BUSINESS ETHICS POLICY
As YAMAS, correctness and
honesty are our primary values in all our business processes and customer
relations.
Our policy includes confidential and private information of our company, information that may create a competitive disadvantage, trade secrets, financial information, information about personnel personal rights, information of our customers, employees and other interested persons and organizations, and information within the framework of "Confidentiality Agreements" signed with third parties. Company employees avoid using the company name and power for personal benefit by avoiding conflict of interest.
1.0 IMPLEMENTATION RULES
1.1
YAMAS Employee Relations
YAMAS values its
employees and respects employee rights. "Our most important asset is our
people" policy has been one of the fundamental principles embraced by YAMAS
since day one.
Accordingly, we;
•
Provide equal opportunities without discrimination
and by seeking only suitability to positions in recruitment and employment,
•
Bring in the most qualified young people and
experienced professionals who will further advance our Group,
•
Obtain maximum benefit from the employees' skills,
strength and creativity,
•
Provide the conditions and equal opportunities for
training, guidance and development of the employees,
•
Reward success with fair and competitive
compensation policies, and effective and objective performance assessment
systems and practices,
•
Increase employee loyalty to the Company by
providing equal opportunities in appointments, promotions, rotations and rewards,
•
Ensure continuity of a peaceful workplace,
•
Provide the employees with clean, healthy and safe
work conditions,
•
Create and maintain a work environment that is
transparent and encourages mutual respect, and in which collaboration and
solidarity are the most vital elements,
•
Have zero tolerance for workplace harassment,
•
Not employing child labor in the workplace ,
•
Take into consideration and respond to employee opinions
and suggestions, and take measures to improve
motivation,
•
Do not disclose to third parties private employee
information without their consent and knowledge, except when legally required
to do so,
•
Respect human rights.
1.2
YAMAS External Affairs
The following fundamental principles govern YAMAS’s
relationships with its stakeholders:
1.2.1
Communication with Stakeholders
•
Represent the "YAMAS" brand and nurture
its reputation in an unharmful way to its standing in society,
•
Keep communication channels open with stakeholders
and make good use of their complaints and suggestions,
and to maintain a positive relationship,
1.2.2
Shareholders Relations
•
Protect the shareholders' rights and interests as
established by laws,
•
Do its utmost to create value in return from the
resources provided by the shareholders, pay
dividends to shareholders or invest them in accordance with applicable
laws and regulations,
•
Make full, timely and accurate company disclosures
to shareholders and the public,
1.2.3.
Legal Compliance and Legal Affairs
•
Adopt the principle of acting in compliance with
all relevant laws, rules and regulations in existing
and prospective markets, international treaties to which the Republic of
Turkey is a party,
•
Manage, record and report all business operations
and accounting system fully and appropriately in accordance with applicable laws and regulations,
• Ensure that the agreements signed with third parties and organizations are compliant with applicable laws, regulations and ethical rules, and are clear and understandable.
1.2.4.
Customer Relations
·
Creating
value for customers, meeting their demands and requirements at the highest
level,
• Providing quality products and
services and following stable policies,
·
Be professional and fair in a courteous way while
interacting with customers,
·
Protect personal customer information and
confidentiality in accordance with applicable
laws,
·
Do not give customers misleading or inadequate information.
1.2.5.
Relations with Suppliers
·
Be meticulous and careful when selecting the
suppliers; determine that they do not engage in unethical or illegal
activities; conduct all necessary inspections and evaluations according to
relevant codes of practice; and encourage them to fulfill their legal
obligations, respect human rights, and act in accordance with business ethics
and principles in fighting corruption,
•
Make decisions based on objective criteria when
selecting suppliers,
• Follow the requested confidentiality and occupational safety rules within reason during supplier visits and inspections,
1.2.6.
Competitor Relations and Competition Laws
•
When
dominating a certain market alone or with other enterprises, do not abuse this dominant
position,
•
Do not enter into discussions or exchange
information with the competitors with the goal of determining market and/or competition conditions, Avoid all
discussions and transactions that may result in the aforementioned
circumstances or may be perceived as such at association, council, chamber,
trade organization, and similar meetings while representing the Company, Also,
if confidential competitor information reaches an employee, have him/her inform
his/her superior.
