X

X

X

X

X

Our General Meetings are open to the public.

X

X

X

X

X

Profit distribution has been made.

X

X

X

X

X

X

X

Within the framework of the “Code of Conduct” and human resources and sustainability policies applicable to all companies of the Eczacıbaşı Group, the expectations, and opinions of interested parties are taken and models related to their evaluation are applied. The social, environmental, and corporate governance risks and opportunities faced by the Group Companies and their impact on sustainable development are evaluated along with the expectations and opinions of the internal and external stakeholders of the Group, and a roadmap is set. Requests and suggestions given in the communication meetings, workshops, interviews, and surveys conducted with the interested parties, especially employees are assessed by managers, and policies and practices are implemented based on the assessment. Employees are also informed regarding substantial decisions and applications through the communication channels such as Corporate Portal (Port-e), the Eczacıbaşı Group mobile application (E-live), SMS message and electronic mail. Furthermore, they can join decision-making processes with their opinions and suggestions that they send via these channels. Employee engagement surveys and "Your Voice" pulse surveys are used to collect assessments of employees, and improvement goals are added to the "organizational success criteria". Employee participation in management mechanisms is backed up through performance evaluation, open access to management, strategy meetings, innovation and entrepreneurship teams, and the suggestion system used throughout the Group. Within this framework, the current practices carried out with a dynamic form within the Group will continue to be monitored. Moreover, it is not envisaged in the short term that an internal regulation on the employee participation in management will be imposed by our Company or this will be regulated by the Articles of Association.

X

X

X

X

X

X

X

X

X

X

X

X

X

Insurance has been made within the scope of the Eczacıbaşı Group umbrella insurance, and it exceeds 25%.

X

One of our Board of Directors members is a woman (16.67%), so the 25% minimum rate determined in the principle could not be achieved. In Eczacıbaşı Group, of which our company is a part, equality of opportunity has been recognized as one of the primary sustainability priorities. We act with the perspective that long-term success depends not only on increasing the total share of women in the corporation but also on their active role in management processes. The “Gender and Equal Opportunity Policy” applicable to all companies within Eczacıbaşı Group has also been adopted by our Company's Board of Directors. Within the framework of this policy, it is necessary to take measures to ensure a balanced gender representation in governance bodies, to provide every opportunity for women to take part in decision-making executive roles at senior management levels of the company, and to conduct development and support activities to facilitate this. Eczacıbaşı Holding Equal Opportunities Committee monitors the realization rates of the targets and the improvement areas in the corporation. These priorities are also taken into consideration in the determination of the candidates for the Board of Directors of our company. Although the target rate and time for the female employee rate in the management is determined (the rate determined for 2022 is 35%), the target rate and time for the female members have not been specified for the Board of Directors. One of our targets is to determine a minimum 25% female membership rate and time specific to the Board of Directors.

X

Face-to-face meetings were held four times with the participation of all Board members (Other 21 meeting decisions were taken through circulation.)

X

They have the opportunity to submit their written opinions, but the members who could not attend the meeting did not make a notice in this regard.

X

X

In principle, it is restricted for members of the Board of Directors to serve in the companies outside the Group. In case members of the Board of Directors take charge outside the Company, these charges are specified in our annual report and the "General Information/Information on Management" section about our Company on the Public Disclosure Platform ("PDP"). Since we take heed of choosing the people whose duties in the Group will contribute to the affairs and management of our Company due to their nature and will not prevent them from fulfilling their responsibilities related to Board membership and who can allocate sufficient time to our Company, it is not envisaged in the short term to make any arrangement to restrict the Board members to take charges outside the Company.

X

Several Board members serve in more than one committee. Our Company does not have any direct industrial or service production activities and has a holding structure with the subsidiaries it owns. Considering the current activities and the organization and management structure established in line with these activities, serving in more than one committee does not cause the Board members to disrupt their duties in the committees or to be unable to allocate sufficient time. The members who serve in more than one committee also bring communication and cooperation between the committees. Persons who are competent on the relevant subject are assigned to the committees with an eye to the professions, knowledge and experience of the Board members. Considering the qualifications and expertise required by the committee membership, the current structure does prevent the committees from performing their duties effectively and does not create any adverse condition in terms of corporate governance. Any change about this issue has not been planned, yet. The issue of raising the number of independent Board members based on the Company's needs may be considered in the future.

X

No such service has been received.

X

Our Board of Directors holds a meeting once a year to evaluate the Company's activities and results, and also the overall performance of the management. However, no methodology or written performance evaluation system was used for the performance evaluation of the Board or its Members. The performances of all companies within the Group, including our company, are reviewed monthly. The performance evaluation of the senior management is also made within the human resources performance evaluation system. If needed, the issue of receiving services from external expert institutions for the performance evaluation of the Board of Directors may be evaluated separately.

X

In our financial statement footnotes, payments made to senior executives are disclosed to the public collectively. Our company also has a wage confidentiality rule applied to many other companies in our country. The disclosure of wages on an individual basis, which is considered a trade secret in terms of competitiveness, will be determined in line with the general practices in Turkey.