Annual Report • Mar 26, 2024
Annual Report
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Vision-Mission
To be a reliable, competitively preferred, environment-friendly and human conscious technology firm which preserves its sustainable growth in the global market via the values created for stakeholders, as well as serving its establishment purposes.
By focusing primarily on the needs of the Turkish Armed Forces; to provide high-value-added, innovative and reliable products and solutions to both local and foreign customers in the fields of electronic technologies and system integration; continuing activities in line with global targets as well as increasing brand awareness and contributing to the technological independence of Türkiye.
he annual report of the Board of Directors is prepared on the basis of Communiqué Series II, No: 14.1 "Principles of Financial Reporting in Capital Markets" dated 13 June 2013. T
The report comprises the events took place during the period 1 January – 31 December 2023. The title of the main shareholder in the report is ASELSAN Elektronik Sanayi ve Ticaret A.Ş and will be referred as "the Company" in the accompanying notes.
The Company's consolidated subsidiaries are ASELSAN Baku ("ASELSAN Baku"), Mikroelektronik Ar-Ge Tasarım ve Ticaret Ltd. Co. ("Mikro AR-GE"), ASELSANNET Elektronik ve Haberleşme Sistemleri Sanayi Ticaret İnşaat ve Taahhüt Ltd. Co. ("ASELSANNET"), ASELSAN Malaysia Sdn. Bhd. ("ASELSAN Malaysia"), Aselsan Konya Silah Sistemleri Anonim Şirketi ("ASELSAN KONYA"), BITES Savunma Havacılık ve Uzay Teknolojileri Yazılım A.Ş. ("BITES"), Aselsan Global Dış Ticaret ve Pazarlama A.Ş. ("ASELSAN GLOBAL"), Aselsan Sivas Hassas Optik San. Tic. A.Ş. ("ASELSAN Optik"), ASELSAN UKRAINE LLC. ("ASELSAN Ukraine") and ULAK Haberleşme A.Ş. ("ULAK").
Five branch offices; Aselsan Elektronik Sanayi ve Ticaret Anonim Şirketi EP Co. (''ASELSAN South Africa''), ASELSAN Balkans (''ASELSAN Balkans'') and ASELSAN Kıbrıs İleri Teknolojiler Araştırma Merkezi ("ASELSAN N.Cyprus") and ASELSAN Elektronik Sanayi ve Ticaret A.Ş. Katar ("ASELSAN Qatar") and ASELSAN Elektronik Sanayi ve Ticaret A.Ş. Poland ("ASELSAN Poland") located in Republic of South Africa, Macedonia, Turkish Republic of Northern Cyprus ("TRNC"), Qatar and Poland respectively. The branches are also included in the consolidated financial statements.
he Company is a leading defense industry company developing advanced technology system solutions within land, air, naval and space platforms. T
The Company, being an establishment of Turkish Armed Forces Foundation ("TSKGV"), stands in a position of a technology center within the fields of design, development, manufacturing, system integration, modernization and after sales services of military and civil communication systems, avionics systems, electronic warfare and intelligence systems, radar systems, command and control systems, naval warfare systems, security systems, transportation systems, energy systems, traffic and automation systems, medical systems, electro-optic systems and products.
The Company has been organized under five divisions with regard to production and engineering requirements of projects. These divisions comprise Communication and Information Technologies Vice Presidency (''HBT''), Microelectronics, Guidance & Electro-Optics Vice Presidency (''MGEO''), Defence Systems Technologies Vice Presidency (''SST''), Radar and Electronic Warfare Systems Vice Presidency (''REHİS''), and Transportation, Security, Energy, Automation and Medical Systems Vice Presidency (''UGES'').
In addition to the Vice Presidencies above, the Company organization also includes six Vice Presidencies to fulfil the planning, monitoring and analyzing functions: Financial Management Vice Presidency, Corporate Management Vice Presidency, Technology and Strategy Management Vice Presidency, Business Development and Marketing Vice Presidency and Supply Chain Management Vice Presidency. In addition to these, there are also Legal Affairs and Office of the Private Secretary.
The Internal Audit Department and Board of Directors Planning and Coordination Department have been established under the Board of Directors.
The Company maintains production and engineering operations in Ankara, Macunköy, Akyurt and Gölbaşı campuses and engineering operations in METU Teknokent, Hacettepe Teknokent, Teknopark İstanbul, Gebze Technology Development Zone and Başkent Organize Sanayi Bölgesi. Headquarters is located in Ankara Macunköy.
The Company's international, nation-wide and sectoral rankings are summarized in the table below:
| Institution | Research / Study | Related | Ranking | Institution | Related | Ranking | |||
|---|---|---|---|---|---|---|---|---|---|
| Period | Current | Prior | Research / Study | Period | Current | Prior | |||
| Defense News Top 100 | 2023 | 47 | 49 | Research and Development Expenditures Türkiye Top 100 |
2023 | 2 | 1 | ||
| ICI 500 Top Industrial Entreprises | 2023 | 20 | 17 | Most Valuable Brands Top 100 | 2023 | 27 | 20 | ||
| Top 500 Companies | 2023 | 40 | 31 | Top 50 Firms (Universities) |
2023 | 5 | 3 | ||
| Sustainability Index Corporate Management Index BIST Top 30 Index BIST Top 100 Market Value Ranking |
2023 | 7 | No Ranking No Ranking No Ranking 9 |
Ideal Employers (Engineering and IT) 100 Companies |
2022 | 1 | 1 | ||
| Top 1000 Exporters | 2023 | 122 | 366 | Technology Fast 50 Big Star Category |
2022 | No Ranking |
Commercial title and trade registration number of the company and contact information pertaining to its headquarters, branches and its website addresses are shown below:
| Company | Type | Country / City | Address | Telephone / Fax | Web Site | |
|---|---|---|---|---|---|---|
| ASELSAN Elektronik Sanayi ve | Head Quarters |
Türkiye | Mehmet Akif Ersoy Mahallesi İstiklal Marşı Caddesi No:16 06200 | Tel: +90 (312) 592 6000 | www.aselsan.com | |
| Ticaret A.Ş. | Yenimahalle/Ankara Trade Registery: 31177 | Fax: +90 (312) 354 1302 | ||||
| ASELSAN South Africa | Branch | Rep. Of South Africa | Summit Place Office Park Building 2, First Floor 221 Garsfontein | Tel: +27 (0) 12 349 2613 | -- | |
| Pretoria | Road Menlyn, Pretoria, 0181 | Fax: +27 (0) 12 349 2544 | ||||
| ASELSAN Balkans | Branch | Macedonia | Ankarska 29A, Skopje | -- | -- | |
| Skopje | ||||||
| ASELSAN Cyprus Advanced | Branch | TRNC | Middle East Technical University North Cyprus Campus ODTÜ | -- | -- | |
| Tech. Research Center | Güzelyurt | KALTEV AR-GE Building No: E-19 99738 Kalkanlı/Güzelyurt | ||||
| Branch | Qatar | Qatar Science & Technology Park Free Zone, Street No: 2322, | -- | |||
| ASELSAN Qatar | Doha | Zone No: 51, Unit No: 107, Building No:153, Building Name: Tech1 | Tel: + 974 444 11 975 | |||
| ASELSAN Poland Branch | Branch | Poland | Skylight Building, 5 t h Floor, Złota 59, 00-120 Warszawa | -- | -- | |
| Warszawa | ||||||
| ASELSAN Saudi Arabia Office | Office | Suudi Arabia | Riyadh Business Gate, Building: Zone D-3, GF, Unit 1 | -- | -- | |
| Riyad | ||||||
| ASELSAN Pakistan Office | Office | Pakistan | Serena Business Complex 3 r d Level, Office No:3 Sector G-5/1 | -- | -- | |
| İslamabad | Ramna Suhrwardy İslamabad | |||||
| ASELSAN Technologies (BAE) | Office | BAE | Office No. 04 30 t h Floor- Tamouh Tower, Building 12 - Marina -- |
-- | ||
| Abu Dhabi | Square - Al Reem Island. Abu Dhabi | |||||
| ASELSAN Latin America SpA | Office | Chile | Don Carlos 2939, Oficina 803, Las Condes, Región Metropolitana, | -- | -- | |
| Santiago | Santiago de Chile |
egistered capital ceiling of the Company is TL 10.000.000.000 (TL ten billion). The nominal capital of the Company is TL 4.560.000.000 (TLfour billion five hundred sixty million) and is divided into 4.560.000.000 (TLfour billion five hundred sixty million) shares, each having a nominal value of 1 TL. R
2.421.818.182 (two billion four hundred twenty one million eight hundred eighteen thousand one hundred eighty two) of the shares are Group A shares and 2.138.181.818 (two billion one hundred thirty eight million one hundred eighty one thousand eight hundred eighteen) of the shares are Group B Shares. All shares are in the name of the holder.
Group A shares are nominative preferred shares and 6 of the Members of the Board of Directors are elected among the Group A preferred shareholders or among the candidates presented by them.
Share distribution table of the Shareholders is presented below:

| Partners | TL Thousand |
|---|---|
| Turkish Armed Forces Foundation (TSKGV) | 3.383.302 |
| Quoted on BIST (Free Float) | 1.176.698 |
| Paid-in Capital | 4.560.000 |
| Inlation Adjusted Capital | 19.919.232 |

Within the framework of the provisions of the Company's Articles of Association, the Board of Directors consists of total 9 members comprising of 6 members to be elected from preferred shareholders or candidates nominated by group A and 3 independent members to be elected under Capital Markets Board (CMB) regulations. Information regarding the Members of the Board of Directors and Senior Executives as of publishing date of the report are as follows:
| Members Of The Board Of Directors And Senior Executives | ||||||
|---|---|---|---|---|---|---|
| List No | Name and Surname |
Position | Positions In Other Company's | Date of First Assignment |
||
| 1. | Ercümend ARVAS | Chairman of the Board | Member Of The Board Of Directors of Kardemir Sanayi Ve Ticaret A.Ş., Vice Chairman of The Board of Directors of Karçel A.Ş. |
22 September 2023 | ||
| 2. | Alpaslan KAVAKLIOĞLU | Deputy Chairman of the Board | Deputy Minister of Ministry of Defense, Member of The Board of Directors of Turkish Parliamentarians Union, Chairman of The Board of Directors of Asfat |
26 April 2019 | ||
| 3. | İsmail ARI | Member | Ozyegin University Faculty Member, Member of The Board of Directors of Tübitak Sage, Member of The Board of Directors of University-Industry Collaboration Centers Platform of Türkiye |
22 September 2023 | ||
| 4. | Bekir BAYRAKDAR | Member | Commissioner of Revenue Administration | 22 September 2023 | ||
| 5. | Yavuz ÇELİK | Member / Managing Member | -- | 19 June 2020 | ||
| 6. | Salih KUL | Member | -- | 26 April 2019 | ||
| 7. | Mustafa Murat ŞEKER | Member / Managing Member | Vice President At Presidency of Defence Industries, Vice Chairman of Ankara Aerospace Industry Zone, Vice Chairman of The Board of Directors of SSTEK A.Ş. |
29 June 2021 | ||
| 8. | Ebru TÜMER | Member | Professor in Gebze Technical University | 22 September 2023 | ||
| 9. | Ahmet YOZGATLIGİL | Member | Deputy Minister of Ministry of Industry And Technology, Member of The Board of Directors of Bilişim Vadisi, Member of The Board of Directors of Saha Istanbul, Member of The Board of Directors of Izmir Biomedicine And Genome Center |
22 September 2023 | ||
| 10. | Ahmet AKYOL | President and CEO | Member of The Board of Directors of TÜBİTAK Sage, Member of NATO Science And Technology Organization Set Panel, Member of The Board of Directors of BARQ, Vice Chairman of The Board of Directors of IGG-Aselsan Integrated Systems LLC., Member of The Board of Directors of SASAD, Member of The Board of Directors of Saha Istanbul, Chairman of TOBB (The Union of Chambers And Commodity Exchanges of Türkiye) Defense Industry Council, Member of The Board of Turkish Defence And Aerospace Industry Exporters' Database, Member of The Board of Directors of Istanbul Finans Ve Teknoloji Üssü A.Ş. |
1 July 2022 | ||
| 11. | Yunus POYRAZ | Vice President (Financial Management) |
-- | 6 March 2023 | ||
| 12. | Mehmet ARTAR | Vice President (Corporate Management) |
-- | 18 July 2023 | ||
| 13. | Nuh YILMAZ | Vice President (Supply Chain Management) |
Vice Chairman of The The Board of Dasal Havacılık Teknolojileri A.Ş, Chairman of The Board of The Directors of Aselsan Konya Silah Sistemleri A.Ş., Member of The Board of Directors of Bites Savunma Havacılık ve Uzay Teknolojileri Yazılım Elektronik Ticaret A.Ş. |
1 April 2021 | ||
| 14. | Taha YÜCEL | Vice President (Technology & Strategy Management) |
Chairman of The Board of Information Security Association, Member of The Board of Directors of ÜRTEMM, Member of The Board of Directors of Teknohab |
1 July 2022 | ||
| 15. | Özgür Taylan SARI | Vice President (Business Development and Marketing) |
Chairman of The Board of The Directors of Aselsan Qatar | 17 August 2023 | ||
| 16. | Mustafa YAMAN | Vice President and President Business Sector (HBT Sector President) |
Member of The Board of Directors of Ulak A.Ş., Chairman of The Board of Managers of Aselsannet, Chairman of The Board of The Directors of Communication Technologies Cluster, Chairman of The Board of The Directors of Aselsan Bakü |
1 July 2022 | ||
| 17. | Murat KARATAŞ * | Vice President and President Business Sector (MGEO Sector President) |
Member of The Board of Directors of Aselsan Middle East | 22 January 2024 | ||
| 18. | M. Mustafa AKKUL | Vice President and President Business Sector (REHİS Sector President) |
Chairman of The Board of Directors of Aselsan Bilkent Mikronano A.Ş., Chairman of The Board of Managers of Mikroelektronik Araştırma-Geliştirme Tasarım ve Tic. Ltd. Şti., Member of The Board of Directors of Tüyar |
1 July 2022 | ||
| 19. | Zekeriyya ŞAHİN * | Vice President and President Business Sector (SST Sector President) |
Member of The Board of Directors of IGG-Aselsan Integrated Systems LLC., Chairman of The Board of Directors of Bites Savunma Havacılık Ve Uzay Teknolojileri Yazılım Elektronik A.Ş., Member of The Board of Directors of Kazakhstan Aselsan Engineering |
22 January 2024 | ||
| 20. | Mehmet ÇELİK | Vice President and President Business Sector (UGES Sector President) |
Member of The Presidency's Council of Science, Technology And Innovation Policies, Principle Member of Turkish Academy of Sciences, Member of The Board of Managers of Aselsannet, Chairman of The Board of Directors of Aselsan Sivas Hassas Optik A.Ş., Teaching Professor in KTO Karatay University Mechanical Engineering Department |
1 July 2022 | ||
| 21. | Mürsel Ali KAPLAN | President of Internal Audit | -- | 6 March 2023 |
*As per our Board of Director's resolution as on 19th January 2024; Murat KARATAŞ was appointed as Vice President of Microelectronics, Guidance and Electro-Optics (MGEO) Sector, Zekeriyya ŞAHİN was appointed as Vice President of Defense Systems Technologies (SST) Sector.
The Members of the Board of Directors are entitled with the authorizations stipulated in the Turkish Code of Commerce ("TCC") and in article 13 of the Articles of Association of the Company.
Entitled shareholders, members of the board of directors, senior executives and to their spouses as well as relatives up to second degree are not authorized to perform transactions, which may cause conflict of interest or competition with the Company and/or subsidiaries. There is not any ban on trading for board members with the Company, which they performed on their own or on behalf of a third party. There is no operation regarding the non-compete obligation by the members of the board.
The controls are carried out by the Internal Audit Presidency ("IAP") and Audit Committee within the parent company in order to minimize the substantial error risk on the financial statements of the Group. IAP and Audit Committee carry out their duties independent from each other but within the guidance of common objectives and targets, with the aim of observing an internal control system, which provides required controls in matters such as the reliability of the financial reporting system, the efficiency of the activities in order to eliminate the operational risks and compliance with the law. Furthermore, the efficiency and sufficiency of the internal control are supported with the directives in effect.
The total amount of the remuneration and similar benefits paid to the senior executives by the Company as for the period that ended on 31 December 2023 is approximately TL 209.083 Thousand (Of the amount paid, salary and benefit payments comprise the most).
The Company's consolidated subsidiaries and branches are as follows:


Both our subsidiaries and joint ventures subject to consolidation fulfill their obligations regarding the tax legislation of the countries in which they operate and submit their audited financial statements and declarations regarding their tax assets/liabilities to the relevant authorities.
There is no cross-ownership relation between the companies subject to full consolidation (ASELSANNET, ASELSAN Bakü, ASELSAN Optik, ASELSAN GLOBAL, Mikro Ar-GE, ASELSAN Malaysia, ASELSAN Konya, BİTES, ASELSAN Ukraine and ULAK) and equity pick-up consolidation method (ASELSAN Bilkent, IGG ASELSAN, ASELSAN Kazakhstan, ASELSAN Jordan, TÜYAR, BARQ QSTP LLC, TEKNOHAB, EHSİM, TR EĞİTİM, DASAL, İFTÜ) and the Company.
he Company carries on its business operations mainly in defense industry as well as in non-defense industry. According to the latest data, world defense expenditures has increased by 3,7 % reaching USD 2,2 Trillion and the ratio of total expenditures to total GDPs has realized as 2,2%. T
The summary table on the right side gives information about the top five countries, which accounted for 63% of the total defense expenditure in 2022 and Türkiye.
| Rank | Country | Expenditure | 2022-2021 | Expend./GDP | Share in the |
|---|---|---|---|---|---|
| (m USD) | %∆ | % | World % | ||
| World | 2.240 | 3,7 | 2,2 | 100,0 | |
| 1 USA | 877 | 0,7 | 3,5 | 39,0 | |
| 2 China | 292 | 4,2 | 1,6 | 13,0 | |
| 3 Russia | 86 | 9,2 | 4,1 | 3,9 | |
| 4 India | 81 | 6,0 | 2,4 | 3,6 | |
| 5 Saudi Arabia | 75 | 16,0 | 7,4 | 3,3 | |
| 23 Turkey | 11 | -26,0 | 1,2 | 0,5 |
As of 2022, Türkiye's annual defense expenditures decreased by 26% to USD 11 Billion and ranks 23th in the world. The ratio of defense spending to GDP is 1,2%.
Due to the industry's nature, defense projects spread over years, furthermore a system project lasts approximately 4 to 5 years from its start to its delivery. As of 31 December 2023, The Group's long-term plans which have been accordingly signed as contracts spread over years amounts to USD 10,9 Billion.
The determination of target regions/countries and focusing on these markets for marketing and direct sales as well as engaging in joint productions, transfer of technology to/from international platform producers and strategic initiatives for sales to third countries are concurrent to our sustainable growth objectives. Our structure coincides with our objective to operate in non-defense electronic fields which require high technology.
In this context, the Company, which has displayed a remarkable performance in many areas in recent years, from security to transportation, from health to energy, and especially from defense electronics, has added a new activity by entering the field of financial technologies. The entry will be reflected both in the new orders by the Company in the coming period and in the customer portfolio as a variety.
Technological research, development and testing processes of the Central Bank Digital Turkish Lira R&D project will be carried out in close cooperation with the participation of technology stakeholders. In this direction, the Central Bank signed bilateral memorandums of understanding with ASELSAN, HAVELSAN and TÜBİTAK-BİLGEM and created a "Digital Turkish Lira Cooperation Platform".
The Company's profit distribution policy is posted on www.aselsan.com website under Investor Relations/ Corporate Governance/Policies. According to the policy, at least 10% of the net profit is planned to be distributed.
