Code of Conduct for Suppliers

DenizBank Financial Services Group (DFSG) refers to DenizBank A.Ş. as it is, as well as the domestic and international subsidiaries, mentioned in Annex -1 on the signing date of this Code of Conduct for Suppliers, which was drafted to execute various financial and technological services under the same roof, as well as all legal entities within the scope of new companies that will become included in DFSG throughout the term of the Agreement.

As DFSG, we act fairly and respectfully, and show the necessary attention to fulfill our obligations in a timely manner. As DFSG, we care about our relations with companies with which we have commercial activities and consider it one of our fundamental responsibilities to integrate our supply chain with ethical, social and environmental factors. Therefore, with the Code of Conduct for Suppliers, we determine the minimum ethical, social and environmental behavioural standards, for which we expect compliance from our suppliers that provide product and services to us.

Therefore, our expectation from our suppliers, as required by our responsible procurement policy, is as follows:

Unconditional compliance with Code of Conduct for Suppliers in own working conditions,
Notifying all of their employees of the Code of Conduct and attaching the necessary importance and ensuring compliance with these rules,
Employees' continuous access to Code of Conduct.

Every supplier working with DenizBank Financial Services Group has the right to access the Supplier Code of Conduct through our website. These ethical rules are part of each request for proposal / tender published by DFSG. We ask all our suppliers to read and understand this Code of Conduct, to act in accordance with the principles and values set forth in these rules, to guarantee that they are complied with by their potential subcontractors and suppliers, and to confirm this in writing.

Features

1.Compliance with laws and regulations

DFSG acts in accordance with international trade laws in its business activities and our suppliers must also comply with all relevant international trade laws and regulations.

2.Competition Law

All individual and legal entity suppliers providing goods and services must do business in full compliance with the monopoly and fair competition laws that govern the jurisdictions in which they do business. Our suppliers should carry out their activities within the framework of respect for free competition; they should refrain from practices that prevent competition through illegal methods and all unfair competition practices, including the ones listed below:

Negotiating or signing contracts with competitor companies on issues such as price, product, production level, customer distribution, market or market share, boycotting certain customers or suppliers, etc. or any other anti-competitive practices,
Abusing a dominant position,
From damaging the reputation of competitor companies.

3.Anti-corruption policy

DFSG is determined to comply with national and international legal regulations, ethical and professional principles in order to prevent bribery and corruption. It aims to provide the highest standards in its services and activities in line with the principles of honesty, transparency, accountability and impartiality.

DFSG and the parties that have signed a contract with it agree and undertake to comply with the "Anti-Corruption Rules" below and not to engage in the following and/or similar actions, directly or indirectly, personally or through third parties, in order to prevent corruption and bribery.

No payment, gift, bonus, donation, job offer, sponsorship, preferential treatment or other advantage is offered to influence the decisions of third parties, public officials, officials or DFSG employees, directly or indirectly, in order to gain an unfair advantage or advantage.
They will not accept gifts, payments or other things that derive personal benefits from DFSG employees and other third parties,
In order to accurately reflect the activities in the accounting records and operational records, they will keep the accounting records of all transactions, income and expenses in a proper system, without skipping, hiding or changing any data or information,
They undertake that they will not make payments to speed up transactions.
Suppliers are prohibited from giving, offering bribes, payments or anything of value to any organization, and from accepting these from organizations or individuals.
Suppliers doing business with DFSG cannot act in favor of any organization or person that may lead to unfair discrimination or create the impression of the existence of an irregularity.

4.Prevention of Money Laundering and Terrorism Financing

It is a duty and legal obligation of DFSG to prevent funds from illegal sources from entering and being used in the financial system. As DFSG, we implement a model in our daily financial activities to prevent money laundering and terrorism financing within the framework of current legislation and international good practices in order to fulfill this duty.

Likewise, our suppliers must not engage in money laundering or terrorism financing. To this end, they undertake to take the necessary measures to prevent such risks.

