02

Corporate Structure

The TKYB’s highest level of authority, the Board of Directors*, has delegated part of its functions to committees in compliance with laws and regulations. This section describes the committees and organizational structure developed to ensure the effective performance of TKYB’s functions.

Board of Directors

The Bank’s Board of Directors is made up of seven individuals who are elected by the General Assembly. According to the General Assembly’s decision, members of the Board of Directors may serve for up to three years. According to the Articles of Association, the Board of Directors meets at least once a month with the majority of the total number of members, and decisions are made by the majority of the members present.

The decisions made as a result of the meetings’ discussions are recorded in the Board of Directors’ Decision Book in compliance with applicable legislation.

For issues where there are differing viewpoints, reasonable and thorough reasons for dissenting votes are included in the judgment.

Members of the Board of Directors have no veto power in this procedure. The bank has taken out Directors and Officers Liability Insurance with a limit of USD 3 million to protect the members of the Board of Directors. The Private Secretariat and the Board of Directors Office Unit oversee the Chair and the Board’s information and communication procedures.

The Chair of the Board guarantees that all members attend the Bank’s Board of Directors meetings and establish the agenda and date.

Full Name Title Date of Appointment Education Level Work Experience in Banking and Business Administration (Years)
Dr. Raci Kaya Chair of the Board 09.11.2020 Ph.D. 33
Ömer Karademir Deputy Chair of the Board 25.03.2022 Master's Degree 16
İbrahim Halil Öztop Board Member and
General Manager
13.12.2018 Master's Degree 26
Salim Can Karaşıklı** Board Member 13.12.2018 Bachelor's Degree 28
Dr. Turgay Geçer Board Member 27.05.2019 Ph.D. 31
Erdal Erdem Board Member 10.07.2020 Bachelor's Degree 27
Onur Gök Board Member 21.06.2022 Bachelor's Degree 11

* You can access the most up-to-date information through the Management Information Tab on the https://www.kap.org.tr/tr/sirket-bilgileri/genel/2426-turkiye-kalkinma-ve-yatirim-bankasi-a-s website.
** Salim Can Karaşıklı resigned from his duty on 31.03.2023.

Notes:
Ömer Karademir was elected as deputy chair upon the resignation of Hakan Ertürk on 21.06.2022. Onur Gök was elected upon the resignation of Abdullah Bayazıt, dated March 25, 2022.
Members of the Audit Committee are considered Independent Members of the Board of Directors within the framework of the Capital Markets Board’s Corporate Governance Communiqué II-17.1.