As a result of 48th General assembly meeting held on 26.04.2023, of the net profit generated by our company from its 2022 activities;
in the form of cash and TL 2.280.000.000, shall be distributed as non paid-up share, which equals to 100% of the capital,
The payment of the dividends was completed. Transactions regarding the profit distribution within the scope of 100% capital increase by bonus issue were completed on August 23, 2023. The issued capital has increased from TL 2.280.000.000 to TL 4.560.000.000.
After completion of our Company's non paid-up capital increase, our capital has increased to TL 4.560.000.000. Therefore, cash dividend distribution ratios are changed according to the calculations with new capital.
SELSAN's Enterprise Risk Management sPolicy aims; to take proper actions against uncertainties that threaten the existence of the Company and to protect corporate identity and stakeholders' interest at all conditions. Risk management is an integrated element of Corporate Management. The information gathered within the scope of risk management activities in ASELSAN is integrated into decision making mechanisms. A
The "top-down" and "bottom-up" approach is being applied into Enterprise Risk Management activities together. Risks, which are significant enough to affect ASELSAN's achievement of its targets, are identified, evaluated, monitored and reported along with the risk responses and precautions to be taken. At ASELSAN; The Enterprise Risk Management process is regularly reviewed and improved. ASELSAN's employees and business processes are at the center of the Enterprise Risk Management System. In the
developing and rapidly changing world, every risk that arises or increases in impact and probability is proactively followed, and the possible effects on the Company and the opportunities created by these risks are evaluated.
At ASELSAN, risks are followed under four main categories:
Strategic Risks: Risks that may prevent ASELSAN from reaching its targets in short, medium or long terms are classified under this heading. Risks under this heading include factors such as; growth and continuity, changing customer expectations, technological changes and market share.
While ASELSAN manages its strategic risks effectively; it aims to increase its backlog, increase exports and to take part in sustainable works. In order to increase ASELSAN's market share and offer new products / services, ASELSAN seizes company merger / acquisition opportunities both at home and abroad. ASELSAN also conducts business development activities successfully.
ASELSAN increases its research and development activities in order to meet changing customer expectations and changes in technology, and realizes the necessary infrastructure and technological investments. ASELSAN diversifies the geographical regions in sales, customer portfolio and the sectors in order to maintain its growth and continuity in the medium and long term.
Operational Risks: It is defined as the risks arising from errors and negligence that may occur while performing the operational activities of the company. Risks under this section include factors such as; production, supply chain, human resources, information technologies, natural disaster and terrorist attacks.
In order to ensure the continuity of the processes, in-house directives and functors have been prepared and necessary updates are being made when needed. Within the scope of the Internal Audit plan and work schedule prepared in ASELSAN, business processes are being audited and process improvements are made in line with the audit outputs.
Quality in production processes involving internal operations and suppliers is uncompromisable; where subcontractor and supplier development activities are carried without slowing down. In terms of managing Human Resources and increasing employee motivation; activities were made with the participation of employees from every level and process improvements were made. Security policies are sustained at the highest level in Information Technology applications. In this area, internal and external audits are carried out periodically and precautions are taken against probable cyberattacks and in the field of Information Technologies, business continuity in-house is provided.
Our all processes are administered by directives, quality plans, standards, audits and test instructions. Our processes have been certified by internationally accepted standards such as AS9100, ISO 9001, AQAP and CMMI so that our products and services are secured to protect quality standards. These certificates are renewed every year with the audits performed. Changes and improvements of international standards are being followed and our processes are developed accordingly.
Regarding risks, such as natural disasters, terrorist attacks, necessary precautions are taken, primarily insurances have been made, and drills are carried out.
Financial Risks: It refers to the risks arising from the financial structure and financial preferences of the company. Exchange rate, liquidity and interest rate risks are some risks under this heading.
The exchange rate risk, which is any kind of change that may occur in assets and / or liabilities as a result of exchange rate fluctuations in the future, ASELSAN aims to minimize the effect of exchange rate fluctuations by keeping the long and short foreign exchange position at a minimum level. The balance sheet methods have been used in managing the exchange rate risk. Implementations such as; making use of foreign exchange denominated loans in line with the company's export volume, matching the contract currency with the currency of the costs of the project, and signing the subcontractor contracts in line with the main contract currency are used.
ASELSAN eliminates the liquidity risk, which is known as the risk arising from default and inability to fund the assets, it monitors forecasted and actual cash flows regularly and ensures the continuity of adequate funds and credit lines by matching the maturity of financial assets and liabilities. In order to manage the interest rate risk arising from changes in assets and / or liabilities as a result of fluctuations in interest rates in the future, it conducts transactions with fixed interest rates and uses financial derivative instruments when necessary.
Compliance Risks: It refers to the risks associated with the Company's financial losses and / or loss of reputation as a result of the company's activities or the attitudes and behaviors of the company employees that are not in compliance with the legislation, regulations and standards. While conducting its activities, ASELSAN closely follows national and international standards with the best practices in the sector, and compliance with legislation and regulations is ensured at the highest level. In addition, by Internal Audit Precidency; the effectiveness of controls, compliance with legislation and ASELSAN regulations, compliance with ethical principles and controls to eliminate risks are being evaluated.
The Early Detection and Management of Risk Committee, which consists of the members of the Board of Directors, has been operating at ASELSAN since 2012 in order to ensure early detection of risks that may endanger the existence, development and continuity of the Company, to take necessary measures related to the identified risks and to manage the risks. The Chairman of the Committee is an Independent Board Member.
Committee; carries out its own activities in full compliance with the regulations of the Capital Markets Board and all the related legislation, especially article 378 of the Turkish Commercial Code No. 6102. In addition, the Early Detection of Risk System and Committee, established by ASELSAN, is subjected to independent audits annually and the Auditor Report stating that the activities performed is sufficient, is submitted to the Board of Directors. Committee conducted 7 meetings by the end of year 2023 in order to follow the works on early detection and management of risks and to make evaluations about this issue. The reports containing the works of the Committee were being submitted to the Board of Directors periodically.
At ASELSAN, spreading risk management to the Company culture and creating risk awareness in each employee are among the basic elements that ensure the success of the Corporate Risk Management System. In this context, "Corporate Risk Awareness Training" and "Climate Change Risk and Opportunity Studies at ASELSAN" have been added to the vocational and on-the-job training programs of all ASELSAN personnel. It has become compulsory to take these trainings.
ASELSAN has been working as the climate leader within the scope of Carbon Disclosure Project (CDP) Climate Change since 2010. It continues to work as a climate leader in every field by getting the A- grade in CDP Water Reporting.
According to the Global Risks Report 2022 published by the World Economic Forum, climate change risks are the most important risks evaluated according to their probability and impact level in 2023, as in 2022.
ASELSAN continues to take the necessary actions for the management of climate change risks and a sustainable world, especially CDP Climate Change reporting, and maintains its place among the world's important defense industry leaders in this regard. In this context, it has made climate change and environmental risks, which are among the most important risks of our age, a part of the corporate risk system.
he forecasts under the normal conditions regarding the Group's consolidated financial results for the 2024 year are presented below: T
| Non-inflation Adjusted | Inflation Adjusted | |
|---|---|---|
| Financial Targets of 2024 | Amount Ratio | Amount Ratio |
| Revenue Growth (TL) | >70% | >10% |
| EBITDA Margin (Adjusted without | ||
| Foreign Exchange Rate Differences) | >26% | >22% |
| Capital Expenditures | 12.000 Million TL | 14.000 Million TL |
The Company, which has been in the most prestigious Defense Industry list since 2008, "Defense News Top 100", published by "Defense News" magazine, aims to increase its ranking in the list in following years. Ranking 49th in the 2022 list and ranking 47th place in the 2023 list.
10th Extraordinary General Assembly Meeting held on 22 September 2023.
In order to achieve the sustainable growth:
The most substantial financial resources of the Company comprise the advance and interim payments taken within the scope of the contracts signed and profits generated by the main activities.
During the period between 1 January – 31 December 2023, the cash requirements were met with the available cash, cash inflows from operations and loans.
As of 31 December 2023, there is a loan balance amounting to USD 677 Million.
As for the annual budgets and implementations for the period 2022-2024, the Group have adopted the principles as the basis to take care of savings in all kinds of expenditures, to follow up the advances and receivables closely, to pay attention to the proportion of the term and currency in purchasing and sales agreements and the risk status of the domestic/foreign suppliers and sub-contractors.
The Group, as a leading defense industry establishment, develops advanced technology system solutions on land, air, naval and aerospace platforms, places great importance to Research and Development activities and technological gains since it was founded.
By following up on all kinds of technological developments pertaining to land, air, naval and aerospace platform product/system technologies, the Company not only applies technology but also designs, develops and produces product/system technologies in order to share or sell with/to national and international collaborations.
Projects are striving at maximum level in order to benefit from the technological opportunities existing in the country aiming to increase the national contribution share. For this purpose, cooperation is made with universities and various R&D organizations and importance is given to the use of local suppliers and subcontractors.
As for the projects carried out within the Group, Research and Development center application pursuant to the Law regarding the support of Research and Development activities numbered 5746 is being implemented. As for non-public R&D projects, the approval of TEYDEB (Technology and Innovation Support Programs Directorate) and ARDEB (Research Support Programs Presidency) are received and supported by the institutions.
Within the Company, there are 9 Research and Development centers within the scope of Defense System Technologies (SST-1 and SST-2), Radar Electronic Warfare and Intelligence Systems (REHİS), Microelectronics, Guidance and Electrooptics (MGEO-1 and MGEO-2), Communication and Information Technologies (HBT), Transportation, Security, Energy, Automation and Medical Systems (UGES) Vice Presidencies as well as ASELSAN Research Center of Vice Presidency of Technology (ARME-1 and ARME-2). Currently, 6.729 staff are employed at the Group's Research and Development centers.
The Company also carries on its activities at METU Teknokent, Hacettepe Teknokent, Teknopark Ankara and Teknopark İstanbul within the scope of the Law numbered 4691 on Technology Development Regions. 380 staff at METU Teknokent, 77 staff at Teknopark İstanbul, 3 staff at Teknopark Hacettepe and 12 staff at Gebze IT Valley are employed.
Directing the Company's resources to profitable, high value-added fields, where advanced technology is used, is anticipated in the first place by considering the global tendencies, technological developments and the actual and prospective requirements of all customers, particularly Turkish Armed Forces. The investments within the Company are carried out after detailed consideration of the technological plans, strategic plans and project requirements.
During the current period, the investments, which will meet the needs of substructure and equipment in order to be used in research and development project have been sustained in compliance with the investment scheme in accordance with the policy of efficient use of resource.
Income tax withholding incentive, insurance premium support, stamp tax exemption and Research and Development incentives are utilized within the scope of the Law numbered 5746. In accordance to the Law regarding the Incentive of Research and Development Activities numbered 6676 published on Legal Gazette numbered 29636 on 26 February 2016 and The Law Regarding the Amendments on Delegated Legislation, the content of the law and incentives has been broadened and additional exceptions has been given. Income tax withholding incentive, insurance premium support and stamp tax exemption are utilized by being calculated over the salaries of the Research and Development personnel and not being paid to the relevant institution and the Research and Development discount is utilized by means of applying a discount on the corporate tax return. Aforesaid law is valid until the date of 31 December 2028.
Within the scope of the Teknokent Law numbered 4691, incentive on withholding income tax, insurance premium support and stamp tax exemption are applied. These are utilized by making calculations on Research and Development and software personnel wages and not being paid to the related institution. The gain obtained with reference to the execution of Technology Development Zones Law numbered 4691 is exempted from the corporate tax of 31 December 2028.
Between the period 1 January –31 December 2023 because of having Research and Development centers, TL 1.545.982 Thousand within the scope of income tax withholding incentive, promotion of insurance premium, stamp duty exception; as a result of being active at ODTÜ Teknokent, Gebze Informatics Valley and İstanbul Technology Development Area Technopark TL 265.662 Thousand incentives have been used. Within the scope of the Research and Development Law No 5746 and Teknokent Law No 4691, TL 3.710.316 Thousand Corporate Tax advantage has been gained as of 1 January – 31 December 2023 period.
At the periods when Group's Research and Development expenses, which is subject of Research and Development discount, is higher than the principal amount of Research and Development discount which is indicated at corporate tax return, Corporate Tax ratio is 25% (%23 for the year 2022, %25 for the year 2021, %22 for the years 2018 - 2020 and 20% for the
remaining years) of distinction amount is evaluated as deferred tax income at financial tables.
Subject to the Tübitak Academic Support Programs; there is one ongoing projects in the 1003 –Priority Areas R&D Projects Support Program, and three ongoing projects in the 1004-Center of Excellence Support Program.
Subject to the Tübitak Industry Support Program three ongoing projects in the 1501-Industry R&D Projects Support Program, one project in the 1511-Research Technology Development and Innovation Projects in Priority Areas (Technology Focused Industrial Movement Program), one project in the 1515-Frontier R&D Laboratory Support Programme. The application was removed from the programs for large-scale organizations; SMEs were left under the program based on the changes made on the 1501-Industry R&D Projects Support Program on 1 July 2019.The 1007 Public Institutions Research and Development Project Support Program has been formed in order to meet the requirements of the Public Institutions with Research and Development or to support the projects aimed at solving their problems. In scope of this support five Research and Development projects and one Horizon Europe Programme are still ongoing.
The incentives for the related programs are used periodically. In addition, there are nine projects carried out in the Tübitak 1707 Order-Based R&D Projects Program.
There is one ongoing project within the scope of Tübitak 2247-A National Outstanding Researchers Program.
Incentives were received from Turquality and Support and Price Stability Fund (DFIF) due to the Market research, fair, and library support activities (TL 28.392 Thousand). Supports are received within the scope of TUBITAK projects. (TL 27.463 Thousand).
Within the context of "Taxes and Funds Exemption Certificate" received from Republic of Türkiye Ministry of Trade in order to increase exports and gain competitiveness in international markets, stamp duty and fee exemptions are used in export sales and deliveries and foreign exchange gain activities. (TL 146.514 Thousand)
Within the Decision Regarding the Governmental Grant in Investments, there are eleven Investment Incentive Certificates taken from the Turkish Republic Ministry of Industry and Technology General Directorate of Incentives and Implementation. With such incentive certificates, VAT exemption and customs tax exclusion are utilized (TL 318.218 Thousand). VAT exemption is applied to our purchases, which are used for our deliveries subject to VAT 13/f Article and our exports (TL 5.256.613 Thousand).
The Company can conduct complicated projects through its own integrated system architecture by means of knowledge, highly developed R&D infrastructure, well-equipped production lines and facilities.
According to the relevant sales agreement terms and conditions, the Company's revenue from projects contains order-based production, mass production product sales, services, commodities and progress billing sales. Sales terms and conditions are subject to change as for the respective agreements.
Substantial part of production has been realized based on orders. All related processes are being managed efficiently since product requirements, quantities and prices are different. Works in order to perform distinctive business development and marketing activities in global markets to increase efficiency in international markets and exports have been continued. As of December 2023, net sales increased by 10% to TL 73,8 Billion and export to net sales ratio is 8,8%.
As of 31 December 2023, the Group's financial statements prepared in accordance with the Communiqué Series II, No: 14.1 "Communiqué on Capital Market Financial Reporting Standards" issued by Capital Markets Board. Based on this, financial ratios are presented as below.
| Financial Ratios | Dec 23 | Dec 22 | |
|---|---|---|---|
| Current Ratio | 1,45 | 1,41 | |
| Liquidity Ratio | 0,58 | 0,69 | |
| Short Term Current Liabilities / Total Financial Liabilities | 94,3% | 90,1% | * General administrative expenses, marketing expenses and research and |
| Total Financial Liabilities / Total Assets | 13,2% | 12,4% | development expenses are substracted |
| Gross Profit Margin | 27,3% | 26,7% | from and current period's depreciation |
| Operating Profit Margin (EBIT) | 17,2% | 17,3% | and amortization expenses are added to the gross profit in calculation of Adjusted |
| Adjusted EBITDA Margin (*) | 21,8% | 21,0% | EBITDA value. Other operating income |
| Net Profit Margin | 10,0% | 1,8% | and other operating expenses are not included in the calculation. |
| Return On Equity (ROE) | 8,7% | 1,5% | |
| Net Working Capital / Net Sales | 47,4% | 41,8% | |
| Return on Assets (ROA) | 5,0% | 0,8% | |
| 8- Changes in the Legislation Which Would Have Significant Impact on the Activities of the Company Inflation Accounting With the decision taken on March 17, 2005, the CMB has announced that, effective from January 1, 2005, the application of inflation accounting is no longer required for companies operating in Turkey |
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| and preparing their financial statements in accordance with CMB Accounting Standards and therefore the preparation and presentation of financial statements in accordance with International Accounting Standard 29 "Financial Reporting in Hyperinflationary Economies" is no longer required. |
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| On November 23, 2023, Public Oversight Accounting and Auditing Standards Authority ("POA") announced the application of inflation accounting in Turkey and according to the announcement, financial statements of entities applying TFRS for the annual reporting period ending on or after December 31, 2023 should be presented as adjusted for the effects of inflation in accordance with the related accounting principles in TAS 29. As of the date of these financial statements, inflation adjustment has been made in accordance with TAS 29 while preparing the financial statements dated December 31, 2023. |
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| IAS 29 requires that financial statements prepared in the currency of a hyperinflationary economy be stated in terms of the measuring unit current at the balance sheet date and that corresponding figures for previous periods be restated in the same terms using the general price index. One of the conditions that require the application of TAS 29 is a three-year cumulative inflation rate of approximately 100% or more. In Turkey, based on the consumer price index ("CPI") published by the Turkish Statistical Institute ("TURKSTAT"), the cumulative rate was 271% for the three-year period ended December 31, 2023. |
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| TAS 29 should also be applied if there are signs of hyperinflation, such as the public keeping their savings predominantly in foreign currencies, prices of goods and services being determined in foreign currencies, interest rates, wages and prices being linked to general price indices, and prices being determined with a maturity difference to compensate for losses in purchasing power, including short term transactions, although there is no increase in price indices at the level mentioned above. |
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| Adjustments for inflation have been calculated based on the coefficients calculated using the Consumer Price Index in Turkey published by the Turkish Statistical Institute. As of December 31, 2023, the indices and coefficients used in the restatement of the accompanying financial statements are as follows: |
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| Period | Index | Correction Coefficient | |
| 31 December 2023 | 1.859,39 | 1,00000 | |
| 31 December 2022 | 1.128,45 | 1,64773 | |
| 31 December 2021 | 686,95 | 2,70673 | |
| Period | Index | Correction Coefficient |
|---|---|---|
| 31 December 2023 | 1.859,39 | 1,00000 |
| 31 December 2022 | 1.128,45 | 1,64773 |
| 31 December 2021 | 686,95 | 2,70673 |
The main lines of TAS 29 indexation transactions are as follows:
As of the balance sheet date, all items other than those stated in terms of current purchasing power are restated by using the relevant consumer price index coefficients. Prior year amounts are restated in the same way.
Financial statements of previous reporting periods have been restated to reflect the current purchasing power of money at the latest balance sheet date. The current period restatement factor has been applied to the prior period financial statements.
Monetary assets and liabilities are not restated because they are expressed in terms of the purchasing power of money at the balance sheet date. Monetary items are cash and items to be received or paid in cash.
Non-monetary assets and liabilities are restated by reflecting the changes in the general price index from the date of acquisition or initial recognition to the balance sheet date in their acquisition costs and accumulated amortization amounts. Accordingly, property, plant and equipment, intangible assets, right-of-use assets and similar assets are restated to their acquisition values, which do not exceed their market values. Depreciation has been restated in a similar manner. Amounts included in shareholders' equity have been restated by applying the consumer price indices for the periods in which such amounts were contributed to or arose within the Company.
All items in the income statement, except for the effects of non-monetary items in the balance sheet on the income statement, have been restated by applying the multiples calculated over the periods when the income and expense accounts were initially recognized in the financial statements.
