1. PURPOSE
The purpose of Beyçelik Gestamp Anti-Bribery and Anti-Corruption Policy is to set out the framework of the principles and guidelines on anti-bribery and anti-corruption and to ensure transparent communication. This policy aims to identify, mitigate and manage bribery and corruption risks in compliance with legal regulations, business ethics principles and universal rules of law.
The policy is also integrated with Beyçelik Gestamp Code of Business Ethics, Beyçelik Gestamp Policies and Values and is implemented throughout our own operations and our entire value chain. Our internal practices are based on this Beyçelik Gestamp Anti-Bribery and Anti-Corruption Policy and Beyçelik Gestamp Code of Business Ethics.
2. DEFINITIONS
Conflict of Interest: All kinds of material and immaterial interests that prevent or may be perceived to prevent employees from performing their duties impartially.
Ethics Committee: The Ethics Committee is the committee that reports to the Vice Chairman of the Board of Directors of Beyçelik Holding and decides on the actions to be taken in the event of complaints and notifications regarding violations of ethical rules within the scope of "Beyçelik Gestamp Code of Business Ethics".
Gifts: All kinds of goods and benefits that affect or are likely to affect the employee's impartiality, performance, decision or performance of his/her duty, with or without economic value, accepted directly or indirectly.
Business Partners: Suppliers, distributors, dealers, authorized services and all other third parties with whom the Company has a business relationship, and all kinds of representatives, subcontractors, consultants, etc. acting on behalf and account of the Company.
Money Laundering: Integrating the revenues obtained from illegal activities into the financial system as if they were obtained legally, in other words, concealing the fact that these revenues are obtained from illegal activities.
Bribery: Providing material or immaterial benefit, directly or indirectly, to oneself or to the requesting party or to another person to be shown by the other party, directly or indirectly, within the framework of a verbal/written agreement, in order to ensure that a person performs an action contrary to the requirements of the duty or outside the ordinary course of business, directly or through intermediaries, such as doing, not doing, not having done, speeding up, slowing down a job related to the performance of the duty.
Corruption: The misuse of the duties and authorities in order to gain material or immaterial gain directly or indirectly by distracting from the fulfillment of the duties and authorities in accordance with the law.
3. PRINCIPLES AND GUIDELINES
In accordance with the guidance of "UN Global Compact (UNGC) (2000)", national and international laws and regulations on anti-bribery and anti-corruption and Beyçelik Gestamp Code of Business Ethics, we aim for full compliance with the principles and principles set forth in this Policy; no form of bribery and corruption is tolerated regardless of its purpose. Our employees and managers in the regions where we operate are obliged to act in accordance with this Policy, to implement and support Beyçelik Gestamp's relevant procedures and controls in line with the requirements in this Policy.
Beyçelik Gestamp Business Partners are also expected to comply with all laws and regulations within the scope of their activities. In this context, all Business Partners such as suppliers, distributors and authorized services are expected to act in compliance with competition laws, legislation in force for the prevention of money laundering and financing of terrorism, data privacy regulations and anti-bribery and anti-corruption laws and all other applicable legislation provisions.
It is envisaged to establish an "Anti-Bribery and Anti-Corruption Compliance Program" within Beyçelik Gestamp and to carry out studies for the follow-up of the said compliance program.
Our main principles and principles regarding the possible risk areas where bribery and corruption acts may occur are detailed below:
3.1. Accuracy and Transparency
It is essential that all records regarding the activities carried out at Beyçelik Gestamp are kept in accordance with the legislation and standards, accurately, transparently, completely and timely, and that they are recorded in legal books and records in a manner to include adequate explanations. Documents pertaining to commercial and financial transactions must reflect the actual situation. No payment to be used for other than its intended purpose may be made or approved. There are effective internal control mechanisms in our business processes to prevent potential bribery and corruption risks.
