Annual Report • Feb 25, 2025
Annual Report
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31 December 2024
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 2024. 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"), ASELSAN Latin Amerika SpA ("ASELSAN Latin Amerika") and ASELSAN Technologies Limited ("ASELSAN UAE") .
The Company has 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"), 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 Health Systems Vice Presidency (''UGES'').
In addition to the Vice Presidencies above, the Company organization also includes five 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, Supply Chain Management Vice Presidency and Malatya Campus Directorate. 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, Aselsan Temelli Campus and Aselsan Malatya Campus. Additionally, the Company has a test production field area in Gölbek. Headquarters is located in Ankara Macunköy.
The Company's international, nation-wide and sectoral rankings are summarized in the table below:
| Institution | Related | Ranking Institution |
Related | Ranking | |||||
|---|---|---|---|---|---|---|---|---|---|
| Research / Study | Period | Current | Prior | Research / Study | Period | Current | Prior | ||
| Defense News Top 100 | 2024 | 42 | 47 | Research and Development Expenditures Türkiye Top 100 |
2023 | 2 | 1 | ||
| ICI 500 Top Industrial Entreprises | 2023 | 19 | 20 | Top 50 Firms (Universities) |
2024 | 5 | 5 | ||
| Top 500 Companies | 2023 | 31 | 40 | Ideal Employers (Engineering and IT) 100 Companies |
2024 | 1 | 1 | ||
| Sustainability Index Corporate Governance Index BIST Top 30 Index BIST Top 100 Market Value Ranking |
2024 | 6 | No Ranking No Ranking No Ranking 10 |
Technology Fast 50 Big Star Category |
2024 | Sıralama yoktur |
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 | Mehmet Akif Ersoy Mahallesi İstiklal Marşı Caddesi No:16 | Tel: +90 (312) 592 1000 | |||
| Ticaret A.Ş. | Quarters | Türkiye | 06200 Yenimahalle/Ankara Trade Registery: 31177 | Fax: +90 (312) 354 1302 | www.aselsan.com | |
| ASELSAN South Africa | Branch | Rep. Of South Africa | Summit Place Office Park Building 2, First Floor 221 | Tel: +27 (0) 12 349 2613 | -- | |
| Pretoria | Garsfontein Road Menlyn, Pretoria, 0181 | Fax: +27 (0) 12 349 2544 | ||||
| ASELSAN Balkans | Branch | N. Macedonia | St. Makism Gorki No.13, Building No: 1, Enterance :1, Floor: | -- | ||
| Skopje | 5, No:9, Skopje, 1000, North Macedonia | -- | ||||
| ASELSAN Cyprus Advanced | Branch | TRNC | Middle East Technical University North Cyprus Campus ODTÜ | -- | www.aselsan.com | |
| Tech. Research Center | Güzelyurt | KALTEV AR-GE Building No: E-19 99738 Kalkanlı/Güzelyurt | ||||
| Qatar | Qatar Science & Technology Park Free Zone, Street No: | |||||
| ASELSAN Qatar | Branch | Doha | 2322, Zone No: 51, Unit No: 107, Building No:153, Building | Tel: + 974 444 11 975 | -- | |
| Name: Tech1 | ||||||
| ASELSAN Poland Branch | Branch | Poland Warsaw |
Skylight Building, 5 th Floor, Złota 59, 00-120 Warsaw | -- | -- | |
| ASELSAN Saudi Arabia Office | Office | Saudi Arabia | Riyadh Business Gate, Building: Zone D-3, GF, Unit 1 | -- | -- | |
| Riyadh | ||||||
| ASELSAN Pakistan Office | Office | Pakistan | Serena Business Complex 3 rd Level, Office No:3 Sector G-5/1 | |||
| İslamabad | Ramna Suhrwardy İslamabad | -- | -- | |||
| ASELSAN Nigeria Office | Office | Abuja | World Trade Center, Central Business District, Abuja, FCT. | -- | -- | |
| Nigeria | ||||||
| ASELSAN Indonesia Office | Office | Cakarta | Menara Astra 32 nd Floor J1 .Jenderal Sudirman No.Kav5-6 | -- | ||
| Indonesia | Jakarta-Pusat | -- |
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 | 28.759.143 |
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. | 22 September 2023 | |
| 2 . | Alpaslan KAVAKLIOĞLU | Deputy Chairman of the Board | Deputy Minister o f Ministry o f Defense, Chairman o f The Board o f Directors o f MKE, Member o f The Board o f Directors of Turkish Parliamentarians Union |
26 April 2019 | |
| 3 . | İsmail ARI | Member | Ozyegin University Faculty Member, Member o f The Board o f Directors o f Tübitak Sage, Member o f The Executive Council 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 . | Göksel SEVİNDİK | Member | - - | 14 June 2024 | |
| 7 . | Mustafa Murat ŞEKER | Member / Managing Member | Vice President At Presidency o f Defence Industries, Vice Chairman o f Ankara Aerospace Industry Zone, Vice Chairman of The Board of Directors of SSTEK A.Ş., Member of The Board of Directors of Asfat A.Ş. |
29 June 2021 | |
| 8 . | Ebru TÜMER | Member | Professor in Gebze Technical University | 22 September 2023 | |
| 9 . | Ahmet YOZGATLIGİL | Member | Rector o f The Middle East Technical University, Member o f The Board o f Directors o f MKE, Member o f The Board o f Directors o f Tubitak, Member o f The Board o f Directors o f Bilişim Vadisi, Member o f The Board o f Directors o f Saha Istanbul, Member of The Board of Directors of Izmir Biomedicine And Genome Center |
22 September 2023 | |
| 10. | Ahmet AKYOL | President and CEO | Member o f The Board o f Directors o f TÜBİTAK Sage, Member o f NATO Science And Technology Organization Set Panel, Member of The Board of Directors of SASAD, Member of The Board of Directors of Saha Istanbul, Chairman o f TOBB (The Union o f Chambers And Commodity Exchanges o f Türkiye) Defense Industry Council, Member o f The Board of Directors of Istanbul Finans Ve Teknoloji Üssü A.Ş. |
1 July 2022 | |
| 11. | Yusuf Bora KARTAL | Vice President | Member of The Board of Directors of HTR, Member of The Board of Directors of Qatar of Aselsan | 3 January 2025 | |
| 12. | İsmail ÖZSARAÇ | Vice President | Chairman of The Board of Directors of South Africa | 3 January 2025 | |
| 13. | Murat KARATAŞ | Vice President and President Business Sector (MGEO Sector President) |
Member o f The Board o f Directors o f Aselsan Middle East, Chairman o f The Board o f Aselsan Sivas Hassas Optik A.Ş. |
22 January 2024 | |
| 14. | Mustafa YAMAN | Vice President and President Business Sector (HBT Sector President) |
Member o f The Board o f Directors o f Ulak A.Ş., Chairman o f The Board o f Managers o f Aselsannet, Chairman o f The Board o f The Directors o f Communication Technologies Cluster, Chairman o f The Board o f The Directors o f Aselsan Bakü |
1 July 2022 | |
| 15. | Zekeriyya ŞAHİN | Vice President and President Business Sector (SST Sector President) |
Member o f The Board o f Directors o f IGG-Aselsan Integrated Systems LLC., Chairman o f The Board o f Directors o f Bites Savunma Havacılık Ve Uzay Teknolojileri Yazılım Elektronik A.Ş., Member o f The Board o f Directors o f Kazakhstan Aselsan Engineering, Chairman of The Board of Directors of Aselsan Ukraine LLC. |
22 January 2024 | |
| 16. | 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 o f Sciences, Member o f The Board o f Managers o f Aselsannet, Teaching Professor in KTO Karatay University Mechanical Engineering Department |
1 July 2022 | |
| 17. | Özgür Taylan SARI | Vice President (Business Development and Marketing) |
Chairman o f The Board o f The Directors o f Aselsan Qatar, Member o f The Board Of Turkısh Defence And Aerospace Industry Exporters' Database, Member of The Board of BARQ QSTP LCC |
17 August 2023 | |
| 18. | Mehmet ARTAR | Vice President (Corporate Management) |
- - | 18 July 2023 | |
| 19. | Ahmet AKYOL | Vice President A. (Financial Management) |
Member o f The Board o f Directors o f TÜBİTAK Sage, Member o f NATO Science And Technology Organization Set Panel, Member of The Board of Directors of SASAD, Member of The Board of Directors of Saha Istanbul, Chairman o f TOBB (The Union o f Chambers And Commodity Exchanges o f Türkiye) Defense Industry Council, Member o f The Board of Directors of Istanbul Finans Ve Teknoloji Üssü A.Ş. |
1 July 2022 | |
| 20. | Taha YÜCEL | Vice President (Technology & Strategy Management) |
Member of The Board of Information Security Association | 1 July 2022 | |
| 21. | Murat ASLAN | Vice President (Supply Chain Management) |
Member of The Board of Dırectors of Aselsan Sivas Hassas Optik A.Ş. | 30 July 2024 | |
| 22. | Mürsel Ali KAPLAN | President of Internal Audit | - - | 6 March 2023 |
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 are no transactions conducted by board members, either on their own behalf or on behalf others, that violate the Company's transaction ban. 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 top level executives by the Company as for the period that ended on 31 December 2024 is approximately TL 368.485 Thousand (Majority of the amount paid consist of salary payments and benefits provided).