1.3 Code of Ethics and Business Conduct for Employees
The foremost responsibility of all YAMAS employees is to
ensure that the "YAMAS" name is identified with professionalism,
integrity and trustworthiness, and is advanced further. Accordingly, YAMAS
employees are expected to:
·
Always comply with laws,
·
Perform duties in accordance with the fundamental
moral and human values,
·
In order to provide mutual benefit in all
relationships, act fairly, with good intentions and considerately,
·
Under no circumstances, derive improper gain from
individuals or organizations, or accept or offer
bribes. And, prevent such actions to the extent of being aware of them,
and act in accordance with the rules of the fight against corruption,
·
Act in compliance with relevant business ethics
rules and all codes of practice that support them
while performing current tasks, and in this scope, do not show behavior
that will hinder other employees to fulfill their responsibilities or do not
affect harmony at workplace,
·
As a principle, do not make facilitation payments
such as payments to public employees to speed up
or simplify routine permissions or services such as visa transactions,
customs clearance, or security or telephone services, that do not actually
require a payment,
·
Unless explicitly authorized, do not act in a way,
make a statement or write anything that may place
the Company under a commitment,
·
Take good care of the Company's tangible and
intangible assets, including its data and information
systems, as if their own, and protect them against possible losses,
damages, misuse, abuse, theft and/or sabotage,
·
Do not use own shift hours or Company resources
directly or indirectly for personal gain with or
without monetary value and/or for political activities,
1.3.1. Asset and Information Management
All Company procedures, commitments and regulations on asset and information security and confidentiality shall be regarded supplementary to the following articles:
1.3.1.1.
Intellectual Property Rights
·
Initiate the timely start and
completion of legal proceedings to protect the intellectual property rights of new products, processes and
software, and prevent sharing of such
inventions and information with third parties without prior written consent,
·
Refrain from unauthorized and
deliberate illegal use of patents, copyrights, trade secrets, brands,
proprietary software or other intellectual property rights that belong to other companies,
1.3.1.2.
Information Management
·
Keep proper records and archive all records within
the legal periods,
·
Do not reply to confidential information requests
from third parties without approval from senior management,
·
Show due diligence to ensure that the Company's
statements and reports reflect the truth.
1.3.1.3.
Security and Crisis Management
•
Take the necessary measures and
ensure communication to protect the Company's employees, data and information
systems, as well as factory and administrative facilities against possible
terror, natural disaster and malicious acts,
•
Perform the necessary crisis planning through
emergency crisis management in case of terror attacks, natural disasters, and
so forth, to ensure business continuity with minimum losses in time of a crisis,
• Take all necessary measures to prevent the theft of and/or harm to Company assets.
1.3.1.4.
Confidentiality
•
Act with awareness that financial and trade secrets
that belong to YAMAS, information that may weaken
YAMAS's competitiveness, employees rights and information, and contracts with
business partners are conducted in "confidentiality." As such,
protect and keep them confidential,
•
Under no circumstances, disclose to unauthorized
persons and authorities within and outside the
Company information and related documents acquired through work, or use
them directly or indirectly for speculative purposes,
•
Under no circumstances, misuse non-public
information about the companies they work with, about these companies’
customers, and the persons and companies these companies are engaged in, or
disclose them to third parties without obtaining the necessary authorization.
1.3.1.5.
Use of Social Media
Act in
compliance with the YAMAS culture in communications and posts
on all kinds of platforms, including the social media channels not provided or
controlled by the Company, public forums, personal blogs, social media
accounts, web pages, and mobile applications.
1.3.2.
Avoiding Conflicts of Interest
Conflict of interest means any interests that prevent or may
prevent employees from performing duties impartially and that are provided to
them, or their kin, friends, or persons or organizations they are in a
relationship with; and having any material or personal interest with regard to
them.
1.3.2.1.
