Anti-Bribery and Anti-Corruption Policy

1. Objective

The objective of the Anti-Bribery and Anti-Corruption Policy ("Policy") is to propound the anti-bribery and corruption policies included in EAE Elektrik A.Ş. Code of Business Ethics.

2. Scope

The anti-bribery and anti-corruption policy

• covers the entire EAE Elektrik employees, including the Board of Directors of EAE Elektrik A.Ş.,
• • the entities and employees thereof from which we receive goods and services, and the real and legal entities organizations (business partners) operating on behalf of EAE Elektrik, including suppliers, consultants, lawyers, external auditors.

This Policy

• is an integral part of the corporate governance principles approved and implemented by EAE Elektrik A.Ş. and the EAE Elektrik A.Ş.
• Code of Business Ethics, the principles we undertake to comply with by participating in the United Nations' Global Compact and
• Human Resources Practices.

3. Definitions

• Corruption: It refers to the abuse of the authority held due to the current position, directly or indirectly, for the purpose of obtaining any kind of profit.
• Bribery: It refers to a situation that a person provides an interest to himself or to the party requesting it or offering to someone else due to this relationship within the framework of the agreement he has reached with another person in order to act contrary to the requirements of his duty, directly or through intermediaries, by providing, offering or promising, requesting or accepting, mediating benefits, in order to do, have done, not to do, accelerate, slow down a job related to the performance of his duty.

Bribery and corruption can be carried out in many different ways, including:

• Cash payments,
• Political or other donations,,
• Kickbacks,
• Social rights,
• Gifts, entertainment,
• Other benefits

Our practices regarding representation and hosting are carried out in accordance with our company's Business Travel and Subsistence Applications Procedure.

• Conflict of Interest: It refers to all kinds of benefits provided to employees that affect or may affect their impartial performance of their duties and to themselves, their relatives, friends or persons or organizations with whom they have a relationship, and the fact that they have any material or personal interest related to them.
• Stakeholders: They refers to the governance components that interact economically, socially, and environmentally throughout the value chain.

4. Duties and Responsibilities

It is the authority, duty and responsibility of the Board of Directors to implement and update the Anti-Bribery and Anti-Corruption Policy. Within this framework, the following actions are required;

• Advising the company managers by the Board of Directors to establish an ethical, reliable, legal and controlled working environment,
• Establishing risks, evaluations and necessary control mechanisms in accordance with the principles to be determined by the Board of Directors,
• Monitoring whether the activities of EAE Elektrik A.Ş. are carried out safely and in accordance with legal regulations in the fields of duty of the Board of Directors, Company Managers and Ethics Committee,
• • In case of non-compliance with policies, rules and regulations, identifying and executing the notification, investigation and sanction mechanisms.

In addition, all EAE Elektrik employees are,

• responsible for complying with the policies determined by the Board of Directors,
• managing the risks related to their own fields of operation effectively,
• working in accordance with the relevant legal regulations and EAE Elektrik practices,
• notifying the Ethics Committee in case of a behavior, activity or practice contrary to the general company policies and this policy.

5. Entities and Business Partners Receiving and Selling Goods and Services

It is obligatory for entities and business partners from which goods and services are purchased and sold to comply with the Policy principles and other relevant legal regulations, and working with real and legal entities that do not comply with them is terminated.

5.1 Selection of Entities and Business Partners

During the selection of entities and business partners from which goods and services are purchased and sold to, criteria such as experience, financial performance, technical competence, as well as their ethical level and having a positive history in this field are taken into consideration. Entities or business partners with negative background with respect to the bribery or corruption cannot be worked with, even if they are able to satisfy other criteria. In this context, the company managers are primarily responsible for conducting the necessary research and evaluations before entering into any business relationship. The Board of Directors evaluates whether the issues in question are complied with in their audits performed.

5.2 Agreement with the Entity and Business Partners

In agreements and contracts to be concluded with entities and business partners that have positive intelligence and meet other criteria, the following terms are included related to

• Ensuring full compliance with the principles specified in the Policy and other relevant regulations,
• Employees to assimilate these principles and act in accordance with them,
• Ensuring that employees receive training on the Policy periodically,
• Regularly reminding its employees about its notification obligations and the Ethics Committee and encouraging them to notify in case of such situations.

