Governance Information • Jun 20, 2025
Governance Information
Open in ViewerOpens in native device viewer
Sustainalytics is of the opinion that the Aydem Renewables Green Financing Framework is credible, impactful and aligns with the four core components of the Green Bond Principles 2021 and the Green Loan Principles 2025. This assessment is based on the following:

USE OF PROCEEDS The eligible categories, Renewable Energy – Power Generation and Renewable Energy – Electricity Storage, are aligned with those recognized by the Green Bond Principles and the Green Loan Principles. Sustainalytics considers that investments in the eligible categories will lead to positive environmental impacts and advance the UN Sustainable Development Goals, specifically SDG 7.

Aydem's Finance Department will be responsible for managing the project selection process in collaboration with various business departments and the Sustainability, Health, Safety and Environment teams. Following an evaluation by the Investment Board Committee, the Company's board of directors will provide final approval for projects in line with the Framework's eligibility criteria. Aydem's Risk Management Department conducts environmental impact assessments and project-based risk assessments, covering sustainability and ESG topics on the projects financed under the Framework. Sustainalytics considers the project selection process to be in line with market practice.

MANAGEMENT OF PROCEEDS Aydem's Treasury Team will be responsible for the management of proceeds, with oversight from its board of directors. The Treasury Team will track the allocation of proceeds using Aydem's internal financing accounts. Aydem intends to reach full allocation within three calendar years of each issuance. Pending allocation, proceeds will be temporarily invested in cash and cash equivalents in line with Aydem's Liquidity and Cash Flow Policy. This is in line with market practice.

REPORTING Aydem will report on the allocation of proceeds and corresponding impact in its Integrated Annual Report, which the Company will publish on its website on an annual basis until full allocation, or in case of any material changes and revolving credit facilities, until the maturity date of the relevant instruments. Allocation reporting will include the total amount of net proceeds allocated to eligible projects, the breakdown of proceeds allocated by eligible projects, the balance of unallocated proceeds and the share of financing versus refinancing. Sustainalytics views the Company's allocation and impact reporting as aligned with market practice.

| Evaluation date | June 20, 2025 |
|---|---|
| Issuer Location | Denizli, Türkiye |
| Introduction 2 | |
|---|---|
| Sustainalytics' Opinion 3 |
For inquiries, contact the Sustainable Corporate Solutions project team:
Siina Matihaldi (Amsterdam) Project Manager [email protected] (+31) 20 751 1353
Sneha Ananthakrishnan (Mumbai) Project Support
Enrico Tessadro (Amsterdam) Client Relations [email protected] (+44) 20 3880 0193
Aydem Renewable Energy AS ("Aydem" or the "Company") is a wholly owned subsidiary of Turkish energy provider Aydem Energy. Established in 1995, Aydem is a pure play renewable energy company headquartered in Denizli, Türkiye. The Company specializes in the development, acquisition and operation of hydroelectric, wind, solar and geothermal power plants. Aydem has 25 renewable energy generation power plants in Türkiye, with an installed capacity of 1,180 MW as of December 2024. 1
Aydem has developed the Aydem Renewables Green Financing Framework dated June 2025 (the "Framework"), under which it intends to issue green bonds, loans, corporate hybrid bonds, 2 convertible bonds, 3 private placements4 and project finance and use the proceeds to finance or refinance, in whole or in part, existing or future projects that are expected to increase the renewable energy output in Türkiye. The Framework defines eligibility criteria in the following areas:
Aydem engaged Sustainalytics to review the Framework and provide a Second-Party Opinion on the Framework's environmental credentials and its alignment with the Green Bond Principles 2021 (GBP)5 and the Green Loan Principles 2025 (GLP).6 The Framework will be published in a separate document. 7
Sustainalytics' Second-Party Opinion reflects Sustainalytics' independent8 opinion on the alignment of the reviewed Framework with current market standards and the extent to which the eligible project categories are credible and impactful.
As part of the Second-Party Opinion, Sustainalytics assessed the following:
For the use of proceeds assessment, Sustainalytics relied on its internal taxonomy, version 1.18, which is informed by market practice and Sustainalytics' expertise as an ESG research provider.