In addition, as DFSG, we implement the necessary procedures and systems within the scope of compliance with economic sanctions and embargoes imposed by some national or international regulations and prohibiting trading with certain countries, companies or individuals. Our suppliers must also comply with these practices and take the measures they deem appropriate in order not to violate the said economic sanctions and embargoes in their activities and not to expose DFSG to such risks. Our suppliers, subject to the said legislation, are obliged to implement the necessary policies and procedures to comply with these economic sanctions and embargoes and to prevent illegal funds from entering and being used in the financial system.

5.Political aids

As DFSG, we work within the framework of respect for political pluralism. As DFSG, we do not participate in or finance the activities of political and religious organizations. We do not support any election campaigns and do not give aid or donations to any political party.

In this regard, our suppliers are also required not to provide political assistance or activities to any political or religious organization on behalf of DFSG.

6.Conflicts of Interest

A conflict of interest arises when a personal or family situation, friendship or other external circumstance affects the objectivity of our employees in supply decisions.

DFSG imposes limitations on the independent acting and decision making of an employee who has been the subject of a conflict of interest. When the possibility of a conflict of interest arises, the employee must immediately inform a senior manager and/or the Compliance Department for an opinion on how to act.

Likewise, our suppliers should inform us of any conflicts of interest that have occurred or may occur in the supply processes due to the existence of special relationships or business relationships with people who are our customers, suppliers, competitors or employees in order to ensure full and continuous independence.

To minimize the risk of conflicts of interest, DFSG adheres to the principle of limitation of working with close relatives and does not allow privileges based on family relationships.

Upon receipt of a product or service or the beginning of the contracting process, it must also be reported if any of its shareholders, management members or employees has been an employee of DFSG within the last 3 years and has a relationship with the agreement or purchase. Our suppliers must also notify us if that person serves the supplier with a commercial relationship, in the cases whereby the related person is involved in DFSG's rental or purchase quote process.

Suppliers doing business with DFSG must not influence or attempt to influence any DFSG employee in a way that impairs the employee's impartiality or independent decision-making. Suppliers must not influence or attempt to influence an employee for them to use their position to gain unfair advantage for themselves or others.

Our suppliers cannot enter into a commercial relationship with a DFSG employee who is directly or indirectly responsible for the purchase / sale of products or services. They cannot employ a member of the employee's family or enter into a commercial relationship.

7.Working Conditions

I. Preventing employment under pressure

Our suppliers must use only voluntary labor and employ personnel who want to work of their own free will. They must not resort to force labour on their employees by any threats, force, false claims or any other form of coercion.

II. Child labor

Unless a higher age limit is specified in local law, persons under the age of 15 (except as specified in ILO convention No.138) who has not completed compulsory education must not be employed. Employees under the age of 18 should not be employed in dangerous jobs and night work to meet their training needs.

III. Violation of immunity

Violation of the immunity of employees in any way by physical, sexual, psychological and/or emotional harassment in the workplace or any place where they are due to work is against the law and ethical rules, and the suppliers must not tolerate any violations. All necessary measures must be taken to ensure that no violation takes place, and eliminate negative consequences if violation occured.

IV. Compensation and remuneration

Wages, compensation, overtime and wage-related benefits and social benefits paid by suppliers to their employees must comply with applicable labor legislation.

V. Working hours

Suppliers must not require employees to work more than 45 hours per week on a regular basis and 55 hours in total (including overtime) during the working week, unless local legislation changes the maximum working hours and except in extraordinary business conditions. Suppliers must obtain written confirmation that overtime is voluntary by the employee and ensure that it is paid in accordance with local and national laws or regulations. Except for extraordinary business conditions, it must be ensured that employees work in accordance with the legal regulations regulated by the Ministry of Labor.

VI. Non-Discrimination

Suppliers should not discriminate on the basis of race, color, country, gender, religion, disability in all employment-related decisions, including hiring, promotion, compensation, benefits, training, mandatory dismissal and termination.

VII. Freedom of Association and Collective Bargaining

Employees working for suppliers are free to join legal organizations of their own choosing. Suppliers must recognize and respect the rights of their employees to organize and bargain collectively in accordance with the law. Employees must not be threatened for joining these organizations.

8.Transparency, Integrity and Honesty or Information / Document Recording Order

Integrity and honesty are our priority values in all our business processes and relationships. We act with integrity and honesty in our relations with our employees and all our stakeholders.

