Sustainability Governance and Organization

Ziraat Bank’s management structure integrates economic, environmental, and social factors within a strategic, holistic framework designed to generate long-term value. Assessing corporate sustainability from a strategic and integrated perspective, the sustainability strategy and road map, structured under the Board of Directors at Ziraat Bank, is implemented within the framework of a simple and effective organization.
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Sustainability policies at the Bank are developed, planned, implemented, monitored and reported by the Sustainability Committee, which was established in March 2023 and operates under the chair of a Board Member.
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Mr. Fazlı KILIÇ, a Member of the Board of Directors, chairs the Ziraat Bank Sustainability Committee.
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In 2024, the Head of Internal Systems Group, to which the Risk Management Department reports, was appointed as a permanent member of the Sustainability Committee.
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In 2024, the Sustainability Committee convened four times (in February, July, October, and November) and delivered 11 resolutions.

In 2024, two Committee meetings were held with the participation of the Bank’s Senior Management, as deemed necessary and based on the relevant agenda items.

• Corporate Banking EVP,

• Financial Coordination EVP,

• Loan Allocation and Management EVP,

• Banking Operations and Corporate Communication EVP,

• Digital Banking and Payment Systems EVP,

• Head of Agricultural Banking Group,

• Head of Risk Management Department,

• Head of Financial Coordination and Reporting Department,

• Head of Corporate Credits Allocation and Management Department,

• Head of Corporate Product and Customer Experience Management,

• Head of the Credit Analytics and Processes Department,

• Head of Commercial Credits Allocation and Management Department,

• Head of Commercial Branch Banking Department

Sustainability activities at the Bank are carried out with the participation of relevant units under the coordination of the Project Finance and Sustainability Department, which was established in August 2022 under the Project Finance and Company Analysis Group. The persons authorized in the field of sustainability in all units of the Bank have been identified and included in the process.

Experiences of the Committee Members Responsible for Sustainability Management

Mr. Fazlı KILIÇ graduated from Istanbul Academy of Economic and Commercial Sciences, Faculty of Commercial Sciences, Department of Business Administration and Accounting in 1980. In 1982, he completed his master’s degree program in Accounting Auditing at Istanbul University, Faculty of Business Administration. Having 26 years of experience as a Certified Public Accountant, he served as Istanbul Provincial General Assembly Member and Group Chairman between 1994 and 1999, and as Mayor of Kağıthane Municipality for three terms between 2004 and 2019. Mr. Fazlı KILIÇ, a Member of the Board of Directors of Ziraat Bank, chairs the Sustainability Committee established in March 2023.
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Berrin MAHMUTOĞLU, a member of the Sustainability Committee, graduated from Istanbul University, Faculty of Economics. In 1996, she joined Emlak Bank as an Assistant Financial Analysis Specialist and later worked at Körfezbank. She served as the Corporate Marketing Manager at Bank Pozitif Credit and Development Bank. Ms. Mahmutoğlu, serving as Ziraat Bank’s Project Finance Manager since its establishment in March 2013, further served as the Head of the Project Finance Department between September 2017 and July 2022, and led the establishment of the Sustainability Unit within Project Finance in 2022. Since July 2024, she has been serving as the Head of Project Finance and Company Analysis Group. She has been guiding Ziraat Bank’s strategic decisions on sustainability as one of the founding members of the Sustainability Committee since 2023. As an experienced leader in project finance, sustainability, and structuring, Ms. Mahmutoğlu manages the financing of mega projects on behalf of Ziraat Bank, making significant contributions to Türkiye’s sustainable development, and works to develop sustainable financial solutions for projects. Berrin Mahmutoğlu has been the Chairman of the Board of Directors of Ziraat Venture Capital (Venture Capital Investment Trust) since 2022.

Sustainability Specialization

• Employees working in the Project Finance and Sustainability Department, the Inspection Board, and the Risk Management Department, who play a role in sustainability endeavors within Ziraat Bank, participated in the Sustainability Expertise Certification Program organized in cooperation with the Turkish Capital Markets Association (TSPB) and the Sustainable Education, Development and Excellence Association (SEGM) and received the Sustainability Expert Certificate.

• A total of 130 employees at executive and managerial positions from the relevant units of the Bank’s Head Office participated in the online certification program titled “Climate Risks and Opportunities for Banks.” The training was delivered interactively and in the second phase, a face-to-face, sector-specific study on transition risks was conducted.

• Ziraat Bank Project Finance and Sustainability Department officials hold the UNEP-FI Environmental and Social Risk Analysis (ESRA) Certificate.

Activities Related to Sustainability Risks and Opportunities

• Ziraat Bank continues to endeavor on the infrastructure for the establishment of the Sustainability Management System (SYS). The Sustainability Management System aims to establish an in-house platform for the systematic collection and reporting of carbon and water footprint data as well as all ESG issues from all departments of the Bank. The platform, which will serve for data collection, monitoring, and planning activities to measure the performance of the Bank’s sustainability activities, is planned to commence to be actively used in 2025. In the context of the platform, it is further aimed to complete the Environmental Management System installation and ISO certification processes.

• For 2024, a Renewable Energy Resource Guarantee System (RES-G) Certificate was obtained.

• The Risk Management Department carries out the necessary work to identify, measure, and monitor climate-related financial risks. In this context;
  - In order to determine the climate risk exposure of the Bank’s portfolio, a sectoral heat map study is conducted and sectors that pose high climate risk are identified.
  - For the two sectors with the highest risk among the sectors identified by the heat map study, a stress test study is conducted within the selected scenario, and the possible expected credit loss change is calculated.
  - Signal and limit values for these sectors have been determined in the Risk Appetite Statement Regulation, and the Bank’s risk appetite level for financial risks related to climate risk is regularly measured and monitored.
  

• Ziraat Bank has commenced its endeavors by determining the actions to be taken in order to prepare reports in compliance with the Turkish Sustainability Reporting Standards (TSRS) published by the Public Oversight Authority. Within the context of TSRS, the necessary actions were evaluated and the preparation process was initiated for the entire Ziraat Finance Group, not limited solely to the Bank.
  

• In 2024, a total of 31.5 hours of sustainability training was provided to 41 executives, including 1 Executive Vice President, 2 Group Heads, and 38 Department Heads.