Yapı Kredi makes effective use of corporate governance mechanisms in making
progress towards its business objectives by fully complying with the relevant
laws and regulations. Yapı Kredi acts in accordance with the principles of
responsibility and accountability in all its operations and establishes
transparent and effective stakeholder communication mechanisms. In this
context, the Bank's Assistant General Manager in charge of the Compliance,
Internal Control, and Risk Management reports at least annually to the
Board of Directors regarding the activities under the Compliance Program.
Ethical Principles and Anti-Bribery and Anti-Corruption
Yapı Kredi has adopted the 10 Principles of the United Nations Global Compact
which require institutions to implement and carry out their practices in
accordance with high ethical standards. Yapı Kredi stands firmly against all
forms of bribery and corruption and has established the Anti-Bribery and
Anti-Corruption Policy with a determination to ensure compliance with all the
applicable laws, regulations, and principles. The Bank also established the
Code of Ethics and Business Conduct approved by the Board of Directors to
operate to the highest standards of integrity and consistency.
Yapı Kredi receives written statements from all its employees, including new
recruits, that they accept the Anti-Bribery and Anti-Corruption Policy and the
Code of Ethics and Business Conduct. Yapı Kredi also includes the relevant
policies among the documents shared during the recruitment process to raise
awareness on these matters.
Yapı Kredi has shared its Anti-Bribery and Anti-Corruption Policy and the Code
of Ethicsand Business Conduct with all its employees and has them readily
available at all times through the internal communication channels (intranet
and internal communication announcements). Yapı Kredi reminds all its
employees of the rules concerned every month to raise employee awareness and
to prevent and reduce non-conforming transactions and behaviors. The Bank also
has shared these policies with its stakeholders and partners on its website.
Anti-Bribery and Anti-Corruption Program
Yapı Kredi implements the Anti-Bribery and Anti-Corruption Program with a
series of measures which aim to identify and mitigate potential bribery and
corruption risks in order to adhere to the commitments and principles
specified in the Anti-Bribery and Anti-Corruption Policy.
The Anti-Bribery and Anti-Corruption Program, which is continuously reviewed
in the face of changing conditions, and, more importantly, the varying and
repetitive nature of corruption, includes the following main elements:
- Yapı Kredi performs a regularly updated risk assessment, which offers a
comprehensive evaluation on which aspects of its business are vulnerable to
bribery and corruption. The risk assessment results are reviewed by the
Audit Committee.
- Yapı Kredi provides training to, and raises awareness in its employees on
the relevant legal requirements in the context of its Anti-Corruption
Program.
- The Bank implements second order anti-corruption controls.
- Yapı Kredi creates and executes policies, directives, and general principles
regarding the Anti-Bribery and Anti-Corruption Policy and the regulations,
policies, directives, and arrangements issued regarding the risks mentioned
in the policy, together with the applicable laws and legislation.
- Yapı Kredi executes its Notification and Reporting Channels, which are open
to internal and external access, in compliance with the principle of
confidentiality in the five main areas of internal audits: anti-bribery,
anti-corruption, ethics, sanction violations, and conflict of interest.
Anonymous notifications can be made via the notification and reporting
channels.
- The Senior Management provides guidance to maintain a culture of compliance
in which bribery and corruption are strictly unacceptable.
- The Bank informs its employees of the requirement to accurately record all
transactions into official books and records.
- The issues monitored in line with the anti-corruption program are reported
to the Audit Committee and the Head of Anti-Bribery and Anti-Corruption in
certain periods.
Yapı Kredi has identified risk areas in accordance with its efforts to
identify and mitigate bribery and corruption risks. The Bank works with the
relevant business units on the areas that may be perceived to be most prone to
bribery and corruption. The purposes of the controls conducted in this respect
are to support compliance with the applicable legislation, legal requirements
and the code of conduct, prevent violations, preserve Yapı Kredi's reputation
and efficiently carry out the necessary analysis, assessment, and
decision-making mechanisms related to the risk areas identified in the
Anti-Bribery and Anti-Corruption Policy.
