9.; There is not yet a target rate and target time determined for the ratio of female members in the Board of Directors. As of reporting date there are two female members in the Bank’s Board of Directors. With respect to the principle numbered 4.5.3.; the role of chair of the committees other than the Human Resources Committee and Nomination & Remuneration Committee have been conducted by independent non- executive directors. With respect to the principle numbered 4.5.5.; Assignment to the Board Committees is carried out in line with the relevant legislation, taking into consideration the accumulated knowledge and experience of the members of the Board of Directors and some members of the Board of Directors are assigned to more than one committee. However, members assigned to more than one committee ensure communication between committees involved in related issues and increase cooperation opportunities. With respect to the principle numbered 4.6.5.; The remuneration and other benefits provided to the Board Members and senior executive directors are disclosed to the public through the annual report. However, the payments made are disclosed to the public on a collective basis in parallel to market practice, rather than an individual basis. Explanations about the activities of the Committee in charge of audit and the outcome of its meetings are included under the section “Information On Management and Corporate Governance Practices” of the Annual Report and functioning and effectiveness of the internal systems organization are included under the heading “Audit Committee’s Assessments on the Operation of Internal Systems” of the Annual Report. RESPONSIBILITIES OF THE BOARD OF DIRECTORS AND THEIR ACTIVITIES IN THE REPORTING PERIOD Board of Directors’ Activities in 2022 Board of Directors defines the Bank’s strategies, related business goals and risk limits for three-year periods based on Strategy and Budget Committee’s suggestions. In 2022, the Board of Directors discussed and resolved the issues on related with the activities summarized below: “The responsibilities assigned to the Board of Directors within the framework of the provisions of the Communiqué on Internal Systems and Internal Capital Adequacy Assessment Process of Banks, risk management and credit policies and methodologies, improvements on the internal credit risk rating model, updates on the risk appetite limits, Risk Appetite Statement and related Operational Limits, new and updated policies and regulations of the Bank, independent audit reports in accordance with BRSA regulations and International Financial Reporting Standards, the action plans for the correction of the findings regarding the information systems and banking processes audit and the penetration test, loan allocation, financial restructuring and procurement requests under the authority of the Board of Directors, key performance indicators and information systems strategy plan of the strategy period, the budget for the next fiscal year and its monthly financial performance, domestic and cross border issuance conditions for the debt instruments, asset finance fund establishments, corporate governance practices, changes in the Bank’s organizational structure, distribution of duties in the Board of Directors and its Committees, top management appointments, promotion and personal benefits of Bank’s employees, authority levels of employees who will be granted signature authorities or changes 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. Evaluation of individual director performance was carried out by the Chairman in 2022. Board of Directors Structure and Status of Members at the Board PASHA Bank Board of Directors consists of nine members, three of which are independent members. Detailed information about the Members of the Board of Directors is given in the continuation of this report. Biographies of the Board Members can be found on pages 46-48 of the annual report. Information on Aids and Donations During the period, aids and donations at a total amount of TL 3.300 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. Statement of Compliance with Corporate Governance Principles