TEB 2016 Annual Report

The Remuneration policy of the Bank was prepared in line with the BRSA’s Communiqué on “Corporate Management of Banks” and “Guidance on Good Remuneration Practices in Banks” and within the scope of the principle of proportionality, the content, structure and strategies of the Bank’s activities, long-term targets, the risk management structure of the Bank and local regulations. These regulations aim to prevent taking excessive risks and evaluate actual contributions to the risk management.

Our Remuneration Policy is intended to encourage TEB to manage risks within the principles and parameters defined and approved by its Board of Directors.

The purpose of our Remuneration policy is also to ensure that TEB can attract and retain competent and expert employees both in commercial and control functions that will help to fulfill its strategic objectives.

SECOM (Selection and Compensation Committee) is responsible, on behalf of the Board of Directors, for ensuring that the remuneration policy is prepared in line with local and BNP Paribas regulations.

SECOM, manages the principles of the remuneration policy, taking opinions from the HR, Financial Affairs, Risk, Compliance and Internal Control Groups. The remuneration policy is reviewed and approved by SECOM and submitted to the Board of Directors. The remuneration policy is reviewed annually.

The main duties and responsibilities are as follows:

Formation of a written Remuneration Policy which is in compliance with the BRSA Regulation and BNP Paribas.
Determination, monitoring and supervision of remuneration implementations (including salaries, performance bonuses, premiums, awards and fringe benefits).
Approval of the principles and policies of remuneration for qualified employees as suggested by the General Directorate.
Annual submission to the BoD the proposals with respect to the evaluation of Remuneration policy and implementations under the risk management.
Determination of the criteria for the payments of performance bonuses to the employees based on the business line’s, group’s or employees’ personal performances and announcement of such criteria to the employees and regular review of such criteria according to the determined standards and special duties and responsibilities.
To review the amendments to the remuneration criteria both in entity and individual assessments level at least annually. The main purpose of such review is also to ensure that the Remuneration policy does not encourage excessive risk taking nor create conflict of interest between the management and the risk control and the internal control systems.
SECOM considers the risk policy and other policy documents of the Bank in order to ensure the alignment of the current organization chart, reporting lines, separation of duties and Remuneration policy.

At the Ordinary General Assembly convened on 28 March 2016 that no attendance fees be paid to the other Board of Directors members on account of their positions.

A monthly gross fee of TL 6,000, which was decided to be paid to Independent Board Member Alain Kokocinski at the Ordinary General Assembly meeting dated 30 March 2015 until the end of his term of office, had been paid until his resignation on 28 March 2016.

All rights, benefits and salaries paid to the members of the Board of Directors and senior executives in 2016 totaled TL 27,930,000. Besides, travel, accommodation and representation expenses were TL 1,504,701.

Board members may be granted loans within the legally defined limits or may be remunerated depending on various criteria including the Bank’s performance, the positions they hold and the time they allocate.