The controls performed under the said efforts include the assessment of the
following:
- Sufficiency of the Senior Management's support for developing a culture
where bribery and corruption are strictly unacceptable
- The training activities mentioning all the risk areas concerning bribery and
corruption
- Whether written policies and regulations are in place regarding anti-bribery
and anti-corruption and whether such policies comply with the regulations
- Whether the Whistleblowing Policy and the process thereunder cover the
topics of bribery and corruption
- Compliance with the anti-bribery and anti-corruption principles with the
practices related to mergers, acquisitions, and important investments
- Not using gifts and hospitality unduly to mitigate job acquisition and
retention risk; compliance with the relevant gift and hospitality procedures
- Conducting risk assessment before establishing business relationship with
third parties
- Not using donations or sponsorships for undue job acquisition or retention;
compliance with the applicable donation and sponsorship procedures
- Implementation of the controls related to job offers and mitigation of
bribery-corruption risks
Training
Yapı Kredi provides regular in-class and remote training to all its employees
regarding Anti-Bribery and Anti-Corruption and the Code of Ethics and Business
Conduct. This training is mandatory and an exam must be passed to complete the
training successfully.
Yapı Kredi also provides Anti-Bribery and Anti-Corruption training to the
subcontractors working in its corporate buildings and to third parties acting
as a proxy on behalf of the bank.
Third-Party Relations
Yapı Kredi encourages the third parties it engages to implement its
anti-bribery and anti-corruption program in accordance with the applicable
laws and regulations. Third parties acting as a proxy of Yapı Kredi are
required to agree to comply with the regulations and all the applicable
anti-bribery and anti-corruption laws.
As part of its Anti-Corruption Program, Yapı Kredi requires the third parties
it engages to comply with the relevant Yapı Kredi policies and their employees
to adopt the principles set out in these policies and carry out their
activities in compliance with such principles. To this end, the contracts
signed by the Bank incorporate an Anti-Bribery and Anti-Corruption clause.
With the “General Principles on Anti-Bribery and Anti-Corruption” document,
Yapı Kredi also performs detailed and sufficient bribery and corruption risk
assessment (due diligence) before establishing relations with third parties.
Yapı Kredi follows up on the black-listed persons and companies based on
information received from international data providers and social media
sources in order to ensure compliance in all its activities with the
domestic/international regulations and the Bank's own rules. The Bank uses the
information obtained from such sources to identify third parties known or
suspected to give bribes.
Yapı Kredi employs certain criteria in appointing and setting the fees of
suppliers and subcontractors and performs regular performance assessments.
Responsibility
The Anti-Bribery and Anti-Corruption Policy and the Code of Ethics and
Business Conduct are internally executed by the Compliance, Internal Control,
and Risk Department. The Compliance, Internal Control, and Risk Department is
responsible for regulations and internal control activities regarding banking
and capital markets regulations, foreign exchange regimes, anti-laundering,
internal and external fraud-detection systems, data protection, conflicts of
interest, malpractice and malfeasance, querying outside the area of
responsibility, unauthorized access to confidential information, anti-bribery
and anti-corruption, ethical rules and code of conduct, and the Turkish Code
of Obligations.
Monitoring
The Bank has very strong systems and structures in place against anti-bribery
and anti-corruption, in accordance with the applicable regulations and
international practices, overseen by the “Internal Audit” and “Compliance,
Internal Control, and Risk Management” departments. These departments, who
report directly to the Audit Committee within the Board of Directors, ensure
that the Bank's activities are performed in compliance with the applicable
laws, legislation, corporate policies and procedures, the Code of Ethics and
Business Conduct, the Anti-Bribery and Anti-Corruption Policy, and the Policy
on Preventing the Laundering of Proceeds of Crime and Financing of Terrorism.
Yapı Kredi performs routine, periodic, and spot controls in the context of
compliance with its Code of Ethics and Business Conduct. If, as a result of
such controls, an incident is identified that violates the Code of Ethics and
Business Conduct or the Disciplinary Regulations and/or the same violation is
repeated during the effective term, the said incident can be directly
escalated by the Ethics Unit to the Disciplinary Committee. Depending on the
nature of the incident, disciplinary penalties that can even lead to the
termination of the employment contract may be taken into consideration.
In this respect, the concerned administrations perform control and audit
activities in addition to monitoring and reporting risks. In addition, the
concerned administrations submit (monthly, quarterly, and annual) reports to
the Audit Committee and the Board of Directors. The Audit Committee is
responsible for evaluating the bank's ethical environment and for controlling
the effectiveness of processes in terms of ethical compliance.