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, ASELSAN Latin America and ASELSAN UAE) and equity pick-up consolidation method (ASELSAN Bilkent, IGG ASELSAN, ASELSAN Kazakhstan, ASELSAN Jordan, TÜYAR, BARQ QSTP LLC, TEKNOHAB, EHSİM, TR EĞİTİM, İFTÜ, ULAK, ADIYAMAN Kablo) and the Company. Roketsan and Aspilsan are considered financial assets held for sale.
he Company carries on its business operations mainly in defense industry as well as in non-defense industry. Ac According to the latest data, world defense expenditures has increased by 6,8% (the highest ratio increase in the last 15 years) reaching USD 2,44 Trillion and T
the ratio of total expenditures to total GDPs has realized as 2,3%.
The summary table on the right side gives information about the top five countries, which accounted for 61% of the total defense expenditure in 2023 and Türkiye.
| Rank Country |
Expenditure | 2023-2022 | Expend./GDP | Share in the | |
|---|---|---|---|---|---|
| (m USD) | %∆ | % | World % | ||
| World | 2.443 | 6,8 | 2,3 | 100,0 | |
| 1 USA | 916 | 2,3 | 3,4 | 37,0 | |
| 2 China | 296 | 6,0 | 1,7 | 12,0 | |
| 3 Russia | 109 | 24,0 | 5,9 | 4,5 | |
| 4 India | 84 | 4,2 | 2,4 | 3,4 | |
| 5 Saudi Arabia | 76 | 4,3 | 7,1 | 3,1 | |
| 22 Türkiye | 16 | 37,0 | 1,5 | 0,6 |
As of 2023, Türkiye's annual defense expenditures increased by 37% to USD 16 Billion and ranks 22nd in the world. The ratio of defense spending to GDP is 1,5%.
Due to the industry's nature, defense projects spread over years, furthermore a system project lasts approximately 5 to 6 years from its start to its delivery.
As of 31 December 2024, The Group's long-term plans which have been accordingly signed as contracts spread over years amounts to USD 13,9 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.
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 targeted to be distributed.
As a result of the 49th Ordinary General Assembly Meeting of the Company held on 14 June 2024; of the net profit for the period obtained from its activities in 2023;
In accordance with Article 519/(1) of the Turkish Commercial Code, General Legal Reserves amounting to TL 456.000.000,- is going to be allocated,
Out of net distributable profit to the shareholders for the period, calculated in the framework of the dividend distribution regulations and decisions of the Capital Markets Board, gross, TL 510.000.000,- (Kuruş 11,184211 per share of TL 1 and 11,184211% on the basis of the capital) (net TL 459.000.000,- Kuruş 10,06579 per share of TL 1 and 10,06579% on the basis of the capital) shall be distributed in the form of cash,
In accordance with Article 519/2 of the Turkish Commercial Code, General Legal Reserves amounting to TL 28.200.000,- is going to be allocated,
The remaining profit is shall be allocated as Extraordinary Legal Reserves and distribution of the cash dividends to the shareholders shall be distributed as of 25 November 2024, the dividend payment was made on 25 Nowember 2024
SELSAN's Enterprise Risk Managements Policy 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 governance. The information gathered within the scope of risk management activities in A
ASELSAN is integrated into decision making mechanisms.
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 2024 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 continuously working within the scope of Carbon Disclosure Project (CDP) Climate Change since 2010, achieving scores above the global and national averages. In the CDP reporting, it scores above the global and national averages in climate change, while it maintains its leadership position with the score it receives in water management.
According to the "Global Risks Report 2024" published by the World Economic Forum, as in previous years, the most important risks evaluated according to probability and impact level for the next decade are climate change risks.
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 2025 year are presented below: T
| Financial Targets of 2025 | Amount Ratio |
|---|---|
| Revenue Growth (TL) | >10% |
| EBITDA Margin (Adjusted without | |
| Foreign Exchange Rate Differences) | >23% |
| Capital Expenditures | 20.000 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 47th in the 2023 list and ranking 42nd place in the 2024 list.
In order to achieve the sustainable growth:
contributing to the development of a qualified workforce needed by the defence industry, the first vocational and technical Anatolian high school in the field was established in 2019 in Ankara.
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 2024, the cash requirements were met with the available cash, cash inflows from operations and loans.
As of 31 December 2024, there is a loan balance amounting to USD 924 Million.
As for the annual budgets and implementations for the period 2023-2024, 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 11 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-1 and UGES-2), Information Management Director (BYD) as well as Middle East Technical University (Teknokent and Titanyum). Currently, 8.002 staff are employed at the Group's Research and Development centers.
The Company also carries on its activities at METU Teknokent, Hacettepe Teknokent, and Teknopark İstanbul within the scope of the Law numbered 4691 on Technology Development Regions. 2 staff at METU Teknokent, 67 staff at Teknopark İstanbul, 3 staff at Teknopark Hacettepe and 7 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 infrastructure and equipment in order to be used in research and development projects 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 2024 because of having Research and Development centers, TL 4.313.839 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 (as of March 2024 restructered as Research and Development Center), Gebze Informatics Valley and İstanbul Technology Development Area Technopark TL 329.160 Thousand incentives have been used. Within the scope of the Research and Development Law No 5746 and Teknokent Law No 4691, TL 1.411.269 Thousand Corporate Tax advantage has been gained as of 1 January – 31 December 2024 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% of distinction amount is evaluated as deferred tax income at financial tables.
Subject to the Tübitak Academic Support Programs; there are four ongoing projects in the 1004-Center of Excellence Support Program.
Subject to the Tübitak, 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
six 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 seven 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 85.480 Thousand). Supports are received within the scope of TUBITAK projects. (TL 9.001 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 420.024 Thousand)
Within the Decision Regarding the Governmental Grant in Investments, there are twelve 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 510.326 Thousand). VAT exemption is applied to our purchases, which are used for our deliveries subject to VAT 13/f Article and our exports (TL 6.195.821 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 2024, net sales increased by 13% to TL 120,2 Billion and export to net sales ratio is 14,3%.
As of 31 December 2024, 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 24 | Dec 23 |
|---|---|---|
| Current Ratio | 1,52 | 1,45 |
| Liquidity Ratio | 0,68 | 0,58 |
| Short Term Current Liabilities / Total Financial Liabilities | 70,1% | 94,3% |
| Total Financial Liabilities / Total Assets | 13,4% | 13,2% |
| Gross Profit Margin | 31,7% | 27,3% |
| Operating Profit Margin (EBIT) | 22,4% | 17,2% |
| Adjusted EBITDA Margin (*) | 25,1% | 21,8% |
| Net Profit Margin | 12,7% | 10,0% |
| Return On Equity (ROE) | 11,3% | 8,7% |
| Net Working Capital / Net Sales | 35,4% | 47,4% |
| Return on Assets (ROA) | 6,6% | 5,0% |
* General administrative expenses, marketing expenses and research and development expenses are substracted from and current period's depreciation and amortization expenses are added to the gross profit in calculation of Adjusted EBITDA value. Other operating income and other operating expenses are not included in the calculation.
With the decision taken on 17 March 2005, the CMB has announced that, effective from 1 January 2005, the application of inflation accounting is no longer required for companies operating in Türkiye 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.
On 23 November 2023, Public Oversight Accounting and Auditing Standards Authority ("POA") announced the application of inflation accounting in Türkiye and according to the announcement, financial statements of entities applying TFRS for the annual reporting period ending on or after 31 December 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 31 December 2024 and 31 December 2023.
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 Türkiye, based on the consumer price index ("CPI") published by the Turkish Statistical Institute ("TURKSTAT"), the cumulative rate was 291% for the three-year period ended 31 December 2024 (31 December 2023: %268).
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 shortterm transactions, although there is no increase in price indices at the level mentioned above.
