SUSTAINABILITY APPROACH

Verusa Holding's basic principles are corporate governance, business ethics and corporate responsibility culture. We aim to create sustainable value for all our stakeholders with the principles of equality, transparency, accountability, environmental and social responsibility in our investments and in all projects we support.

Innovation and creativity, the most important factors among the Verusa Group's visions, are indispensable characteristic of our corporate culture. The prerequisite for this is to treat every employee fairly, to offer equal opportunities and to consider differences as a value in our human resources policy. In this context, care is taken to create a work environment where employees can express themselves more easily, find more training and development opportunities, and bring their careers to senior management position.

Verusa Group companies develop efficient and environmentally friendly business processes with innovative ideas and technologies as a prerequisite for their future success, prioritize people, society and the environment in their investments, manage their environmental impacts, and produce environmentally friendly and value-added products that meet the expectations of future generations.

As Verusa Holding, we aim to take new steps in the fields of R&D, innovation, technology and sustainability and to contribute to our country with environmentally friendly ecological models, while creating studies to determine sustainability priorities.

Our Sustainability Priorities
Our sustainability priorities in Verusa Holding and Group Companies are as follows;

1-Environmentally Friendly Applications
 The most important goal of the group companies is to ensure the protection of people, society and the environment in their investments, to develop efficient and creative business models, to meet the expectations of future generations with environment friendly and added value products.

2- Social Responsibility
Verusa Holding and our group companies operate in the fields of social responsibility in order to take part in social projects that add value to people, with the approval of our board of directors, and continue their activities through student scholarships, initiatives that will provide financial support to the needy and donations to various foundations.

3-R & D, Innovation and Technology
Verusa Holding and our group companies attach importance to R&D and innovation in all sectors we operate in order to better manage demands in changing market conditions where competition is regularly increasing and to provide value-creating products and services to all stakeholders, and to adapt technological innovations to business processes. .

4-Occupational Health and Safety
Production conditions that eliminate the risks in the sectors of activity within the scope of occupational health and safety are created, and all group companies take measures beyond the OCCUPATIONAL HEALTH AND SAFETY LAW No. 6331, Labor Law No. 4857 and the regulations and legal obligations related to these laws.

5-Risk Management
Solutions are developed to minimize and eliminate potential risks in order to ensure the continuity of our activities with our resource diversity in our investments and to make the trust we have gained in the eyes of stakeholders permanent. It is aimed to create the highest value for our shareholders and other stakeholders by conducting corporate risk management in line with company strategies and objectives. Accordingly, internal and external risks are identified and analyzed, and risk management strategies are determined. In line with the policies approved by the Board of Directors, especially by evaluating the feedbacks of the Risk Management Committee and internal departments, and the strategic targets set, risk management is implemented in line with international standards and observing the balance of growth and return.

6-Business Ethics and Fight Against Corruption
Verusa Holding and the Group companies internal audit units conduct Risk Management Audit, Financial Statements Audit, Legislation and Compliance Audit, Bribery and Corruption Audit every year in order to fulfill their responsibilities of creating value to their stakeholders in compliance with the legal obligations they are subject to.

Fight against bribery and corruption, which are the foundations of our business ethics approach, is critical for our reputation and the smooth running of our activities. We expect all of our stakeholders, especially suppliers, to adopt this approach. In this context, Verusa Group complies with the legal regulations and the standards required by legal legislation and international trade in the regions where its central operations are carried out in addition to those of Turkey. Group Companires managers and employees are given training on anti-bribery and anti-corruption policies and implementation processes.

We prioritize environmental sustainability in all our activities with the awareness of that our natural resources are not infinite. Our most important aim as a group company is to ensure the protection of people, society and the environment in our investments, to develop efficient and creative business models, to meet the expectations of future generations with environmentally friendly and value-added products. Our Companies

  • Standard Boksit Isletmeleri A.S. aims to create an honest and fair, non-discriminatory, safe and healthy working environment where personal rights of our employees are used fully and completely and equality in opportunity and to ensure that respect is given to all stakeholders in contact with the belief that our human resources are the most important element of sustainable development.
  • To ensure the protection of its employees with the awareness that they have a right to work under human working conditions, in healthy ans secure environment.
  • To establish relationships with our employees based on ethical and corporate governance principles.
  • To provide support to our companies for all kinds of initiatives about the application of the best environmental solutions beyond legal obligations and that will help the development and spread of environmentally friendly technologies and increase environmental awareness,
  • To fulfill, in harmony with our shareholders, employees, public, non-governmental organizations and other stakeholders, our social and environmental responsibilities towards the society in all geographies where we operate;
  • To determine and implement all kinds of improvement and development activities that will minimize the environmental impacts of our activities in accordance with the fields of activity of all our companies and to regularly review our environmental policy,
  • To make the most efficient and effective use of energy and natural resources in our activities, to reduce the negative effects we create on the environment by implementing the most effective management practices in waste management, carbon emission and water consumption,
  • To use methods to minimize the effects of materials and technologies used in all our companies' activities and production on biodiversity and the environment, to use methods that will reduce the greenhouse gas emissions within the scope of fighting climate changes, to produce environmentally friendly products with product life cycle studies,
  • To increase our productivity and sustainability performance by working in mutual cooperation and trust to manage environmental and social impacts with our suppliers,
  • To comply with legal responsibilities, national and international standards in commercial activities, to fight against all kinds of corruption, including bribery and extortion,
  • In line with our corporate transparency principles, we commit to inform our stakeholders about all practices and necessary regulations regarding our sustainability policy.