As part of this engagement, Sustainalytics held conversations with various members of Aydem's management team to understand the sustainability impact of its business processes and planned use of proceeds, as well as the management of proceeds and reporting aspects of the Framework. Aydem representatives have confirmed that: (1) they understand it is the sole responsibility of Aydem to ensure that the information provided is complete, accurate and up to date; (2) that they have provided Sustainalytics with all relevant information and (3) that any provided material information has been duly disclosed in a timely manner. Sustainalytics also reviewed relevant public documents and non-public information.
This document contains Sustainalytics' opinion of the Framework and should be read in conjunction with that Framework.
Any update of the present Second-Party Opinion will be conducted according to the agreed engagement conditions between Sustainalytics and Aydem.
3 Aydem has confirmed that full allocation will take place before the conversion date.
1 Aydem Renewable Energy, "About us", at: https://www.aydemyenilenebilir.com.tr/info/7/about-us
2 Aydem has confirmed to Sustainalytics that the Company will ensure that the value of the eligible green assets is equal to or more than the net proceeds of the bonds until it remains outstanding; and a call option, if exercised, will only be after full allocation of the bond proceeds.
4 Aydem has confirmed that private placements are limited to debt instruments.
5 The Green Bond Principles are administered by the International Capital Market Association and are available at https://www.icmagroup.org/greensocial-and-sustainability-bonds/green-bond-principles-gbp/
6 The Green Loan Principles are administered by the Loan Market Association, Asia Pacific Loan Market Association and Loan Syndications and Trading Association and are available at https://www.lsta.org/content/green-loan-principles/
7 The Aydem Renewables Green Financing Framework is available at: https://www.aydemrenewablesinvestorrelations.com.tr/
8 When operating multiple lines of business that serve a variety of client types, objective research is a cornerstone of Sustainalytics and ensuring analyst independence is paramount to producing objective, actionable research. Sustainalytics has therefore put in place a robust conflict management framework that specifically addresses the need for analyst independence, consistency of process, structural separation of commercial and research (and engagement) teams, data protection and systems separation. Last but not the least, analyst compensation is not directly tied to specific commercial outcomes. One of Sustainalytics' hallmarks is integrity, another is transparency.
Sustainalytics' Second-Party Opinion, while reflecting on the alignment of the Framework with market standards, is no guarantee of alignment nor warrants any alignment with future versions of relevant market standards. Furthermore, Sustainalytics' Second-Party Opinion addresses the anticipated impacts of eligible projects expected to be financed with bond and loan proceeds but does not measure the actual impact. The measurement and reporting of the impact achieved through projects financed under the Framework is the responsibility of the Framework owner.
In addition, the Second-Party Opinion opines on the potential allocation of proceeds but does not guarantee the realised allocation of the bond and loan proceeds towards eligible activities.
No information provided by Sustainalytics under the present Second-Party Opinion shall be considered as being a statement, representation, warrant or argument, either in favour or against, the truthfulness, reliability or completeness of any facts or statements and related surrounding circumstances that Aydem has made available to Sustainalytics for the purpose of this Second-Party Opinion.
Sustainalytics is of the opinion that the Aydem Renewables Green Financing Framework is credible, impactful and aligned with the four core components of the GBP and GLP. Sustainalytics highlights the following elements of the Framework:
9 Aydem has confirmed to Sustainalytics that the leasing costs are limited to capital leases or operating leases with medium- and long-term lease agreements that would exceed the tenor of the bonds or have the same tenor as the bonds issued under the Framework.
facilities, including battery and pumped hydropower storage, directly connected to Aydem's renewable energy facilities.
energy plants constructed or rehabilitated (in MW) and number of environmental risk assessments conducted for eligible projects.
Sustainalytics has determined that the Aydem Renewables Green Financing Framework aligns with the four core components of the GBP and GLP.