Notification and Reporting
Yapı Kredi has developed a corporate culture that encourages the following of
ethical principles and ensures full communication at all levels. In this
respect, the Bank is aware of the importance of arrangements that allow its
employees and third parties to notify and report.
Accordingly, Yapı Kredi established the "Whistleblowing Policy" setting the
principles for reporting the behaviors of employees and third parties who are
considered by its corporate policies to be engaging in "unacceptable
behavior." Furthermore, Yapı Kredi established the "Reporting Process for
Notification and Reporting Channels" document that sets out the management of,
and responsibilities related to, the processes of reporting notifications and
reports. The Bank also defined communication channels for the reports under
the policy.
The communication channels through which the Bank's employees and third
parties can send notifications and reports can be accessed from
the Whistleblowing Policy. The Notification and Reporting Policy has been translated into the local
languages of the countries where Yapı Kredi operates.
Unacceptable behaviors are those that are illegal, unfair, or unethical, or
lead to the violation of laws and regulations or the internal rules. Such
behaviors include any action and/or neglected fulfillment that takes place
during working activities or may negatively affect said working activities,
leading to the violation of the Bank's operating rules, and causes harm or
fosters negative perceptions about Yapı Kredi and/or its employees.
Employees and third parties may also report unacceptable behavior anonymously
through the communication channels. Notifications and reports delivered via
these channels are kept strictly confidential and the identity of the
notifying or reporting person also remains confidential unless he/she requests
disclosure. Yapı Kredi employees are not subject to any change in
seniority/title or any similar negative situation (disciplinary penalty,
dismissal, assigning low performance, etc.), direct or indirect retaliation or
disadvantage due to refusing to participate in unacceptable behaviors, making
notifications or reports, conveying their concerns, and/or getting involved in
the examination/investigation processes.
Also, the Notification and Reporting Policy describes the responsibilities
regarding the notification and reporting of unacceptable behavior in the Bank
and the management of the concerned process.
Yapı Kredi issues reminders of its notification and reporting channels to its
employees at certain intervals in order to raise employee awareness.
Dialogue with Stakeholders
In line with its principles of transparency and accountability, Yapı Kredi is
intent on going the extra mile by establishing practices to prevent risky
activities related to bribery and corruption. In this respect, Yapı Kredi has
become a member of the Association for Ethics and Reputation (TEID). With its
innovative efforts and initiatives in ethics, bribery, and corruption-related
issues, the TEID has provided support and guidance to Yapı Kredi.
Accordingly, Yapı Kredi is loyal to its cooperation with the TEID, of which it
is a member, in the framework of the exchange of ideas and principles on
ethics, anti-bribery, and anti-corruption, which are among the factors that
significantly affect the Bank’s performance in the fields of sustainability
and corporate governance.
For further information, click
here
for the Yapı Kredi Anti-Bribery and Anti-Corruption Policy,
here
for the Code of Ethics and Business Conduct, and
here
for the Whistleblowing Policy.
Conflict of Interest
The Conflict of Interest Policy describes the principles and rules that will
guide employees in identifying and managing potential conflicts of interest.
It also provides general information about the measures taken by Yapı Kredi to
identify, manage, and record conflicts of interest particularly related to the
following:
- Conflicts arising from the personal interests of the employees
- Conflicts related to investment services and activities
- Conflicts related to banking services and activities
- Organizational and corporate conflicts
In offering a broad range of products and services to its customers, Yapı
Kredi acts fairly and with integrity in consideration of their interests and
the integrity of the market. Accordingly, in the context of its relations with
its customers, the Bank prevents and takes the necessary measures against
potential conflicts of interests:
- between its customers and its shareholders, employees, managers, and persons
directly or indirectly related thereto
- among its customers.
The Conflict of Interest Policy describes the practices and procedures that
help to identify and manage conflicts of interest. It also includes
information barriers (“Chinese Wall”) and practices for preventing the spread
and monitoring of confidential and internal information. It also enables the
management of actual or potential conflicts of interest and provides general
information to the Bank's employees on measures taken to identify, manage, and
record conflicts of interest. Click
here
for further information on the Yapı Kredi Conflict of Interest Policy.
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