Conducting transactions fort he benefit of oneself or a family
•
Do not gain unfair advantage for oneself, or for a
kin or third parties by abusing one's title or
authority,
•
When making a personal investment, show due
diligence to avoid conflict of interest with the current organizations that the Company is working with,
•
Inform the superior, in the event that an employee
and the persons in a primary decision-making position for the same work at the
customer or supplier are first-degree relatives.
•
Inform the immediate supervisor in the event of
learning that relatives own shares or material benefits in another company with which our
Company has business relations.
1.3.2.2.
Representation and invitations
Approval shall be required from the General Manager and
Deputy General Manager when participating in sports activities,
domestic/international trips, and so forth, which affect or may perceive to
affect decision making, with the exception of conferences, receptions,
promotional events, seminars, and so on, that are held publicly by the persons
or organizations with which the Company has or may have the potential to have a
business relationship.
1.3.2.3.
Doing business with YAMAS after termination
·
It is highly important to be cautious about any
negative perceptions that may arise as a result of doing business with the YAMAS
in the capacity of a distributor, contractor, consultant, middleman, dealer,
and so on, by establishing a business personally or by becoming a partner in
another company after leaving the position at the Company. Another point to
consider arises when a former employee of the Company becomes an executive or
takes up a decision-making position at another
company.
·
Before and after such circumstances, protect
Company's interests, comply with moral and ethical
rules, and prevent conflicts of interest before and after the process.
·
For a supplier in such a position, the relevant
manager shall ensure that there is no compromising situation, and then report
it to the immediate supervisor.
·
If there is a compromising situation, do not enter
into a business relationship with the person or the company.
·
In order to prevent negative perceptions, these
types of business relationship shall only be approved
two (2) years after the employee leaves the Company. Circumstances that
require approval from the General Manager are the exception to this rule.
·
When re-employing a former employee, it is necessary
to ensure that his/her employment was not terminated due to failure to comply
with any of the principles stipulated by the Code of Ethics and Business
Conduct and Implementation Principles.
1.3.2.4.
Insider Trading
•
It is illegal to try to benefit by using or
disclosing, including by trading shares directly or indirectly to third parties
any commercial, financial, technical, legal, and /or similar confidential information
that belong to YAMAS.
•
Take the necessary measures to protect
confidentiality and comply with the confidentiality
requirement after leaving the Company.
1.3.3 Countering Bribery and Corruption
YAMAS is opposed to bribery and all other types of
corruption. Corruption harms business life, organizations and employees, and
irreparably damages business standing and reputation. YAMAS is sensitive and
rigorous about fighting bribery and corruption. All employees and all third
parties acting on behalf of YAMAS shall be required to comply with the rules on
the fight against corruption and with the applicable laws and regulations.
1.3.3.1.
Receiving and Giving Gifts
As a principle, YAMAS prohibits all employees from entering into relations with any third party, including customers and suppliers, that may be perceived as gaining material benefits, including receiving gifts, and/or invitation and entertainment offers.
The following criteria shall be followed when conducting
relations with private or public persons and organizations that wish to enter
into and maintain a business relationship with YAMAS:
• With
the exception of materials that are given legally or in accordance with a
tradition or general customs, or those that are souvenirs/promotional items, do
not accept or offer any gifts that may create a perception of wrongdoing, or
create or may appear to create a dependent relationship (e.g. gain a concession
or reference, win a tender, and so forth).
•
Gifts shall never be given in cash or
in a form (e.g. gift vouchers) that can be converted to cash.
•
Do not request any discount or benefit, which may
be perceived inappropriate, from suppliers, customers or third parties; do not
offer them to third parties and/or accept them when offered.
1.4 Occupational
Health and Safety
·
Our Group strives to provide occupational health and
safety fully at the work place and on the job.
Employees shall act in accordance with the rules and regulations put in
place for this purpose, and take all necessary measures. Employees adopt the
principle that occupational health and safety actions are the shared
responsibility of each and every employee.
·
Employees shall not keep at the work
place any articles or materials that pose danger to the workplace and/or employees or that are illegal.
· Employees shall not keep any drugs or addictive substances, or substances that limit or diminish mental faculties or physical abilities, at the work place, with the exception of those that are given with a valid medical report. they shall not perform any work at the work place and with regard to the work under the influence of such substances.