The gain or loss arising on the net monetary position as a result of general inflation is the difference between the restatement adjustments to non-monetary assets, equity items and income statement accounts. This gain or loss on the net monetary position is included in net profit.
All items presented in the statement of cash flows are restated for the effects of inflation in the measuring unit current at the end of the reporting period. The effect of inflation on cash flows from operating, investing and financial activities is attributed to the related item and the monetary gain or loss on cash and cash equivalents is presented separately.
"Corporate Governance Compliance Report" is in the Appendix 1, "Sustainability Principles Compliance Framework Report" is in the Appendix 2.
The lawsuits and execution proceedings filed by or against the Group as of 31 December 2023 are summarized in the table:
| December 23 | |
|---|---|
| Statement | (TL Thousand) |
| Ongoing lawsuits filed by the Group | 39.520 |
| Execution proceedings carried on by the Group | 664.908 |
| Lawsuits proceedings carried against the Group | 29.094 |
| Execution proceedings carried against the Group | 11.420 |
| Lawsuits finalized in favor the Group within the period | 6.929 |
| Lawsuits finalized in against of the Group within the period | 5.408 |
There has not been any final judicial decision against the Group due to the responsibility related with work accidents within the period.
There are no changes in the Articles of Association within the reporting period.
The Group recruited a total number of 1.317 people as the personnel including fixed-term contracted personnel, disabled and terror-stricken personnel during the period 1 January – 31 December 2023 and the number of people quit for the same period is 1.545.
The rights and benefits provided to the personnel by the Company are bonus payments, meal allowances, marriage benefits, maternity benefits, life insurance, transportation, private health insurance, and childcare and kindergarten benefits. The average number of personnel employed by the Group as of 31 December 2023 is 11.550.
c) If it is an affiliate company, the legal transactions carried out in favor of the parent company or its affiliate with the parent company, with an affiliate company connected to the parent company with the direction of the parent company and all other measures taken or avoided to be taken in favor of the parent company or its affiliate in the previous activity year
There has not been such an event within the reporting period.
d) If it is an affiliate company, whether any counter performance was realized for each legal transaction according to the known status and conditions at the time the legal transaction mentioned in article c was realized or at the time the measures were taken or avoided to be taken and whether the company incurred losses due to the taken or avoided measure and if the company incurred losses to observe whether this was equalized or not
There has not been any material event that affects the Company's financial statements within the period.
e) Information Regarding the Donations and Social Responsibility
Within the period of 1 January – 31 December 2023, the donation amount made by the Group is TL 153.223 Thousand.
After the reporting period, the Group has signed contracts amounting to USD 867 Million.
ASELSAN, in scope of the Corporate Governance Principles which has been implemented by Capital Markets Board (CMB) since 2003, has been making efforts to work in compliance with the principles under the titles shareholders, public disclosure and transparency, stakeholders and Board of Directors.
ASELSAN, adopting the corporate governance understanding as a principle, was rated with a grade of 8,77 out of 10 as the result of the corporate rating studies carried out by SAHA Corporate Governance and Credit Rating Services Inc (SAHA) first in 2012 and therefore was included in the Borsa İstanbul Corporate Governance Index.
In 2023, as a result of the assessment made by SAHA, our rating, which was 9.34 out of 10 on 09.12.2022, reached its historical peak by rising to 9.41 as of 08.12.2023. The reason for the upward revision in our rating is that the damages that may be caused by the members of the board of directors during the execution of their duties are insured for an amount exceeding 25% of the company's capital and this issue is disclosed on Public Disclosure Platform (PDP) and the powers of the Chairman of the Board of Directors and the Chief Executive Officer/General Manager are clearly separated.
Corporate governance rating grade shows to what extent the companies comply with the corporate governance principles set out by the CMB. The Company's compliance level with the principles is defined with a methodology measuring under the main titles Shareholders, Public Disclosure and Transparency, Stakeholders and Board of Directors. Within this context, the methodology that is based on the "Corporate Governance Principles" published by CMB in January 2014, was used in the rating made by SAHA.
| 2022 Rating Distribution | 2023 Rating Distribution | |||
|---|---|---|---|---|
| Shareholders | : 89,59 / 100 | Shareholders | : 89,59 / 100 | |
| Public Disclosure and Transparency : 98,72 / 100 | Public Disclosure and Transparency : 98,72 / 100 | |||
| Stakeholders | : 99,17 / 100 | Stakeholders | : 99,17 / 100 | |
| Board of Directors | : 89,82 / 100 | Board of Directors | : 91,88 / 100 | |
| Average 9,34 / 10,00 | Average 9,41 / 10,00 |
The ratings of 2022 and 2023 and the subtitles are given below:
ASELSAN Corporate Rating Reports published by SAHA are available in Turkish and English on the Company's website at www.aselsan.com/en
ASELSAN is in full compliance with all the mandatory principles of Corporate Governance Principles. There are no conflicts of interest arising because of the arbitrary principles where compliance has not been achieved. The titles regarding the arbitrary principles, where compliance has not been achieved yet, are given below and are explained in detail through the Compliance Report.
With the resolution of CMB, numbered 2/49 and dated 10.01.2019, it has been decided that companies shall make their Corporate Governance Compliance Reporting, which is made in accordance with the Corporate Governance Communiqué numbered II-17.1, by filling the Corporate Governance Compliance Report and Corporate Management Information Form templates via the PDP. In accordance with this decision, our Company filled the relevant templates in PDP and added the templates to the end of the report as Appendix-1.
Corporate Governance Committee will carry on the necessary efforts in order to achieve full compliance with Corporate Governance Principles.
İsmail ARI Independent Member of Board of Directors Corporate Governance Committee Chairman Mustafa Murat ŞEKER Member of Board of Directors Member of Corporate Governance Committee
Ahmet YOZGATLIGİL Member of Board of Directors Member of Corporate Governance Committee Pınar ÇELEBİInvestor Relations ManagerMember of Corporate Governance Committee
The information regarding Investor Relations Department responsible for the relations with shareholders is given below.
| Yunus POYRAZ | : | Chief Financial Officer / Vice President |
|---|---|---|
| Fatih BOZ | : | Finance Director |
| Pınar ÇELEBİ | : | Investor Relations Manager |
| Gülru SELÇUK FİLİZ | : | Investor Relations Department / Senior Leader Specialist |
| Hüseyin Ada ACUN | : | Investor Relations Department / Senior Specialist |
Contact Information Phone: 0850 828 1 828 e-mail: [email protected]
Investor Relations Department has submitted the report regarding the tasks carried during 2022, to Board of Directors on 31.01.2023.
Pınar ÇELEBİ, Investor Relations Manager, has Capital Markets Transactions Level-3 and Corporate Governance Rating Expertise Licenses.
Main operations carried out by Investor Relations Department during 2023 are as follows:
The Investor Relations Department accepted the meeting requests of domestic/foreign corporate and individual investors to the maximum extent in 2023. In this context, a total of 99 investor meetings were held, 20 of which were held at the IDEF 2023 Fair, 35 of which were one-on-one meetings held at intermediary organizations and on-site visits, 41 of which were teleconferences, and 3 of which were held at ASELSAN facilities. Additionally, approximately 1.000 retail shareholders' questions regarding fluctuations in the stock price, exercising shareholder rights, material event disclosures made, financial tables, etc. were answered either written or verbally in 2023.
The information and explanations, which may affect the exercise of shareholders rights, are provided in the company website.
Investor Relations Department has taken care of every written and verbal inquiry of all shareholders in 2023 with the most accurate and fastest way. It has paid attention to respond to all the information demands of shareholders with complete and comprehensible responses.
Investor Relations Department has been using Turkish and English website www.aselsan.com/en actively in order to inform ASELSAN's investors on a timely and accurate basis and has been updating the information given on the web constantly. The electronic platform on our website is being effectively used regarding the issues that may affect exercising of the shareholders rights. The material event disclosures made through Public Disclosure Platform incorporated under Borsa İstanbul are being disclosed both in Turkish and in English from 26.10.2015 onwards, the material event disclosure and other notifications are being published on our corporate website in Turkish and in English on the same day. In general, any changes occurred in the Company structure are immediately announced on our website and the investor presentations are constantly updated. Information on capital increases and dividend distribution is also submitted to our investors' knowledge on the website. In addition, notifications regarding the attendance of shareholders to the General Assembly and electronic general assembly principles within the context of the new Turkish Code of Commerce (TCC) are being made.
Full compliance of both Turkish and English chapters on "Investor Relations" of our company's website as per the regulations was achieved.
Within the context of regulations of CMB, in 2023;
were published on the website in Turkish and English.
Due to the reason that a regulation is present within the TCC numbered 6102 according to which the shareholders will be able to request from the General Assembly the assignment of a special auditor for the inspection and disclosure of the financial status, and due to the reason that the law and the relevant legislation are considered for the issues not present in the Articles of Association of the Company, there is no respective provision with regard to this issue in the Articles of Association. There was no request of any shareholders with respect to the assignment of a special auditor in 2023.
The agenda and invitation for the 48th Ordinary General Assembly Meeting held on 26.04.2023 and the 10th Extraordinary General Assembly Meeting held on 22.09.2023 were duly announced on 03.04.2023, 18.08.2023 and 21.08.2023, respectively, in a daily newspaper published throughout Türkiye, on the website and in the Turkish Trade Registry Gazette on 03.04.2023, 18.08.2023 and 21.08.2023, respectively, in a manner to include all necessary information. Furthermore, the invitation was sent to the main shareholders and the shareholders who attended the previous meeting via mail two weeks prior to the General Assembly. The 48th Ordinary General Assembly Meeting was held on 26.04.2023 with the representation of a total of TL 1.829.540.503,84 out of 2.280.000.000.000 shares representing the issued capital of TL 2.280.000.000.000, of which TL 486.691,92 shares were represented in person, TL 137.323.863 shares were represented by the depositing representatives and TL 1.691.651.248,92 shares were represented by other representatives. The decisions taken at the meeting were registered on 27.04.2023 and announced in the Trade Registry Gazette on 28.04.2023.
The 10th Extraordinary General Assembly Meeting was held on 22.09.2023 with a total of TL 3.606.399.296,84 out of 4.560.000.000 shares representing the issued capital of TL 4.560.000.000, of which TL 663.825 shares were represented in person, TL 221.842.674 shares were represented by the depositary representatives and TL 3.383.892.797,84 shares were represented by other representatives. The decisions taken at the meeting were registered and announced in the Trade Registry Gazette on 04.10.2023.
In accordance with CMB regulations, the Ordinary General Assembly Meeting was also held electronically simultaneously with the physical meeting and the media did not attend the meeting.
In scope of the Communiqué on Corporate Governance numbered II.17-1 of CMB, three weeks before the General Assembly Meetings in 2023, on 30.03.2023 and 17.08.2023, Information Documents containing all details regarding the General Assembly Meeting were announced on PDP and were published on our Company website. The annual report was made available for the review of shareholders at the headquarters 15 days prior to the date of the Ordinary General Assembly Meeting, and was provided to shareholders who applied to attend the general shareholders' meeting and to those who requested it.
For the facilitation of physical attendance to General Assembly Meetings in 2023, transportation from central spots to our Akyurt facility was provided for our shareholders.
In the General Assembly Meetings in 2023, the shareholders were informed regarding the presence of managing members, all the Board of Directors members and auditors at the meeting. No proposals were set forth by the shareholders during the meeting regarding the agenda. The shareholders exercised their rights to ask questions regarding the topics in the agenda and the answers to the questions took place in the General Assembly Meetings minutes. There are no questions, which has not been answered in the General Assembly Meetings and answered by the Investor Relations Department later on. Within the period, there have not been any transactions of which their resolutions were submitted to General Assembly because the confirmative vote of the majority of the independent board members are required where as they have voted negatively. The minutes of the General Assembly Meeting held in 2023 can be accessed from the website of our Company.
The shareholders were informed about donations and aids were made in 2022, with a seperate agenda item at the 48th Ordinary General Assembly Meeting.
In article 25 of the Articles of Association titled "Right to Vote", there is a provision stating that "the Shareholders and their representatives who are present at the Ordinary and Extraordinary General Assemblies shall have one right to vote for each share" and there is no privilege or no upper limit pertaining to the numbers of votes. The right to vote arises as soon as the share is acquired and there is no regulation setting forth that the vote shall be used when a certain time passes after the acquisition date of the share.
The regulations regarding the voting of the shareholders through their representatives are followed by; in the event of a legal representation, it is certified and the open proxy rule is applied.
Particular attention is paid in exercising the minority rights in our Company and the provisions of Turkish Code of Commerce and the relevant legislation regarding minority rights are applied as is. All shareholders are treated equally in our Company, including the minority and foreign shareholders.
There are no prevailing partners in our Company. In the Articles of Association, there is no provision with respect to the representation of the minority shares in the management and their accumulated casting of votes. Due to the voluntary implementation of this issue regarding the capital market legislation, provision with respect to the current General Assembly quorum is applied.
There are no privileges with respect to the participation in the profit gained by the Company. The dividend policy was last revised in 2016 and was submitted to following ordinary general assembly meeting. The dividend policy published on our website is given below.
"The dividend amounts which shall be calculated considering the sustainable growth rate, market capitalization, net working capital requirements, dividend yield and cash flows, equity ratio, with the relevant legislation and the provisions of the articles of association over the distributable profit amount calculated taking the period profit as the basis which is shown on the financial statements of our Company prepared pursuant to the existing legal regulations (after the compulsory legal reserves are reserved and the taxes, funds and financial liabilities and losses of the previous year, if any, are deducted and the donations are added), the profit distribution proposal which shall be prepared by the Board of Directors in order for the shares which shall be issued by means of adding the cash or the dividend on the capital on the date(s) determined pursuant to the regulations of the Capital Markets Board to be distributed targeting at least %10 of net profit in cash in the defined amounts or as bonus shares or partly in cash, partly as bonus shares in defined amounts, shall be submitted to the approval of the General Assembly. Following the approval of the General Assembly, the determined dividends are distributed to the shareholders within the legal periods on the date determined by the General Assembly.
There is no privilege to participate to the profit of our Company. The dividends are distributed equally regardless of all the existing shares and their issue and acquiring dates.
In case of a revision made on the Dividend Policy, the resolution of Board of Directors regarding this revision and the reason for revision shall be publicly announced with respect to the legislation of Capital Markets Board."
The net distributable profit calculated within the scope of the profit distribution decision taken at the Ordinary General Assembly Meeting held on 26.04.2023 within the framework of the Capital Markets Law and other legal regulations and the provisions of the articles of association, is equal to TL 400.000.000,- (Kuruş 8,77194 per share of TL 1 and 8,77194% on the basis of the capital) (net TL 360.000.000,- Kuruş 7,89475 per share of TL 1 and 7,89475% on the basis of the capital) shall be distributed in the form of cash,The said profit distribution rates, which were decided at the Ordinary General Assembly meeting, were announced on the PDP. Of the dividends decided to be distributed, it was paid on 22.11.2023. In addition, it was decided to distribute 100% of the issued capital (TL 2.2800.000.000) as dividend to the shareholders to be covered from the profit of 2022, and the registration procedures regarding the capital change were completed on 23.08.2023. On 25.08.2023, the capital of our company increased from TL 2.280.000.000 to TL 4.560.000.000.
The transfer of the nominated Group A shares representing majority part of the capital and which are not traded in Borsa İstanbul has been restricted with the provision of article 6 of the
Articles of Association stating "As the company operates in security and defense sector; Group A shares shall not be sold or transferred without the consent of the Board of Directors; in the event that these shares are transferred or sold to third parties partially or completely without the consent of the Board of Directors, the Board of Directors is entitled to abstain from recording this sale in the records".
In order to inform our shareholders in a timely and accurate manner within the context of public disclosure and transparency; the website of the Company at the address www.aselsan.com/en in Turkish and English is actively used and the information published on the web are updated regularly.
The section "Investor Relations" is included on our website also comprising the issues listed in article 2.1.1 of the corporate governance principles of Communiqué on Corporate Governance numbered II-17.1 issued by CMB on 03.01.2014.
Under "Investor Relations" section;
chapters exist. Necessary records and information are included under these titles. The information given on the Turkish website under "Investor Relations" section is included entirely on the English website.
The Board of Directors prepare the annual report in detail regarding the operations of the Company and enable the public to reach complete and accurate information that can be comprehensive. The 2022 annual report of our Company was prepared as per the Turkish Code of Commerce numbered 6102, the Regulation Regarding the Determination of the Minimum Content of the Annual Reports of Companies issued by the Ministry of Customs and Trade, the Communiqué Regarding the Principles Related to Financial Reporting in the Capital Market and the Communiqué Regarding the Determination and Implementation of the Corporate Governance Principles, both issued by the CMB.
The information requests of stakeholders are keenly handled and attention is paid in responding these accurately and in an understandable manner. Our employees are informed with an employee hand book and informative presentations over the intranet; continuous access to data and support is provided through help desk application over the intranet. Nonetheless, general and personal data that can be necessary outside the company are provided to access over the internet.
On the suppliers' side, activities to expand the ASELSAN Supplier Portal and Powerful Together, which were put into use to ensure effective information exchange, continued. Technical development and improvements are continuously made on the Supplier Portal. On-site trainings provided to suppliers, starting with sub-industry companies, continued. In 2023, ASELSAN suppliers were provided with trainings in this context. On-site trainings will continue to be provided in the coming period. In addition, our supplier communication and development activities are carried out on a single interface with the Powerful Together Platform, which was developed specifically for our suppliers and launched in April 2020. In 2023, the most comprehensive training program in the sector was established within the scope of continuous learning and development activities. Employees of the Vice President, Supply Chain Management Office participated in a training program consisting of 14 modules and 116 sessions and lasting approximately 3 months. The training program was digitized and made available to all ASELSAN employees and our suppliers through Gücümüz Bir. Throughout 2023, 102 personnel from our suppliers benefited from 52 different trainings and 705 training services were provided in total.
High quality standards and high technological solutions are offered for services or delivered products with regard to customer needs and expectations so as to meet customer satisfaction. Requirements of these quality standards are met and inspections, tests are applied through every process from projects' start till the delivery phases. Our all processes are administered by directives, quality plans, standards, audits and test instructions. Our processes have been certified by internationally accepted standards such as AS9100, ISO 9001, AQAP and CMMI so that our products and services are secured to protect quality standards. These certificates are renewed every year with the audits performed. Changes and improvements of international
standards are being followed and our processes are developed accordingly. Customer satisfaction, which is the primary objective, is evaluated and reported for the access of related executives. In addition, results and trends are evaluated by the senior management on an annual basis and required improvement activites are planned.
It is possible to increase the quality of product and service correspondingly increasing customer satisfaction by supplying the materials used in products from the right and trusted sources. For this purpose, suppliers are subject to product and/or field of activity-based selection, evaluation and auditing processes. These activities that target continuous improvement and high quality standards for suppliers are regarded as playing an important role in eventual product quality. In this direction, technical, trainings, technology/equipment transfers, on site visits and guidance, on the job trainings are for creating a high quality supplier portfolio. In addition, risk based delivery and quality inspections are conducted in order to clarify ASELSAN's expectations from the firms, increase their awareness and take improving actions. In order to reduce the ASELSAN's burden of design, development and/or production, and to maximize the utilization of suppliers' expertise through the cooperation starting from the design stage, and to have a faster and safer product/service supply chain; Strategic Cooperation Agreements are signed with ASELSAN approved suppliers having adequate technological infrastructure and expertise and that are able to develop themselves technicalwise and to sustain long-term relationship with ASELSAN. Within this context, ASELSAN approved suppliers are continuously evaluated and annually the number of firms that sign Strategic Cooperation Agreements with ASELSAN is being increased in order to enrich the Strategic Cooperation network. All information is shared within the context of confidentiality with our suppliers, who have the status of our business partners, and it is not permitted to share this information with unauthorized persons and third-party firms. Through related directives, handling any kind of relations between ASELSAN and the suppliers within the scope of law and ethical values, minimizing the occurrence of unsuitable conditions for protecting parties and securing the justice and transparency.