Adjustments for inflation have been calculated based on the coefficients calculated using the Consumer Price Index in Türkiye published by the Turkish Statistical Institute. As of December 31, 2024, the indices and coefficients used in the restatement of the accompanying financial statements are as follows:
| Period | Index | Correction Coefficient |
|---|---|---|
| 31 December 2024 |
2.684,55 | 1 |
| 31 December 2023 | 1.859,38 | 1,44379 |
| 31 December 2022 | 1.128,45 | 2,37897 |
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 2024 are summarized in the table:
| Statement | December 24 |
|---|---|
| (TL Thousand) | |
| Ongoing lawsuits filed by the Group | 42.865 |
| Execution proceedings carried on by the Group | 746.897 |
| Lawsuits proceedings carried against the Group | 54.616 |
| Execution proceedings carried against the Group | 19.169 |
| Lawsuits finalized in favor the Group within the period | 7.059 |
| Lawsuits finalized in against of the Group within the period | 4.954 |
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 2.506 people as the personnel including fixed-term contracted personnel, disabled and terror-stricken personnel during the period 1 January – 31 December 2024 and the number of people quit for the same period is 1.069.
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 2024 is 12.014.
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.
Within the period of 1 January – 31 December 2024, the donation amount made by the Group is TL 57.968 Thousand.
After the reporting period, the Group has signed contracts amounting to USD 414 Million.
The Microelectronics Guidance and Electro-Optics (MGEO) Vice Presidency has been restructured into two Vice Presidencies, namely "Avionics and Guidance Systems Vice Presidency" and "Microelectronics and Electro-Optics Vice Presidency," to support the company's growth strategies, enhance focus on high technology, and further elevate the global capabilities achieved in developing game-changing technologies.
Murat KARATAŞ, the Vice President of Microelectronics Guidance and Electro-Optics (MGEO), has been appointed as the Vice President of Avionics and Guidance Systems (AGS); İsmail ÖZSARAÇ, the Director of Electro-Optical Design at MGEO, has been appointed as the Vice President of the Microelectronics and Electro-Optical Systems (MEOS).
BETWEEN 1 JANUARY – 31 DECEMBER 2024
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
Göksel SEVİNDİK 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
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.
Since 2012, ASELSAN has been receiving Corporate Governance Rating services to measure its level of compliance with corporate governance principles. In this context, the Corporate Governance Rating for ASELSAN, which was first established on December 13, 2012, was 8.77 out of 10. Following an assessment by SAHA Corporate Governance and Credit Rating Services Inc. (SAHA), authorized by CMB, our rating reached a historical peak of 9.49 on December 10, 2024.
The reason for the upward revision in our rating is the establishment of a target ratio and target time for the percentage of female members on the Board of Directors, with a minimum of 25%, and the creation of a policy to achieve these goals. Additionally, the statement in the General Assembly Internal Directive allowing guests and audiovisual technicians to attend the General Assembly.
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.
| 2023 Rating Distribution |
2024 Rating Distribution |
|||
|---|---|---|---|---|
| Shareholders | : 89,59 / 100 | Shareholders | : 89,82 / 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 | : 91,88 / 100 | Board of Directors | : 94,06 / 100 | |
| Average 9,41 / 10,00 |
Average 9,49 / 10,00 |
The ratings of 2023 and 2024 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 Public Disclosure Platform (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
Investor Relations and Financial Analysis Manager Member of Corporate Governance Committee
Cansın MISIRLI
Gülru Selçuk FİLİZ Investor Relations and Financial Analysis Senior Team Leader Member of Corporate Governance Committee
The information regarding Investor Relations and Financial Analysis Department responsible for the relations with shareholders is given below.
| Ali ERAY Cansın MISIRLI |
: : |
Finance Director Investor Relations and Financial Analysis Manager |
|---|---|---|
| Gülru SELÇUK FİLİZ | : | Investor Relations and Financial Analysis Department / Senior Team Leader |
| Hüseyin Ada ACUN | : | Investor Relations and Financial Analysis Department / Leader Specialist |
| Yunus Emre ÇOLAK | : | Investor Relations and Financial Analysis Department / Leader Specialist |
| Ece DENİZ | : | Investor Relations and Financial Analysis Department / Senior Specialist |
| Barış EKER | : | Investor Relations and Financial Analysis Department / Specialist |
Contact Information Phone: 0850 828 1 828 e-mail: [email protected]
Investor Relations Department has submitted the report regarding the tasks carried during 2024, to Board of Directors on 21.01.2025.
Gülru Selçuk FİLİZ, Investor Relations Team Leader and the responsible, has Capital Markets Transactions Level-3 and Corporate Governance Rating Expertise Licenses.
Main operations carried out by Investor Relations Department during 2024 are as follows:
Coordination of updating the list of people who have access to insider information; informing those people in purpose of protecting the insider information and making sure they follow the confidentiality rules until financial and operational results are disclosed to public,
Monitoring of the Credit Rating processes, disclosure on the PDP, and uploading to the website,
The Investor Relations Department accepted the meeting requests of domestic/foreign corporate and individual investors to the maximum extent in 2024. In this context, a total of 192 investor meetings were held, 15 of which were held at the SAHA EXPO 2024, 56 of which were one-on-one meetings held at intermediary organizations and on-site visits, 114 of which were teleconferences, and 7 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 2024.
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 2024 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 PDP incorporated under BIST 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. Additionally, PDP announcements are sent via email to domestic and foreign investors who follow ASELSAN's stock. Moreover, KAP notifications are made available to all employees within the company through a shared platform. In general, any changes occurred in the Company structure are 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 2024;
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 2024.
The agenda and invitation for the 49 th Ordinary General Assembly Meeting held on 14.06.2024 were duly announced on 16.05.2024 in a daily newspaper published throughout Türkiye, on the website and in the Turkish Trade Registry Gazette 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 49 th Ordinary General Assembly Meeting was held on 14.06.2024 with the representation of a total of TL 3.418.575.056,681 out of 4.560.000.000 shares representing the issued capital of TL 4.560.000.000, of which TL 656.384,84 shares were represented in person, TL 34.616.174, shares were represented by the depositing representatives and TL 3.383.302.497,84 shares were represented by other representatives. The decisions taken at the meeting were registered and announced in the Trade Registry Gazette on 01.07.2024.
In scope of the Communiqué on Corporate Governance numbered II.17-1 of CMB, one month before the General Assembly Meetings in 2024, on 13.05.2024, 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 Meeting in 2024, transportation from central spots to our Akyurt facility was provided for our shareholders.
In the General Assembly Meeting in 2024, the shareholders were informed regarding the presence of managing members, all the Board of Directors members and auditors at the meeting. 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 and Financial Analysis 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 2024 can be accessed from the website of our Company.
The shareholders were informed about donations and aids were made in 2023, with a seperate agenda item at the 49 th 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 14.06.2024 within the framework of the Capital Markets Law and other legal regulations and the provisions of the articles of association, is equal to TL 510.000.000,- (Kuruş 11,184211 per share of TL 1 and 11,184211% on the basis of the capital) (net TL 459.000.000,- Kuruş 10,06579 per share of TL 1 and 10,0657% 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 27.11.2024.
The transfer of the nominated Group A shares representing majority part of the capital and which are not traded in BIST 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 2023 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 2024, 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. More than 100 training courses in such areas as Purchasing, Quality, Personal Development and Environment are offered to suppliers through the Platform.
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 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, supplier development activities are carried out 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 suppliers are continuously evaluated. 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 productsand uploaded to the company's website. A Bülten is uploaded to the company's internet/intranet site, social media, Magzter and Pressreader applications right after it is publication.
The Compensation Policy can be accessed from our Company's website under Investor Relations- 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, a safeguard 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 2024.
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 2024.
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 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.
64% of our employees stand for the engineering group, 27% for the technician group, 6% for the administrative group, %3 for the support 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 eight members. Chaired by the Contracts Directorate, the Committee consists of the representatives from Internal Audit Presidency, Support Services Directorate, Deputy General Manager of Supply Chain Management, Legal Affairs, and Human Resources, and two ASELSAN Vice Presidency 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.
As part of ASELSAN's strategic objectives, the Company has been monitoring its carbon emissions since 2009. ASELSAN was the first defense industry company in Türkiye to participate in the UK-based independent Carbon Disclosure Project (CDP) Climate Change program, which evaluates how companies manage climate change risks. By earning scores above both global and national averages, ASELSAN ranks among the world's leading defense industry companies in climate change management. Achieving success in its first year of CDP Water reporting and subsequently maintaining its "Water Leader" status demonstrates the importance ASELSAN places on water management. In 2024, ASELSAN systematically integrated its efforts within the TS ISO 46001 Water Efficiency Management System approach and successfully passed the certification audit by an internationally accredited independent auditing firm, making it the first defense industry company in Türkiye to be certified in this field. Through its work on the value chain, ASELSAN has also continued its achievements in CDP Climate Change Supply Chain Management.
