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Committees
Corporate Governance Committee
Name Surname
Position
Born in 1969 he graduated from Marmara University – Department of Economics. He started his Garanti career in 1990 as assistant auditor in the Internal Audit Unit. He became Third Degree Auditor in 1993, Commercial and Corporate Marketing Vice President in 1994 and Istanbul Corporate Branch’s Vice Manager in 1995. He was appointed as the Branch Manager in 1996 and became the Vice President of the Internal Audit Unit in 1997. He was appointed as the Commercial Loans Unit Senior Vice President in 1999, Internal Control Vice President in 2001, Internal Audit Vice President in 2006 and Internal Audit and Control Vice President in 2014. In 2015 he was appointed as the Vice President of Internal Audit Unit again and he still continues this mission. Osman Bahri Turgut, who has total 24 years of banking experience, has served as an inspector in Garani Information Technologies, Garanti BBVA Leasing, Garanti Securities, Garanti Portfolio Management, Garanti Payment Systems, Garanti Pension, Garanti Service Management and Garanti Mortgage Consultancy, as board member in Garanti Pension Fund and Garanti Culture and as audit committee member in Motoractive IFN SA/Romania, Ralfi IFN SA/Romania and Domenia Credit IFN SA/Romania.
Having obtained a public administration degree from Middle Eastern Technical University in 1990, Mr. Güldü began office as Assistant Auditor in the Audit Board of Garanti Bank the same year. Between 1997 and 1999, he served as Branch Manager. Between 1999 and 2018, he served as Regional Manager in various offices of the bank in Istanbul. With 28 years of experience in the banking sector, Selahatting Güldü has been responsible for Commercial Banking and Consumer Finance as of April 1, 2018. He also serves on the Board of Directors of Garanti BBVA Leasing.
1. Purpose
Garanti BBVA Leasing (Company) Corporate Governance Committee (Committee) is established to identify the corporate governance principles are applied or not and to make improvements on these issues parallel to the corporate governance principles of Primary Contract, Legislation and Capital Markets Board.
2. Tasks of the Committee
- Monitor the company’s integration with the corporate governance principles,
- Make improvements on these issues and advice to the Board of Directors,
3. Membership
3.1. The committee is established and authorized by the Board of Directors.
3.2. The committee is formed of at least two members.
3.3. The committee president and member are chosen among the non-executive Board members.
3.5. The members are appointed for at least 1 year.
4. Committee Meetings
4.1. Corporate Governance Committee meets at least two times a year.
4.2. Company managers and employees are invited to the meetings if necessary.
4.3. The results of the Committee meetings are entered to the records and saved regularly.
4.4. The Board of Directors is informed by the Committee parallel to the related legislation.
5. Effectiveness
The committee tasks, operation principles and the changes made on them are effective on the date they are approved by the Board of Directors
Credit Committee
Name Surname
Position
Operations of Credit CommitteeCommittee is formed of three individuals chosen among the Board of Directors.
Credit Committee is established for taking credit decisions parallel to the limits defined by the company management.
Audit Committee
Name Surname
Position
Born in 1969 he graduated from Marmara University – Department of Economics. He started his Garanti career in 1990 as assistant auditor in the Internal Audit Unit. He became Third Degree Auditor in 1993, Commercial and Corporate Marketing Vice President in 1994 and Istanbul Corporate Branch’s Vice Manager in 1995. He was appointed as the Branch Manager in 1996 and became the Vice President of the Internal Audit Unit in 1997. He was appointed as the Commercial Loans Unit Senior Vice President in 1999, Internal Control Vice President in 2001, Internal Audit Vice President in 2006 and Internal Audit and Control Vice President in 2014. In 2015 he was appointed as the Vice President of Internal Audit Unit again and he still continues this mission. Osman Bahri Turgut, who has total 24 years of banking experience, has served as an inspector in Garani Information Technologies, Garanti BBVA Leasing, Garanti Securities, Garanti Portfolio Management, Garanti Payment Systems, Garanti Pension, Garanti Service Management and Garanti Mortgage Consultancy, as board member in Garanti Pension Fund and Garanti Culture and as audit committee member in Motoractive IFN SA/Romania, Ralfi IFN SA/Romania and Domenia Credit IFN SA/Romania.