ASELSAN Magazine, published in Turkish and English every 3 months and A Bülten published in Turkish every month, provide information regarding the activities, technical issues and up-todate social events. Hard copies of ASELSAN Magazine is delivered to the end users of products, shareholders who participated to the General Assembly Meeting, company employees and other related parties. A Bülten is uploaded to the social media, Turkcell Dergilik application and the corporate website right after it is publication.
The Compensation Policy can be accessed from our Company's website under Corporate Governance title.
The members of the Board of Directors and the executives do not perform any activities that may cause shareholders to incur losses or may diminish the Company assets. The subject that no debt shall be given, no loans shall be granted or no pledges such as guarantees in favor thereof may be extended to any members of the Board of Directors or to any employees through the use of ASELSAN assets, is declared within the "ASELSAN Ethical Principles, Values and Conduct Rules Document", which is available on our Company's website.
The e-mail mechanism for the stakeholders to report their complaints regarding the transactions of the company, which are against the legislation or deemed unethical, is stated in the ASELSAN Ethical Principles Policy. The policy has been published on the Turkish and
English web site following the approval of the policy. Within the context of the policy, the Ethics Committee is informing the Corporate Governance Committee.
ASELSAN observes the sensitivities of the sector where it operates; never compromises on the principles of fairness, transparency, accountability, and responsibility, which are the cornerstones of corporate governance; adds momentum into its consistent growth, an safeguards the interests of stakeholders. In an attempt to bring its lead on domestic platforms to the international arena, the Company works without respite towards full compliance with corporate governance principles and legal regulations.
In the Articles of Association, there are no provisions regulating the participation of the stakeholders in the management. However, their participation to management shall be supported provided that it does not corrupt the Company activities.
The corporate governance structure of the Company gives the opportunity to all stakeholders including the employees and representatives to convey their worries with regard to transactions, which are inappropriate in terms of legality and ethics.
Our employee suggestion system with the theme of "Development Workshop", which aims to live, keep alive and take our values of development and excellence further together, continued to work in 2023.
Throughout the year, our employees conveyed suggestions to Development Workshop with the following topics; increasing productivity and efficiency, developing business processes, raising the level of quality, reducing cost / increasing income, enhancing employee and customer satisfaction, providing occupational health and safety, improving working conditions and the company image. Each suggestion was evaluated attentively and necessary actions were ensured to be taken.
ASELSAN updates its Human Resources Policy regularly to maintain its strong employer brand and enhance employee experience. ASELSAN's main focus areas are to manage qualified human resources in full compliance with applicable laws and regulations governing the working life, provide modern employment and working conditions, encourage personal development, and boost work performance. ASELSAN's Human Resources Policy is aimed at creating a fair, respectful, and transparent working environment, and is made up of principles based on th Universal Declaration of Human Rights, the Conventions of the International Labor Organization (ILO) to which the Republic of Türkiye is a party, and the Turkish regulations on labor and social security. Our human resources management policy is a set of principles which creates a fair, respectful and transparent working environment. All employees are responsible for the implementation of the Human Resources Management Policy within the limits of their duties and authorities. Our Human Resources Policy supports a management strategy that not only allows the recruitment of successful and dynamic talents in compliance with vision of ASELSAN but also contributes to sustainable achievement of the company. The strategy also aims to enrich the culture by supporting its employees. Therefore, a lot of new human resources projects have been implemented in 2023.
The basic principles of ASELSAN Human Resources Management Policy are as follows:
• To accept the employees as a social entity with a personality, to respect their personalities, to protect their material and moral rights.
• To ensure that the authorities and responsibilities are fully determined, and to consider the fit of the characteristics of the task and the competencies of the employees.
• Creating equal learning and development opportunities and designing learning programs according to abilities, qualifications and development areas of ASELSAN employees.
• To ensure that the employees are motivated for high performance.
• To ensure that the workforce plan is dynamic and meets the strategic needs of the company.
• To design a career management system which allows employees to ensure their career development and promotion in accordance with their performances.
• To create a peaceful working environment which promotes creative, constructive, honest, well intentioned and open communication.
• To ensure that appointment, dismissal and evaluation procedures are based on objective and egalitarian principles, away from personal criteria.
• To encourage every employee to express their ideas by activating all possible communication channels.
• To encourage each employee for improvement and development, as an individual or team member.
• To make employees feel safe regarding their job security unless their behaviors contradict with ethical rules, general principles and laws.
• To continuously review and revise the human resources management policy, in accordance with the values and strategic plans of the company.
• Not to discriminate based on language, race, gender, disability, political thought, philosophical belief, religion, sect etc. in the business relations.
• Except for compulsory reasons, not to take any different action directly or indirectly due to gender or pregnancy while making, implementing and terminating the employment contract.
63% of our employees stand for the engineering group, 27% for the technician group, 7% for the administrative group, 2% for the office personnel and 1% of the worker group.
Within the scope of the ASELSAN Talent Management Model, short, medium and long-term succession plans are created for managerial and critical roles in order to plan human resources in advance, prepare the organization for the future, and create a sustainable and healthy organization. These succession plans are based on the principle of determining the employees to be appointed to the vacant positions in the event that managerial positions and critical positions at the director and manager level are vacant for various reasons and bringing these
employees to a level where they can undertake the said duties. It is under the authority of the Board of Directors to equip the employees determined for key positions with the qualifications required by the relevant positions and to train the relevant employees as the managers of the future, to identify the managers who will come to the key positions, to evaluate the managers who contribute to the realization of the company's strategic goals, and to assign them with an employment policy that provides equal opportunity in the relevant positions.
ASELSAN's Ethical Principles, Values, and Code of Conduct is reviewed and updated regularly to create working environments that comply with ethical principles based on integrity, honesty, and work discipline; prevent unethical behavior; raise awareness on ethical values; and align the Company's practices with ethical principles.
Ethical Principles enable ASELSAN to create and preserve a working environment where ASELSAN employees treat one another with kindness, genuineness, tolerance, and respect, and voice their opinions open-mindedly. Thanks to the mutual trust established in the Company, employees act responsibly and look after not only their interests but also the long-term interests of their society, their Company, and all the stakeholders.
ASELSAN's Ethical Principles Committee is established under the corporate structure and management system of the Company and consists of seven members. Chaired by the Vice President of Supply Chain Management, the Committee consists of the representatives from Internal Audit Presidency, Support Services Directorate, Legal Affairs, and Human Resources, and two ASELSAN employees who are elected with the votes of employees. All ASELSAN employees are entitled to obtain information from the Committee and report any suspected unethical conduct to the Committee. Unethical conduct is promptly inspected by the Committee, which also implements necessary measures in line with the information and contributions received from the Senior Management.
When selecting new hires, utmost attention is paid to choose who are willing to comply with ASELSAN's core values and ethical principles. Every new member of the ASELSAN family takes an onboarding program whereby they go through comprehensive training on ASELSAN's Ethical Principles, Values and Code of Conduct, and ASELSAN's Directive on Ethical Values. New recruits are also tasked with mandatory Ethical Principles, Values, and Code of Conduct; provided a booklet on ethical principles, values, and code of conduct; and are expected to commit to ethical principles specified in the ASELSAN Covenant for Employment. Efforts are undertaken to ensure that all ASELSAN employees internalize ethical values in an environment where they are encouraged to uphold these values in their day-to-day work and at all times after the onboarding period. All ASELSAN employees can apply to the Ethical Principles Committee via the Ethical Principles Help Desk, while external applications are received at [email protected]. ASELSAN's Ethical Principles Committee regularly announces the applications received and the evaluations made by the Committee to all ASELSAN employees to raise awareness on ethical principles and values. The Ethical Principles Committee presents a report at the Board Meeting every year in January regarding its activities, applications received and evaluations conducted.
The Committee issues certificates of appreciation for employees to encourage employee behavior that help promote ethical principles and values. Meanwhile, necessary steps
were taken to send "Glad to Have You" notifications to employees via the "Glad to Have You" app on behalf of the Committee.
In ASELSAN, where decreasing carbon emission is one of the strategic goals, carbon emission has been monitored since 2009. ASELSAN is the first company among defense industry companies in Türkiye to participate in the climate change study of the UK-based independent Carbon Disclosure Project (CDP), which reports on how climate change risks are managed by companies. Thanks to its leadership on the subject, ASELSAN is among the important defense industry leaders in the world in climate change management with its scores above the global and national average. With the success it received in the first year of CDP Water Reporting, it reflected the value it places on water management. ASELSAN continued its success in CDP Climate Change Supply Chain Management with the studies it has carried out for the value chain.
ASELSAN aims a sustainable carbon emission management and continues to work on increasing energy efficiency in production, giving priority to energy production technologies that will decrease carbon emission and production of environmentally friendly products as a responsible manufacturer with increasing momentum. Within the scope of the 2050 net zero emission target, ASELSAN set the goal of creating our entire passenger vehicle fleet from electric vehicles by 2030 and converted 25% of our passenger vehicle fleet to electric vehicles in 2023. By 2025, ASELSAN has started to work to meet the electricity consumption of its campuses from renewable energy sources.
ASELSAN was deemed worthy of many national and international awards for its works. We were awarded award in 2023 with our "Climate Change Management" at the UKbased The Green Awards, which is shown among the most prestigious competitions by environmental authorities all over the world. Likewise, our sustainability efforts and climate change management received awards from the U.S.-based The Stevie Awards.
Zero Waste is a system, which gives importance to reuse, decrease in waste production due to service and production, collection of the waste separately according to its type and recycling. By aiming protection of environment and human health, ASELSAN has strengthen its zero-waste management system during 2023. Wastes are collected separately to be recycled in a manner that will add value to the environment and the economy. The lunch leftovers are being shipped to animal shelters and used as organic waste composting and office waste is recycled. Food waste was sent to animal shelters, organic waste was composted and office waste was sent for recycling. Garment and toy collection boxes have been placed in the campus parking areas and delivered to those in need within the scope of social responsibility. Thanks to the vegetable waste oil waste stations placed in the parking lots, vegetable waste oils brought by ASELSAN employees from their homes are sent for recycling.
Having certifications for ISO 45001:2018 Occupational Health and Safety, ISO 14001:2015 Environmental and ISO 14064: 2006 Greenhouse Gas Integrated Management System, we will proceed to take part in pioneer applications through actualization of national and international initiatives. Our work on Occupational Safety, which is one of the biggest indicators of our human-sensitive approach, was appreciated in 2023 with international Rospa awards and British Safety Counchil awards in England. With the ISO 39001 Road
Traffic Safety Management System, the installation of which was completed in 2021 and system development continued in 2023, the company was awarded in the International Traffic Safety category from Road Safety.
In November 2014, Borsa Istanbul (BIST) has launched Sustainability Index that display the performance of January-March 2014 time period for BIST-30 firms in the fields of financial, environmental, social issues and corporate governance. With respect to that, as of this date, ASELSAN started publishing sustainability reports. As a result of the evaluation of our Company on the ASELSAN Sustainability Report, published in Turkish and English for the first time before the Index assessments, ASELSAN was among the 15 firms that were approved to be included in BIST Sustainability Index. In 2021, ASELSAN kept its place in the index as a consequence of the re-evaluation of ASELSAN Sustainability Report that was published in July 2021.
Prepared in Turkish and English, ASELSAN's strategic management, corporate governance, ethical principles, internal audit, bribery and corruption, risk management, communication with stakeholders, supply chain, information systems, facility management, employee development, human rights, occupational health and ASELSAN Sustainability Report, which includes details on sustainable practices in the fields of safety and environmental management, was published on our Company's website (www.aselsan.com/en) in July 2023.
The valuation methodology used by Borsa Istanbul (BIST) to determine the companies that will be included in the BIST Sustainability Index has been changed, and it has been announced to companies that the sustainability valuation results of Refinitiv Information Limited Şirketi ("Refinitiv") will be used in the determination of companies that will be included in the BIST Sustainability Index as of 2021 valuations. According to the aforementioned rules, companies that are traded in Yıldız Market or that are already included in the BIST Sustainability Index will be subject to a sustainability assessment upon request. Companies subject to sustainability assessment are expected to respond to relevant questions and provide links to their publicly available information via Refinitiv's ESG Contributor Tool (https://contribute.refinitiv.com/). Companies have the opportunity to see their notes and update the data they have entered in the relevant field throughout the year. In this context, data entries and updates were made through the Contributor Tool as the Investor Relations Department throughout the year. In addition, internal ASELSAN studies were/coordinated in order to raise ASELSAN's grade within the scope of BIST Sustainability Index. In addition, surveys of independent sustainability rating agencies such as Sustainalytics, S&P Global, FTSE Russell, Corporate Knights Research Global 100 Ranking, Fortune & CRIF were participated.
ASİL Association has implemented many important projects in 2023. Looking back, we have reached out to a total of 3.863 families who were unable to meet their needs due to financial constraints.
− On February 6, 12 trucks of aid materials were sent to the earthquake zone in response to the earthquake centered in Kahramanmaraş and affecting 10 provinces. A tent city with a capacity of 600 beds was established in Hatay and all needs were met. Food, clothing, stationery and household goods were provided to 151 families who came to Ankara from the earthquake zone.
ASİL Association will continue to work with all its strength to reach out to many families in need, with the belief and support of its participants, and to add "Hope for the Future, Value to Life".
Tekno Adventure is a corporate social responsibility project implemented by ASELSAN on April 24, 2019. The project aims to instill a love for science, coding and technology production in children, to whom we will entrust our future in a changing world.
In line with this aim, it is aimed to contribute to, inspire and arouse curiosity in children to discover themselves, their environment and the world they live in through science and technology by bringing children together with various activities that both teach and entertain in order to increase their technological literacy.
The project carries out its activities in many different science festivals and events to ensure that children between the ages of 7-13 gain awareness and self-confidence, acquire the ability to develop ideas, combine their imagination with the skills they gain in real life, become technology and code literate, and understand the importance of domestic and national production.
Since its inception, the project has reached many children through both physical and digital channels. Since 2019, more than 56 thousand children have been reached in 8 different cities, 4 different schools, more than 10 festivals, more than 75 educational workshops and experience areas. These activities include the Kit Workshop, Mars Rover, Space Journey-themed 9D cinema and experience areas. In addition, within the scope of ASELSAN 48th Anniversary activities, children had the opportunity to get to know technology and science with a theater play specially prepared for ASELSAN, and they also conducted fun experiments with the science show.
As of December 31, 2023, Tekno Macera has reached a total of more than 21,000 followers on social media, shared educational content has been viewed by approximately 795 thousand people and liked by more than 10 thousand people.
YouTube training videos were viewed by approximately 2.4 million people. Total viewing time reached approximately 170 thousand hours.
In our Company, 3 members of 9 members of Board of Directors are independent members. The duties of Nomination Committee are executed by Corporate Governance Committee. The report regarding the evaluation of the list of Independent Members of Board of Directors prepared by Corporate Governance Committee on 05.09.2023 were presented to Board of Directors. Within the scope of CMB's Communiqué on Corporate Governance numbered II.17- 1, CMB has not stated any adverse opinion on the nominee list and the evaluation report. The CVs and independence statements of the 5 nominees were announced to public on our website on 18.09.2023. As a result of the voting at the Extraordinary Assembly Meeting on 22.09.2023, 3 nominees were elected as Independent Members of Board of Directors. There is 1 female member among the Independent Members of the Board of Directors. There were no cases to eliminate the independency of the Independent Members of the Board of Directors in 2023.
| The CVs of the Members of the Board of Directors are included in the annual report and the | |
|---|---|
| information with respect to their duty terms is provided in the table below. | |
| Name Surname | Duty | Election Date |
|---|---|---|
| Ercümend ARVAS | Chairman | September 2023 |
| Alpaslan KAVAKLIOĞLU | Vice Chairman | April 2019 |
| İsmail ARI | Independent Member | September 2023 |
| Bekir BAYRAKDAR | Member | September 2023 |
| Yavuz ÇELİK | Member (Managing Member) | June 2020 |
| Salih KUL | Independent Member | April 2019 |
| Mustafa Murat ŞEKER | Member (Managing Member) | June 2021 |
| Ebru TÜMER | Independent Member | September 2023 |
| Ahmet YOZGATLIGİL | Member | September 2023 |
| Ahmet AKYOL | CEO | June 2023 |
In article 13 of the Articles of Association titled "Duties and Authorization of the Board of Directors", the duties and authorization of the Board of Directors have been defined. Besides, the Board of Directors Working Directive also describes the Duties and Authorization of the Board of Directors. With the article 14 of the Articles of Association titled "Assignment of the Authorization to the CEO", the assignment of the authorization of the Board of Directors to the CEO has been set out. The duties and authorization of the executives are described in the "Duties and Responsibilities Documents" formed within the Company.
The duties of the Members of the Board of Directors and of the CEO carried out outside the Company, information regarding the term of office and the statements of the board of members with respect to their independencies were given below.
Board of Directors carries out its duties and responsibilities determined with reference to TCC, Capital Market Law and Articles of Association. In this context, the basis of duties and operations are indicated in details in ASELSAN Board of Directors Working Directives.
The agenda of the Board of Directors meetings is formed with the proposals of the Members of the Board of Directors and the committees and the CEO, it is afterwards evaluated by the Board of Directors Chairman and finalized. The subjects emerged as urgent and which are considered worthwhile to discuss may be added to the agenda during the Board of Directors meeting.
As per article 10 of the Articles of Association, the Board of Directors assemble when required and at least once a month. The number of Board of Directors Meetings in 2023 was 14. 97% of the Members of the Board of Directors attended all of the meetings.
The place, date, time and agenda of the next meeting is decided at the Board of Directors Meetings. Documents pertaining to the meeting agenda are sent to the members of Board of Directors at least 3 work days before the meeting by the Presidency.
The Members of the Board of Directors attend the meetings and fulfill their duties as per their authorization and responsibilities. The members who do not attend the meetings submit their excuses.
Board Office is established under Board of Directors in order to coordinate necessary issues in the name of the Board, particularly the relationships with the Presidency and TAFF, to execute planning and support the Board of Directors' operations.
All members have one right to vote, including the chairman. If the numbers of votes are equal, the vote of the chairman does not change the result. Abstaining is not possible, either rejection or acceptance is voted. The vote of the abstaining member is considered as a rejecting vote. The member casting a reject vote states the ground for this in the meeting minutes and undersigns it. According to the article 11 of the Articles of Association titled "Quorum of Meeting and Decision Making"; "The provisions of the TCC, Capital Market Law, regulations of the Capital Markets Board in connection with corporate governance and other relevant legislation are considered with respect to the meetings and decisionmaking quorums of the Board of Directors as well as with respect to any Board of Directors members assuming duties and positions outside the Company. Any action and resolutions taken by the Board of Directors without complying with the Corporate Governance Principles, which are made mandatory as to be complied by the Capital Markets Board, are invalid and considered as in contrary to the Articles of Association". In the operation year 2023, there were no related party transactions or any other significant issue, which had to be submitted to the approval of the general assembly since they were not approved by the Independent Members of the Board of Directors.
The signed decisions are made available to the follow up of the Members of the Board of Directors, senior management and authorized employees in the electronic platform.
Executive Liability Insurance Policy was signed for Board of Directors members on 04.08.2023 with a validity period of 1 year.
As per the title "Committees Formed in the Board of Directors" in the Communiqué Regarding Determination and Implementation of Corporate Governance Principles by the Capital Markets Board, our Company's Board of Directors, in the meeting dated 10.04.2012, formed an Audit Committee, Corporate Governance Committee and Early Detection and Management of Risk Committee and announced this to the public. There are no Nomination and Compensation Committees within the Board of Directors and the duties of these are carried out by the Corporate Governance Committee.