By effectively managing carbon emissions, ASELSAN continues to accelerate its efforts in improving energy efficiency in production, prioritizing energy generation technologies that reduce carbon emissions, and manufacturing eco-friendly products as a responsible producer. Under its 2050 net zero emissions goal, ASELSAN has committed to converting its entire passenger vehicle fleet to electric vehicles by 2030 and has begun the transformation activities necessary to reach this target. In addition, work has started to ensure that ASELSAN campuses meet their electricity needs through renewable energy sources.
ASELSAN's ongoing efforts have garnered numerous national and international awards. In 2024, the Company received scores above the global and national averages in both the Carbon Disclosure Project (CDP) Climate Change and Water programs, earning an Arating in the Water category, thus holding a leadership position in this area. At the 21st International Business Awards (IBAs) organized by the U.S.-based Stevie Awards, ASELSAN received two sustainability awards. For its strategies to reduce its carbon footprint in the fight against climate change, its sustainability approach, and its sustainable product development projects, ASELSAN was honored in Europe as the "Sustainability Initiative of the Year." Moreover, the Company's collective effort in response to the devastating earthquake of 06.02.2023—which severely affected 11 provinces in southeastern Türkiye—was recognized with the "Achievement in Corporate Social Responsibility" award. In addition, ASELSAN received an award in 2024 from the UK-based The Green Awards for its "Climate Change Management." Likewise, for its water efficiency initiatives and strategies under the theme "Our Environmental Sustainability Journey," ASELSAN earned another award from the U.S.-based Stevie Awards.
Prioritizing reuse, preventing or minimizing waste in production, consumption, and service processes, and collecting and recycling waste at its source to protect the environment and public health are the main objectives of the Zero Waste System, which was further strengthened at ASELSAN in 2023. In addition to our Macunköy, Akyurt-1, and Gölbaşı campuses, Akyurt-2 and Temelli campuses also received Basic Level Zero Waste Certificates, underscoring our commitment to zero-waste principles in waste management and ensuring that all ASELSAN campuses are now zero-waste certified.
At ASELSAN, waste is carefully separated for repurposing to create added value for the environment and the economy. Food leftovers are donated to animal shelters, organic waste is composted, and office waste is sent for recycling. Clothing and toy collection boxes are placed in campus parking lots so that donated items can be delivered to those in need as part of our social responsibility efforts. Additionally, used cooking oil stations set up in parking areas allow ASELSAN employees to bring in their household cooking oil waste for recycling.
Our Company holds the TS EN ISO 45001:2018 Occupational Health and Safety, TS EN ISO 14001:2015 Environmental Management, and ISO 14064:2006 Greenhouse Gas Integrated Management System certifications. In 2024, we additionally received certification for the TS ISO 46001 Water Efficiency Management System for the first time, underscoring ASELSAN's continued leadership in national and international initiatives aimed at safeguarding the environment and its employees. Our commitment to occupational safety—an essential part of our human-centered approach—was recognized in 2024 with international awards from ROSPA (The Royal Society for t he Prevention of Accidents) and the British Safety Council.
Having been established in 2021, the TS ISO 39001 Road Traffic Safety Management System continued to undergo system enhancements in 2024 and has yielded improvements in traffic accident statistics. In the same year, we introduced a Virtual Reality–based Fire Safety and Road Traffic Safety simulation, reinforcing safe driving principles for professional drivers and ASELSAN employees who frequently request vehicle use.
BIST launched its sustainability index in November 2014, aimed at evaluating not only the financial performance of companies in the BIST-30 index (based on data from January– March 2014) but also their performance in environmental, social, and corporate governance matters. ASELSAN was selected as one of the 15 companies included in the index.
Prepared in both Turkish and English, ASELSAN's Sustainability Report provides details on the Company's sustainable practices in areas such as strategic management, corporate governance, ethical principles, internal audit, anti-bribery and anti-corruption, risk management, stakeholder communication, supply chain, information systems, facility management, employee development, human rights, occupational health and safety, and environmental management. The latest version of the report was published on our PDP and Company's website on 18.10.2024.
BIST has introduced changes to the evaluation methodology used to identify companies included in the BIST Sustainability Index. According to this revised methodology, starting from the 2021 evaluations, the sustainability assessments of Refinitiv Enformasyon Limited Şirketi ("Refinitiv," part of LSEG) will be used to determine the companies that will be included in the BIST Sustainability Index. Since 2021, ASELSAN has been entering the data for the BIST Sustainability Index through Refinitiv LSEG and is subject to evaluation. Additionally, internal efforts were made at ASELSAN to raise the Company's score within the BIST Sustainability Index. As part of these activities in 2024, six meetings were held with the Sustainability Committee, during which the ASELSAN 2050 Net Zero Emissions Roadmap was developed, and a Board of Directors Diversity and Inclusion Policy was drafted and approved by the Board. Moreover, the ASELSAN Sustainability Strategy was enhanced, and a Corporate Social Sustainability Strategy was formulated. ASELSAN also participated in surveys conducted by independent sustainability rating organizations, including Sustainalytics, S&P Global, FTSE Russell, Corporate Knights Research Global 100 Ranking, and Fortune & CRIF.
4.4.2.2.1. ASELSAN Social Innovation Leaders Assistance Association ("ASİL")
ASİL, which was established in 2019 with the intense efforts and cooperation of volunteers within ASELSAN and ASİL Association and Social Responsibility Working Groups, gained the status of public benefit association in 2023 with the Presidential Decree No. 6917. Since the day it started its activities, ASİL has been working to add hope to the future and value to life with the awareness of social responsibility.
In 2024, ASİL implemented numerous impactful projects:
• ASİL supported 1,288 families who were unable to meet their needs due to financial difficulties. Educational aid was provided to 59 schools, and clothing assistance was extended to 2,034 children to meet their clothing needs.
With the belief and support of its members, donors and volunteers, ASİL will continue to add hope to the future and value to life by working with all its strength on the basis of social responsibility awareness in order to reach our citizens in need.
Tekno Adventure is a corporate social responsibility project implemented by ASELSAN on 24.04.2019. 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 60 thousand children have been reached in 9 different cities, 4 different schools, more than 11 festivals, more than 90 educational workshops and experience areas. These activities include the, , Space station and submarine marlin kit workshops, Mars Rover, coding workshop, and Spaceand Submarine Journey-themed 9D cinema and experience areas. In addition, within the scope of ASELSAN 49th 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. In addition, the event held as part of the 48th anniversary received the Communitas Awards Excellence in Corporate Social Responsibility Award in 2023.
Since 2024, Tekno Macera has reached a total of more than 26,000 followers on social media, shared educational content has been viewed by approximately 523 thousand people and liked by more than 7 thousand people.
YouTube training videos were viewed by approximately 870 thousand people. Total viewing time reached approximately 35 thousand five hundred 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 22.05.2024 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 4 nominees were announced to public on our website on 05.06.2024. As a result of the voting at the Assembly Meeting on 14.06.2024, 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 |
| Göksel SEVİNDİK | Independent Member | June 2014 |
| 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 2024 was 12. The participation rate of the Board of Directors Meetings is 88%.
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 2024, 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 05.08.2024 with a validity period of 1 year.
5.3. Number of Committees Formed in the Board of Directors with Their Structures and Independency
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 2024.
Committee Members (January – June 2024)
| 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 |
Committee Members (June – December 2024)
| Ebru TÜMER | : Chairman / Independent Member of Board of Directors |
|---|---|
| İsmail ARI | : Member / Independent Member of Board of Directors |
| Göksel SEVİNDİK | : 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 26.03.2024, 28.05.2024, 10.09.2024 and 15.10.2024 regarding the financial statements with the participation of the related independent audit company in 2024. 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 2024, were held 10 times on dates 23.01.2024, 20.02.2024, 27.02.2024, 22.03.2024, 22.04.2024, 25.06.2024, 25.07.2024, 10.09.2024, 8.10.2024 and 10.12.2024.
The Committee was active in two main topics in 2024.
"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 2023, March 2024, June 2024 and September 2024 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 PDP.
The procurement process for independent audit services for the year 2024 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 "Y Bağımsız Denetim A.Ş." was submitted for approval on the General Assembly Meeting dated 14.06.2024 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.