Aydem's sustainability strategy focuses on the following three key environmental areas: i) achieving nearterm GHG emissions reduction and net zero targets; ii) investments in energy efficiency and low carbon technologies; and iii) waste management and biodiversity commitments.10
Aydem has established the following near-term GHG emissions reduction targets, which were validated by the Science Based Targets initiative (SBTi) in 2023: i) a reduction of absolute scope 1 and 2 GHG emissions by 51% by 2032 from a 2022 base year; and ii) a reduction of scope 3 GHG emissions from capital goods by 30% within the same timeframe.11 In addition, the Company aims to reach net zero GHG emissions across its value chain by 2040. The target was validated by SBTi in April 2025. 12
To achieve its reduction targets for scope 1 and 2 GHG emissions, Aydem intends to improve the energy performance of its facilities by switching to energy-efficient technologies. In addition, the Company intends to replace its vehicles with electric or hybrid vehicles and increase the use of biofuels or low carbon alternative fuels. 13 Regarding its scope 3 emissions, Aydem aims to prioritize local procurement alternatives and integrate the ISO 2040014 sustainable procurement standard into its future procurement operations. The Company also intends to optimize its logistics and transport processes.
With respect to waste management, Aydem is committed to improving its waste management processes and increasing recycling rates. Between 2023 and 2024, the Company reduced the amount of hazardous waste it generated by 24.63%. Additionally, all of Aydem's power plants have obtained a zero-waste certificate in 2024.15 Regarding biodiversity, Aydem has established programmes for mammalogy and ornithology monitoring around its wind power sites and fish passages and lifts in its hydropower plants. 16 These include bird and bat migration monitoring in accordance with the European Union Bird and Habitat Directive. 17 In addition, the Company has painted 88 of its wind turbine blades in purple since 2013 to reduce bird, bat and insect collision fatalities. 18
Sustainalytics is of the opinion that the Aydem Renewables Green Financing Framework is aligned with the Company's overall sustainability strategy and initiatives and will further its actions on its key environmental priorities.
Sustainalytics recognizes that the proceeds from the instruments issued under the Framework will be directed towards eligible projects that are expected to have positive environmental impacts. However, Sustainalytics
11 Science Based Targets, "Aydem Yenilenebilir Enerji A.Ş.", at: https://sciencebasedtargets.org/target-dashboard
18 Aydem, "Integrated Annual Report", (2024), at:
10 Aydem, "Integrated Annual Report", (2024), at:
https://www.aydemrenewablesinvestorrelations.com.tr/media/2024%20Faaliyet%20Raporlar%C4%B1/AYDEM\_Entegre\_Faaliyet\_Raporu\_2024\_EN\_1741 761700.pdf
12 Ibid.
13 Aydem, "Integrated Annual Report", (2024), at:
https://www.aydemrenewablesinvestorrelations.com.tr/media/2024%20Faaliyet%20Raporlar%C4%B1/AYDEM\_Entegre\_Faaliyet\_Raporu\_2024\_EN\_1741 761700.pdf
14 ISO, "ISO 20400:2017 – Sustainable procurement", at: https://www.iso.org/standard/63026.html
15 Aydem, "Integrated Annual Report", (2024), at:
https://www.aydemrenewablesinvestorrelations.com.tr/media/2024%20Faaliyet%20Raporlar%C4%B1/AYDEM\_Entegre\_Faaliyet\_Raporu\_2024\_EN\_1741 761700.pdf
16 Ibid.
17 European Parliament, "Directive 2009/147/EC of the European Parliament and of the Council", (2009), at: https://eur-
lex.europa.eu/legalcontent/EN/TXT/?uri=CELEX%3A32009L0147
https://www.aydemrenewablesinvestorrelations.com.tr/media/2024%20Faaliyet%20Raporlar%C4%B1/AYDEM\_Entegre\_Faaliyet\_Raporu\_2024\_EN\_1741 761700.pdf
is aware that such eligible projects could also lead to negative environmental and social outcomes. Some key environmental and social risks possibly associated with the eligible projects may include issues involving: i) emissions, effluents, and waste generated in construction; ii) land use and biodiversity issues associated with large-scale infrastructure development; iii) occupational health and safety (OHS); iv) community relations; and v) business ethics.
