Article 15: board of management consists of five members in which the head of board is the managing director of bank:

Note 1: board of management’s head and managing director and other members are elected among experienced and skillful banking and industries and commercial persons by general meetings’ head suggestion, getting ideas of central bank of Islamic republic of Iran’s chief and general meetings’ approval. Head of board of management and managing director and other members Commission is declared by signature of general meetings’ chief.

Note 2: head of board of management and managing director and other members are elected for three years and reelection of member is allowable.

Article 16: board of management has the whole authority for administrating bank with respect to subject and objectives of bank, except cases in which according to rules or articles of association decision making is recognized in general meetings or managing director’s competence. Besides, board of management’s duties and latitude are described as following:

1- Employment, financial, administrative, dealing and other internal bank statutes’ proposal.
2- To design and prepare balance sheet, profit and loss calculation and annual operation report of bank.
3- Provision and control of bank’s budget.
4- Planning of human resource of bank.
5- Providing summarized list of bank’s resources and liabilities, every 6 month and submitting to legal auditor.
6- Organization chart approval and providing job description of bank.
7- Initiating and closing branches and agents in different point both in and out of the country.
8- Offer Revision or changing proposal on articles of association to general meetings’ extra session of bank.
9- Assigning bank credit strategy within the country’s credit strategy framework.
10- Making decision on shares market, debentures, other paper money and financial devices and documents.
11- Submitting every building, installation and equipment construction or purchase permission which is required for bank.
12- Extracting loans and credit from government, internal and external financial credit associations, national or semi-national companies and municipalities regarding related rules and principles.
13- Discount or remission to the whole or deal of whole of principle and secondary charges which are unlikely to receive in order to receive bank’s credits.
14- Preparing provision and resource assignment system for bank.
15- Providing criteria for resource assignment with sustaining related rules.

Article 17: managing director’s latitudes and duties are described as below:

1- Bank agency for third parties (real and legal entities).
2- Employment and dismissal of agents and bank employees, job assigning, promotion, reprimand, and performing other application condition within the bank’s administrative and employment framework and related bylaws.
3- Opening cash flow, deposit and other similar accounts in other banks and using them with the name of bank.
4- Receiving claiming charges and paying bank dues.
5- Accepting guarantee, post scripting, confirmation and paying trade papers demand.
6- Signing required contract related to banks’ real estates and goods, rights, documents , credit papers and converting, closing , litigating , assigning and performing such contract by every means, by every real or legal entity and under every condition within the subject of bank’s activities.
7- Renting, leasing, transferring, rent closing and rental adaptation application and defend of it in all levels of process including: eviction, execution application, sentence revision application and its performance.
8- Mortgaging bank’s properties both real estate and goods and its division, even repetitive.
9- Litigation, pursuit, defense and withdrawal from claiming, by having all latitudes regarding suit in all judicatories and references and in all levels of claiming process, such as: primary, revision with agreement and compromise right, counterfeit claiming for declared document and reversion, referring claming into judge and assigning judge with or without right of conciliatory and entirely: using all rights and performing all duties resulted by related rules with sustaining principle 139 of Islamic republic of Iran’s national constitution, assigning lawyer for judgment and other work with or without delegation (or delegation in another’s delegation) right , even repetitive, assigning fee for lawyer, voucher and expert assignment, confession in claim entity even in emphatic affair, damage claiming, claming withdrawal, arresting third person and defending third person claiming, embarking mutual claming , defense, providing claimer to bench warrant of persons and properties application from court, awarding usance for bank credits, execute announce application , execute pursuit and receiving convict in courts , administration and real estate and documents agents registration for bank.
10- Executing all resolution of bank’s general meeting.
11- Announcing commands for board of management’s decision.

Note: managing director can transfer some of his latitudes and signature right to one or more members in board of management or bank’s employee.

Article 18: head of board f management and managing director and other responsible members of board of management can not work in another job or business without having permission from general meetings’ head within their engagement. They can not also have shares in another bank without permission from the central bank of Islamic republic of Iran.

Article 19: board of management meetings is formalized at least by presence of three persons and decision is authorized by three votes in.

Article 20: head of board of management and managing director and other members of board of management can not have dealing with bank during their engagement. They can not also act in a commercial business or another job. They can not receive any facilities or credit except employee’s facilities.