Committee Members (September 2023 – December 2024) 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
Committee Members (December 2024 – )
| 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 |
| Cansın MISIRLI | : Member / Investor Relations and Financial Analysis Manager |
| Gülru Selçuk FİLİZ | : Member / Senior Team Leader |
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 within the activity year 2024 on dates, 27.02.2024, 27.05.2024 and 19.12.2024. Committee members fully attended these meetings. The committee was active in 3 respective tasks in 2024:
Investor Relations and Financial Analysis Department have attended all the meetings in 2024 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 2024, 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 9.41 out of 10 on 08.12.2023, reached its historical peak by rising to 9.49 as of 10.12.2024.
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 14.06.2024 before the 49th 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 49 th General Assembly Meeting on 14.06.2024 and as a result, İsmail ARI, Göksel SEVİNDİK and Ebru TÜMER were elected as independent members to serve untill 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 – June 2024) Salih KUL : Chairman / Independent Member of the Board of Directors Bekir BAYRAKDAR: Member / Member of the Board of Directors
Committee Members (June - December 2024) Göksel SEVİNDİK : Chairman / Independent Member of the Board of Directors Bekir BAYRAKDAR: Member / Member of the Board of Directors
Committee continues 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 2024 the Committee held 7 meetings on 25.01.2024, 29.01.2024, 27.05.2024, 26.07.2024, 09.10.2024, 14.10.2024, 04.12.2024. Committee members fully attended these meetings.
Committee's activities are summarized below:
The secretariat formalities of the Committee were performed by Strategic Management Department of Strategy and Process Management Directorate.
In ASELSAN, internal audit activities contribute to the achievement of the Company's targets, by improving the effectiveness of corporate governance, risk management and internal control processes. 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 riskbased 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 Strategy and Process Management 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 49 th Ordinary General Assembly held on 14.06.2024, the Members of the Board of Directors are paid TL 16.000,- 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.
| 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 speak. |
- | X | - | - | - | The General Assembly meeting is held in accordance with the General Assembly Internal Regulations. Other company executives, employees, guests, and audio visual technicians may attend the company's General Assembly. |
| Compliance | |||||||
|---|---|---|---|---|---|---|---|
| Yes | Partial | No | Exempted | Not Applicable |
Explanation | ||
| X | - | - | - | - | |||
| X | - | - | - | - | |||
| - | - | - | - | X | |||
| X | - | - | - | - | |||
| - | - | 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. |
||
| X | - | - | - | - | |||
| X | - | - | - | - | |||
| - | - | - | - | X | |||
| 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 BIST 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. |
|
| 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. |
X | - | - | - | - |
| 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 | - | - | - | - | In line with the decision made at the Board of Directors meeting on February 27, 2024, the goal is to increase the percentage of female members on the Board to 25% within 5 years. Currently, there is one female member on the Board. |
|
| 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 2024. |
||
| 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 | - | - | - | - | |
| 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 | - | - | - | - | |
| 4.6.5-The individual remuneration of Board members and executives is disclosed in the annual report. |
- | - | X | - | - | The remuneration of the members of the board of directors and senior managers are disclosed as a sum in line with general practices. |
The number of investor meetings (conference, seminar/etc.) organised by the company during the year
Throughout the year, a total of 192 investor meetings were held, including participation in ivestor conferences, roadshows, and face-to-face meetings.
| 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/129987 0 |
| 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/129987 0 |
| 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/129514 8 |
| 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/129514 8 |
| 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/129987 0 |
| 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 | - |
| 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 |
|---|---|---|---|---|---|---|---|---|---|
| 14/06/2024 | 0 | 74,97% | 0,77% | 74,20% | Investor Relations > Corporate Governance > General Assembly |
Investor Relations > Corporate Governance > General Assembly > General Assembly Documents |
Article 12 | 178 | https://www.kap.org.tr /en/Bildirim/1299870 |
| CORPORATE GOVERNANCE INFORMATION FILLINGS | |
|---|---|
| 2. DISCLOSURE AND TRANSPARENCY | |
| 2.1. Corporate Website | |
| Specify the name of the sections of the website providing the information requested by the Principle 2.1.1. |
Investor Relations > Corporate Governance |
| If applicable, specify the name of the sections of the | |
| website providing the list of shareholders (ultimate | |
| beneficiaries) who directly or indirectly own more than | - |
| 5% of the shares. | |
| List of languages for which the website is available | Turkish, English |
| 2.2. Annual Report | |
| The page numbers and/or name of the sections in the Annual Report that demonstrate the information requested by principle 2.2.2. |
|
| a) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the duties of the members of the Board of directors and executives conducted out of the company and declarations on independence of board members |
The information on the duties of the members of the board of directors and executives conducted out of the company is under Article 3/a of the Report of Board of Directors. Declarations on independence of board members are end of the Annual Report > Corporate Governance Principles Compliance Report. |
| b) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on committees formed within the board structure |
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. |
| c) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the number of board meetings in a year and the attendance of the members to these meetings |
The information is in the Annual Report > Corporate Governance Principles Compliance Report > Principles of Activity of the Board of Directors title. |
| ç) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on amendments in the legislation which may significantly affect the activities of the corporation |
The information is under Article 7 of the Report of Board of Director. |
| d) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on significant lawsuits filed against the corporation and the possible results thereof |
The information is under Article 9 of the Annual Report of Board of Directors. |
| e) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the conflicts of interest of the corporation among the institutions that it purchases services on matters such as investment consulting and rating and the measures taken by the corporation in order to avoid from these conflicts of interest |
None. |
| f) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the cross ownership subsidiaries that the direct contribution to the capital exceeds 5% |
The information is under Article 3/b of the Report of Board of Directors. |
| g) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on social rights and professional training of the employees and activities of corporate social responsibility in respect of the corporate activities that arises social and environmental results |
The information is in the Annual Report > Corporate Governance Principles Compliance Report > Ethical Rules and Social Responsibility title. |
| 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 9 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 10 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 9 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 | 25.02.2025 |
| 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 14.06.2024 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 |
12 |
| the board | |
| 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 3/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/1321100 |
| The name of the section on the corporate website that demonstrates current diversity policy targeting women directors |
Sustainability > Our Policies > Board of Directors Diversity and Inclusion Policy |
| The number and ratio of female directors within the Board of Directors |
1/9 |
Composition of Board of Directors
| 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/en/Bildirim/1295148 | 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 |
| Göksel SEVİNDİK | Non-executive | Independent | 14/06/2024 | https://www.kap.org.tr/en/Bildirim/1295148 | Considered | No | Yes |
| Mustafa Murat ŞEKER |
Non-executive | Not independent |
29/06/2021 | - | Not considered |
No | Yes |
| Ebru TÜMER | Non-executive | Independent | 22/09/2023 | https://www.kap.org.tr/en/Bildirim/1295148 | 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) |
12 |
| Director average attendance rate at board meetings | 88% |
| 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 disclosed on both PDP and 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 | - | Göksel SEVİNDİK | 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 | - | Cansın MISIRLI | No | Not board member |
| Corporate Governance Committee | - | Gülru Selçuk FİLİZ | No | Not board member |
| Committee of Early Detection of Risk | - | Göksel SEVİNDİK | 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 6 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 3/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% | 10 | 12 |
| Corporate Governance Committee | - | 80% | 20% | 3 | 3 |
| Committee of Early Detection of Risk | - | 100% | 50% | 7 | 7 |
Maintaining its place since the inception of the Sustainability Index by Borsa Istanbul (BIST) 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 2024 report, considering 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 2024 Sustainability Report as a separate report and/or Climate Change and Water Report (CDP). 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:
ASELSAN Sustainability Committee is responsible for determining the policies, targets and implementation plans of ASELSAN sustainability activities, carrying them out in line with the strategy, monitoring, auditing and reporting to the Board of Directors to increase the level of sustainability. DHD EYSM Sustainability Management Department have been determined under the leadership of the Corporate Management Vice President and Sustainability Ambassadors & Sustainability Working Groups consisting of 61 people representing different functions within the company 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 2024 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 2024, 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 related to some human resources subjects determined in the 2024 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 Sustainable Climate Change Policy and to monitor and transparently report the greenhouse gas emissions, 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 2023, a total of 1.989 hours online training on environmental protection were given. The details of 2023 will be shared in the 2024 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 Corporate Governance Vice Presidency (KYGMY) Support Services Directorate (DHD) Integrated Management Systems Department. 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 2024 within the scope of the Environmental Law and related regulations.
