1. The Audit committee (AC)
Chairman of the commitee:
Fuad Mammadov
Members of the commitee:
Rufat Nagiyev - independent outside member of the Audit Committee
Esmira Mammadova - independent outside member of the Audit Committee
The responsibilities of the audit committee include the following:
- Review the Internal Audit Statute and submit it to the Supervisory Board for approval together with relevant conclusion;
- Submits to the Supervisory Board the appointment and dismissal of the Internal Audit Department"s director and auditors on the basis of the Committee"s presentation;
- The Committee makes recommendations to the Supervisory Board on the internal audit department maintenance costs and the internal auditors" rewards;
- Approves the risk-based annual audit plan drawn up by the Internal Audit Department for the Bank"s performance audit;
- Confirms reports of the Internal Audit Department, gives recommendations on improving the control system;
- Makes recommendations to the Supervisory Board on the establishment and implementation of the internal control system, improvement of the internal control and risk management system;
- Obtains information on the implementation status of recommendations given by external and internal auditors on control systems;
- Identifies the areas where financial risks are high and ensures that the Bank"s Board of Directors’ ability to effectively manage them;
2. The Risk Management Committee (RMC)
Chairman of the commitee:
Samira Gahramanova
Members of the commitee:
Fuad Mammadov - member of commitee
Chingiz Mammadov - independent outside member of the RMC
The responsibilities of the risk management committee include the following:
- Defines the minimum requirements for each phase of the risk management process;
- Regularly reports to the Supervisory Board on the Bank"s exposure to risks, the adequacy of the risk management system and the effectiveness of the risk management process;
- Provides guidance to Risk Management department and requires periodic reporting from it;
- Examines the limits on the risks set by the Risk Management Department and submits it to the Supervisory Board for approval;
- Evaluates the Risk Management Department"s work and informs the Supervisory Board and the Board on the results;
3. Corporate governance committee (CGC)
Chairman of the commitee:
Afghan Javadov
Member of the commitee:
Fuad Mammadov - member of commitee
Chingiz Mammadov - independent outside member of the (CGC)
4. Assets and Liabilities Management Committee (ALMC)
Chairman of the commitee:
Mehman Mammadov
Members of the commitee:
Teymur Agakishiyev, Rufat Murshudlu, Fuad Muradaliyev, Fadail Mammadov, Saleh Mammadli (a member without the right to vote)
Responsibilities of assets and liabilities management committee include:
- Ensures efficient management of asset, passive and capital to ensure implementation of current liquidity and the targets set out in the Bank"s strategic plan (taking into account the performance priority of these targets);
- Ensures definition of Bank"s financial management objectives and targets, assessing interest and budget policies taking into account market conjuncture, capital adequacy;
- Givens opinions on the preparation of the Bank"s asset and liability management policy and guidelines, additions and amendments to existing ones;
- Regularly analyzes liquidity risk, taking into account the changing market conditions or strategic objectives of the bank, the requirements set by domestic or international financial supervision agencies and, if necessary, develops an appropriate action plan;
- Regularly analyzes the Bank"s overall balance of capital, deposit base, quality of asset and off-balance liabilities and interest rate policy;
- Analyzes loan and deposit interest rates in the banking market, makes offers on changing interest rates according to current economic situation;
- Makes comments and suggestions to the Board of Directors and the Supervisory Board regarding the allocation of funds to liquid assets and to attract funds within the defined interest rate policy;
- Reviews the Bank"s new products and gives its opinion to the Board and the Supervisory Board;
- Supervises adequacy of the Bank"s economic normative indicators;
- oversees the implementation of the action plan prepared by the management of the Bank at the time of the liquidity crisis;
- Determines limits on the Bank"s active and liability transactions, balances with nostro accounts, cash held at the branches and offices cash offices, cash held in ATMs, attracting resources from financial and other institutions, limits on differences in payment term of assets and liabilities;
- Analyzes and evaluates the activities of different areas covered by asset and liability management;
- Makes recommendations to the General Meeting of Shareholders on capitalization of the Bank (additional capital and subordinated liabilities and issuance of new shares).
