ANTI-CORRUPTION

Vestel Elektronik Sanayi ve Ticaret AŞ (“Vestel Elektronik”) and Vestel Beyaz Eşya Sanayi ve Ticaret AŞ (“Vestel Beyaz Eşya”) effectively execute the processes for the implementation of the 10th Article of the Global Compact, to which they put their signature through Zorlu Holding. The Article stipulates companies to fight against all kinds of corruption including defalcation and bribery. Following instruments are utilized for fighting against corruption:

1. Zorlu Holding Ethical Principles: The Ethical Principles, which are applicable to all Zorlu Group companies, are integral part of the company policies, values and principles; and covers all Zorlu Group employees, Board members, suppliers, business partners, intermediaries, contractors, proxies and all third parties.

It is essential that employees and all third parties acting on behalf of Zorlu Group shall demonstrate due diligence; do not provide unjust benefits, offer, accept or give bribes or commissions for any reason whatsoever to individuals and organizations; and prevent such actions to the extent of their knowledge. When such an offer is encountered, or an observation or suspicion arises, the situation must be reported to the immediate manager/executive and/or to etik@zorlu.com.

All employees who need to communicate or consult in the event of any doubt of the contents of the Ethical Principles and/or in case of witnessing an improper action or an execution contrary to the rules, they can either e-mail the situation to the Ethical Principles Hotline (etik@zorlu.com) or the Ethical Principles Hotline at (0 212 456 23 23) or (0 850 226 23 23), at any time of the day.

The reportings regarding the violation of the Ethical Principles are evaluated by the audit teams of the Zorlu Holding General Directorate of Internal Audit. The investigations regarding the complaints, claims and whistleblowings are investigated by the Internal Audit Review Department, under the Zorlu Holding General Directorate of Internal Audit.

2. Zorlu Holding internal audit mechanism: At Vestel Group Companies, internal audits are performed by the audit teams of Zorlu Holding General Directorate of Internal Audit. As part of the annual audit program prepared based on risks and approved by the Board of Directors, audits are carried out on the effective and efficient use of resources; compliance with written rules (laws, regulations, internal policies and directives); and the accuracy, reliability and security of information.

3. Audits by independent auditors: As Vestel Elektronik and Vestel Beyaz Eşya are publicly listed companies; they are subject to independent auditing. Currently, the companies’ financial statements and accounts are audited by KPMG Serbest Bağımsız Denetim ve Muhasebeci Mali Müşavirlik AŞ. Tax Audit (Full Confirmation) of the companies is conducted by Arılar Bağımsız Denetim ve Yeminli Mali Müşavirlik AŞ, which is a chartered accountant company.

4. Information Security Management System: Vestel Elektronik and Vestel Beyaz Eşya established the ISO 27001 Information Security Management System in 2013. With the help of this system, the companies aim to ensure information security, improve physical security, prevent access of unauthorized people to unauthorized areas/subjects and prevent violations of information security.

5. Anti-bribery and corruption: Zorlu Holding’s Ethical Principles have been formulated to cover the issues related to the fight against bribery and corruption and is open available to all stakeholders on the Company’s website. Additionally, employees are provided with in-house training. We also refer to the Progress Reports of the United Nations Global Compact, which are another important source for the fight against bribery and corruption and are available to all of our stakeholders over the internet. Additionally, these subjects are discussed on a regular basis in the Zorlu Magazine which is published periodically.

6. Vestel takes as a principle not to be included in any political initiative and not to provide any material or moral support to political parties or figures. Vestel does not have any other relations with public authorities of countries where it operates, apart from the commercial and social responsibility projects.