According to the information included in the 2023 Sustainability Report, in the sustainability governance model that aims to lead the value chain by continuously improving, sustainability activities are embraced by the Board of Directors, the CEO and secured by the senior management. The Sustainability Committee, which includes our senior managers from different functions, is responsible for creating the sustainability vision and strategy, determining the priority issues regarding sustainability, determining the policies, targets and implementation plans, executing, monitoring and auditing in line with the strategy and reporting to the Board of Directors to increase the level of sustainability. In order to integrate sustainability into all business processes and to ensure the efficiency of the studies to be carried out for the sustainability targets supported by the senior management, ESG (Environment-Social-Governance) key performance indicators are included in the scorecards of the relevant ASELSAN employees. The company monitors and measures the incentives offered for the management of environmental issues with the balanced score cards used within the company under the leadership of the CEO and the Corporate Management Vice President.
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 and new products are continued to be developed.
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 monitor and transparently report greenhouse gas emissions in order to reduce the effects of global climate change as committed in the Sustainable Climate Change Policy, the emission sources in ASELSAN campuses are determined and greenhouse gas emissions are calculated, reported and verified by an independent company every year. In this context, internal and external audits were carried out within the framework of the ISO 14064 standard for 2024 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 climate change targets are organized in line with the strategies determined by the Senior Management within the scope of the Sustainability Committee studies and in order to achieve the targets, the Greenhouse Gas Management Plan, the 2050 Net Zero Emission Roadmap and the Sustainability Working Group work plans are prepared and implemented. Periodic review of the applications within the scope of the Management Plan and coordination of improvement studies are
carried out by the KYGMY DHD EYSM Sustainability Management Unit, Sustainability Working Groups and Sustainability Ambassadors under the leadership of the Sustainability Committee.
As of 2020, necessary studies are being carried out on water management, which has a great significance. The company adopts a water management approach that considers the responsible, effective and efficient use of water in its activities. Water consumption in all ASELSAN campuses is also included in the inventory system and monitored. Within the scope of the significance given to water management, the ASELSAN Water Policy was created in 2021 to cover water efficiency and shared with stakeholders. With the Water Policy, which includes the commitment to "carefully monitor sustainability programs developed nationally and internationally regarding water, follow sustainability goals and create sustainability added value at the highest level", ASELSAN is included in the CDP (Carbon Disclosure Project) Water Reporting as of 2021. Within the scope of the continuous development value, the ISO 46001 Water Efficiency Management System was established in ASELSAN in 2024 to increase water efficiency. Within the scope of ISO 14001, ISO 46001, ISO 14064 and ASELSAN net zero emission target, annual, short, medium and long-term targets are set; they are monitored by the Sustainability Committee; transparently shared with stakeholders through the Sustainability Report and CDP (Carbon Disclosure Project). Infrastructures that will provide water saving are established in all our campuses in accordance with the Energy Efficient Design Principle. In new buildings, foundation drainage, rain water, treatment discharge etc. outputs are evaluated as water sources and are mainly used for landscape irrigation. In fire and hydrant lines operating under continuous pressure and in full section and in closed circuit heatingcooling pipelines, automation systems that will give an alarm in case of leakage are used. Thus, possible water leaks are eliminated in the shortest time and indirect water savings are provided. In water-using device investments, consumption values are reviewed and economical ones are preferred. Photocell faucets are used in all sinks. Adiabatic humidification systems are used in the environments used as botanical gardens in the building interiors to reduce water consumption. Wastewater generated in the facility infrastructure such as cooling tower blowdowns and reverse osmosis waste is broken down and recycled. Awareness and sustainability communication activities are also carried out.
| Energy Consumption by Fuel Type (GJ) | 2019 | 2020 | 2021 | 2022 | 2023 |
|---|---|---|---|---|---|
| Electricity (Non-Renewable) | 294.228,00 | 317.408,40 | 306.370,80 | 299.289,60 | 358.919,79 |
| Electricity (On-Site Renewable Energy) | 0 | 0 | 0 | 0 | 144 |
| Natural Gas | 146.313,97 | 176.515,43 | 156.118,50 | 183.022,31 | 213.884,07 |
| LPG | 28,98 | 20,7 | 0,552 | 0,552 | 0 |
| Fuel Oil | 703,32 | 0 | 0 | 421,26 | 0 |
| Gasoline | 703,32 | 0 | 0 | 421,26 | 0 |
|---|---|---|---|---|---|
| Diesel | 24.266,55 | 28.555,92 | 28.962,64 | 29.530,27 | 29.530,27 |
| Total | 465.540,82 | 522.500,45 | 491.452,49 | 512.263,99 | 605.827,52 |
| Operational Energy Efficiency: Energy Indicators |
2020 | 2021 | 2022 | 2023 |
|---|---|---|---|---|
| Electricity (Non-Renewable) (MWh) (A) | 88.176,05 | 85.109,81 | 83.142,65 | 102.366,08 |
| Electricity (Renewable) (MWh) (B) | 0 | 0 | 0 | 40,003 |
| Total Electricity Consumption (MWh) (A+B) |
88.176,05 | 85.109,81 | 83.142,65 | 102.406,09 |
| Intensity | 5,475 | 4,226 | 1,244 | 1,392 |
In line with the greenhouse gas emission management plan, which is updated annually for CDP Climate Change reporting and included in the annual Sustainability Report of ASELSAN, it aims to achieve net zero emissions in 2050 with a 55% reduction in Scope 1 and 2 emissions by 2030, a 60% reduction by 2035 and a 70% reduction by 2045. The 2024 realization and the targets for 2025 will be included in the 2024 Sustainability Report.
| Greenhouse Gas Emissions (tCO2e) | 2019 | 2020 | 2021 | 2022 | 2023 |
|---|---|---|---|---|---|
| Direct Emissions (Scope 1) | 14.148,26 | 14.689,13 | 15.481,32 | 22.593,70 | 20.089,56 |
| Indirect Emissions (Scope 2) | 37.785,79 | 42.319,99 | 37.926,60 | 41389,27 | 45.494,51 |
| Direct and Indirect Emissions (Scope 1-2) |
51.934,05 | 57.009,12 | 53.407,93 | 63.982,97 | 65.584,07 |
| Other Emissions (Scope 3) | 15.661,22 | 14.169,90 | 33.786,47 | 40.958,50 | 58.742,12 |
| Total Emissions (Scope 1-2-3) | 67.595,27 | 71.179,02 | 87.194,39 | 104.941,47 | 124.326,19 |
| Scope 1-2 Emission Intensity (tCO2e/TRY million) |
3,9911 | 3,54 | 2,652 | 0,957 | 0,8912 |
| Intensity Reduction Compared to Previous Year (%) |
11,30% | 25,08% | 63,91% | 6,88% |
| Scope 3 Emissions (tCO2e) | 2021 | 2022 | 2023 |
|---|---|---|---|
| Purchased Goods and Services | 10.427,61 | 15.478,93 | 26.443,51 |
| Upstream Transportation and Distribution |
1.263,49 | 1.003,52 | 1.281,70 |
| Waste | 116,9 | 121,45 | 105,01 |
| Business Travel | 1.623,31 | 3.575,08 | 6.108,78 |
| Employee Shuttles | 971,14 | 1.098,59 | 1.367,79 |
| Emissions from Purchased Energy Supply |
7.212,43 | 7.994,73 | 8.742,70 |
| Downstream Transportation and Distribution |
34,04 | 27,87 | 78,93 |
| Water Supply | 64,51 | 79,4 | 90,65 |
| Material Use | 12.073,04 | 11.578,93 | 14.523,05 |
| Total Scope 3 Emissions | 33.786,47 | 40.958,50 | 58.742,12 |
| Total Scope 3 Emissions Intensity (tCO2e/TRY million) |
1,68 | 0,61 | 0,8 |
| Total Emissions (Scope 1-2-3) | 87.194,39 | 104.941,47 | 124.326,19 |
| Total Emissions Intensity (Total Emissions/ TRY million) |
4,33 | 1,57 | 1,69 |
ASELSAN has received strong support from the Senior Management in the implementation process of ISO 50001:2018 Energy Management System (EnYS), which is a management approach that considers conscious and efficient energy use in its activities in line with the responsible and effective management of the resources it uses. Energy management activities are carried out based on processes/production, purchasing processes and in parallel with other integrated management systems. Within the scope of the ASELSAN Strategic Plan and related Strategic Activities, energy intensity reduction targets are provided by energy managers responsible for the management of the existing energy infrastructure in the campuses. In this direction, efficiency studies are carried out especially on important energy consuming resources and the obtained data is evaluated through analyzers and software systems. 6.034.351 kWh/year of gain was achieved with the improvements made in 2023 after the energy efficient transformation activities in the campuses. In order to ensure the continuity of the improvements, the activities are continuously analyzed and current technological developments are followed. In addition, projects that will provide a profit of 4,052,898 kWh/year in the 2-year projection have been approved and planned.
| Energy Savings | 2020 | 2021 | 2022 | 2023 |
|---|---|---|---|---|
| Total Energy Savings (GJ) | 2.826,34 | 1.973,88 | 11.633,34 | 10.248,99 |
| Operational Energy Efficiency: Energy Indicators |
2020 | 2021 | 2022 | 2023 |
|---|---|---|---|---|
| Electricity (Non-Renewable) (MWh) (A) |
88.176,05 | 85.109,81 | 83.142,65 | 102.366,08 |
| Electricity (Renewable) (MWh) (B) | 0 | 0 | 0 | 40,003 |
| Total Electricity Consumption (MWh) (A+B) |
88.176,05 | 85.109,81 | 83.142,65 | 102.406,09 |
| Intensity | 5,475 | 4,226 | 1,244 | 1,392 |
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 2024.
