Tosyalı Denizcilik ve Liman İşletmeciliği A.Ş

Rules of Ethical Behavior that Employees Must Follow

To always comply with the law,
To fulfill their duties in the framework of fundamental moral and humanitarian values,
To act with equity, good faith, and understanding to ensure mutual benefits in all their relationships,
To never provide unjust gains in any manner, for whatever reason, from any person or institution; to never receive or provide bribes; to prevent these sorts of actions to the extent of their knowledge of them; and to act in accordance with the rules of combatting corruption;
To act in accordance with all principles of application that support the relevant rules of business ethics and these rules in the maintained duties, to not engage in behaviors that may prevent other employees from fulfilling their work as required in this scope, and not damage the harmony of work
To not make payments for the purpose of facilitation as a principle (Payments for the purpose of facilitation: Payments made to public officials for the purpose of accelerating or facilitating routine permissions and services that are not in the nature of appreciation, such as visa processes, clearing goods through customs, security, or telephone services.),
To not engage in any behavior, statement, or correspondence that may bind the company unless expressly authorized,
To show care for all material and immaterial assets of the company, including information and information systems, like personal goods, and to protect these against potential loss, damage, misuse, abuse, theft, and sabotage,
To not use directly or indirectly work time or company resources for personal interests and/or political activities or interests that have or do not have monetary value.
To keep secret the wages, wage additions, and the future regulations, to not share these with unauthorized persons and agencies inside and outside the institution, and to not use these speculatively for disrupting the working peace.

2.1. Information Security

All company regulations, commitments, and directives regarding information security are accepted as complementary to the following articles.

2.1.1 Intellectual Property Rights

To ensure the legal and timely instigation and completion of processes to be able to guarantee the intellectual property rights of newly developed products, processes, and software; and to prevent the sharing of these types of findings and information with third parties without obtaining written approval,
To avoid the - knowingly - unauthorized use in an unlawful manner of patents, copyrights, trade secrets, brands, computer programs, or other intellectual and industrial property rights that belong to other companies,
To take the procedures necessary to protect our rights in accordance with the relevant procedures in situations where it is necessary to share the confidential information concerning any and all intellectual and industrial property rights of our company with third parties.

2.1.2 Information Management

To provide for the healthy retention and archive of all records in their legal periods,
To not respond to requests that come from third parties for information that enters the category of confidential without the approval of upper management for the company,
To demonstrate the necessary diligence for the statements the Company makes and reports the Company presents to be truthful,

2.1.3 Security and Crisis Management

To take the necessary measures and ensure the necessary communication to protect company employees, information and information systems, and business and administrative areas against potential terrorism, natural disasters, and malicious attempts,
To make the necessary crisis planning regarding emergency crisis management to be formed in situations of terrorism, natural disasters, etc. and to thus ensure the continuity of work with minimal loss in moments of crisis,
To take any and all measures to prevent the theft of company assets or the suffering of loss.

2.1.4 Confidentiality

To act with the awareness that the financial and trade secrets belonging to Tosyalı Holding and the group companies, the information that will weaken the competitive strength of the companies, the rights and information of employees, and agreements made with business partnerships are in the framework of “confidentiality”, and ensuring their protection and confidentiality,
To not share information learning pursuant to the work and the documents they possess, for any reason, with unauthorized persons or agencies inside or outside of the institution, and to not use these for speculative purposes (directly or indirectly),
To not use in any capacity information that is not public pertaining to companies they work with and their customers and the other persons and companies with whom they do business, beyond the envisaged purposed, and to not share this with third parties without obtaining the necessary permissions.

2.1.5 Social Media Use

It is forbidden to share any information that is about the company and that the company does not provide or control on any and all platforms, including social media channels, public forums, personal blogs, social media accounts, and online or mobile applications.

2.2. Avoiding Conflicts of Interest

A conflict of interest expresses the state of employees possessing any and all interest and a material or personal interest regarding these that affect or might affect their impartial execution of their duties and that are provided for themselves, their relatives, their friends, or the persons or institutions with whom they have a relationship.

