TCS Group Holding (The Group) Board of Directors

Tinkoff Bank (The Bank) Board of Directors

Tinkoff Bank Management Board

Domicile

Cyprus

Russia

Russia

Regulator

FCA, CySec

Central Bank of Russia

Central Bank of Russia

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.

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.

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.

Members

Constantinos Economides (Chairman, Non-Executive), Oliver Hughes (Executive Director), Martin Cocker (Independent, Non-Executive) Jacques Der Megreditchian (Independent, Non-Executive) Maria Trimithiotou (Non-Executive) Alexios Ioannides (Non-Executive)

George Chesakov (Chairman), Stanislav Bliznyuk (Business Development), Svetlana Ustilovskaya (Independent), Sergey Pirogov (Head of Corporate Finance), Vadim Stasovsky (Chief Financial Controller)

Stanislav Bliznyuk (Chairman), Valeria Pavlyukova (Chief Legal Officer), Ilya Pisemsky (Chief Financial Officer), Evgeny Ivashkevich (Chief Risk Officer), Natalya Izyumova (Chief Accountant), Anatoly Makeshin (Head of Payment Systems), Vyacheslav Tsyganov (Chief Information Officer)

Relationship to other governing bodies

Appoints the Tinkoff Bank Board of Directors

Appoints and oversees Tinkoff Management Board

Reports to the Tinkoff Bank Board of Directors

Meetings in 2019

10

24

44