ASELSAN, which carries out all its activities in full compliance with the law, always implements an equal opportunity approach that prevents and prevents discrimination in the eyes of the law, and child labor is not employed. ASELSAN Human Resources Directorate bases its activities in its area of responsibility on diversity and equal opportunity practices, and developments in this regard are reported to the Corporate Management Vice Presidency. All ESG (Environment-Governance-Social) issues of sustainability are also monitored by the Sustainability Committee and reported to senior management.
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, awareness has been raised by assigning separate trainings for both managers and employees. The educational video themed "Unconscious Bias", specially prepared to increase employees' awareness on diversity, equality and inclusion (DEI), has been shared with all ASELSAN employees. The "Managing and Inclusion of Differences" training videos, specially prepared for ASELSAN, have been assigned as mandatory training for all managers and all managers have received equality, diversity and inclusion training in this context in 2023. In addition, "Interview with Disabled Candidates and Communication Training in the Recruitment Process" has been provided to employees who take part in the recruitment process. In 2023, some exemptions and rights, such as the right to finish work early, have been defined for employees in the disabled cadre. Thanks to this method, disabled employees have been enabled to move more comfortably during busy hours. In cases where the governorship of the campus where the disabled employees work grants leave to pregnant and disabled public officials due to adverse weather conditions, ASELSAN employees in similar situations will be considered as on administrative leave as of 2023, in a way that no time is left in their working hours. In addition, the excuse leave hours of employees in the disabled cadre were increased and it was aimed for them to spend more time with themselves and their families. In 2023, physical deficiencies in the campuses were determined and ASELSAN campuses were made suitable for Barrier-Free ASELSAN with the principle of inclusiveness. Within the framework of our diversity, equality and inclusiveness (DEI) principle, special quotas are allocated in ASELSAN nursery and kindergartens for the children of our disabled female and male employees.
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 order to ensure that transportation services are carried out safely, healthily and effectively at ASELSAN, the ISO 39001:2012 Road Traffic Safety Management System was established
in 2021. With this system, the traffic movement of personnel service vehicles and passenger company vehicles serving ASELSAN employees on the roads is managed. Road traffic safety risk analysis has been performed on all service routes, and actions have been taken at risky stops and routes, providing our employees with safer travel opportunities. Employees have been encouraged to use public transportation, and the traffic load and carbon emission amount to be created by passenger vehicles have also been reduced.
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 selecting employees from candidates who tend to act in line with ASELSAN's core values and ethical principles. Each employee is included in the orientation program where they receive a comprehensive training process on ASELSAN Ethical Principles, Values and Code of Conduct Training and ASELSAN Ethical Principles Directive. Ethical Principles, Values and Code of Conduct Training is assigned to all employees as a mandatory training, the ethical principles, values and code of conduct document is given to them as a booklet and employees undertake to act in accordance with ethical principles within the ASELSAN Work Commitment. In the process following the orientation period, an environment is provided that encourages ASELSAN employees to internalize ethical principles and always apply these principles in their daily business lives. Applications from within ASELSAN can be made through the Ethical Principles Help Desk, while applications from outside ASELSAN can be made by sending them to [email protected] or to the postal address of ASELSAN Macunköy Campus.
ASELSAN Ethics Principles Board regularly announces the applications received by the Board and the Board evaluationsregarding these to all ASELSAN employees in order to ensure awareness of ethical principles and values. The report on the work of the Ethics Principles Board, applications, evaluations and measures taken is presented at the Board of Directors meeting in January each year.
The ASELSAN Ethical Principles Board, established within the scope of ASELSAN's corporate structure and management system, consists of eight members. The ASELSAN Ethical Principles Board is chaired by a member elected by the General Manager with a director or higher title, and the members of the board include representatives from the Internal Audit Department, Legal Consultancy, Corporate Management Assistant General Manager, Human Resources Department, Supply Chain Management Assistant General Manager, and two ASELSAN employees who meet the criteria determined by voting by ASELSAN employees. All ASELSAN employees can receive information from the board and report to the board any behaviors they consider to be contrary to ethical principles. Behaviors contrary to ethical principles are immediately evaluated by the Board, and relevant measures are implemented with the knowledge and contribution of the senior management.
ASELSAN Social Innovation Leaders (ASIL) Solidarity Association was established as a result of the cooperation and intensive efforts of ASİL Association and Social Responsibility Working Groups. Following the evaluation made by Ankara Governorship Provincial Civil Society Relations Directorate, the establishment of the association was approved on November 21, 2019. Since its establishment within ASELSAN, ASİL Association has undertaken dozens of projects from meeting the needs of earthquake victims to humanitarian aid, from support to our furry friends to social aid, together with volunteer ASELSAN employees who have taken part in ASELSAN corporate social responsibility projects. With the decision numbered 6917 of the Presidency, it has achieved the status of an association working for the public benefit in 2023.
Inspired by the value added by ASELSAN employees to future technologies, corporate social responsibility strategies are determined. With the corporate volunteering approach, employees are encouraged to take part in social responsibility activities and, beyond taking part, to lead projects as corporate citizens. Not only with ASELSAN employees, but also with our team members who take part in internship programs etc. or the families of ASELSAN employees, we work to establish a large corporate volunteer ecosystem and add "Hope to the Future, Value to Life". The company implements projects that will educate young generations to produce solutions for the future by addressing the main source of problems, increase sensitivity to climate change, and raise awareness on equality and inclusiveness issues together with all ASELSAN volunteers. ASİL Association's main fields of activity are education, health, family and humanitarian aid in natural disasters, as well as organizing campaigns periodically and reaching those in need through these campaigns. Since its establishment, it has supported scientific projects, schools in need, and children waiting for coat and boot aid, as well as taking responsibility for disasters and epidemics faced by the country and delivering urgent needs to the necessary places in a short time. Details regarding social value studies are included in the 2023 Sustainability Report.
Within the scope of the cooperation between the General Directorate of Vocational and Technical Education of the Ministry of National Education of the Republic of Turkey and ASELSAN in order to contribute to the training of the qualified workforce needed by the defense industry, the first Vocational and Technical Anatolian High School in its field was established in Ankara in 2019. ASELSAN MTAL is a unique school in its own right with what it offers to its students both during and after education. Offering development and career-oriented education opportunities, MTAL has a distinguished 5-year education content in two branches, namely electronic and mechanical systems.
The curriculum and needs of both branches were specially created by ASELSAN employees and MEB experts. With the mentoring program carried out by ASELSAN employees within the scope of social responsibility, ASELSAN employees have the opportunity to transfer their knowledge and experience to the younger generations. With the mentoring meetings held, experienced ASELSAN employees have the opportunity to transfer their knowledge and experience to the younger generations.
Alimhane Project was launched at Ankara Science High School and aims to maximize the potential of young minds. This project aims to instill in students the value of working in collaboration and the power of achieving together. Alimhane, which was launched in 2022, adopts an innovative educational approach called the 3H Model. This model consists of three basic stages: "Imagine", "Get Ready" and "Take Action". In the first stage, students can freely express their own ideas and dreams; in the second stage, they turn these ideas into projects by elaborating them with volunteer ASELSAN employee mentors who are experts in their fields and take part in corporate social responsibility projects; in the last stage, students can turn their ideas into concrete products thanks to modern laboratory facilities. Details of the activities carried out for the future of young people are included in the 2023 Sustainability Report.