The directives of Audit Committee, Corporate Governance Committee and Early Detection and Management of Risk Committee are made available at the website of our Company. The Independent Members of the Board of Directors have duties in more than one committee. This is because it is mandatory that all members of the Audit Committee and the chairman of the other committees should be Independent Members of the Board of Directors.
Boards of Directors have made the annual evaluation of the committees composed under its structure and the evaluation report is available in Annual Report.
The Committees formed by the Board of Directors has not received any consultancy services in 2023.
Committee Members (January – September 2023) Nurşen SARI : Chairman / Independent Member of Board of Directors İbrahim ÖZKOL : Member / Independent Member of Board of Directors
Turan EROL : Member / Independent Member of Board of Directors
Committee Members (September – December 2023)
Ebru TÜMER : Chairman / Independent Member of Board of Directors İsmail ARI : Member / Independent Member of Board of Directors Salih KUL : Member / Independent Member of Board of Directors
The main duties of the Audit Committee that were set out in the "ASELSAN Audit Committee Work Directives" regulating the working principles of Audit Committee are as follows;
Meetings were held by Audit Committee on dates dates 28.02.2023, 26.04.2023, 15.08.2023 and 31.10.2023 regarding the financial statements with the participation of the related independent audit company in 2023. Committee members fully attended these meetings.
In order to increase the efficiency of internal audit, attention was paid to strengthen the cooperation with Internal Audit Presidency and to the supervision of internal audit activities, direct and continuous communication was established between Audit Committee and Internal Audit Presidency. A dimension of this communication; Audit Committee-Internal Audit Presidency coordination meetings in 2023, were held 12 times on dates 23.01.2023, 28.02.2023, 20.03.2023, 25.04.2023, 23.05.2023, 13.06.2023, 10.07.2023, 15.08.2023, 19.09.2023, 6.10.2023, 22.11.2023, and 15.12.2023
The Committee was active in two main topics in 2023.
"Communiqué on Financial Reporting in Capital Markets" Serial: II, 14.1 regulated the preparation of financial reports and their basis, principles of presentation to the relevant parties. December 2022, March 2023, June 2023 and September 2023 financials and Board of Directors reports were prepared in accordance with the communiqué numbered II, 14.1, and submitted to Board of Directors by Audit Committee and presented to the public via Public Disclosure Platform.
The procurement process for independent audit services for the year 2023 as per the CMB'S communiqué numbered II-14:1, was handled by the Industrialization and Procurement Directorate and the procurement proposal resolution of the Board of Directors regarding procurement of services from "YEDİTEPE Bağımsız Denetim A.Ş." was submitted for approval on the General Assembly Meeting dated 26.04.2023 and was accepted.
Within the scope of the internal audit activities of the Company, the relations between the Internal Audit Presidency and the Board of Directors have been carried out through Audit Committee. A direct and continuous contact between Audit Committee and Internal Audit Presidency is present.
İbrahim ÖZKOL : Chairman / Independent Member of the Board of Directors Yavuz ÇELİK : Member / Member of the Board of Directors Salih KUL : Member / Member of the Board of Directors Mustafa Murat ŞEKER : Member / Member of the Board of Directors Pınar ÇELEBİ : Member / Investor Relations Manager
Committee Members (September – December 2023) İsmail ARI : Chairman / Independent Member of the Board of Directors Ahmet YOZGATLIGİL : Member / Member of the Board of Directors Mustafa Murat ŞEKER : Member / Member of the Board of Directors Pınar ÇELEBİ : Member / Investor Relations Manager
The main duties of the Corporate Governance Committee were set out in the "ASELSAN Corporate Governance Committee Work Directives" as follows:
The Corporate Governance Committee assembled 4 times within the activity year 2023 on dates, 23.02.2023, 28.03.2023, 05.09.2023 and 28.11.2023. Committee members fully attended these meetings. The meeting minutes of the Committee may be reached on our website. The committee was active in 3 respective tasks in 2023:
Investor Relations Department have attended all the meetings in 2023 and performed secretariat procedures of the committee with regard to "ASELSAN Corporate Governance Committee Working Directive". Information was provided to the committee about the activities of the Investor Relations Department in the Committee meetings.
In 2023, the subjects discussed and tasks carried by the Corporate Governance Committee within the context of the meetings are given below:
The evaluation of corporate governance rating performed by SAHA Corporate Governance and Credit Rating Services were concluded, ASELSAN'S corporate governance rating grade, which was 9.34 out of 10 on 09.12.2022, reached its historical peak by rising to 9.41 as of 08.12.2023.
Our Company's share has been listed in the corporate governance index since the date 14.12.2012, which it first entered the index. Rating reports can be accessed on the company website.
As given by Corporate Governance Principles, the responsibility of evaluating and reporting the nominations and their independency status is given to the Nomination Committee, in companies where this committee is not formed because of the structure of the Board of Directors, the responsibility is given to Corporate Governance Committee. Within this context, the evaluation of nominations was carried on by the Committee and the resulting nominee list was presented at the Board of Directors meetings on dates 28.03.2023 before the 48th Ordinary General Assembly.
CMB has not stated any opposing opinons regarding the nominees' list and evaluation report which was submitted by the Board of Directors. The final list was submitted to shareholders' voting on 48th General Assembly Meeting on 26.04.2023 and as a result, İbrahim ÖZKOL, Turan EROL and Nurşen SARI were elected as independent members to serve for 1 year.
Subsequently, the new candidate list formed as a result of the evaluation made by our Committee prior to the 10th Extraordinary General Assembly held on 22.09.2023 was submitted to the Board of Directors on 05.09.2023. The CMB did not express any negative opinion on the list. The list was submitted to the voting of the shareholders at the 10th Extraordinary General Assembly Meeting held on 22.09.2023 and as a result of the voting, İsmail ARI, Salih KUL and Ebru TÜMER were elected as independent members of the Board of Directors to serve for one year until the next Ordinary General Assembly Meeting.
ASELSAN Board of Directors established the "Early Detection and Management of Risk Committee" with the resolution dated 10.04.2012 and numbered 720/1. The Committee executes as per the directive numbered ASY-01-066.
| Committee Members (January | – September 2023) |
|---|---|
| Turan EROL | : Chairman / Independent Member of the Board of Directors |
| Yavuz ÇELİK | : Member / Member of the Board of Directors |
| Salih KUL | : Member / Member of the Board of Directors |
| Committee Members (September - | December 2023) |
|---|---|
| Salih KUL | : Chairman / Independent Member of the Board of Directors |
| Bekir BAYRAKDAR | : Member / Member of the Board of Directors |
In 2020 the Committee continued to identify the risks which prevent ASELSAN from reaching its goals; manage the risks in accordance with the company's risk-taking profile; report the risk activities; build risk aware decision mechanisms and internal control. Risks identified
through risk management processes are prioritized depending on their probability and impact. It is ensured that important risks are monitored and reported. In this context, in 2023 the Committee held 7 meetings on 27.02.2023, 27.03.2023, 29.05.2023, 17.07.2023, 30.10.2023, 27.11.2023 and 25.12.2023. Committee members fully attended these meetings.
Committee's activities are summarized below:
The secretariat formalities of the Committee were performed by Enterprise Risk and Process Management Department of Finance Directorate.
In ASELSAN, the effectiveness of internal audit activities, corporate governance, risk management and internal control processes are improved and the Company contributes to the achievement of the Company's targets. The most important role of the internal audit activities, which is an important component of the internal control system, is the provision of assurance and consultancy services to the Audit Committee and the Board of Directors on the internal control system and enterprise risk management. The 3-year audit plan and work programs are prepared on a risk-based basis and the results of the audit are reported to the Audit Committee and regular meetings are held with the Committee. By the Internal Audit Department; compliance with legal regulations and company regulations, the application of ethical principles and the adequacy of controls to eliminate risks are evaluated.
The Board of Directors is the top-level body to make strategic decisions and to execute and represent. As per the Articles of Association of the Company, the Board of Directors is responsible to determine the Strategic Plans and control its implementations.
Strategic Management Process is a part of Corporate Governance and is managed by the CEO in the name of Board of Directors, following the approval of the ASELSAN Strategic Plan which is prepared with the coordination of Strategic Management and Digital Transformation Directorate. Reaching ASELSAN's long term goals and sustaining success can be achieved through environment friendly strategies.
ASELSAN's vision is to be a reliable, competitively preferred, environment-friendly and human conscious technology firm, which preserves its sustainable growth in the global market via the values created for stakeholders, as well as serving its establishment purposes. Within this concept, annually updated 5-year Strategic Plan and 3-year Budgets are prepared. With this methodology, short- and medium-term targets are specified by considering long term goals. The operations to be carried out for these targets are executed by Vice Presidencies and
performance evaluations are made based on Balanced Scorecard method, which is widely used in the world.
Compensation procedures for Board of Directors Members and Managers with Executive Responsibility, which are set in written form in accordance with the Corporate Governance Principles, are published on our Company's website.
Monthly remunerations provided to our Members of the Board of Directors are determined by the General Assembly and no other benefits are granted apart from the monthly remuneration. Pursuant to the resolution taken at the 48th Ordinary General Assembly held on 26.04.2023, the Members of the Board of Directors are paid TL 9.750,- per month. As for the determination of the financial rights of the board members, no reward system is applied to reflect the Company performance and which is based on the performance of the Members of the Board of Directors.
| APPENDIX-1 | Compliance | |||||
|---|---|---|---|---|---|---|
| CORPORATE GOVERNANCE COMPLIANCE REPORT | Yes | Partial | No | Exempted | Not Applicable |
Explanation |
| 1.1. FACILITATING THE EXERCISE OF SHAREHOLDER RIGHTS | ||||||
| 1.1.2-Up-to-date information and disclosures which may affect the exercise of shareholder rights are available to investors at the corporate website. |
X | - | - | - | - | |
| 1.2. RIGHT TO OBTAIN AND REVIEW INFORMATION | ||||||
| 1.2.1-Management did not enter into any transaction that would complicate the conduct of special audit. |
X | - | - | - | - | |
| 1.3. GENERAL ASSEMBLY | ||||||
| 1.3.2-The company ensures the clarity of the General Assembly agenda, and that an item on the agenda does not cover multiple topics. |
X | - | - | - | - | |
| 1.3.7-Insiders with privileged information have informed the board of directors about transactions conducted on their behalf within the scope of the company's activities in order for these transactions to be presented at the General Shareholders' Meeting. |
- | - | - | - | X | |
| 1.3.8-Members of the board of directors who are concerned with specific agenda items, auditors, and other related persons, as well as the officers who are responsible for the preparation of the financial statements were present at the General Shareholders' Meeting. |
X | - | - | - | - | |
| 1.3.10-The agenda of the General Shareholders' Meeting included a separate item detailing the amounts and beneficiaries of all donations and contributions. |
X | - | - | - | - |
| 1.3.11-The General Shareholders' Meeting was held open to the | ||||||
|---|---|---|---|---|---|---|
| public, including the stakeholders, without having the right to | - | X | - | - | - | The General Assembly meeting is not open to the media. |
| speak. |
| Compliance | ||||||
|---|---|---|---|---|---|---|
| CORPORATE GOVERNANCE COMPLIANCE REPORT | Partial | No | Exempted | Not Applicable |
Explanation | |
| 1.4. VOTING RIGHTS | ||||||
| 1.4.1-There is no restriction preventing shareholders from exercising their shareholder rights. |
X | - | - | - | - | |
| 1.4.2-The company does not have shares that carry privileged voting rights. |
X | - | - | - | - | |
| 1.4.3-The company withholds from exercising its voting rights at the General Shareholders' Meeting of any company with which it has cross-ownership, in case such cross-ownership provides management control. |
- | - | - | - | X | |
| 1.5. MINORITY RIGHTS | ||||||
| 1.5.1-The company pays maximum diligence to the exercise of minority rights. |
X | - | - | - | - | |
| 1.5.2-The Articles of Association extend the use of minority rights to those who own less than one twenthieth of the outstanding shares, and expand the scope of the minority rights. |
- | - | X | - | - | Utmost attention is paid for the execution of minority rights in our Company and the provisions of Turkish Code of Commerce and the relevant legislation regarding minority rights are applied as is. |
| 1.6. DIVIDEND RIGHT | ||||||
| 1.6.1-The dividend policy approved by the General Shareholders' Meeting is posted on the company website. |
X | - | - | - | - | |
| 1.6.2-The dividend distribution policy comprises the minimum information to ensure that the shareholders can have an opinion on the procedure and principles of dividend distributions in the future. |
X | - | - | - | - |
| 1.6.3-The reasons for retaining earnings, and their allocations, are stated in the relevant agenda item. |
- | - | - | - | X | |
|---|---|---|---|---|---|---|
| 1.6.4-The board reviewed whether the dividend policy balances the benefits of the shareholders and those of the company. |
X | - | - | - | - | |
| Compliance | ||||||
| CORPORATE GOVERNANCE COMPLIANCE REPORT | Yes | Partial | No | Exempted | Not Applicable |
Explanation |
| 1.7. TRANSFER OF SHARES | ||||||
| 1.7.1-There are no restrictions preventing shares from being transferred. |
- | - | X | - | - | The transfer of the nominated Group A shares representing majority part of the capital and which are not traded in Borsa İstanbul has been restricted with the provision of article 6 of the Articles of Association stating "As the company operates in security and defense sector, Group A shares shall not be sold or transferred without the consent of the Board of Directors; in the event that these shares are transferred or sold to third parties partially or completely without the consent of the Board of Directors, the Board of Directors is entitled to abstain from recording this sale in the records". |
| 2.1. CORPORATE WEBSITE | ||||||
| 2.1.1-The company website includes all elements listed in Corporate Governance Principle 2.1.1. |
X | - | - | - | - | |
| 2.1.2-The shareholding structure (names, privileges, number and ratio of shares, and beneficial owners of more than 5% of the issued share capital) is updated on the website at least every 6 months. |
X | - | - | - | - | |
| 2.1.4 -The company website is prepared in other selected foreign languages, in a way to present exactly the same information with the Turkish content. |
X | - | - | - | - |
| 2.2. ANNUAL REPORT | - | - | - | - | ||
|---|---|---|---|---|---|---|
| 2.2.1-The board of directors ensures that the annual report represents a true and complete view of the company's activities. |
X | - | - | - | - | |
| 2.2.2-The annual report includes all elements listed in Corporate Governance Principle 2.2.2. |
X | - | - | - | - | |
| Compliance | ||||||
| CORPORATE GOVERNANCE COMPLIANCE REPORT | Yes | Partial | No | Exempted | Not Applicable |
Explanation |
| 3.1. CORPORATION'S POLICY ON STAKEHOLDERS | ||||||
| 3.1.1-The rights of the stakeholders are protected pursuant to the relevant regulations, contracts and within the framework of bona fides principles. |
X | - | - | - | - | |
| 3.1.3-Policies or procedures addressing stakeholders' rights are published on the company's website. |
X | - | - | - | - | |
| 3.1.4-A whistleblowing programme is in place for reporting legal and ethical issues. |
X | - | - | - | - | |
| 3.1.5-The company addresses conflicts of interest among stakeholders in a balanced manner. |
X | - | - | - | - | |
| 3.2. SUPPORTING THE PARTICIPATION OF THE STAKEHOLDERS IN THE CORPORATION'S MANAGEMENT | ||||||
| 3.2.1-The Articles of Association, or the internal regulations (terms of reference/manuals), regulate the participation of employees in management. |
- | X | - | - | - | Although the mechanisms that enable the participation of stakeholders in the management of the company are built, they are not included in the Articles of Association. |
X - - - -
3.2.2-Surveys/other research techniques, consultation, interviews, observation method etc. were conducted to obtain opinions from stakeholders on decisions that significantly affect them.
