Governance Structure

Our Board of Directors and Board Committees are key elements in the management and control of Tinkoff’s rapidly growing business. We are committed to high standards of corporate governance and comply with the governance and disclosure guidelines of the London Stock Exchange.

TCS Group Holding (The Group) Board of Directors

Domicile
Cyprus
Regulator
FCA, CySec
Key functions
Creates and supervises of the operations of the internal control system of the Group. Approves the Group’s credit policy. Provides leadership and oversight to the Group within a framework of prudent and effective controls, which enables risk to be assessed and managed. Sets the Group’s strategic objectives, ensures that the necessary financial and human resources are in place for the Group to meet its objectives Reviews management’s performance. Sets the Group’s values and standards and ensures that its obligations towards the shareholders and other stakeholders are understood and met. Establishes Committees (currently Audit and the Remuneration Committees). Recommends dividends.
Relationship to other governing bodies
Appoints the Tinkoff Bank Board of Directors
Meetings in 2020
20
Members of TCS Group Holding (The Group) Board of Directors

Tinkoff Bank (The Bank) Board of Directors

Domicile
Russia
Regulator
Central Bank of Russia
Key functions
Determines strategic priorities of the Bank. Approves capital market operations of the Bank, major related party transactions, risk and capital management strategy, and procedures for preventing conflicts of interest, HR policies, employees compensation policies, management compensation and bonuses policies. Recommends compensation of internal audit board and external auditors, dividends from the Bank subsidiary to the Group.
Relationship to other governing bodies
Appoints and oversees Tinkoff Management Board
Meetings in 2020
44
Members of Tinkoff Bank (The Bank) Board of Directors

Tinkoff Bank Management Board

Domicile
Russia
Regulator
Central Bank of Russia
Key functions
Determines the Bank’s asset, liability and risk management operations, policies and procedures Delegates individual risk management functions to each of the various decision making and execution bodies within the Bank’s risk management structure. The Chairman of the Management Board appoints members of the Finance, Credit, Technology and Business Development Committee. The Finance Committee ensures the long-term economic effectiveness and stability of the Bank’s operations. The Credit Committee supervises and manages the Bank’s credit risks. The Technology Committee decides the development path and architecture of the IT platform deployed in the Bank, as well large IT investment decisions. The Business Development Committee decides the development, design and marketing of the Bank’s financial products and recommends to the Bank’s risk management bodies changes to the Bank’s lending policies and procedures and the pricing of the Bank’s loan products
Relationship to other governing bodies
Reports to the Tinkoff Bank Board of Directors
Meetings in 2020
44
Members of Tinkoff Bank Management Board