3.2. Accepting and Giving Gifts
Beyçelik Gestamp employees may not give or accept any gifts to persons or organizations with whom they have a business relationship that have a high material value or that may affect the impartiality of the other party, that may cause or be perceived as causing a dependency relationship. When in doubt about this issue, the opinion of a senior manager is taken. They may not request or accept any discounts, donations, money, checks, goods or property, free vacations, special discounts, etc. from third parties, institutions and organizations that may be perceived as inappropriate.
3.3. Avoiding Conflict of Interest
Beyçelik Gestamp employees may not benefit themselves, their relatives and/or third parties with whom they have business relations outside of the employment contract by taking advantage of their current duties, and may not conduct business that would be contrary to the interests of the company.
Beyçelik Gestamp employees are not allowed to directly or indirectly obtain personal gain from the transactions and contracts to which they are a party through purchasing and sales activities.
Our employees have the obligation to immediately inform their immediate supervisor and/or Beyçelik Gestamp Human, Technology and Innovation Director and/or Beyçelik Holding Ethics Committee in case they detect any conflict of interest or irregularity in their business relations in this context.
Business Partners who are in a business relationship with Beyçelik Gestamp or other persons/organizations that may be in a business relationship with Beyçelik Gestamp should not enter into personal relationships between Beyçelik Gestamp employees and themselves or their relatives that may lead to a conflict of interest or that may be perceived as such and that may damage Beyçelik Gestamp's corporate reputation.
3.4. Political Activities
Our employees may not directly or indirectly use working time and company resources for personal gain and/or political activities. In the event that employees wish to be active in any political party individually and voluntarily, this must not create a conflict of interest with their duties in the company. The relevant employee also cannot use the company name, position and company resources during these activities. It is also strictly forbidden to donate to any political party on behalf of Beyçelik Gestamp or to contribute in kind or in cash under any name.
3.5. Bribery, Abuse and Misconduct
We refrain from taking/giving bribes and/or commissions under any name whatsoever in the regions and business areas in which we operate, and from engaging in all kinds of illegal and unethical activities that may lead to fraudulent behavior or unfair gain.
None of our employees may, directly or indirectly, offer, promise, give or mediate the giving of money or anything of value to any person with whom they have a business relationship in order to obtain unfair advantage for themselves or third parties.
Our employees must carefully avoid unethical behaviors such as bribery, corruption and misconduct.
3.6. Protection of Beyçelik Gestamp Assets and Data/Information Confidentiality
Beyçelik Gestamp employees cannot use the company's assets and resources, including intellectual property rights, technology, computer hardware and support, software, real estate assets, machinery and tools, raw materials/materials, company vehicles and cash books, in an inefficient and ineffective manner, and avoid unnecessary expenses. We expect our employees to use company assets in accordance with corporate principles and regulations. We take measures to prevent the use or damage of these assets by unauthorized third parties.
Employees take care of all tangible and intangible assets of the company, including data, information and information systems, as if they were their personal property, protect them against possible loss, damage, misuse, abuse, theft and sabotage, and take necessary measures to prevent unauthorized persons from accessing these resources and confidential information/data.
At Beyçelik Gestamp, commercial and financial information, technical data, product/production data, customer information and personal information, equipment and application information, technical formulas and drawings, designs, projects, system and program information, procurement information, engineering information, regulations, business plans and all information that the company does not disclose to the public, including but not limited to these, are not called confidential but are confidential.
Our employees protect all confidential information-documents to which they have access and use them only for the benefit of their work for the company, within the framework of legal and business ethics rules. They may never share confidential information with third parties (even if they leave their jobs) for any reason or for their personal benefit or for the benefit of third parties.
3.7. Recruitment and Interaction with Public Officials and Politically Influential Persons
The employment process at Beyçelik Gestamp is competency-based and is not intended to encourage corruption or provide an undue benefit to a Public Official. In addition, Public Officials and Politically Influential Persons may be hired or assigned to serve Beyçelik Gestamp's legitimate business purposes, provided that they meet the following criteria:
3.8. Facilitation Payments
Beyçelik Gestamp employees and Business Partners are prohibited from making facilitation payments on behalf of Beyçelik Gestamp in the hope of expediting or securing the outcome of business and transactions to be carried out in government agencies. Gifts, services or benefits offered to government or administrative employees or officials may be interpreted as an attempt to influence government or administrative decisions on matters affecting Beyçelik Gestamp. It is absolutely not tolerated for the persons and organizations covered by this policy to take part in such facilitation payments.