Sustainalytics is of the opinion that Aydem is able to manage and mitigate potential risks through implementation of the following:
21 Aydem, "Integrated Annual Report", (2024), at:
35 Aydem, "Integrated Annual Report", (2024), at:
19 ISO, "ISO 14000 family – Environmental management", at: https://www.iso.org/iso-14001-environmental-management.html
20 ISO, "ISO 50001 – Energy management", at: https://www.iso.org/iso-50001-energy-management.html
https://www.aydemrenewablesinvestorrelations.com.tr/media/2024%20Faaliyet%20Raporlar%C4%B1/AYDEM\_Entegre\_Faaliyet\_Raporu\_2024\_EN\_1741 761700.pdf
22 Aydem, "General Environment Procedure", at: https://www.aydemyenilenebilir.com.tr/upload/politikalar/General-Environment-Procedure.pdf 23 Aydem, "Environmental Policy", at: https://www.aydemyenilenebilir.com.tr/info/44/environmental-policy
24 Aydem, "Environmental Dimension Impact Analysis Procedure", at: https://www.aydemyenilenebilir.com.tr/info/24/policies 25 Aydem, "General Environment Procedure", at: https://www.aydemyenilenebilir.com.tr/upload/politikalar/General-Environment-Procedure.pdf
26 ISO, "ISO 45000 family – Occupational health and safety", at: https://www.iso.org/iso-45001-occupational-health-and-safety.html
27 NQA, "OHSAS 18001 – Health and Safety Management", at: https://www.nqa.com/en-ca/certification/standards/ohsas-18001
28 Aydem, "Occupatıonal Health and Safety Policy", at: https://www.aydemyenilenebilir.com.tr/info/45/occupational-health-and-safety-policy
29 Aydem, "General OHS Procedure", at: https://www.aydemyenilenebilir.com.tr/upload/custom/PDF/Politikalar/ENG/ISG.PRS.005\_General--OHS-Procedure\_EN.pdf
30 Government of Türkiye, "Act No. 6331 on Occupational Health and Safety", (2012), at:
https://natlex.ilo.org/dyn/natlex2/r/natlex/fe/details?p3\_isn=92011
31 Government of Türkiye, "Law No. 3146 amending the Law on the Organization and Duties of the Ministry of Labour and Social Security", (1985), at: https://natlex.ilo.org/dyn/natlex2/r/natlex/fe/details?p3\isn=108047&cs=14lkuiPqA0JKnteAaOE4UV0EuCRIIMyUxT7c0DI95Qav5\\_82ldmgzCuTZ9LxlC WZ-JhapC5G3jduxH-EFBAp0w
32 Aydem, "Contractors Occupational Health and Safety Procedure", at:
33 Aydem, "Environmental Dimension Impact Analysis Procedure", at: https://www.aydemyenilenebilir.com.tr/info/24/policies
34 Aydem, "Climate Policy", (2024), at: https://www.aydemyenilenebilir.com.tr/info/24/policies
https://www.aydemrenewablesinvestorrelations.com.tr/media/2024%20Faaliyet%20Raporlar%C4%B1/AYDEM\_Entegre\_Faaliyet\_Raporu\_2024\_EN\_1741 761700.pdf
36 Aydem, "Code of Conduct and Business Principles", (2024), at: https://www.aydemyenilenebilir.com.tr/info/41/code-of-conduct-and-businessprinciples
• As a signatory to the United Nations Global Compact, Aydem conforms to its 10 principles, including human rights, labour, the environment and anti-corruption, and transparently discloses its performance regarding these principles to the UN Global Compact.38 In line with the principles, the Company commits to avoiding any violation of human rights, forced or child labour, environmental degradation and corruption.39
Based on these policies, standards and assessments, Sustainalytics is of the opinion that Aydem has implemented adequate measures and is well positioned to manage and mitigate environmental and social risks commonly associated with the eligible categories.
The use of proceeds categories are aligned with those recognized by the GBP and GLP. Sustainalytics has focused below on where the impact is specifically relevant in the local context.