As Verusa Holding and all group branches, we make the necessary arrangements to minimize the risks in occupational health and safety with our approach that is sensitive to the society, our employees, our stakeholders and the environment in the light of our efforts to become a quality and reliable brand. Active participation of all employees in these regulations is ensured.

In this context, in all our group companies,

We accept creating a healthy and safe working environment as a basic principle,

We develop methods, set targets and management programs to create a sustainable occupational health and safety management system and continuously improve its performance,

We identify risks and take measures to reduce occupational accidents and diseases,

We work to create a safe working and living culture and raise awareness among our employees, suppliers and stakeholders, we keep our OHS practices and policy open to the information of our stakeholders and the public,

We also commit to fulfill obligations in risk assessment analysis, emergency action plan, basic occupational health and safety training, employing occupational health and safety experts, employing a workplace doctor and other health personnel in accordance with the Labor Law and the Regulations related to these Laws,

To ensure continuous improvement and development by reviewing our occupational health and safety policy according to current conditions and developments, with the principle of protecting the health and safety of all our employees,

To act in accordance with the national and international laws and regulations regarding occupational health and safety in every place we operate with our employees with our goal of zero accidents and occupational diseases.

Verusa Holding and all group companies regard corporate and personal information as an extremely valuable asset while making our investments in people and technology with our sustainable growth principle, environmentally sensitive approach and understanding of quality.

Our business systems based on information and technology are of critical importance in our operations, thanks to corporate information security, it is ensured that the information of our companies is kept only by authorized persons and that corporate information is complete, accurate and ready for use when necessary.  In this context, it is aimed to avoid material and moral damages caused by security gaps and to reduce their possible effects.

All of our employees are obliged to comply with the principles of protection of confidential information mentioned in the Labor Contracts.  Third parties and stakeholders who have access to company information and their support staff must adhere to the general principles of the Information Security Main Policy, other security responsibilities and obligations. Violations of the Information Security Policy are also a violation of ethics and may result in disciplinary action.

In this context, Verusa Holding and all our group companies are committed:

  • To ensure the continuity and control of confidentiality, integrity and availability of information,
  • To limit exposure to risks arising from the loss, deterioration or misuse of information assets,
  • To ensure that the scope, content and application of information security standards are sufficient to address the potential risk level and that legal, regulatory, policy and best practice requirements are complied with,
  • To meet the applicable requirements regarding information security institutionally, to ensure full compliance with laws and regulations and to continuously improve the Information Security Management System it maintains.

While Verusa Holding and all group companies within its body serve with a quality-oriented approach, they continue their activities with the awareness of their responsibilities towards the environment and society. We aim to reduce environmental risks and impacts arising from our activities within the framework of national and international regulations. ISO 14001 Environmental Management System Standard guides our work.

Within the scope of Environmental Policy we commit

To find creative and innovative solutions to environmental problems with practices developed by focusing on sustainability priorities, as Verusa Holding and group companies,

To fulfill the responsibilities regarding the national and international legal regulations regarding the environment,

To apply current legislation and standards on health, safety and quality issues for technology, materials and raw materials used in all our activities,

To continuously review our environmental policy within the scope of the Environmental Management System and to reduce our impact on the environment,

To measure environmental performance based on targets and to improve continuously by reporting the results,

To increase energy efficiency, to minimize the level of greenhouse gas emissions and to reduce other air emissions in order to contribute to the fight against climate change,

To ensure the efficient use of resources by choosing the most suitable products in terms of energy efficiency and to support all product designs based on improvement of sustainability performance,

To reduce wastes at their source, to apply reuse and recycling techniques and to provide the necessary human, technology and financing to dispose of wastes in a way that does not harm the environment,

To reduce water consumption, to minimize the level of waste water and to improve the quality of waste water,

To preserve biodiversity in our operating regions,

To provide training to employees and suppliers to increase environmental awareness,

To audit relevant parties and establishments by following the environment friendly management systems during the planning and implementation processes of our all activities and keep them open to the information of our stakeholders in line with our transparency principles.