Supplier must create, record and store all business-related information accurately and in full compliance with applicable legal and regulatory requirements. They must be honest and forthright in discussions with regulatory authority representatives and officials.

9.Gifts

DFSG does not accept any gift (benefit, privilege, right, etc.) that creates the impression of the existence of an irregularity, may cause or be perceived as such, except for commercial traditions and promotional materials, our suppliers must not offer such gifts.

10.Occupational Health and Safety Compliance

Our expectation from our suppliers for Occupational Health and Safety;

Comply with the legal regulations regarding occupational health and safety,
Provide workers with safe and healthy working conditions that meet or exceed applicable occupational health and safety standards.

11.Data privacy

Our suppliers must protect the confidentiality of commercial and personal information, take all necessary measures to ensure compliance with all privacy and data protection laws, and comply with these laws.

12.Sustainability and the environment

Our suppliers must comply with all applicable environmental laws, regulations and standards, and take preventive approaches to reduce the environmental impact of the products and services they supply. Suppliers doing business with DFSG commit to use material resources responsibly and support the diffusion of environmentally friendly technologies, in pursuit of sustainable development, respecting the environment and the rights of future generations.

13.Code of Conduct Practice Principles

Our suppliers must meet our expectations as a requirement of our responsible purchasing policy stated in the introduction and must make a commitment to abide by these standards by the signatory on behalf of the company. DFSG may monitor suppliers' compliance with the code of conduct or may assign a third party to perform this audit. We reserve the right not to continue our relationship with the supplier in the event of a violation of this code of conduct.

DFSG may request the removal of any supplier employee who acts illegally or in violation of this code or sever cooperation with the supplier.

14.Ethics Reporting Line

When our suppliers encounter a situation or practice that violates the applicable legislative provisions or the Code of Conduct, they may notify us by sending an e-mail to etikbildirimi@denizbank.com.tr.

I certify that I/we have read this “Code of Conduct for Suppliers” and understand/accept the requirements set forth herein.

Supplier Company Title/ Name:

Stamp and Signature:

Date:

Annex -1 DenizBank Financial Services Group Subsidiaries

DENİZBANK A.Ş.
DENİZBANK FİNANSAL KİRALAMA A.Ş
DENİZ FAKTORİNG A.Ş
DENİZ YATIRIM MENKUL KIYMETLER A.ŞŞ
INTERTECH BİLGİ İŞLEM VE PAZARLAMA TİCARET A.Ş
EKSPRES GAYRİMENKUL TURİZM YATIRIM İŞLETME VE TİCARET A.Ş
DENİZ PORTFÖY YÖNETİMİ A.Ş
DENİZBANK KÜLTÜR SANAT YAYINCILIK TİCARET VE SANAYİ A.Ş
DENİZ GAYRİMENKUL YATIRIM ORTAKLIĞI A.Ş
EURO DENİZ INTERNATIONAL BANKING UNIT LIMITED
DENİZBANK AG (WIEN)
JSC ''DENİZBANK MOSCOW''
FASTPAY ELEKTRONİK PARA VE ÖDEME HİZMETLERİ A.Ş
NEOHUB TEKNOLOJİ YAZILIM PAZARLAMA VE DANIŞMANLIK A.Ş
AÇIK DENİZ RADYO VE TELEVİZYON İLETİŞİM YAYINCILIK TİCARET VE SANAYİ A.Ş
NEOHUB BULUT TEKNOLOJİLERİ A.Ş
DENİZ IMMOBILIEN SERVICE GmbH
CR ERDBERG EINS GmbH & Co KG

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Features

1.Compliance with laws and regulations

2.Competition Law

3.Anti-corruption policy

4.Prevention of Money Laundering and Terrorism Financing

5.Political aids

6.Conflicts of Interest

7.Working Conditions

8.Transparency, Integrity and Honesty or Information / Document Recording Order

9.Gifts

10.Occupational Health and Safety Compliance

11.Data privacy

12.Sustainability and the environment

13.Code of Conduct Practice Principles

14.Ethics Reporting Line

Annex -1 DenizBank Financial Services Group Subsidiaries

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