The power sector is the largest contributor to Türkiye's GHG emissions, accounting for 30% of the country's CO2 emissions in 2021. 40 The energy sector's GHG emissions increased by nearly 180% between 1990 and 2022 and are expected to rise further. 41,42 In addition, the energy sector is dominated by fossil fuels (coal, oil and natural gas), which accounted for 85% of the country's energy mix in 2021.43 As part of its ratification of the Paris Agreement in 2021, Türkiye has committed to achieving net zero GHG emissions by 2053.44 In 2022, Türkiye further committed to reducing GHG emissions by 41% below business-as-usual levels by 2030.45 According to the Climate Action Tracker, Türkiye would need to phase out coal-fired power generation and increase renewable electricity generation to 80% by 2030 and fully decarbonize its electricity generation by 2050 to achieve its climate targets. 46
Solar, wind, geothermal, biomass and hydropower accounted for 15.1% of Türkiye's energy supply in 2023, 47 with the share of renewables in the country's total energy mix increasing by 66% between 2016 and 2023. 48 Türkiye aims to continue this expansion, aiming to commission an additional 10 GW of solar and wind capacity in the period 2017- 2027.49 The Government of Türkiye estimates that the country's annual wind and solar energy capacity will reach 48,000 MW and 1,527 kWh/m2, respectively within the same time period. 50 Additionally, the overall Turkish renewable energy generation capacity, excluding hydropower, is expected to increase from 19.1 GW in 2020 to 49.3 GW by 2030.51 According to Shura, a Turkish energy resource centre, Türkiye needs to invest approximately USD 135 billion in the energy transition between 2022 and 2030, including in renewable energy, energy efficiency and electrification, to achieve its energy transition goal.52
Based on the above, Sustainalytics is of the opinion that Aydem's investments in renewable energy projects have the potential to provide a positive environmental impact by reducing carbon emissions and improving energy efficiency while contributing to Türkiye's climate-related goals.
d792a9daff44/Türkiye\_2021\_Energy\_Policy\_Review.pdf
29\_ScalingUp\_TURKEY\_FullReport\_ENG.pdf
38 United Nations Global Compact, "The Ten Principles of the UN Global Compact", at: https://www.unglobalcompact.org/what-is-gc/mission/principles
39 Aydem Renewables, "Aydem Renewables signed UN Global Compact", at: https://www.aydemyenilenebilir.com.tr/info/33/un-global-compact
40 Climate Transparency, "Türkiye: Climate Transparency Report 2022", at: https://www.climate-transparency.org/wp-content/uploads/2022/10/CT2022- Türkiye-Web.pdf
41 Turkish Statistical Institute, "Greenhouse gas emissions statistics, 1990-2022", (2024), at: https://data.tuik.gov.tr/Bulten/Index?p=Greenhouse-Gas-Emissions-Statistics-1990-2022-53701&dil=2
42 IEA, "Türkiye 2021: Energy Policy Review", (2021), at: https://iea.blob.core.windows.net/assets/cc499a7b-b72a-466c-88de-
43 Ibid,
44 UNDP, "UNDP supports Türkiye in charting a course to net zero by 2053", (2021), at: https://www.undp.org/turkiye/press-releases/undp-supports-Türkiye-charting-course-net-zero-2053
45 Kucukgocmen, A. (2022), "Türkiye Raises Greenhouse Gas Emissions Reduction Target for 2030", Reuters, at:
46 Climate Action Tracker, "Scaling up climate action: Turkey", (2019), at: https://climateactiontracker.org/documents/672/CAT\_2019-11-
47 IEA, "Türkiye", at: https://www.iea.org/countries/turkiye/energy-mix
48 Ibid.
49 IEA, "Türkiye 2021: Energy Policy Review," (2021), at: https://www.iea.org/reports/Türkiye-2021
50 Ibid.
51 Balkan Green Energy News, "Renewable power capacity in Türkiye to more than double by 2030 to 50 GW", (2021), at:
52 Shura, "Executive Summary: Financing the Energy Transition in Türkiye within the Context of the Green New Deal", (2022), at: https://shura.org.tr/wpcontent/uploads/2022/06/SHURA-2022-06-Financing-the-Energy-Transition-in-Türkiye-within-the-Contexti.pdf
The Sustainable Development Goals were adopted in September 2015 by the United Nations General Assembly and form part of an agenda for achieving sustainable development by 2030. The instruments issued under the Aydem Renewables Green Financing Framework are expected to help advance the following SDG and target:
| Use of Proceeds Category |
SDG | SDG target |
|---|---|---|
| Renewable Energy | 7. Affordable and Clean Energy |
7.2 By 2030, increase substantially the share of renewable energy in the global energy mix |
Aydem has developed the Aydem Renewables Green Financing Framework, under which it may issue green bonds, loans, corporate hybrid bonds, convertible bonds, private placements and project finance and use the proceeds to finance or refinance renewable energy projects in Türkiye. Sustainalytics considers that the eligible projects are expected to provide positive environmental impacts.