1.5 NGOs and Political Activity
YAMAS
does not make donations to political parties, politicians or political
candidates. It does not allow demonstrations, propaganda meetings and similar
activities for such purposes within the boundaries of the work place. It does
not allow company resources (vehicles, computers, email, etc.) to be used for
political activities.
Membership to a nongovernmental organization or participation in their activities while representing the company may be allowed with the Company's knowledge.
1.6 Code of Ethics and Business
Conduct and Implementation
1.3.2.2.
Representation and invitations
Approval shall be required from the General Manager and
Deputy General Manager when participating in sports activities,
domestic/international trips, and so forth, which affect or may perceive to
affect decision making, with the exception of conferences, receptions,
promotional events, seminars, and so on, that are held publicly by the persons
or organizations with which the Company has or may have the potential to have a
business relationship.
1.3.2.3.
Doing business with YAMAS after termination
·
It is highly important to be cautious about any
negative perceptions that may arise as a result of doing business with the YAMAS
in the capacity of a distributor, contractor, consultant, middleman, dealer,
and so on, by establishing a business personally or by becoming a partner in
another company after leaving the position at the Company. Another point to
consider arises when a former employee of the Company becomes an executive or
takes up a decision-making position at another
company.
·
Before and after such circumstances, protect
Company's interests, comply with moral and ethical
rules, and prevent conflicts of interest before and after the process.
·
For a supplier in such a position, the relevant
manager shall ensure that there is no compromising situation, and then report
it to the immediate supervisor.
·
If there is a compromising situation, do not enter
into a business relationship with the person or the company.
·
In order to prevent negative perceptions, these
types of business relationship shall only be approved
two (2) years after the employee leaves the Company. Circumstances that
require approval from the General Manager are the exception to this rule.
·
When re-employing a former employee, it is necessary
to ensure that his/her employment was not terminated due to failure to comply
with any of the principles stipulated by the Code of Ethics and Business
Conduct and Implementation Principles.
1.3.2.4.
Insider Trading
•
It is illegal to try to benefit by using or
disclosing, including by trading shares directly or indirectly to third parties
any commercial, financial, technical, legal, and /or similar confidential information
that belong to YAMAS.
•
Take the necessary measures to protect
confidentiality and comply with the confidentiality
requirement after leaving the Company.
1.3.3
Countering Bribery and Corruption
YAMAS is opposed to bribery and all other types of
corruption. Corruption harms business life, organizations and employees, and
irreparably damages business standing and reputation. YAMAS is sensitive and
rigorous about fighting bribery and corruption. All employees and all third
parties acting on behalf of YAMAS shall be required to comply with the rules on
the fight against corruption and with the applicable laws and regulations.
1.3.3.1.
Receiving and Giving Gifts
As a principle, YAMAS prohibits all employees from entering into relations with any third party, including customers and suppliers, that may be perceived as gaining material benefits, including receiving gifts, and/or invitation and entertainment offers.
The following criteria shall be followed when conducting
relations with private or public persons and organizations that wish to enter
into and maintain a business relationship with YAMAS:
• With
the exception of materials that are given legally or in accordance with a
tradition or general customs, or those that are souvenirs/promotional items, do
not accept or offer any gifts that may create a perception of wrongdoing, or
create or may appear to create a dependent relationship (e.g. gain a concession
or reference, win a tender, and so forth).
•
Gifts shall never be given in cash or
in a form (e.g. gift vouchers) that can be converted to cash.
•
Do not request any discount or benefit, which may
be perceived inappropriate, from suppliers, customers or third parties; do not
offer them to third parties and/or accept them when offered.
1.4 Occupational
Health and Safety
·
Our Group strives to provide occupational health and
safety fully at the work place and on the job.
Employees shall act in accordance with the rules and regulations put in
place for this purpose, and take all necessary measures. Employees adopt the
principle that occupational health and safety actions are the shared
responsibility of each and every employee.
·
Employees shall not keep at the work
place any articles or materials that pose danger to the workplace and/or employees or that are illegal.