The sustainability committee responsible fro Environmental Policy and environmental management teams meet at least once a year to review environmental policy and practices. The Board of Directors is informed about the taken decisions and the process.

Within the scope of our Environmental Policy, we disclose our current performance to the public every year. We collect the opinions and expectations of stakeholders on environmental issues through the stakeholder analysis performed while determining material issues within the scope of Sustainability Reporting.

You can send feedback on Verusa Holding Environmental Policy to surduruelbilirlik@verusa.com.tr

Verusa Holding ("Company") and affiliated companies ("Verusa Group") undertake to perform their business activities in an honest and ethical manner on the basis of respect for human rights, and to act in accordance with laws and regulations wherever it operates. For this reason, it is our principle to comply with national laws and international anti-corruption regulations within the scope of our activities.

Our company prohibits making any corrupt payments, offering or undertaking payments to any public official, political party, party officials, candidates or third parties for commercial interests in violation of the Anti-Bribery and Anti-Corruption Policy ("Policy") and the anti-bribery and anti-corruption laws and regulations that we are subject to within the scope of the policy. Within the scope of this policy, Verusa Holding and its affiliated company employees are prohibited from making, offering, undertaking bribes, kickbacks or other illegal and corrupt payments, or brokering or accepting similar payments.

The Policy applies to all employees, partners, agents, suppliers, proxies, mediators, consultants, joint venture partners or anyone acting on behalf of Verusa Holding and its affiliates. Employees of the company and its affiliated companies are obliged to know the anti-bribery and anti-corruption regulations in their places of operation and to carry out activities in accordance with these regulations, understanding that each country has its own regulations regarding payments to public officials and, in many cases, to real persons.

It is forbidden to make donations in kind or in cash to any political party or community in which we operate, under any name, and to allow the use of company assets.

No in-kind or cash payments can be made under any name in order to facilitate and speed up the business of the company and its affiliated companies.

Employees of the company and its affiliated companies cannot give gifts in kind or in cash or make entertainment expenses on behalf of the company or on its account. The Board of Directors may establish a gift and hospitality policy that determines the maximum amount and types of gifts that can be given and hospitality that can be implemented.

Senior management notifies this Policy and changes to those who are covered by it. Senior management is obliged to provide and develop the necessary training on this Policy and applicable anti-bribery and anti-corruption laws and regulations to employees and third parties within the scope of this Policy.

Verusa Group employees will be subject to disciplinary action, including termination of employment, if they violate the Policy or applicable anti-bribery and anti-corruption laws and regulations.

All Verusa Holding and Group Company employees can give feedback at Verusa Holding Ethics Line  etikhat@verusa.com.tr  or report this situation to the Legal Department  in cases of violation of the Policy or considering something as not ethical.

No reprisal is made against personnel who report known or suspected bribery, corruption or suspicious circumstances related to them.

Necessary actions will be taken against personnel who report against the rules of goodwill due to grudge, hatred, competition and similar reasons.

There are reporting systems that will ensure that the identity of the person who notifies non-compliance with the policy is not revealed.

The Legal Department of the Company is responsible for the administration, interpretation and implementation of this Policy under the supervision of the Board of Directors. The Board of Directors undertakes to support the implementation of Ethics Rules, Anti-Bribery and Anti-Corruption Policy.

The Legal Department ensures that an examination is made at least once a year about the effectiveness, implementation and compliance of the Policy with anti-bribery and anti-corruption regulations and informs the Board of Directors.

The Legal Department reviews the Policy, as required or once a year in any case, according to the activities, regulations, developments and changes in risk assessment and submits the necessary changes to the Board of Directors. The Board of Directors evaluates and finalizes the change proposals, if any.

Verusa Holding ("Company") and affiliated companies ("Verusa Group") aim to create an honest and fair, non-discriminatory, safe and healthy working environment where personal rights of our employees are used fully and completely and equality in opportunity and to ensure that respect is given to all stakeholders in contact with the belief that our human resources are the most important element of sustainable development.

Our Group undertakes to perform its business activities in an honest and ethical manner on the basis of respect for human rights, and to act in accordance with laws and regulations wherever it operates. With the same sensitivity,  our group expects its suppliers to act according to the following principles based on respect for human rights.