In case of non-compliance with these or a situation contrary to the Policy, the provisions regarding the termination of the work and the current contracts with a justified reason are included.

6. Our Policy and Procedures

6.1 Bribery and Corruption

EAE Elektrik is against all kinds of bribery and corruption. Regardless of its purpose, receiving or giving bribes is absolutely unacceptable.

The business relationship with the third parties intending to do business with EAE Elektrik through bribery or corruption should not be maintained.

6.2 Gifts

A gift is a product that does not require a financial payment and is usually given by business contacts or customers as a token of appreciation or for the purpose of thanking or commercial courtesy.

Any gift offered or given by EAE Elektrik to third parties must be offered publicly, in good faith and unconditionally. The gifts that can be given in this context and the principles regarding their registration are written in the article on Accepting and Giving Gifts in the EAE Elektrik Code of Business Ethics.

The same principles apply to the acceptance of the gift, and gifts should not be accepted except for symbolic gifts that do not have a high financial value as stated in these principles. In addition, even if it is within this scope, the acceptance of gifts should not be frequent, and the acceptor should notify the company's HR and Board of Directors through his/her first supervisor regarding the accepted gifts.

6.3 Facilitation Payments

Facilitation payments are not offered to persons and organizations within the scope of this Policy to secure or accelerate a routine transaction or process (obtaining permits and licenses, obtaining documents, etc.) with government agencies.

6.4 Donations

EAE Elektrik employees support charities with the amounts they collect independently of their jobs, which are excluded from the EAE Elektrik Donation and Aid application. However, at this point, the principles in the EAE Elektrik Code of Business Ethics apply.

7. Accurate Record Keeping

The provisions that EAE Elektrik has to comply with regarding the accounting and registration system are regulated by legal regulations. Accordingly, it is required

• To record and maintain all kinds of accounts, invoices and documents related to relations with third parties (customers, suppliers, etc.) in a complete, precise and accurate manner,
• Not to falsify the accounting or similar commercial records related to any transaction and not to distort the facts,

8. Training and Communication

The Anti-Bribery and Anti-Corruption Policy has been announced to EAE Elektrik employees and is continuously and easily accessible through QDMS.

Trainings are an important tool for raising the awareness of employees. In this context, the Human Resources Department designs training programs in which the participation of all employees is mandatory.

9. Notification of Policy Violations

In case there is an opinion or suspicion that an employee or a person acting on behalf of EAE Elektrik is acting contrary to this policy, it should be forwarded to the Ethics Committee at elk.etikkurul@eaegroup.com

EAE Elektrik encourages an honest and transparent approach; supports any employee or person acting on behalf of EAE Elektrik who expresses sincere concerns in good faith and keeps the reports confidential. No employee can be subjected to pressure or retaliation due to a notification that they believe to be a violation of the Code of Ethics made with the Ethics Committee, and no change can be made in the scope or place of duty without the written consent of the Ethics Committee.

The notifier is required to forward this to the Ethics Committee if he/she is subjected to such treatment.

The entity or business partners from which the goods and services are purchased should also regularly remind their employees about the contact information of the Ethics Committee and encourage them to make notifications in case of such situations. This provisions is also guaranteed by the contracts concluded.

Issues related to EAE Electric Code of Business Ethics are periodically reminded to EAE Electric employees.

10. Policy Violations

In cases that are or likely to be contrary to the policy, the issue is examined by the Ethics Committee and necessary sanctions are applied in case of detection of non-complying behaviors.

In the event that it is determined that there is a behavior, attitude or activity contrary to the Policy in the contracts concluded with the entities where goods and services are purchased and sold to or the real and legal entities working on behalf of EAE Elektrik, the provisions stating that the works/current contracts shall be terminated unilaterally by EAE Elektrik for just cause are included and these provisions are applied without exception in case of violation of the Policy.