3.9. Donations and Sponsorships
It is possible that donations and sponsorships may be considered as bribery and/or may damage Beyçelik Gestamp's corporate reputation by causing the perception of corruption. For this reason, all kinds of in-kind and cash donation requests, suggestions and requests for corporate social responsibility projects, corporate support and sponsorship requests are forwarded to Beyçelik Gestamp Human, Technology and Innovation Director. After evaluating the compliance of these requests with Beyçelik Gestamp strategies, they are submitted to the approval of Beyçelik Gestamp General Manager together with the opinions. All donations and sponsorships realized by Beyçelik Gestamp are recorded and shared transparently with stakeholders.
Employees may work in non-profit and non-political organizations for social responsibility and charity purposes, provided that they do not interfere with their duties within the company. In case of participation on behalf of the company, approval is obtained from Beyçelik Gestamp General Manager.
3.10. Relations with Third Parties
Within the scope of anti-bribery and anti-corruption, possible irregular transactions through our direct employees or indirectly through a representative, consultant, distributor or other third party representative operating on behalf of Beyçelik Gestamp (collectively "third parties") cannot be carried out under the name of "commission" or "consultancy" fee or "other expense expense" explanation in order to create a legal impression.
The situations in which we establish commercial business relationships with our Business Partners are listed below:
Within the scope of our internal audit activities, the reasonableness of our procurement transactions compared to market conditions is audited.
3.11. Fair Competition
Beyçelik Gestamp fully complies with the rules and laws governing competition in the regions in which it operates. Fair competition rules and laws prohibit written or unwritten agreements, plans, arrangements, programs between competitors involving prices, territories, market shares or customers. Our employees are prohibited from making such agreements with Beyçelik Gestamp competitors.
4. TRAINING
Face-to-face trainings and e-learning applications for raising the awareness and competence of our employees and Business Partners on anti-bribery and anti-corruption and assimilating the principles and principles in this Policy are developed with the support of the Organizational Development & Talent Management Directorate within Beyçelik Gestamp Human, Technology and Innovation Directorate and implemented regularly every year.
5. IMPLEMENTATION AND ENFORCEMENT
Our Anti-Bribery and Anti-Corruption Policy was published on 25.03.2024 with the approval of Beyçelik Gestamp General Manager. The said policy is regularly reviewed by "Beyçelik Holding Ethics Committee" at least once a year, focusing on current requirements and changes in our operating conditions. Updates/revisions deemed necessary are approved by Beyçelik Gestamp General Manager upon the recommendation of "Beyçelik Holding Ethics Committee" and enter into force. Beyçelik Gestamp General Manager is responsible at the highest level for ensuring compliance with this Policy and ensuring regular follow-up of possible violations and suspicious situations within the scope of improvements.
Any employee who believes that there is a discrepancy between the language of the Policy and our activities, who has questions about this policy, or who wishes to report a potential violation of this policy should submit these questions and concerns in writing to his/her immediate manager and/or Beyçelik Gestamp Human, Technology and Innovation Director and/or "Beyçelik Holding Ethics Committee". Notifications of Beyçelik Gestamp employees or third parties to the Ethics Committee are kept confidential. Investigations and inquiries are conducted within the framework of the Ethics Committee Working Principles and in confidentiality.
Violations of this Policy are subject to various disciplinary sanctions that may reach the level of asking employees to leave their jobs if necessary. Disciplinary sanctions will also be applied to those who approve improper behavior or who have knowledge of this issue but do not make the necessary notification appropriately.
Beyçelik Gestamp Anti-Bribery and Anti-Corruption Policy is made publicly available to all our stakeholders through our corporate website and to all our employees through our corporate intranet site/QDMS.