The Framework outlines a process for the tracking, allocation and management of proceeds and makes commitments to report on allocation and impact. Sustainalytics is of the opinion that the Framework is aligned with the overall sustainability strategy of the Company and that the use of proceeds categories will contribute to the advancement of UN Sustainable Development Goal 7. Additionally, Sustainalytics is of the opinion that Aydem has adequate measures in place to identify, manage and mitigate environmental and social risks commonly associated with the eligible projects.
Based on the above, Sustainalytics is confident that Aydem is well positioned to issue green bonds and loans, and that the Aydem Renewables Green Financing Framework is robust, transparent and in alignment with the four core components of the Green Bond Principles 2021 and Green Loan Principles 2025.
The information, methodologies, data and opinions contained or reflected herein (the "Information") are proprietary to Sustainalytics and/or its third-party content providers and may be made available to third parties only in the form and format disclosed by Sustainalytics. The Information is not directed to, nor intended for distribution to or use by India-based clients and/or users, and the distribution of Information to India resident individuals and entities is not permitted.
The Information is provided for informational purposes only and (1) does not constitute an endorsement of any product, project, investment strategy or consideration of any particular environmental, social or governance related issues as part of any investment strategy; (2) does not constitute investment advice nor recommends any particular investment, nor represents an expert opinion or negative assurance letter; (3) is not part of any offering and does not constitute an offer or indication to buy or sell securities, to select a project nor enter into any kind of business transaction; (4) is not an assessment of the economic performance, financial obligations nor creditworthiness of any entity; (5) is not a substitute for professional advice; (6) has not been submitted to, nor received approval from, any relevant regulatory or governmental authority. Past performance is no guarantee of future results.
The Information is based on information made available by third parties, is subject to continuous change and no warranty is made as to its completeness, accuracy, currency, nor the fitness of the Information for a particular purpose. The Information is provided "as is" and reflects Sustainalytics' opinion solely at the date of its publication.
Neither Sustainalytics nor its third-party content providers accept any liability in connection with the use of the Information or for actions of third parties with respect to the Information, in any manner whatsoever, to the extent permitted by applicable law.
Any reference to third party content providers' names is solely to acknowledge their ownership of information, methodologies, data and opinions contained or reflected within the Information and does not constitute a sponsorship or endorsement of the Information by such third-party content provider. For more information regarding third-party content providers visithttp://www.sustainalytics.com/legal-disclaimers
Sustainalytics may receive compensation for its ratings, opinions and other services, from, among others, issuers, insurers, guarantors and/or underwriters of debt securities, or investors, via different business units. Sustainalytics maintains measures designed to safeguard the objectivity and independence of its opinions. For more information visit Governance Documents or contact [email protected].
This deliverable, in particular the images, text and graphics contained therein, and the layout and company logo of Sustainalytics are protected under copyright and trademark law. Any use thereof shall require express prior written consent. Use shall be deemed to refer in particular to the copying or duplication of the opinion wholly or in part, the distribution of the opinion, either free of charge or against payment, or the exploitation of this opinion in any other conceivable manner.
The issuer is fully responsible for certifying and ensuring the compliance with its commitments, for their implementation and monitoring.
Morningstar Sustainalytics is a leading ESG research, ratings and data firm that supports investors around the world with the development and implementation of responsible investment strategies. For more than 30 years, the firm has been at the forefront of developing high-quality, innovative solutions to meet the evolving needs of global investors. Today, Sustainalytics works with hundreds of the world's leading asset managers and pension funds, which incorporate ESG and corporate governance information and assessments into their investment processes. Sustainalytics also works with hundreds of companies and their financial intermediaries to help them consider sustainability in policies, practices and capital projects. For more information, visit www.sustainalytics.com.

Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.