Compliance CORPORATE GOVERNANCE COMPLIANCE REPORT Yes Partial No Exempted Not Applicable Explanation 3.3. HUMAN RESOURCES POLICY 3.3.1-The company has adopted an employment policy ensuring equal opportunities, and a succession plan for all key managerial positions. X - - - - 3.3.2-Recruitment criteria are documented. X - - - - 3.3.3-The company has a policy on human resources development, and organises trainings for employees. X - - - - 3.3.4-Meetings have been organised to inform employees on the financial status of the company, remuneration, career planning, education and health. X - - - - 3.3.5-Employees, or their representatives, were notified of decisions impacting them. The opinion of the related trade unions was also taken. - - X - - There is no employee representative practice and union organization in our company. 3.3.6-Job descriptions and performance criteria have been prepared for all employees, announced to them and taken into account to determine employee remuneration. X - - - -
| 3.3.7-Measures (procedures, trainings, raising awareness, goals, monitoring, complaint mechanisms) have been taken to prevent discrimination, and to protect employees against any physical, mental, and emotional mistreatment. |
X | - | - | - | - | |
|---|---|---|---|---|---|---|
| 3.3.8-The company ensures freedom of association and supports the right for collective bargaining. |
- | X | - | - | - | Establishment of associations by employees about social responsibility, social activities, etc. is encouraged and there is no regulation regarding the recognition of the right to collective bargaining agreements. |
| 3.3.9-A safe working environment for employees is maintained. | X | - | - | - | - | |
| Compliance | ||||||
| CORPORATE GOVERNANCE COMPLIANCE REPORT | Yes | Partial | No | Exempted | Not Applicable |
Explanation |
| 3.4. RELATIONS WITH CUSTOMERS AND SUPPLIERS | ||||||
| 3.4.1-The company measured its customer satisfaction, and operated to ensure full customer satisfaction. |
X | - | - | - | - | |
| 3.4.2-Customers are notified of any delays in handling their requests. |
X | - | - | - | - | |
| 3.4.3-The company complied with the quality standards with respect to its products and services. |
X | - | - | - | - | |
| 3.4.4-The company has in place adequate controls to protect the confidentiality of sensitive information and business secrets of its customers and suppliers. |
X | - | - | - | - | |
| 3.5. ETHICAL RULES AND SOCIAL RESPONSIBILITY | - | - | - | - | ||
| 3.5.1-The Board of the corporation has adopted a code of ethics, disclosed on the corporate website. |
X | - | - | - | - |
| 3.5.2-The company has been mindful of its social responsibility and has adopted measures to prevent corruption and bribery. |
X | - | - | - | - | ||
|---|---|---|---|---|---|---|---|
| 4.1. ROLE OF THE BOARD OF DIRECTORS | - | - | - | - | |||
| 4.1.1-The Board of Directors has ensured strategy and risks do not threaten the long-term interests of the company, and that effective risk management is in place. |
X | - | - | - | - | ||
| 4.1.2-The agenda and minutes of board meetings indicate that the board of directors discussed and approved strategy, ensured resources were adequately allocated, and monitored company and management performance. |
X | - | - | - | - |
| Compliance | ||||||||
|---|---|---|---|---|---|---|---|---|
| CORPORATE GOVERNANCE COMPLIANCE REPORT | Yes | Partial | No | Exempted | Not Applicable |
Explanation | ||
| 4.2. ACTIVITIES OF THE BOARD OF DIRECTORS | ||||||||
| 4.2.1-The Board of Directors documented its meetings and reported its activities to the shareholders. |
X | - | - | - | - | |||
| 4.2.2-Duties and authorities of the members of the Board of Directors are disclosed in the annual report. |
X | - | - | - | - | |||
| 4.2.3-The Board has ensured the company has an internal control framework adequate for its activities, size and complexity. |
X | - | - | - | - | |||
| 4.2.4-Information on the functioning and effectiveness of the internal control system is provided in the annual report. |
X | - | - | - | - | |||
| 4.2.5-The roles of the Chairman and Chief Executive Officer are separated and defined. |
X | - | - | - | - |
| 4.2.7-The Board of Directors ensures that the Investor Relations department and the corporate governance committee work effectively. The board works closely with them when communicating and settling disputes with shareholders. |
X | - | - | - | - | |
|---|---|---|---|---|---|---|
| 4.2.8-The company has a Directors and Officers liability insurance covering more than 25% of the capital. |
X | - | - | - | - | |
| 4.3. STRUCTURE OF THE BOARD OF DIRECTORS | ||||||
| 4.3.9-The board of directors has approved the policy on its own composition, setting a minimal target of 25% for female directors. The board annually evaluates its composition and nominates directors so as to be compliant with the policy. |
- | X | - | - | - | There is 1 female member in the Board of Directors, but a target was not set to keep the female member ratio at a minimum of 25%. There is no written Company policy regarding this issue. |
| 4.3.10-At least one member of the audit committee has 5 years of experience in audit/accounting and finance. |
X | - | - | - | - | |
| Compliance | ||||||
| CORPORATE GOVERNANCE COMPLIANCE REPORT | Yes | Partial | No | Exempted | Not Applicable |
Explanation |
| 4.4. BOARD MEETING PROCEDURES | ||||||
| 4.4.1-Each board member attended the majority of the board meetings in person. |
X | - | - | - | - | |
| 4.4.2-The Board has formally approved a minimum time by which information and documents relevant to the agenda items should be supplied to all board members. |
X | - | - | - | - | |
| 4.4.3-The opinions of board members that could not attend the meeting, but did submit their opinion in written format, were presented to other members. |
X | - | - | - | - | |
| 4.4.4-Each member of the board has one vote. | X | - | - | - | - | |
| 4.4.5-The Board has a charter/written internal rules defining the meeting procedures of the board. |
X | - | - | - | - |
| 4.4.6-Board minutes document that all items on the agenda are discussed, and board resolutions include director's dissenting opinions if any. |
X | - | - | - | - | |
|---|---|---|---|---|---|---|
| 4.4.7-There are limits to external commitments of board members. Shareholders are informed of Board members' external commitments at the General Shareholders' Meeting. |
- | X | - | - | - | There are no limitations for the members of the Board of Directors regarding them to carry duties outside the company, except the duties that are subject to prohibition of competition. |
| 4.5. BOARD COMMITTEES | ||||||
| 4.5.5-Board members serve in only one of the Board's committees. | - | - | X | - | - | The independent members take part in more than one committee because the number of independent members is 3. |
| 4.5.6-Committees have invited persons to the meetings as deemed necessary to obtain their views. |
X | - | - | - | - | |
| 4.5.7-If external consultancy services are used, the independence of the provider is stated in the annual report. |
X | - | - | - | - | The Committees formed by the Board of Directors have not received any consultancy services in 2023. |
| 4.5.8-Minutes of all committee meetings are kept and reported to board members. |
X | - | - | - | - | |
| Compliance | ||||||
| CORPORATE GOVERNANCE COMPLIANCE REPORT | Yes | Partial | No | Exempted | Not Applicable |
Explanation |
| 4.6. FINANCIAL RIGHTS 4.6.1-The board of directors has conducted a board performance evaluation to review whether it has discharged all its responsibilities effectively. |
- | X | - | - | - | The Board of Directors holds a performance evaluation meeting to evaluate whether it fulfills its responsibilities effectively, and the results are not disclosed to the public. |
| 4.6.4-The company did not extend any loans to its board directors or executives, nor extended their lending period or enhanced the amount of those loans, or improve conditions thereon, and did not extend loans under a personal credit title by third parties or provided guarantees such as surety in favour of them. |
X | - | - | - | - |
| CORPORATE GOVERNANCE INFORMATION FILLINGS | |
|---|---|
| 1. SHAREHOLDERS 1.1. Facilitating the Exercise of Shareholders Rights |
|
| The number of investor meetings (conference, seminar/etc.) organised by | |
| the company during the year | 99 |
| 1.2. Right to Obtain and Examine Information | |
| The number of special audit request(s) | - |
| The number of special audit requests that were accepted at the General | - |
| Shareholders' Meeting | |
| 1.3. General Assembly | |
| Link to the PDP announcement that demonstrates the information requested by Principle 1.3.1. (a-d) |
https://www.kap.org.tr/en/Bildirim/1141475 https://www.kap.org.tr/en/Bildirim/1196955 |
| Whether the company provides materials for the General Shareholders' Meeting in English and Turkish at the same time |
https://www.kap.org.tr/en/Bildirim/1141475 https://www.kap.org.tr/en/Bildirim/1196955 |
| The links to the PDP announcements associated with the transactions that are not approved by the majority of independent directors or by unanimous votes of present board members in the context of Principle 1.3.9 |
- |
| The links to the PDP announcements associated with related party transactions in the context of Article 9 of the Communique on Corporate Governance (II-17.1) |
https://www.kap.org.tr/en/Bildirim/1139381 |
| The links to the PDP announcements associated with common and continuous transactions in the context of Article 10 of the Communique on Corporate Governance (II-17.1) |
https://www.kap.org.tr/en/Bildirim/1139381 |
| The name of the section on the corporate website that demonstrates the donation policy of the company |
Investor Relations > Corporate Governance > Policies |
| The relevant link to the PDP with minute of the General Shareholders' Meeting where the donation policy has been approved |
https://www.kap.org.tr/en/Bildirim/1141475 |
| The number of the provisions of the articles of association that discuss the participation of stakeholders to the General Shareholders' Meeting |
- |
| Identified stakeholder groups that participated in the General Shareholders' Meeting, if any |
The representatives of the Independent Audit Company attended the general assembly meeting. |
| 1.4. Voting Rights | |
| Whether the shares of the company have differential voting rights | No |
| In case that there are voting privileges, indicate the owner and percentage of the voting majority of shares. |
- |
| The percentage of ownership of the largest shareholder | 74,20% |
| 1.5. Minority Rights | |
| Whether the scope of minority rights enlarged (in terms of content or the ratio) in the articles of the association |
No |
| If yes, specify the relevant provision of the articles of association | - |
| 1.6. Dividend Right | |
| The name of the section on the corporate website that describes the dividend distribution policy |
Investor Relations > Corporate Governance > Policies |
| Minutes of the relevant agenda item in case the board of directors proposed to the general assembly not to distribute dividends, the reason for such proposal and information as to use of the dividend |
- |
| PDP link to the related general shareholder meeting minutes in case the board of directors proposed to the general assembly not to distribute dividends |
- |
| General Meeting Date |
The number of information requests received by the company regarding the clarification of the agenda of the General Shareholders' Meeting |
Shareholder participation rate to the General Shareholders' Meeting |
Percentage of shares directly present at the GSM |
Percentage of shares represented by proxy |
Specify the name of the page of the corporate website that contains the General Shareholders' Meeting minutes, and also indicates for each resolution the voting levels for or against |
Specify the name of the page of the corporate website that contains all questions asked in the general assembly meeting and all responses to them |
The number of the relevant item or paragraph of General Shareholders' Meeting minutes in relation to related party transactions |
The number of declarations by insiders received by the board of directors |
The link to the related PDP general shareholder meeting notification |
|---|---|---|---|---|---|---|---|---|---|
| 26/04/2023 22/09/2023 |
0 | 80,24% 79,09% |
6,04% 4,88% |
86,28% 83,97% |
Investor Relations > Corporate Governance > General Assembly |
Investor Relations > Corporate Governance > General Assembly > General Assembly Documents |
Article 12 | 133 152 |
https://www.kap.org.tr /en/Bildirim/1141475 https://www.kap.org.tr /tr/Bildirim/1196955 |
| 3. STAKEHOLDERS | |
|---|---|
| 3.1. Corporation's Policy on Stakeholders | |
| The name of the section on the corporate website that demonstrates the employee remedy or severance policy |
Investor Relations > Corporate Governance > Policies |
| The number of definitive convictions the company was subject to in relation to breach of employee rights |
The information is under Article 10 of the Annual Report of Board of Directors. |
| The position of the person responsible for the alert mechanism (i.e. whistleblowing mechanism) |
CEO |
| The contact detail of the company alert mechanism. | CEO Ahmet AKYOL Phone Number: (0312) 592 60 00 Address: ASELSAN Elektronik Sanayi ve Ticaret A.Ş. Mehmet Akif Ersoy Mahallesi İstiklal Marşı Caddesi No: 16 06200 Yenimahalle ANKARA, TÜRKİYE |
| 3.2. Supporting the Participation of the Stakeholders in the Corporation's Management | |
| Name of the section on the corporate website that demonstrates the internal regulation addressing the participation of employees on management bodies. |
It was regulated by internal directives and it is not open to the public. |
| Corporate bodies where employees are actually represented | None. |
| 3.3. Human Resources Policy | |
| The role of the board on developing and ensuring that the company has a succession plan for the key management positions |
There is the role of the board on developing and ensuring that the company has a succession plan for the key management positions. |
| The name of the section on the corporate website that demonstrates the human resource policy covering equal opportunities and hiring principles. Also provide a summary of relevant parts of the human resource policy. |
Career > Being Part of Our Team |
| Whether the company provides an employee stock ownership program |
There isn't an employee stock ownership program. |
| The name of the section on the corporate website that demonstrates the human resource policy covering discrimination and mistreatments and the measures to prevent them. Also provide a summary of relevant parts of the human resource policy. |
About Us > Our Human Rights Policy |
| The number of definitive convictions the company is subject to in relation to health and safety measures |
The information is under Article 10 of the Annual Report of Board of Directors. |
| 3.5. Ethical Rules and Social Responsibility | |
| The name of the section on the corporate website that demonstrates the code of ethics |
Investor Relations > Corporate Governance > Ethical Principles |
| The name of the section on the company website that demonstrates the corporate social responsibility report. If such a report does not exist, provide the information about any measures taken on environmental, social and corporate governance issues. |
Investor Relations > Corporate Governance >Sustainability |
| Any measures combating any kind of corruption including embezzlement and bribery |
Investor Relations > Corporate Governance > Policies |
| 4. BOARD OF DIRECTORS-I | |||||
|---|---|---|---|---|---|
| 4.2. Activity of the Board of Directors | |||||
| Date of the last board evaluation conducted | 26.03.2024 | ||||
| Whether the board evaluation was externally facilitated |
No | ||||
| Whether all board members released from their duties at the GSM |
Yes | ||||
| Name(s) of the board member(s) with specific delegated duties and authorities, and descriptions of such duties |
It was resolved at the meeting of the Board of Directors of our Company, held on 22.09.2023 that; Prof. Dr. Ercümend ARVAS'ın shall be appointed as the Chairman of the Board of Directors, Alpaslan KAVAKLIOĞLU shall be appointed as the Vice Chairman and Yavuz ÇELİK and Mustafa Murat ŞEKER shall be appointed as the Managing Members. The details regarding the context of the authorities are included in the articles of association. |
||||
| Number of reports presented by internal auditors to the audit committee or any relevant committee to the board |
24 | ||||
| Specify the name of the section or page number of the annual report that provides the summary of the review of the effectiveness of internal controls |
The information is under Article 4/a of the Annual Report of Board of Directors. |
||||
| Name of the Chairman | Prof. Dr. Ercümend ARVAS | ||||
| Name of the CEO | Ahmet AKYOL | ||||
| If the CEO and Chair functions are combined: provide the link to the relevant PDP announcement providing the rationale for such combined roles |
None. | ||||
| Link to the PDP notification stating that any damage that may be caused by the members of the board of directors during the discharge of their duties is insured for an amount exceeding 25% of the company's capital |
https://www.kap.org.tr/en/Bildirim/ 1180650 |
||||
| The name of the section on the corporate website that demonstrates current diversity policy targeting women directors |
None. | ||||
| The number and ratio of female directors within the Board of Directors |
1/9 |
| Name, Surname of Board Member |
Whether Executive Director Or Not |
Whether Independent Director Or Not |
The First Election Date To Board |
Link to PDP Notification That Includes The Independency Declaration |
Whether the Independent Director Considered By The Nomination Committee |
Whether She/He is the Director Who Ceased to Satisfy The Independenc e or Not |
Whether The Director Has At Least 5 Years' Experience On Audit, Accountin g And/Or Finance Or Not |
|---|---|---|---|---|---|---|---|
| Ercümend ARVAS | Non-executive | Not independent |
22/09/2023 | - | Not considered |
No | Yes |
| Alpaslan KAVAKLIOĞLU |
Non-executive | Not independent |
26/04/2019 | - | Not considered |
No | Yes |
| İsmail ARI | Non-executive | Independent | 22/09/2023 | https://www.kap.org.tr/tr/Bildirim/1195997 | Considered | No | Yes |
| Bekir BAYRAKDAR | Non-executive | Not independent |
22/09/2023 | - | Not considered |
No | Yes |
| Yavuz ÇELİK | Non-executive | Not independent |
19/06/2020 | - | Not considered |
No | Yes |
| Salih KUL | Non-executive | Independent | 26/04/2019 | https://www.kap.org.tr/tr/Bildirim/1195997 | Considered | No | Yes |
| Mustafa Murat ŞEKER |
Non-executive | Not independent |
29/06/2021 | - | Not considered |
No | Yes |
| Ebru TÜMR | Non-executive | Independent | 22/09/2023 | https://www.kap.org.tr/tr/Bildirim/1195997 | Considered | No | Yes |
| Ahmet YOZGATLIGİL |
Non-executive | Not independent |
22/09/2023 | - | Not considered |
No | Yes |
| 4.4. Meeting Procedures of the Board of Directors | |||
|---|---|---|---|
| Number of physical board meetings in the reporting period (meetings in person) |
14 | ||
| Director average attendance rate at board meetings | 97% | ||
| Whether the board uses an electronic portal to support its work or not |
Yes | ||
| Number of minimum days ahead of the board meeting to provide information to directors, as per the board charter |
At leats 3 days prior | ||
| The name of the section on the corporate website that demonstrates information about the board charter |
It was regulated by internal directives and it is not open to the public. |
||
| Number of maximum external commitments for board members as per the policy covering the number of external duties held by directors |
There are no limitations for the members of the Board of Directors regarding them to carry duties outside the company, except the duties that are subject to prohibition of competition. |
||
| 4.5. Board Committees | |||
| Page numbers or section names of the annual report where information about the board committees are presented. |
The information is in the Annual Report > Corporate Governance Principles Compliance Report > Number of Committees Formed in the Board of Directors with Their Structures and Independency title. |
||
| Link(s) to the PDP announcement(s) with the board committee charters |
The working principles of the committees are not disclosed on PDP, yet they are presented at the end of the Annual Report. |
| Names Of The Board Committees | Name Of Committees Defined As "Other" In The First Column |
Name-Surname of Committee Members |
Whether Committee Chair Or Not |
Whether Board Member Or Not |
|---|---|---|---|---|
| Audit Committee | - | Ebru TÜMER | Yes | Board member |
| Audit Committee | - | İsmail ARI | No | Board member |
| Audit Committee | - | Salih KUL | No | Board member |
| Corporate Governance Committee | - | İsmail ARI | Yes | Board member |
| Corporate Governance Committee | - | Ahmet YOZGATLIGİL | No | Board member |
| Corporate Governance Committee | - | Mustafa Murat ŞEKER | No | Board member |
| Corporate Governance Committee | - | Pınar ÇELEBİ | No | Not board member |
| Committee of Early Detection of Risk | - | Salih KUL | Yes | Board member |
| Committee of Early Detection of Risk | - | Bekir BAYRAKDAR | No | Board member |
| 4. BOARD OF DIRECTORS-III | |
|---|---|
| 4.5. Board Committees-II | |
| Specify where the activities of the audit committee are presented in your annual report or website (Page number or section name in the annual report/website) |
The information is in the Annual Report > Corporate Governance Principles Compliance Report > Number of Committees Formed in the Board of Directors with Their Structures and Independency title. |
| Specify where the activities of the corporate governance committee are presented in your annual report or website (Page number or section name in the annual report/website) |
The information is in the Annual Report > Corporate Governance Principles Compliance Report > Number of Committees Formed in the Board of Directors with Their Structures and Independency title. |
| Specify where the activities of the nomination committee are presented in your annual report or website (Page number or section name in the annual report/website) |
The duties of the nomination committee is carried by the Corporate Governance Committee. |
| Specify where the activities of the early detection of risk committee are presented in your annual report or website (Page number or section name in the annual report/website) |
The information is in the Annual Report > Corporate Governance Principles Compliance Report > Number of Committees Formed in the Board of Directors with Their Structures and Independency title. |
| Specify where the activities of the compensation committee are presented in your annual report or website (Page number or section name in the annual report/website) |
The duties of the compensation committee is carried by the Corporate Governance Committee. |
| 4.6. Financial Rights | |
| Specify where the operational and financial targets and their achievement are presented in your annual report (Page number or section name in the annual report) |
The information is given under Article 7 of the Report of Board of Directors. |
| Specify the section of website where compensation policy for executive and non-executive directors are presented. |
Investor Relations > Corporate Governance > Policies title. |
| Specify where the individual remuneration for board members and senior executives are presented in your annual report (Page number or section name in the annual report) |
The information is given under Article 4/a of the Report of Board of Directors. |
| Names Of The Board Committees | Name Of Committees Defined As "Other" In The First Column |
The Percentage Of Non executive Directors |
The Percentage Of Independent Directors In The Committee |
The Number Of Meetings Held In Person |
The Number of Reports on its Activities Submitted to the Board |
|---|---|---|---|---|---|
| Audit Committee | - | 100% | 100% | 12 | 11 |
| Corporate Governance Committee | - | 80% | 25% | 4 | 5 |
| Committee of Early Detection of Risk | - | 100% | 50% | 7 | 7 |
Maintaining its place since the inception of the Sustainability Index by Borsa Istanbul in 2014, ASELSAN takes the utmost care so as to fully comply with the principles in the Framework for Compliance with Sustainability Principles, which was announced within the scope of the amendment made on October 2, 2020 in the Capital Markets Board's Corporate Governance Communiqué numbered II-17.1. Continuing its activities in this field with the aim of continuous improvement, ASELSAN's compliance with the sustainability principles is presented below.
ASELSAN believes that growth will be achieved not only in economic and institutional but also in social and environmental fields with the awareness of our impact and responsibilities, and makes maximum efforts to carry out its activities within this framework. With the awareness of its responsibility for sustainable life, it accepts environmental, social and corporate governance issues as our priority and discloses its efforts for the benefit of our country, society and future generations. In this context, the basis of the work is "to carefully monitor the sustainability programs developed in the national and international arena and to create the sustainability added value at the highest level", which is also included in the company policies.
ASELSAN continues to support the goals of our country with its achievements, practices, systems and solutions on climate change. In this context, in June 2021, our company has taken a net zero emission decision for 2050.
Within the scope of the relevant Strategic Activities of the ASELSAN Strategic Plan, the targets of reducing energy intensity are provided by the units responsible for the management of the existing energy infrastructure in the campuses. In this direction, efficiency studies are carried out, especially on energy-consuming resources, and the data obtained are evaluated through analyzers and software systems.
ASELSAN revised its business strategy and sustainability understanding in 2021 and continued improvements in the 2023 report, taking into account the needs of all its stakeholders, in the face of developing and changing needs, with the strength we derive from our vision that emphasizes "trustworthy, sensitive to the environment and people", and our commitment to "take into account the expectations of the relevant parties" in our policies. Our short, medium and long-term goals and our business strategies, risks and opportunities are being worked on together with all ASELSAN's family members, customers, investors, suppliers, universities, industry and civil society organizations, public institutions, society, future generations and entrepreneurs will center on the sustainability understanding, the details of which will be shared in the 2023 Sustainability Report as a separate report and/or Carbon Emissions Report and/or Water Report. It is considered that the issue of sustainability is a path that needs to be strongly advanced not only at ASELSAN, but also with our stakeholders such as our customers, investors, suppliers and society. With the devoted support and valuable opinions of all relevant parties, it is anticipated that many studies will be undertaken that will add value to ASELSAN's sustainability journey.
The list of policies prepared by ASELSAN on sustainability and announced to the public on its website is given below:
Sustainability Ambassadors consisting of 50 people representing different functions within the company, have been determined under the leadership of the Corporate Management Vice President for the coordination of ASELSAN's efforts on sustainability. Sustainability Ambassadors play a leading role in raising awareness within the company regarding important and priority sustainability issues that fall under their duties and responsibilities, and contribute to the management of the issues addressed with a more holistic approach and reporting of sustainability performance.