· Employees shall not keep any drugs or addictive substances, or substances that limit or diminish mental faculties or physical abilities, at the work place, with the exception of those that are given with a valid medical report. they shall not perform any work at the work place and with regard to the work under the influence of such substances.
1.5
NGOs and Political Activity
YAMAS
does not make donations to political parties, politicians or political
candidates. It does not allow demonstrations, propaganda meetings and similar
activities for such purposes within the boundaries of the work place. It does
not allow company resources (vehicles, computers, email, etc.) to be used for
political activities.
Membership
to a nongovernmental organization or participation in their activities while
representing the company may be allowed with the Company's knowledge.
1.6
Code
of Ethics and Business Conduct and Implementation Principles
1.6.1.
Obligation to Report Violations
In learning or developing suspicion about a violation of the
Code of Ethics and Business Conduct and Implementation Principles, or the laws
and regulations to which the Company is subject, employees shall be obligated
to report it to the immediate supervisor. In the event that the matter is
related to the immediate supervisor, or if the immediate supervisor does not
take appropriate action, then the violation shall be reported to the Deputy General
Manager, and finally, to General Manager. If available, the report can be made
via the email or telephone line that is set up specifically for this purpose.
Any such report shall be kept strictly confidential and not
be shared with any third party.
The Company shall not allow any threats at or outside the
workplace to an employee for refusing to act against the ethics rules and for
making a report in good faith, nor shall it allow any retaliation or harm to be
done to said person. Such acts shall be perceived as violation of ethics rules
and shall be punished with disciplinary action.
It is crucial that the employee making the report (informant
or whistleblower) is not talking about the reported person in an unprofessional
manner or trying to blemish his/her reputation with malicious intent. Thus, it
is critical to preserve impartiality and compliance with ethics rules during
the initial complaint and subsequent investigative processes. The informant
(whistle blower) and the persons managing the process must show utmost due
diligence and care regarding the matter.
Determination of malicious reports based on lies and/or
slander shall be treated as a violation of ethics rules.
First and foremost, the management shall assure an
environment that allows for the whistleblowing process to work effectively.
Employee awareness shall also be raised to give the management support for
effectiveness of the whistleblowing mechanism.
1.6.2.
Disciplinary Actions
1.6.2.1. The
following disciplinary actions shall be taken upon violation of the Code of
Ethics and Business Conduct:
•
In the event of deliberate misconduct, dismissal
(in accordance with the relevant articles of the law). If deemed necessary, legal action will be initiated.
Previous good deeds by the person who has gained an unfair advantage shall not
be used as a reason to avoid punishment.
•
In the case that there is no misconduct, and there
is a case of negligence arising out of carelessness
or lack of knowledge, an appropriate verbal or written warning that is
suitable to the offense shall be issued.
1.6.2.2.
Ethics Commitee Operation Principles
The Ethics Committee created within the Company applies and
governs the ethics rules for all operations as defined in the Ethics Principles
guide. The Ethics Committee is made up of the General Manager, Deputy General
Manager, Human Resources Manager and company lawyer.
The Ethics Committee shall;
establish and manage the required equipment, training and management structure • needed to put in place the ethics rules compliance system, and appoint the person and/or persons for these operations as required,
•
perform the tasks to have ethics rules be adopted
and applied throughout the Company,
•
introduce systemic general rules and procedures so
that all employees, shareholders and customers can report violations of ethics
rules and all other similar regulations,
•
make statements on the ethics rules when necessary,
•
draw up the necessary reporting procedure so that
employees can evaluate whether ethical rules are being violated or someone is
being forced into violating the rules, and can inform the appropriate person
("blow the whistle").
1.6.2.3.
Employee Obligations
All employees shall;
• read
the Ethics Principles guide and commit to fulfilling
the obligations set forth by it,
• understand,
agree to and fulfill the duties set forth by the ethical rules and similar regulations,
and to make a habit of the ethical rules
while performing their work,
• report
to the Ethics Committee without delay in accordance with the stated procedures,
in case they or someone else violate
or are forced to violate the ethical rules,
• be
aware that not having knowledge of the ethical rules or similar regulations
will not exempt them from
responsibility, consult with the Ethics Committee for matters and questions
regarding violations.