2.2.1 Not working for the benefit of oneself or one’s relatives

To not provide unfair interests to the benefit of oneself, one’s relatives, or third parties by utilizing titles or authorities,
To strive to not fall into situations of conflicts of interest with institutions the company presently works with and in personal investments it will make,
To show care that future, personal investments or endeavors apart from any work activity do not prevent, in terms of time and attention, them from performing their ongoing duties at Tosyalı Holding and its group companies, and to avoid such situations that prevent focus on main tasks from materializing.
Should the employee and persons found in decision-making positions in the first degree regarding the same work at the company in a position of customer or supplier be first-degree relatives, the status of superior is prohibited.
Should it become known that relatives have share or material interests at another company engaged in a commercial relationship, they must provide information to their superiors.

2.2.2 Representation and participation in event invitations

Participation in athletic activities, domestic/international travel, and similar invitations that are influential or may be perceived as such in making decisions, apart from conferences, receptions, promotional events, seminars, etc. that persons or institutions who are or have the potential to be in a business relationship host and that are open to general participation, are subject to the approval of the General Manager.

2.2.3 Those Who Have Quit Working with the Community

Working in sales, contracting, consultancy, or in similar manners for Tosyalı Holding and its group companies by personally establishing a company after leaving his or her position at the company or by being a partner to another company is an important matter that may generate negative perceptions and that must be considered. An employee’s leaving the company to work in upper management or a decision-making position at another company is a matter that warrants additional consideration.
It is necessary to act in the framework of Company interests before and after such a process, to comply with moral and ethical rules, and to not allow for conflicts of interest before or after the process.
Should an employee who has left the company be rehired, it is essential that the relationship has not been severed because of a failure to comply with any one of the principles specified with the Rules of Ethical Behaviors and Principles of Implementation.

2.2.4 Sharing and Trading Internal Information (Insider Trading)

To know that attempting to procure any kind of commercial interest (insider trading), including making direct or indirect share purchases from stock exchanges by using any and all commercial, financial, technical, legal, and other confidential information that belongs to Tosyalı and its group companies or by providing these to third parties, is a criminal offense, and to definitely not make such attempts.
To take the measures necessary to protect confidentiality after leaving the company, and to comply with the Information Security Commitment.

2.3. Combatting Corruption

Tosyalı Holding and the group companies face bribery and all kinds of corruption. Corruption harms commercial life, institutions, and their employees and irreparably damages commercial reputations and dignity. Tosyalı Holding and its group companies are incredibly meticulous and sensitive on the topics of combatting bribery and corruption. All employees and third parties operating on behalf of the company are obligated to comply with the rules for combatting corruption and with the relevant legislation.

2.3.1 Receiving and Giving Gifts

Tosyalı Holding and its group companies prohibit as a principle all employees from entering relationships with all third parties, including customers, suppliers, vendors, authorized sellers, and authorized services, that might create the impression of providing material interests, including the proposal and acceptance of gifts, invitations, and hospitality.

The criteria specified below must be complied with in executing relationships with private or official persons or institutions wanting to establish or maintain a relationship with Tosyalı Holding and its group companies:

No gift of any kind should be accepted or proposed that creates the impression of the presence of an irregularity, that might lead to a relationship of dependence, or that might be perceived in that way (providing privilege or reference, leading to the winning of biddings, etc.), apart from materials that are given in accordance with legal and commercial traditions, customs, and conventions or in the nature of a souvenir / promotion.
Gifts should not be given in cash or in a manner that enables easy conversion into cash (such as gift vouchers).
No discount or interest should be requested, proposed to third parties, and/or accepted when proposed that might arouse the perception of inappropriate behavior from suppliers, customers, or third parties.

2.3.2 Combatting Bribery and Corruption

Any form of bribery or corruption shall receive no tolerance at Tosyalı Holding or the group companies. They shall comply decisively with laws and regulations combatting bribery and corruption implemented anywhere we operate commercially, and employees are expected to comply similarly.
All payments made to suppliers, consultants, and other similar parties should be bound to the services/products and should not be bound to anything that may allude to a bribe.
No gift, present, entertainment, or similar interest should be proposed, given, or received that is believed will affect the public decisions or commercial decisions of employees of Tosyalı Holding and its group companies and the persons/institutions/organizations that work on behalf of the company and that will lead to the improper execution of a public operation/commercial activity.
All our employees must report suspicions or claims on any case detailed in Article 2 (Should you have suspicions about what actions to take, use Article 5 as a guide.)