ASELSAN has complied with the regulations of Borsa Istanbul at the highest level in 2023 and continued to be included in the Sustainable Index.
ASELSAN attaches importance to the continuity of its communication with all its stakeholders, and accordingly, it shares important information for stakeholders in a direct and concise manner through its sustainability reports, annual reports, corporate website and investor relations website.
Every year, ASELSAN announces its Sustainability Report to the public both on its website and on the Public Disclosure Platform. Although the report covers the developments that took place in the relevant activity period, it expresses a period of 1 year.
In 2023, there are no lawsuits filed and/or concluded against ASELSAN on environmental, social and corporate governance issues.
ASELSAN will receive assurance services from an independent institution for the titles determined in the 2022 Sustainability Report.
Greenhouse gas emission management is carried out in line with ASELSAN ISO 14064 and ISO 14001 standards. In order to reduce the effects of the global climate change committed in the Environmental Management System policy and to monitor and report the greenhouse gas emissions in a transparent manner, the emission sources in the ASELSAN campuses are determined and the greenhouse gas emissions are calculated, reported and verified by an independent firm every year.
Being aware of the need to protect the environment it interacts with in order to leave a more livable world to future generations, ASELSAN pays attention to the most effective management of environmental impacts, responsible use of resources, development of environmentally friendly business processes and environmental impact assessments in its activities and operations.
In line with the sensitivity of ASELSAN to environmental management, employees are provided with online environmental trainings on a regular basis every year. In 2022, a total of 6.978 employees were given 2.350 hours online training on environmental protection. The details of 2023 will be shared in the 2023 Sustainability Report. At the same time, drills are carried out in order to understand what needs to be done in case of chemical leakage and spillage in line with the ISO 14001 Environmental Management System Standard and legal regulations, and to ensure that the personnel are prepared in advance for such environmental accident situations. ASELSAN, which wants to include not only its employees but also the entire value chain in its development journey, has produced an informative short- film on occupational safety, environment and climate change issues for the delegations. Every delegation that comes to ASELSAN campuses is shown this film, and ASELSAN's perspective on these issues is tried to be reflected. In addition, ASELSAN's perspective is shared by making presentations on sustainable environmental practices to the delegations coming outside to ASELSAN facilities.
ASELSAN, which considers the targeted economic, environmental and social performance with the sustainability approach it adopts in its activities, also in the global supply chain formed by thousands of registered suppliers, builds its cooperation with its suppliers within the framework of compliance with the laws, human rights and defined corporate ethical rules. ASELSAN sets the Environmental Management and Occupational Health and Safety Management standards in advance regarding the
measurement and evaluation of its suppliers and acts in accordance with these standards in their selections.
The main issues that ASELSAN questions in order to measure and evaluate the suppliers; it has been determined within the scope of compliance with ASELSAN targets and policies, Environmental Management, Occupational Health and Safety Management standards and labor laws, in line with the Company's supply chain policies and international standards, accompanied by technological infrastructure, qualified personnel, comprehensive quality system and strong financial structure.
ASELSAN carries out its activities related to environmental management in accordance with all environmental laws and regulations and in line with international standards. Obtaining, updating and renewing the permits, licenses and documents required for environmental issues for facilities and activities are carried out by the Environmental Officer. The Environmental Officer also prepares a monthly evaluation report and reports the environmental status of the facility to the facility manager. At the end of each year, an Environmental Performance Report containing the previous year's work is prepared and presented to the senior management.
As a result of the Company's sensitivity towards environmental compliance, there were no violations or penalties in 2023 within the scope of the Environmental Law and related regulations.
According to the information included in the CDP report that ASELSAN announces every year together with the Sustainability Report, our Company's Chairman, President and CEO is defined as the person responsible for carrying out sustainability activities. After the Extraordinary General Assembly held on 22.09.2023, the duties of the Chairman of the Board of Directors and the CEO were carried out by different persons, and the execution of the duty was started to be carried out by the CEO. In addition, the company monitors and measures the incentives it offers for the management of environmental issues, with the CEO and Corporate Management Vice President, with balanced score cards.
ASELSAN aims to be a responsible manufacturer by considering environmental problems on a global scale and includes this issue in its strategic goals. It strategically prefers to use carbon-friendly technologies in its production. It also benefits from smart digital solutions, electric vehicles and solar energy. In addition, studies have been completed to meet the requirements for rail transportation, electric vehicles and wind energy, which are designed and served in the civil field.
ASELSAN sees its suppliers as one of the most important links of the value chain, which directly contributes to the quality of the products/services it offers and thus to the success of its operations and plays a decisive role in its competitiveness. While realizing the economic growth and technological development targets with every stakeholder in the supply chain, ensuring the spread of environmental awareness where all resources are used respectfully and in moderation; it is aimed to raise awareness on social issues such as employment, equality, security, education and health and to protect ethical values. ASELSAN's supply chain, which carries out its project-based activities through signed contracts, plays a role in the execution of all activities from the signature stage of the projects to the process after their delivery to the customer.
ASELSAN has positioned all individuals, institutions and companies that directly or indirectly affect and are affected by its activities on the stakeholder map. Providing great support to stakeholder participation in the realization of business continuity and operational excellence targets, the Company has included customers, employees, investors, suppliers/subcontractors, universities, sector organizations and non-governmental organizations, public institutions, society, future generations and entrepreneurs in its stakeholder map.
ASELSAN accelerates its corporate development by collaborating with all sectoral and nongovernmental organizations operating in the defense industry sector. ASELSAN, which is a member of the leading local and international organizations of the defense industry sector, provides representation in domestic and foreign sectoral organizations through its executives and employees, as well as its Senior Management. However, the company is not a member of any non-governmental organization related to environmental issues.
Greenhouse gas emission management at ASELSAN is carried out in line with ISO 14064 and ISO 14001 standards. In order to reduce the effects of the global climate change committed in the Environmental Management System policy and to monitor and report the greenhouse gas emissions in a transparent manner, the emission sources in the ASELSAN campuses are determined and the greenhouse gas emissions are calculated, reported and verified by an independent firm every year. In this context, internal and external audits were carried out within the framework of the ISO 14064 standard for 2023 data.
ASELSAN is committed to "determining climate change risks and managing them in the light of legislation, monitoring and reporting greenhouse gas emissions in order to reduce the effects of global climate change, carefully monitoring the national and international sustainability programs developed for the environment, and creating the added value for sustainability at the highest level". is doing.
ASELSAN's carbon emission targets are set in line with the strategies determined by the Senior Management, and a Greenhouse Gas Management Plan is prepared and implemented in order to achieve the targets. Periodic review of the practices within the scope of the Management Plan and coordination of improvement works are carried out by the Climate Change Unit and CDP Representatives.
| Energy Consumption |
Unit | 2018 | 2019 | 2020 | 2021 | 2022 |
|---|---|---|---|---|---|---|
| A) Nonrenewable | ||||||
| Fuel Purchased and | ||||||
| Consumed | MWh | 45.285 | 47.213 | 56.507 | 42.969 | 51.872 |
| (Natural Gas + | ||||||
| Diesel) | ||||||
| B) Nonrenewable | ||||||
| Electricity | MWh | 82.430 | 81.730 | 88.169 | 85.103 | 83.136 |
| Purchased |
| Total | ||||||
|---|---|---|---|---|---|---|
| Nonrenewable | ||||||
| Energy | MWh | 127.715 | 128.943 | 144.676 | 128.072 | 135.008 |
| Consumption | ||||||
| Total Cost of | ||||||
| Energy | TL | 28.240.039 | 37.589.014 | 46.121.137 | 76.126.396 | 299.397.900 |
| Consumed |
In line with the greenhouse gas emission management plan, which is included in ASELSAN's Sustainability Report every year and updated annually for the CDP Climate Change reporting, Scope 1 and 2 aims to reduce the emission intensity by 64.12% compared to the base year until 2022, based on unit turnover. 2023 realization and 2024 targets will be included in the 2023 sustainability report.
| Scope 1 | Scope 2 | Scope 3 | |
|---|---|---|---|
| 2018 | 10.738 | 37.663 | 15.000 |
| 2019 | 14.148 | 37.786 | 15.661 |
| 2020 | 14.690 | 42.320 | 14.170 |
| 2021 | 15.482 | 37.927 | 33.788 |
| 2022 | 22.594 | 41.389 | 40.959 |
In line with the responsible and effective management of the resources it uses, ASELSAN received the strong support of the Senior Management in the implementation process of the ISO 50001:2018 Energy Management System, which is a management approach that considers the conscious and efficient use of energy in its activities. Energy management activities are carried out on the basis of processes/production, purchasing processes and in parallel with other integrated management systems. Within the scope of Strategic Activities related to ASELSAN Strategic Plan, the targets of reducing energy intensity are provided by the units responsible for the management of the existing energy infrastructure in the campuses. In this direction, efficiency studies are carried out, especially on energy-consuming resources, and the data obtained are evaluated through analyzers and software systems.
ASELSAN's 2023 Energy Targets set at the 2023 Energy Management System Management Review meeting are stated below.
• 1% improvement in ASELSAN's total electricity consumption based on the Energy Performance Indicator.
• 0.5% improvement in ASELSAN's total natural gas consumption based on the Energy Performance Indicator. In line with these targets, Energy Performance Indicators (EnPI) are checked monthly for energy consumption and necessary actions are taken in case of deviation from the target.
| Date | Total Facility |
Electricity | Natural Gas | Diesel |
|---|---|---|---|---|
| Energy | ||||
| January 2022 | 0,92 | 0,98 | 0,84 | 0,97 |
| February 2022 | 0,94 | 0,95 | 0,93 | 0,95 |
| March 2022 | 1,00 | 0,99 | 1,02 | 0,95 |
| April 2022 | 0,99 | 1,00 | 1,04 | 0,90 |
| May 2022 | 0,93 | 0,96 | 0,90 | 1,19 |
| June 2022 | 0,94 | 0,94 | 0,95 | 0,89 |
| July 2022 | 0,95 | 0,98 | 0,91 | 0,98 |
| August 2022 | 1,02 | 0,96 | 1,12 | 1,01 |
| September 2022 | 0,96 | 0,98 | 0,87 | 0,98 |
| October 2022 | 0,92 | 0,95 | 0,85 | 0,97 |
| November 2022 | 0,93 | 0,94 | 0,86 | 0,95 |
| December 2022 | 0,97 | 1,01 | 0,90 | 0,98 |
| 2022 Realized (average) | 0,96 | 0,97 | 0,94 | 0,98 |
| 2022 Target | 0,99 | 1,00 |
ASELSAN constantly updates its Human Resources Management Policy in order to protect its strong employer brand and strengthen the employee experience. While managing its qualified human resources, ASELSAN focuses on ensuring full compliance with all laws and regulations regulating business life, providing modern employment and working conditions, supporting personal development and increasing business performance. ASELSAN's human resources management policy consists of principles that aim to create a fair, respectful and transparent working environment and are based on compliance with the Universal Declaration of Human Rights, International Labor Organization (ILO) Conventions to which the Republic of Türkiye is a party, and Turkish Labor and Social Security legislation.
ASELSAN's Human Resources Management Policy is made available to all stakeholders on the Company's corporate website. According to this policy, ASELSAN aims to treat people fairly and without prejudice, to promote diversity in the workplace and throughout society, and to protect human dignity.
With the understanding of "decent work" that ASELSAN has adopted, it is to offer equal opportunities to all its employees, regardless of religion, language, race, gender, ethnicity, age, disability and political opinion. It is one of the principles that ASELSAN attaches great importance to, approaching its employees, who are at the beginning of the value chain, without any discrimination during their entire working period, starting from the recruitment process. In this direction, ASELSAN adopts an equal pay policy for equal work and does not discriminate on the basis of gender. The wages of the employees are determined in a way that is proportional to the work family they work
and their length of service. All employees with the same wages and career scores in their work family receive the same wage, regardless of gender.
At ASELSAN, the remuneration policy is applied to all employees with the same approach and equal denominator, regardless of contract type, gender and disability. Within the growing ASELSAN team, the number of disabled personnel deemed appropriate by law to be included in the staff is carefully monitored.
In ASELSAN, which carries out all its activities on the basis of full compliance with the laws, the equal opportunity approach that prevents and prevents discrimination before the law is always applied, and this issue is integrated into the strategic relations with suppliers and customers. ASELSAN takes all the decisions regarding its employees; regardless of race, religion, language, sect or any belief, gender, mental or physical disability, age, cultural or social class differences. ASELSAN expects its approach in this matter from all its stakeholders, especially its strategic business partnerships and suppliers. ASELSAN did not experience any discrimination in terms of religion, language, race, gender, ethnicity, age, disability or political opinion in 2023.
ASELSAN expects its approach in this matter from all its stakeholders, especially its strategic business partnerships and suppliers. ASELSAN did not experience any discrimination in terms of religion, language, race, gender, ethnicity, age, disability or political opinion in 2022. ASELSAN Human Resources Directorate bases its activities on diversity and equal opportunity practices in its area of responsibility, and developments in this regard are reported to the Corporate Management Vice Presidency.
At ASELSAN, measures are taken along the value chain to observe minority rights/equal opportunities.
Within the scope of the "ASELSAN WITHOUT OBSTACLES" project, which was initiated together with the Value Ambassadors selected from among ASELSAN employees, the project team carries out activities with the motto "It's in Our Hands to Build an Inclusive World" to increase awareness within the company and to reinforce the sense of togetherness for disabled employees. As of 2023, it is planned to raise awareness by assigning separate trainings for both managers and employees. In this context, some exemptions have been defined in the working hours of the employees in the disabled staff. Thanks to this method, disabled employees are enabled to move more comfortably during crowded hours. In addition, it is aimed to increase the excused leave hours of the employees in the disabled staff to allocate more time to themselves and their families.
Necessary notice and complaint mechanisms exist in order to ensure that employees are not discriminated due to their individual differences. The establishment and operation of these mechanisms is a matter followed by the Senior Management, and is managed by the Ethical Principles Board, which includes managers from different business units and employee representatives under the Corporate Governance Vice Presidency. If any employee is exposed to discrimination for any reason, it has the right to apply directly to the ASELSAN Ethical Principles Board, with sensitivity to personal confidentiality. Details of this process are discussed within the scope of ASELSAN's Human Rights Policy on the corporate website.
Ensuring a balance between the work life and private life of its employees, who are its most valuable resource, increasing their health, welfare and working motivation is among the main priorities of ASELSAN. Active studies are carried out at ASELSAN in order to ensure employee loyalty and to measure it continuously. Employees' satisfaction with respect to both their loyalty values and Human Resources practices is measured with the annual Employee Satisfaction Survey. After the survey, demographic data and satisfaction data on the basis of departments are analyzed, presented to the Senior Management along with action suggestions, and improvement studies are carried out. Measurements of employee satisfaction are also monitored by the Company's Senior Management and are among the goals of the managers. In order to create an effective feedback mechanism, meetings are held where employees and managers come together. By evaluating the feedback received from the employees, actions that are predicted to contribute to sustainable success are implemented.
The Occupational Health and Safety Management System has been managed at ASELSAN since 2009, within the scope of ISO 45001:2018 Occupational Health and Safety Management System Standard, in compliance with the requirements of the Occupational Health and Safety Law No. 6331. As a result of the work carried out since July 2018 and the external audit carried out by the international certification body in June 2019, the transition to the "ISO 45001:2018 Occupational Health and Safety Management System" published by the international standardization organization has been made. With this study, ASELSAN has maintained its leadership in Occupational Health and Safety studies by becoming one of the first companies in Türkiye to adopt the "ISO 45001:2018 Occupational Health and Safety Management System".
Focusing on human capital in all of its operations and activities, ASELSAN provides a safe working environment for its employees by considering their health and safety in this direction. Suitable and reliable working conditions provided by the Company. It is designed within the framework of occupational health and safety culture along with legal obligations. Occupational health and safety studies are carried out with high importance within the framework of the Integrated Management System (IMS) Policy determined by the Senior Management. The aim of the occupational health and safety studies carried out within the scope of the Integrated Management System Policy is to minimize the risks by eliminating the dangers that may arise due to various reasons in the workplace environment, thus ensuring the safety of the employees and the work environment as well as the workplace.
In the activities carried out by ASELSAN, the principle of full compliance with the Personal Data Protection Law No. 6698, secondary legislation and the fundamental opinions and policy decisions of the Personal Data Protection Board is observed. In this context, ASELSAN fulfills the necessary disclosure obligation with the Illumination Text and its annexes on the Protection of Personal Data. The procedures and principles applied to the protection of personal data at ASELSAN are regulated through the "ASELSAN Personal Data Protection and Processing Policy and ASELSAN Personal Data Retention and Disposal Policy" and announced on ASELSAN's website with Turkish and English texts.
ASELSAN Information Security and Business Continuity Policies are made available to all stakeholders on the Company's corporate website.
ASELSAN Ethical Principles, Values and Codes of Conduct are regularly reviewed and updated in order to create working environments in accordance with ethical principles, which are based on honesty, integrity and business discipline, to prevent unethical behaviors, to raise awareness of ethical values and to integrate ethical principles with practices. Ethical principles enable the creation and preservation of a working environment where ASELSAN employees treat each other with courtesy, sincerity and tolerance, and where everyone shares their views with an open mind. Employees act responsibly with the mutual trust provided, not only taking care of their own interests as individuals, but also the long-term interests of the society they are a part of, the company they work for and their stakeholders.
Particular attention is paid to the selection of new employees who will join the ASELSAN Family among candidates who tend to act in line with ASELSAN's core values and ethical principles. Every employee joining the ASELSAN Family is included in the orientation program, where they undergo a comprehensive training process on the ASELSAN Ethical Principles, Values and Codes of Conduct and ASELSAN Ethical Principles Directive, value and code of conduct certificate is given to them as a booklet and employees undertake to act in accordance with ethical principles in the ASELSAN Working Undertaking. In the processes following the orientation, an environment is provided that encourages all ASELSAN employees to internalize ethical principles and to always apply these principles in their daily business lives. While all ASELSAN employees can apply to the Ethical Principles Board through the Ethics Principles Help Desk, external applications can also be received through the e-mail address [email protected]. ASELSAN Ethical Principles Committee regularly announces the applications to the Board and the related Board evaluations to all ASELSAN employees in order to raise awareness about ethical principles and values. The report on the work of the Ethical Principles Committee, the applications and the measures taken with the evaluations is presented at the Board of Directors meeting in January every year.
ASELSAN Ethical Principles Board, which was established within the scope of ASELSAN's corporate structure and management system, consists of seven members. Among the members of the board, chaired by the Supply Chain Vice Presidency, there are two ASELSAN employees, who are determined by voting by the employees, in addition to the representatives from the Internal Audit Department, Legal Counsel, Support Services Directorate and Human Resources Directorate. In addition to obtaining information from the Board, all ASELSAN employees are able to convey to the Board the behaviors they think are contrary to ethical principles. Behaviors contrary to ethical principles are immediately evaluated by the Board, and the relevant measures are implemented within the knowledge and contribution of the Senior Management.
ASELSAN Social Innovation Leaders (ASIL) Solidarity Association, acting with the awareness of social responsibility, aims to reach every individual in need inside and outside the institution, to be by their side in their desperation and to show that ASELSAN does not only produce technology that gives confidence, but also gives value, was established in 2019. The main fields of activity of ASİL Association are; in addition to providing humanitarian aid in education, health, family and natural disasters, it organizes campaigns periodically and reaches those in need through these campaigns. Since its establishment, it has been providing support to scientific projects, schools in need, children
waiting for coats and boots, as well as taking responsibility in case of disasters and epidemics faced by the country, and delivering urgent needs to the necessary places in a short time. Details regarding ASİL activities will be included in the 2023 Sustainability Report.