Cemal Onaran graduated from Middle East Technical University with a B.S. in Public Administration and started his career as Assistant Auditor in Garanti Bank at the Audit Committee in the same year. Between years 2000-2007, he worked as the Regional Manager in various regions of Garanti Bank in Istanbul. After the establishment of Garanti Mortgage in October 2007, he was appointed General Manager of Garanti Mortgage. After having served as the General Manager of Garanti Pension & Life since August 1, 2012, Onaran was appointed Executive Vice President of Garanti Bank in charge of SME Banking on January 1, 2017. Onaran has 26 years of experience in banking and business administration,
1. Purpose
1.1. Garanti BBVA Leasing (Company) Audit Committee (Committee) is established to help the Board of Directors fulfil its task on monitoring the efficiency of company’s internal audit system.
1.2. The committee monitors and evaluates the process, operations and system of the company in a specialized and focused way on the matters below ;
Accounting system, financial reporting and public disclosures,
Internal Audit and internal control systems,
Independent external audit,
Adapting law, regulation and ethical principles
and makes suggestions to the Board of Directors if necessary.
2.1. The committee is established and authorized by the Board of Directors. Committee works within the sphere of its competences and makes suggestions to Board of Directors.
2.2. The committee is authorized to be informed and updated by inviting company employees, individuals or corporate agents related to the company, internal and external auditors to its meetings and getting external professional consultancy if necessary. The company employees shall cooperate with the committee when necessary.
2.3. The committee establishes the necessary communication channels for the employees working for internal systems’ units to Access the committee directly.
3. The Organization and Method of Operation of the Committee
Membership
3.1. Audit Committee is established by predicating the clauses of the related regulation.
Method of Operation
3.2. The Audit Committee meets at least 4 times in each year
3.3. Company managers and employees are invited to the meetings if necessary. The committee may ask the internal or independent auditors to prepare presentations for the Committee if necessary.
3.4. The results of the Committee meetings are entered to the records and saved regularly. The Board of Directors is informed by the Committee parallel to the related legislation.
4. Tasks
Internal Control System
4.1. Committee reviews the company management in respect of sharing the importance of internal audit with the company employees and the establishment of a righteous control culture within the company.
4.2. Committee gets informed and updated by the periodic inspections and observations of the Internal Audit Unit regarding the implementation mistakes and absences.
4.3. Committee tracks the mistakes identified by the Internal Control and Internal Audit Units and informs the Company’s Board of Directors about the undissolved issues.
Internal Control
4.4. Committee monitors whether the Internal Audit Unit is meeting its obligations about the Internal Control regulation or not.
4.5. Committee reviews the annual audit plan and the revisions made on the annual audit plan prepared by the Internal Audit Unit before the approval of the Board of Directors.
4.6. Committee approves the employee apoointments of the Internal Control Unit, reviews the Internal Control Unit’s legislation before the approval of the Board of Directors.
4.7. Committee performs the performance evaluation of the Internal Audit Unit. Takes the advice of the company manager if necessary.
4.8. Committee monitors the decisions taken by the senior management and units reporting to the senior management on the issues related to the internal audit reports.
4.9. Committee evaluates the operational and monitoring reports those are submitted to the Committee by the Internal Audit Unit.
4.10. Committee monitors the qualifications of the Internal Audit Unit’s staff and the competencies / specializations of audit personel. Committee takes the necessary measures for theoretical and practical trainings of the auditors.
Financial Reporting and Independent External Audit
4.11. Committee monitors the company’s financial reports if they are competent or not, fitting to the laws and procedures or not and corrects the mistakes and irregularities.
4.12. Committee monitors the election of the independent audit firm, initialization of the audit process by preparing the audit contracts and all the operations of the independent audit firm in all phases.
Law, Regulations and , Düzenleme and Accordance with the Ethical Principles
4.13. Committee monitors the process of the internal systems, accounting and reporting systems according to the laws and related regulations and the integrity of the data established.
4.14. Committee review the company operations parallel to laws and regulations through the units reporting to itself.
4.15. Committee monitors if the company policies and implementations are respected or not and advices the Board of Directors in respect of necessary measures.
5. Effectiveness
The committee tasks, operation principles and the changes made on them are effective on the date they are approved by the Board of Directors.