Within the scope of health activities; the needs of families in need for medicine, surgery, treatment, prosthesis and health equipment are met. Families in need are evaluated by the teams, needs are clarified by one-on-one meetings with the hospital and doctors, and aid activities are carried out in order of priority.
Within the scope of family activities; food parcels containing basic foods for families in need, food cards to meet market needs during holidays, zakat distribution within the scope of Eid al-Fitr, holiday clothes for children, boots and coats for use in the winter months and basic household goods to continue life at home are provided. Distributions are delivered directly to families by professional teams.
Volunteer teams consisting of ASELSAN personnel work to carry out all these activities.
While ASELSAN carries out projects to increase social opportunities for the welfare of the society and scientific activities for the development of the society, it aims to provide benefit to the society by supporting the institutions. In this context, the Donation and Aid Policy has been created and shared on the ASELSAN website. Cash donations and aid can be made to institutions, organizations, foundations and associations that carry out scientific research and development activities, institutions and similar organizations established for social purposes, the construction of structures such as schools and health facilities that are of public benefit, and other works that the Company may deem useful. Each year, annual donation plans and the upper limit of donation amounts are determined in the General Assembly meetings, and donations are made by the decision of the Board of Directors. ASELSAN has not and will not engage in activities supporting political parties, politicians or political candidates. The Company has not donated to any political party or group in 2024, has not contributed to or participated in any political activity.
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 2024. 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.
SAHA Corporate Governance and Credit Rating Services Inc. (SAHA), authorized by the CMB to measure the level of compliance with ASELSAN's corporate governance principles, has been continuing its corporate governance rating since 2012. In this context, the corporate rating score created for ASELSAN for the first time on 13.12.2012 was 8.77 out of 10. In the evaluation made in 2024, our score reached its historical peak with 9.49 on 10.12.2024. ASELSAN Corporate Governance Principles Compliance Reports are shared on the corporate website and within the scope of annual activity reports. ASELSAN's subheading scores out of 100 are as follows.
| Subcategory | Rating | Weight |
|---|---|---|
| Shareholders | 89,82 | %25 |
| Public Disclosure and Transparency | 98,72 | %25 |
| Stakeholders | 99,17 | %15 |
| Board of Directors | 94,06 | %35 |
| Governance Principles Compliance Rating | 94,91 | %100 |
ASELSAN's management structure is a single-stage system with a Board of Directors elected by the General Assembly. ASELSAN's Board of Directors consists of 9 members, 3 of whom are independent. The Board of Directors has a decision-making and supervisory role in defining and managing economic, environmental and social impacts, risks and opportunities. The Board of Directors ensures that the work is carried out in an efficient and effective manner, as well as in compliance with the legislation, articles of association, directives and established policies.
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 59, 60, 70, 71, 244-253 |
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 72-83, 89,93 |
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 55,56,57 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_2023_CDP_Climate_Change_Report.pdf |
| 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 55,56,57 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_2023_CDP_Climate_Change_Report.pdf |
| A2.2. The action plan in accordance with the ESG goals have been formed and disclosed to public. |
X | - | - | - | Page 72-83, 89,93 |
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 | - | - | - | Throughout the Report |
https://www.aselsan.com/en/sustainability/reports |
| 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 55, 64, 72-83, 85, 121, 159 |
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 38, 39 | 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 9, 10, 11 |
https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/Dogrulama_2022.pdf |
|||
| 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 71-83, 88-119 |
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 88-119 | 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 | - | - | - | Page 61-62 | - |
| B5. The integration of the environmental difficulties, which are preferably determined, with the business goals and strategy have been disclosed to public. |
X | - | - | - | Throught the Report |
- |
| 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 | - | - | - | Throught the Report |
- |
| 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 98 | https://www.aselsan.com/en/sustainability/reports |
| Compliance | ||||||
|---|---|---|---|---|---|---|
| APPENDIX-2 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 254-258 | 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 89,90 | 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 254-258 | 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 72-83, 89,93 |
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 72-83, 89,93, 244-253 |
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 | - | Page 101, 107, 108 |
https://www.aselsan.com/en/sustainability/reports |
| 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 | - | - | Page 98, 226- 241 |
https://www.aselsan.com/en/sustainability/reports |
| B15. The environmental benefits/gaining and cost savings provided by the initiatives/projects to decrease the environmental impacts have been disclosed to public. |
X | - | - | - | Page 241-246 | https://wwwcdn.aselsan.com/api/file/ASELSAN_CDP_REPORT _2023.pdf |
Compliance
| SUSTAINABILITY COMPLIANCE REPORT | Yes | No | Partial | N/A | Explanation | REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION |
|---|---|---|---|---|---|---|
| B. Environmental Principles | ||||||
| B16. Energy consumption (natural gas, diesel, gas, LPG, coal, electricity, heating, cooling, etc.) figures as Scope-1 and Scope-2 have been disclosed to public |
X | - | - | - | Page 254,255 | https://www.aselsan.com/en/sustainability/reports |
| B17. The information about the produced electricity, heat, steam and cooling for the reporting period have been disclosed to public. |
X | - | - | - | Page 92, 254,255 |
- |
| B18. The actions taken to increase renewable energy consumption, transit to zero or law carbon electricity have been disclosed to public. |
X | - | - | - | Page 116, 72- 83, 89,93 |
- |
| B19. The renewable energy production and consumption figures have been disclosed to public. |
X | - | - | - | Page 92, 255 | - |
| B20. Energy productivity projects have been carried out and the decrease rates on energy consumption and emission based on those projects have been disclosed to public. |
X | - | - | - | Page 92,93 | https://www.aselsan.com/en/sustainability/reports |
| B21. Water consumption, underground or above- ground drawn water, recycled or discharged water figures, sources and procedures have been disclosed to public. |
X | - | - | - | Page 99-102, 256 |
https://www.aselsan.com/en/sustainability/reports |
| B22. It has been disclosed to public if the operations or activities included to any carbon pricing system (Emission Trading System, Cap & Trade or Carbon Tax) or not |
- | X | - | - | - | - |
| B23.The information on accumulated or purchased carbon credit in the reporting period has been disclosed to public. |
- | X | - | - | - | - |
| 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 2023. |
| 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 162 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_P olicy.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 229 | https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_P olicy.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 227- 230 |
https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_P olicy.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 162, 163, 227- 230 |
https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_P olicy.pdf |
| Compliance | ||||||
|---|---|---|---|---|---|---|
| SUSTAINABILITY COMPLIANCE REPORT Yes |
Partial N/A |
Explanation | REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION |
|||
| C1. Human Rights and Labour Rights | ||||||
| C1.5. Investments made to employees (training, development policies), compensation, fringe benefits, unionization rights, work/life balance solutions and talent management issues are included in the employee rights policy. |
X | - | - - |
Page 192- 197 |
https://www.aselsan.com/en/sustainability/reports https://wwwcdn.aselsan.com/api/file/ASELSAN_Human_Rights_P olicy.pdf |
|
| C1.5. Mechanisms for resolving employee complaints and disputes have been established and dispute resolution processes have been determined. |
X | - | - - |
Page 162- 165 |
https://www.aselsan.com/en/sustainability/reports | |
| C1.5. Activities carried out during the reported period to ensure employee satisfaction have been disclosed to the public. |
X | - | - - |
Page 166- 205 |
||
| C1.6 Occupational Health and Safety Policy has been set out and disclosed to public. |
X | - | - - |
Page 173- 179 |
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 173- 179, 266, 267 |
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 220 |
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, 37 |
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 122- 157 |
https://www.aselsan.com/en/sustainability/reports | |
| C1.10 The informative meetings and training programmes on ESG practices organised for the employees |
X | - | - - |
Page 66, 67, 96 |
https://www.aselsan.com/en/sustainability/reports |
| Yes | No | Partial | N/A | Explanation | REPORT / LINK REGARDING THE PUBLICLY DISCLOSED INFORMATION |
|---|---|---|---|---|---|
| X | - | - | - | Page 223-225 |
https://www.aselsan.com/en/sustainability/reports |
| X | - | - | - | Page 66-70 |
https://www.aselsan.com/en/sustainability/reports |
| X | - | - | - | Page 5 |
https://www.aselsan.com/en/sustainability/reports |
| - | - | X | - | Page 54 |
- |
| X | - | - | - | - | Our company carried out its studies during the year to be included in Borsa Istanbul indices and international indices. https://www.kap.org.tr/en/Endeksler |
| - | - | X | - | - | Our company sought the opinions of stakeholders in determining the measures and strategies in the field of sustainability. |
| X | - | - | - | Throughout the Report |
https://www.aselsan.com/en/sustainability/reports |
| member of an international institution, committee on |
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