Within the scope of training activities; providing an area for students to receive education by building schools in areas in need, creating computer classes and libraries in order to meet the educational needs of students, bringing design skill workshops to schools and delivering robotic coding sets, stationery and exam preparation sets to students in order to support the development of students. In addition, with the "Alimhane Project", the first of which was implemented in Ankara Science High School, it is aimed to prepare students with high potential for engineering with a model that will enable them to develop their projects together by giving them a sense of achievement together. In addition, ASELSAN Vocational and Technical Anatolian High School, which was established in 2020 in cooperation with the Ministry of National Education (MoNE), continues its education and training life by enrolling its first students. In 2022, ASELSAN Vocational and Technical Anatolian High School received students from the 0.44th percentile during the preference period.
Within the scope of health activities; medicine, surgery, treatment, prosthesis and health equipment need of families in need are met. Families in need are evaluated by teams, needs are clarified through one-on-one meetings with hospitals and doctors, and relief efforts are carried out in order of priority.
Within the scope of family activities; food boxes containing basic foods for families in need, food cards to meet market needs during holidays, zakat distribution within the scope of Ramadan Feast, clothing for children, boots and coats to be used in winter months, and basic household items for the continuation of life at home are provided. Distributions are delivered directly to families by professional teams.
Volunteer teams consisting of ASELSAN personnel work in order to carry out all these activities.
ASELSAN aims to contribute to the society by supporting institutions, while making projects to increase social opportunities for the welfare of the society and scientific activities for the development of the society. In this direction, the Donation and Aid Policy was created and shared on the ASELSAN website. Cash donations and aid can be made to institutions, establishments, foundations and associations engaged in scientific research and development activities, institutions established for social purposes and similar organizations, the construction of structures such as schools and health facilities, which are of public benefit, and other works that may be deemed beneficial by the Company. Every year, one-year donation plans and the upper limit of donation amounts are determined at the General Assembly meetings, and donations are made by the decision of the Board of Directors. ASELSAN has not and is not involved in activities supporting political parties, politicians or political candidates. No political donations were made in 2023.
ASELSAN has positioned all individuals, institutions and companies that directly or indirectly affect and are affected by its activities on its stakeholder map. Providing great support to stakeholder participation in the realization of business continuity and operational excellence targets, the Company has included customers, employees, investors, suppliers/subcontractors, universities, sector organizations and non-governmental organizations, public institutions, society, future generations and entrepreneurs in its stakeholder map.
The definitions, operation and performance of the ASELSAN Quality Management System have been verified and documented by internal and external audits in 2023. ASELSAN's quality policy for each sector presidency and statements regarding customer satisfaction within these policies are submitted for the information of all stakeholders on the Company's corporate website.
ASELSAN prioritizes its activities in the field of sustainability by taking into account the suggestions and expectations of different stakeholder groups, especially employees. It explains these activities through a communication based on mutual interaction with all its stakeholders, from its employees to investors, within the framework of transparency and accountability principles through the Sustainability Report, which it has brought to the attention of its stakeholders.
ASELSAN maintains its sustainability activities by observing national and international reporting standards. ASELSAN is the first company to participate in the CDP Climate Change study among defense industry companies in Türkiye and is among the important defense industry leaders in the world in climate change management with the scores it has received. ASELSAN 2022 Sustainability Report will be prepared in accordance with the GRI Standards and will be made available to all stakeholders on the Company's corporate website.
ASELSAN observes the sensitivities of the sector where it operates; never compromises on the principles of fairness, transparency, accountability, and responsibility, which are the cornerstones of corporate governance; adds momentum into its consistent growth, and safeguards the interests of stakeholders. In an attempt to bring its lead on domestic platforms to the international arena, the Company works without respite towards full compliance with corporate governance principles and legal regulations. ASELSAN bases its processes on a professional corporate governance approach and releases a Corporate Governance Principles Compliance Report every year since 2004.
Driven by its listing in 2012 on the Corporate Governance Index of Borsa Istanbul, ASELSAN manages its corporate governance approach as a continuous and dynamic process. As a result of these improvements made by the Company, ASELSAN's corporate governance rating went from 8.77 out of 10 in 2012 to 9.34 out of 10 in 2022 according to the evaluation of SAHA, the corporate governance and credit rating company. ASELSAN's Corporate Governance Principles Compliance Reports are available on the corporate website as well as within the annual reports.
ASELSAN's corporate governance rating, which was 8.77 out of 10 in 2012, rose to 9.41 in 2023, reaching its historical peak. ASELSAN Corporate Governance Principles Compliance Reports are shared on the corporate website and in the annual reports.
ASELSAN's rating scores by subcategories are as follows (out of 100):
| Subcategory | Rating | Weight |
|---|---|---|
| Shareholders | 89,59 | 25% |
| Public Disclosure and Transparency |
98,72 | 25% |
| Stakeholders | 99,17 | 15% |
| Board of Directors | 91,88 | 35% |
| Governance Principles Compliance Rating | 94,11 | 100% |
ASELSAN's management structure is a single tier system where the General Assembly elects a Board of Directors. ASELSAN's Board of Directors is composed of 9 members, 3 of them are independent. The Board of Directors has decision making and supervisory roles in the determination and management of economic, environmental, and social impacts as well as risks and opportunities. The Board of Directors ensures that the works are performed in an effective and effective manner and comply with the regulation, Articles of Association, directives, and policies established.
| Compliance | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| SUSTAINABILITY COMPLIANCE REPORT | Yes | No | Partial | N/A | Explanation | REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION | |||
| A. General Principles A1. Strategy, Policy and Goals |
|||||||||
| A1.1.The preferred environmental, social and corporate governance (ESG) issues, risks and opportunities have been determined by the Board of Directors. |
- | - | X | - | Page 26 | https://www.aselsan.com/en/sustainability/reports | |||
| A1.1.The ESG policies (e.g. Environmental Policy, Energy Policy, Human Rights and Labour Rights Policy) have been set out by the Board of Directors and disclosed to public. |
X | - | - | - | Throughout the Report |
https://www.aselsan.com/en https://www.aselsan.com/en/sustainability/reports https://www.aselsan.com/en/sustainability/our-policies |
|||
| A1.2. The short-term and long-term ESG goals have been disclosed to public. |
- | - | X | - | Page 17,18,33,73 106,107,113,118 |
https://www.aselsan.com/en/sustainability/reports | |||
| A.2. Execution/Supervision | |||||||||
| A2.1. The committees and/or boards responsible for the supervision of ESG policies and the seniors / directors to execute the ESG issues have been disclosed to public including their duties. |
X | - | - | - | Page 39 Page 5 |
https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_2023_CDP_Climate_Change_Report.pdf |
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| 2.1. The activities carried out within the scope of the policies by the responsible committee and/or department have been reported to the Board of Directors at least once a year. |
X | - | - | - | Page 39 Page 20 |
https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_2023_CDP_Climate_Change_Report.pdf |
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| A2.2. The action plan in accordance with the ESG goals have been formed and disclosed to public. |
- | - | X | - | Page 111-118 | https://www.aselsan.com/en/sustainability/reports |
| A2.3. The key performance indicators regarding the ESG and the achievement rates - - per years have been disclosed to public. |
X | - | Page 66 | https://www.aselsan.com/en/sustainability/reports | ||
|---|---|---|---|---|---|---|
| * https://www.aselsan.com/en/sustainability/reports refers to the report for 2022. | ||||||
| Compliance | ||||||
| SUSTAINABILITY COMPLIANCE REPORT | Yes | No | Partial | N/A | Explanation | REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION |
| A.2. Execution/Supervision | ||||||
| A2.4. The improvement activities for sustainability performance regarding business processes or product and services have been disclosed to public |
X | - | - | - | Throughout the Report |
https://www.aselsan.com/en/sustainability/reports |
| A3. Reporting | ||||||
| A3.1. The annual report covers the sustainability performance, KPIs and actions understandable, right and qualified. |
X | - | - | - | Throughout the Report |
https://www.aselsan.com/en/sustainability/reports |
| A3.2. The information on the activities implemented in line with the United Nations (UN) 2030 Sustainable Development Goals have been disclosed to public. |
- | - | X | - | Page 33 | https://www.aselsan.com/en/sustainability/reports |
| A3.3. The lawsuits in progress against the Company regarding the ESG isuues that effect the material business lines and the legal sanctions in regard of the sustainability policies have been disclosed to public. |
X | - | - | - | Page 109 | https://www.aselsan.com/en/sustainability/reports |
| A4. Verification | ||||||
| A4.1. The KPI measurements have been verified by an independent third party and disclosed to public |
X | - | - | - | Page 8 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/Dogrulama_2022.pdf |
| * https://www.aselsan.com/en/sustainability/reports refers to the report for 2022. |
| Compliance | |||||||
|---|---|---|---|---|---|---|---|
| SUSTAINABILITY COMPLIANCE REPORT | Yes | No | Partial | N/A | Explanation | REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION | |
| B. Environmental Principles | |||||||
| B1.The company has disclosed its policies and practices on environmental management, action plans, environmental management systems (known as ISO 14001 standard) and programmes. |
- | - | X | - | Page 105 | https://www.aselsan.com/en/sustainability/reports | |
| B2. The scope, period, date and the constraints of conditions of the environmental reporting regarding environmental management have been disclosed to public. |
X | - | - | - | Page 9 | https://www.aselsan.com/en/sustainability/reports | |
| B4. The environmental KPIs counted for remuneration criteria for stakeholders (e.g. board members, executives and employees) within frame of the performance incentives have been disclosed to public. |
- | X | - | - | - | - | |
| B5. The integration of the environmental difficulties, which are preferably determined, with the business goals and strategy have been disclosed to public. |
- | X | - | - | - | - | |
| B7. The integration of environmental management issues covering the customers and suppliers throughout the value chain of the company including the operational process with the business model and strategy have been disclosed to public. |
- | X | - | - | - | - | |
| B8. The cooperation with the non -governmental organizations and the environmental institutions and taking (or not) a part of the policy -making processes with those institutions have been disclosed to public. |
X | - | - | - | Page 27-31 | https://www.aselsan.com/en/sustainability/reports |
* https://www.aselsan.com/en/sustainability/reports refers to the report for 2022.
| Compliance | ||||||
|---|---|---|---|---|---|---|
| SUSTAINABILITY COMPLIANCE REPORT | Yes No Partial N/A Explanation |
REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION | ||||
| B. Environmental Principles | ||||||
| B9. In the light of environmental indicators (Greenhouse gas emissions (Scope-1 (Direct), Scope-2 (Energy indirect), Scope-3 (Other indirect), air quality, energy management, water and wastewater management, waste management, biodiversity impacts)), information on environmental impacts is periodically disclosed to the public in a comparable manner. |
X | - | - | - | Page 113 | https://www.aselsan.com/en/sustainability/reports |
| B10. The standard, protocol, methodology and the base year details for collection and calculation of the data have been disclosed to public. |
X | - | - | - | Page 13 | https://www.aselsan.com/en/sustainability/reports |
| B11. The comparable increase or decrease rates with the previous years have been disclosed to public in the current period's report. |
X | - | - | - | Page 125-132 | https://www.aselsan.com/en/sustainability/reports |
| B12. The short-term and long-term targets are determined to decrease the environmental impacts; the called targets and the progress status in comparison to the previous years' targets have been disclosed to public. |
- | - | X | - | Page 17,18,33,73 106,107,113,118 |
https://www.aselsan.com/en/sustainability/reports |
| B13. The strategy for fight against climate crises is set out and the action plan has been disclosed to public. |
- | - | X | - | Page 111 | https://www.aselsan.com/en/sustainability/reports |
| B14. The programmes or procedures to prevent or to decrease to the minimum level of the negative environmental effects of the products and/or services have been disclosed to public. |
- | X | - | - | - | - |
| B14. The actions taken to make the third parties' (e.g. supplier, subcontractor, dealer, etc.) decrease their greenhouse gas emission figures have been disclosed to public. |
- | X | - | - | - | - |
| B15. The environmental benefits/gaining and cost savings provided by the initiatives/projects to decrease the environmental impacts have been disclosed to public. |
- | X | - | - | - | - |
|---|---|---|---|---|---|---|
| B16. Energy consumption (natural gas, diesel, gas, LPG, coal, | ||||||
| electricity, heating, cooling, etc.) figures as Scope-1 and | X | - | - | - | Page 113 | https://www.aselsan.com/en/sustainability/reports |
| Scope-2 have been disclosed to public | ||||||
| B17. The information about the produced electricity, heat, | ||||||
| steam and cooling for the reporting period have been | - | X | - | - | - | - |
| disclosed to public. | ||||||
| B18. The actions taken to increase renewable energy | ||||||
| consumption, transit to zero or law carbon electricity have | - | X | - | - | - | - |
| been disclosed to public. | ||||||
| B19. The renewable energy production and consumption | ||||||
| figures have been disclosed to public. |
- | X | - | - | - | - |
| B20. Energy productivity projects have been carried out and | ||||||
| the decrease rates on energy consumption and emission | X | - | - | - | Page 50,51,113,123 | https://www.aselsan.com/en/sustainability/reports |
| based on those projects have been disclosed to public. | ||||||
| B21. Water consumption, underground or above- ground |
||||||
| drawn water, recycled or discharged water figures, sources | X | - | - | - | Page 117 | https://www.aselsan.com/en/sustainability/reports |
| and procedures have been disclosed to public. | ||||||
| B22. It has been disclosed to public if the operations or | ||||||
| activities included to any carbon pricing system (Emission | - | X | - | - | - | - |
| Trading System, Cap & Trade or Carbon Tax) or not | ||||||
| B23.The information on accumulated or purchased carbon | - | X | - | - | - | - |
| credit in the reporting period has been disclosed to public. | ||||||
| B24. The details have been disclosed to public if there is a | ||||||
| carbon pricing mechanism at the company. | - | X | - | - | - | - |
| B25. The platforms, which the environmental figures of | ||||||
| the company are announced, have been disclosed to public. |
- | X | - | - | - | - |
* https://www.aselsan.com/en/sustainability/reports refers to the report for 2022.
| Compliance | |||||||
|---|---|---|---|---|---|---|---|
| SUSTAINABILITY COMPLIANCE REPORT | Yes | No | Partial | N/A | Explanation | REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION | |
| C. Social Principles C1. Human Rights and Labour Rights |
|||||||
| C1.1 The Human Rights and Labour Rights Policy has been set out covering the United Nations Universal Declaration of Human Rights and the International Labour Organization principles, the responsible directors for execution of the policy are assigned and disclosed to public. |
X | - | - | - | Page 94 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_Policy.pdf |
|
| C1.2 The labour rights policy covers the fair workforce, improving work conditions, women's employment and inclusion (no discrimination on gender, race, religion, language, marital status, ethnicity, sexual orientation, gender identity, family responsibilities, trade union activities, political view, disability, social and cultural differences, etc.) considering the supply and value chain impacts. |
X | - | - | - | Page 72-77 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_Policy.pdf |
|
| C1.3 The measures taken throughout the value chain to watch over the susceptible segments to certain economic, environmental, social factors (e.g. low income group, women, etc.) or minority rights/opportunity equality. |
X | - | - | - | Page 72-77 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_Policy.pdf |
|
| C1.4 The preventive and improver practices on discrimination, inequality, human rights violation, forced labour, and child labour have been disclosed to public. |
X | - | - | - | Page 72-77 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_Policy.pdf |
|
| C1.5 The labour rights policy covers investment in employees (training, improvement policies), remuneration, side rights, right to unionize, work/life balance and skill management issues. The mechanism regarding the employee complaints and the dispute resolution process is determined. |
X | - | - | - | Page 72-77 | ttps://www.aselsan.com/en/sustainability/reports | |
| * https://www.aselsan.com/en/sustainability/reports refers to the report for 2022. |
SUSTAINABILITY COMPLIANCE REPORT Yes No Partial N/A Explanation REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION
| C1. Human Rights and Labour Rights | ||||||
|---|---|---|---|---|---|---|
| C1.5 The mechanism regarding the employee complaints and the dispute resolution process is determined. | X | - | - | - | Page 72-77 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_Policy.pdf |
| C1.5 The reported employee satisfaction activities in the period have been disclosed to public. | X | - | - | - | Page 78 | https://www.aselsan.com/en/sustainability/reports |
| C1.6 Occupational Health and Safety Policy has been set out and disclosed to public. | X | - | - | - | Page 95- 101 |
https://www.aselsan.com/en/sustainability/reports |
| C1.6 The measures taken to prevent the work accidents, health protection and accident statistics have been disclosed to public. |
X | - | - | - | Page 96,99 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_OHS.pdf |
| C1.7 Protection of the personal data and information security policy has been disclosed to public. | X | - | - | - | Page 54,55 | https://www.aselsan.com/en/sustainability/reports https://www.aselsan.com/en/pdp |
| C1.8 Code of Ethics has been set out and disclosed to public. | X | - | - | - | Page 36 | https://www.aselsan.com/en/sustainability/reports https://www.aselsan.com/en/about/aselsan-ethical-principles |
| C1.9. The studies related to social investment, social responsibility, finansal inclusivity and access to finance have been explained. |
X | - | - | - | Page 87-89 | https://www.aselsan.com/en/sustainability/reports |
| C1.10 The informative meetings and training programmes on ESG practices organised for the employees | X | - | - | - | Page 109 | https://www.aselsan.com/en/sustainability/reports |
* https://www.aselsan.com/en/sustainability/reports refers to the report for 2022.
| Compliance | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| SUSTAINABILITY COMPLIANCE REPORT | Yes | No | Partial | N/A | Explanation | REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION | |||
| C2. Stakeholders, International Standards and Initiatives |
|||||||||
| C2.1 Customer satisfaction policy covering the management and solution of the customer complaints has been set out and disclosed to public. |
X | - | - | - | Page 43 | https://www.aselsan.com/en/sustainability/reports | |||
| C2.2. The information about the communication with stakeholders (which stakeholder, subject and frequency) have been disclosed. |
X | - | - | - | Page 31 | https://www.aselsan.com/en/sustainability/reports | |||
| C2.3 The international reporting standards adopted have been disclosed to public. |
X | - | - | - | Page 9,133,136 |
https://www.aselsan.com/en/sustainability/reports | |||
| C2.4 The adopted principles, being a signatory or a member of an international institution, committee on sustainability have been disclosed to public. |
- | X | - | - | - | - | |||
| C2.5 Borsa İstanbul'un ve/veya uluslararası endeks sağlayıcıların sürdürülebilirlik endekslerinde yer almak için geliştirmelerde bulunulmuş, çalışmalar yürütülmüştür. |
- | - | X | - | - | Our company carried out its studies during the year to be included in Borsa Istanbul indices and international indices. |
|||
| D. Corporate Governance Principles | |||||||||
| D1. It has been consulted with the stakeholders regarding the determination of the sustainability measures and strategy. |
- | - | X | - | - | Our company sought the opinions of stakeholders in determining the measures and strategies in the field of sustainability. |
|||
| D2. CSR projects, awareness activities and training programmes have been realized to increase the awareness of on sustainability |
X | - | - | - | Page 102- 104 |
https://www.aselsan.com/en/sustainability/reports | |||
| * https://www.aselsan.com/en/sustainability/reports refers to the report for 2022. |
BETWEEN 1 JANUARY – 31 DECEMBER 2023
Prof. Dr. Ercümend ARVAS Chairman of the Board of Directors
Alpaslan KAVAKLIOĞLU Vice Chairman of the Board of Directors
Dr. İsmail ARI Member of the Board of Directors
Bekir BAYRAKDAR Member of the Board of Directors
Yavuz ÇELİK Member of the Board of Directors
Salih KUL Member of the Board of Directors
Mustafa Murat ŞEKER Member of the Board of Directors
Prof. Dr. Ebru TÜMER Member of the Board of Directors
Prof. Dr. Ahmet YOZGATLIGİL Member of the Board of Directors
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