Independent director

Name of vacancies: Independent director.

Company name: Board of Directors «Export credit agency of Kazakhstan» JSC (hereinafter referred to as the Company).

1. Requirements for independent directors (general):

1) A candidate for election as an independent director to the board of directors must meet the definition of an independent director in accordance with the Law of the Republic of Kazakhstan "On Joint Stock Companies".

2) Have general information about key issues specific to an organization similar in scope and nature of the Company's activities, have international experience in a similar industry/sector and professional experience of at least 2 years prior to the nomination, and also demonstrate an understanding of:

• legal requirements in relation to the Company;
• competitive environment in the national and international markets.

3) Be able to analyze and objectively evaluate the information provided and develop an independent position on the issue based on the principles of legality, fairness and equal treatment of all shareholders. To have the ability to express one's own opinion and defend one's point of view with reason.

4) Know the principles of corporate governance and sustainable development.

5) Have an impeccable reputation / positive achievement in the business and (or) industry environment. The biography of the candidate should not contain facts of committing a crime in the field of economic activity, as well as administrative offenses in entrepreneurial activity.

6) Have enough time to participate in the work of the Board of Directors not only during the meetings of the Board of Directors, but also to properly study the materials for the meetings of the Board of Directors.

7) Not being a member of more than 3 (three) boards of directors of other companies.

8) Annually carry out the procedure for confirmation of independence and inform the company in case of loss of the status of an independent director.

9)  Personal and business competencies required to perform duties:

• Motivation (internal value of “giving” and willingness to volunteer);
• Professional competence within the framework of the Society’s activities;
• Key competencies: ethics, teamwork, responsibility, strategic vision, active participation.

2. Special requirements:

- Special requirements for candidates for the position of independent directors - specialists in finance, audit and control.

• Higher education in economics and (or) finance, additional education / professional certification in financial management / financial analysis / accounting / taxation / audit / risk management;
• Experience in the specialty for at least 7 years;
• Experience of at least 3 years in the management or executive bodies of financial organizations / holding structures / government agencies / international financial organizations / in the field of regulation of financial services and (or) experience in management bodies / executive bodies / as a manager / partner in organizations providing financial audit services / compliance management.

- Special requirements for candidates for the position of independent directors - specialists in the field of remuneration / social issues / corporate culture.

• Higher education and (or) Master of Business Administration / Doctor of Philosophy and (or) additional education in the field of management. Have knowledge in the field of HR management theory / social development;
• At least 3 years of work experience in management or executive bodies in holding structures / national companies and (or) experience in management bodies / executive bodies and (or) as a manager / partner in companies specializing in business or HR consulting, and (or) experience as an HR director / manager supervising a structural unit on HR issues / legal expertise / resolution of corporate conflicts in Kazakhstani and international companies with an annual turnover of at least 20 million US dollars;
• Have experience in management positions / in the field of working with senior and middle management personnel for at least 5 years. 

- Special requirements for candidates for the position of independent directors - specialists in investment management.

• Higher education in finance, corporate finance, investments, investment management or investment analysis, additional education/professional certification in accounting/risk management/finance.
• Knowledge in the field of investment project effectiveness assessment, principles of securities portfolio management, investment assessment methods, financial accounting and reporting standards.
• At least 7 years of work experience in the specialty in the field of investment activities.
• At least 3 years of work experience in management bodies/executive bodies/in managerial positions (positions coordinating structural divisions and having the right to sign documents on the basis of which financial transactions are carried out) in financial organizations/holding structures/government bodies/international development banks/international financial/insurance companies/international and (or) Kazakhstani companies engaged in investment activities/bringing companies to the stock market, with an annual turnover of at least 20 million US dollars.

Requirements for the availability of certificates:

The presence of professional international certificates in the field of finance / audit / strategic management is encouraged.

Working conditions:

Form of employment: contract

Candidates wishing to take part in the competition for the position of an independent director send the following documents to email: n.kozhakanov@baiterek.gov.kz:

1) an application from a candidate to participate in the competitive selection according to the attached sample;
2) information about the candidate according to the attached form;
3) a copy of the candidate’s identity document;
4) a certificate of no criminal record or corruption offenses. 

While selecting candidates for the Board of Directors, the following shall be considered:

1) work experience in managerial positions;
2) work experience as a member of the board of directors;
3) work experience;
4) education, specialty, including the availability of international certificates;
5) availability of competencies / managerial experience of at least 2 years in areas and industries (industries may vary depending on the asset portfolio);
6) business reputation;
7) the existence of a direct or potential conflict of interest;
8) availability of professional certification of the director "Certified director" (for independent directors).

Candidates for independent directors must be free from any material interests or relationships with the Company, its management or its property that could compromise the exercise of objective judgment, and must have sufficient professionalism and independence to make independent and objective decisions, free from the influence of the sole shareholder, the executive body and other interested parties.

A person cannot be elected to the Board of Directors:

1) who is a participant, head of the executive body, member of the management body or employee of a legal entity competing with the Company;
2) previously committed a corruption crime;
3) having an outstanding or unexpunged conviction in accordance with the procedure established by the legislation of the Republic of Kazakhstan;
4) who was previously the chairman of the board of directors, the first head of the executive body, the deputy first head, the chief accountant of another legal entity, for a period not more than one year before the adoption of a decision on the forced liquidation or forced buyout of shares or conservation of another legal entity declared bankrupt, according to established order. The specified requirement shall apply within five years after the date of the decision on forced liquidation or forced buyout of shares or conservation of another legal entity declared bankrupt in accordance with the established procedure;
5) being a member of the board of directors of four or more companies; 

Deadline for submission of documents: Until April 30, 2025.