5. The Information Technology Committee (ITC)
Chairman of the commitee:
Mehman Mammadov
Members of the commitee:
Teymur Agakishiyev, Rufat Murshudlu, Suleyman Khalilov, Emil Farzaliyev, Fadail Mammadov, Fuad Muradaliyev, Ahad Aliyev (a member without the right to vote), Saleh Mammadli (a member without the right to vote)
The responsibilities of the information technology committee include the following:
- Supervises the work of the Bank"s Information Technology Department;
- Organizes control over the systems and processes of the Bank"s management systems and information technology;
- Minimizes the risks of using information technologies;
- Ensures the development of "Emergency Response Plans" for creating adequate backups on accounting and management information systems;
- Ensures the development of information technology procedures;
- Acts as an observer and consultant in establishing IT projects;
- The preparation of IT plans for the use and implementation of IT is determined by the key points of the Bank"s overall strategy;
- Communicates to the Supervisory Board a decision by agreeing with the Board of Directors on capital expenditures for IT;
- Oversees the implementation of the IT budget after the Bank"s budget has been approved;
- Justification software and hardware acquisition, oversees the tender process for procurement of software and equipment;
- Follows improvements and changes in IT plans;
- Oversees IT training issues to ensure high level of technological competence and standards among Bank employees;supports research and development in the IT field;
- Controls the security on right of information access, distribution of tasks, control of programmers and IT staff, password hierarchy, security of IT equipment, security of data, creation of backups, electronic archives;
- Oversees administrative technical issues on IT procedures, local network management, global networking, graphic representation of documents, internet, automation of management work, customer-bank relationships, technological standards and support levels, safety, technological research and preparation;
- Plans for emergencies related to IT.
6. Strategic Planning Group (SPG)
Chairman of the group:
Mehman Mammadov
Members of the group:
Teymur Agakishiyev, Rufat Murshudlu, Suleyman Khalilov, Orkhan Samadov, Fadail Mammadov, Fuad Muradaliyev, Tural Seyid, Laman Imanova, Ahad Aliyev (a member without the right to vote), Saleh Mammadli (a member without the right to vote)
The functions of the strategic planning group include the following:
- Determining the current competitive position of the bank
- It examines the main trends in the development of the market in which the bank operates and, in turn, potential opportunities and threats for the bank.
- Gets general information about strategic goals and operational measures of competing banks. (in both credit and deposit directions)
- Identifies and evaluates potential candidates for alliances, mergers or acquisitions, investment areas and targets for acquisition of other banks.
- It obtains clear and comparable information about the main characteristics of local financial markets, which enables the identification of strategic objectives for the bank.
7. Main Credit Committee (MCC)
Chairman of the commitee:
Mehman Mammadov
Members of the commitee:
Saleh Mammadli, Orxan Samadov, Fuad Muradaliyev, Fadail Mammadov
8. Small Credit Committee (SCC)
Chairman of the commitee:
Orkhan Samadov - In the case of business products
Tural Seyid - In the case of retail products
Members of the commitee:
Fuad Muradaliyev, Fadail Mammadov
9. Department"s Credit Committee (DCC)
Chairman of the commitee:
Orkhan Samadov
Members of the commitee:
Ali Dadashov, Tural Najafov
10. Inter-Branch Credit Committee (IBCC)
Chairman of the commitee:
Branch manager or acting branch manager
Members of the commitee:
An employee of the division of Analysis and Structuring of Orders in accordance with the limits set on the decision-making powers of Branch Credit Committees
An employee of the Business Sales Division in accordance with the limits set by the decision-making powers of the Branch Credit Committees
CREDIT COMMITTEES OPERATE ON THE FOLLOWING PRINCIPLES:
- Independence - regardless of the nature of the matter, members of the Committee are fully independent in decision-making and external influences on their decisions are strictly prohibited.
- Professionalism - Members of the Committee have detailed knowledge of credit transactions and risks associated with these transactions and make decision solely on the basis of submitted information.
- Collective nature - Decisions in the Committee should be taken as a result of open and explicit discussions among all members of the committee.
WITHIN THE COMPETENCES APPROVED BY THE SUPERVISORY BOARD, THE RESPONSIBILITIES OF THE CREDIT COMMITTEE INCLUDE THE FOLLOWING:
- Make a decision on granting credits and credit obligations, as well as changing their terms and restructuring;
- Identify interest rates of loans and loan liabilities;
- From time to time to initiate an extraordinary loan portfolio monitoring initiative;
- Ensure compliance with credit granting authorities and rules / procedures;
- Make appropriate decisions on the measures taken to repay outstanding loans;
- Each member of the committee should refrain from making decisions for short-term earnings, which are not in the interests of the bank or in exchange of long-term risks;
- Performs other duties determined by the Supervisory Board.
Last updated date: 16.12.2024