In line with the Human Resources and Code of Ethics (Policy), while the Company and Verusa Group carry out their activities within the framework of the following principles, they expect full compliance from employees:

  • Is respectful towards human rights.
  • Offers career opportunities within the company in line with the competencies and performances of the employees.
  • Integrates mechanisms that prevent discrimination in recruitment, pricing and employment contract processes due to age, gender, race, religion, language, ethnicity, belief, marital, social or economic status, disability, political opinion, participation and membership in trade union activities, pregnancy or military service status.
  • Rewards success with fair and competitive wage policies, effective and objective performance evaluation systems and practices.
  • Aims to continuously develop and improve human resources policies.
  • Ensures the protection of its employees with the awareness that they have a right to work under human working conditions, in healthy ans secure environment.
  • Aims to establish relationships with our employees based on ethical and corporate governance principles.
  • Develops practices to keep employees loyal and in high motivation.
  • Provides training opportunities aimed to personal development of the employees in addition to occupational development, based on equality and without discrimination.
  • It expects employees to protect the integrity of information and assets belonging to the company and its stakeholders.
  • It strives to reduce air and water emissions by being careful in energy and water use, reduces waste generation by recycling, and resolutely continues to significantly reduce its impact on the environment by making its contribution against climate change.
  • The information whose content and recording method is determined according to the laws and regulations cannot be recorded in a manner that is contrary to the determined procedures, incomplete, inaccurate or that may cause a similar impression, and no instructions can be given in this direction.
  • Employees will protect personal information that must be protected by law, and intellectual property rights, other assets and rights belonging to the company or in use by the company, will not transfer them, use them personally or allow them to be used.
  • Employees may not use information that has not yet been disclosed to the public or disclose it illegally in order to engage in insider trading activities specified in the Capital Market Law and related regulations or to provide benefits to third parties.
  • Its employees cannot be in any business or activity that would cause a conflict of interest with the Verusa Group. In such a situation, it should be exposed to the top manager immediately.
  • Employees shall always comply with the laws and the laws and international regulations within the scope of human rights, and ethical principles. They shall perform their duties within the framework of ethical principles, basic moral and human values and act in accordance with the rules. In case of non-compliance, sanctions and disciplinary action leading to termination of employment may be applied.
  • The employees shall notify their seniot or the Audit Commiitte in case that they find out or suspect a violation of the Policy.
  • Disclosure of the notification made by the employees to third parties is prohibited.
  • Employees who do not agree to behave against the ethical rules and who report non-compliance in good faith will not be retaliated or allowed to suffer any damage.
  • It expects from its suppliers not to discriminate in any way according to race, religion, gender, nationality, age, social status, physical structure, recruitment, remuneration, educational opportunity, promotion and retirement practices, political opinion or marital status, to provide equal opportunities to their employees, to act in accordance with local, national and international regulations regarding discrimination and harassment.
  • It expects from its suppliers to employ workers according to age limit specified in the regulations, act according to regulations regarding prevention of forced labor and abuse, working hours, overtime and wages, social benefits and legal holiday rights, providing a healthy and safe work environment and according to principles that respect human rights, regarding work ethic and fight against corruption.
  • Informing all employees about the Policy, providing training, having them giving the necessary importance to these rules and showing the necessary effort and leadership to ensure compliance is among the primary duties and responsibilities of middle and senior managers working in the Verusa Group, Corporate Governance and Audit Committees are authorized for the implementation and follow-up of the Policy.


The Corporate Governance and Audit Committee reviews the Policy together within the framework of the way of doing business, relevant regulations, developments and changes in the risk perception, and submits the necessary changes to the approval of the Board of Directors when necessary or at least once a year.

The term “employees” in the policy includes employees and managers at all levels.

The principles, rules and practices in the policy are regulated and supported by our Board of Directors.

I. PURPOSE and SCOPE The purpose of the Sustainability Committee established within the Board of Directors  
Verusa Holding ("Company") is to determine the sustainability strategy in the fields of environmental, social and corporate governance, to establish and create, monitor and audit policies, targets and implementation plans within this scope, and to ensure the coordination and compliance of the sustainability approach and studies of the companies affiliated to the Holding.

The working principles, duties, principles and rules determined by this committee cover a harmonious management for all group companies, managers and employees, consultants, agents, business partners and suppliers in all sectors in which Verusa Holding participates in indirect or direct management.

II. STRUCTURE OF THE COMMITTEE 
The Sustainability Committee and members are formed and authorized by the Board of Directors, and functions under the Board of Directors. Sustainability Committee is obliged to report to the Board of Directors.

Committee members consists of (7) members who are Verusa Holding Vice Chairman, Verusa Holding Chief Legal Advisor, Human Resources Manager, Internal Audit Manager, Investor Relations Manager, Verusa Holding Group Companies Acıselsan Acıpayam ve Selüloz Sanayi ve Tic. A.Ş. General Manager and Standard Boksit İşletmeleri A.Ş. including the Mine Fields Business Development Manager. The former committee members continue their duties until a new member is elected.

The Sustainability Committee is represented by the Verusa Holding Vice Chairman of the Board of Directors, who chaired the Committee.

III. WORKING PROCEDURES AND PRINCIPLES
The Committee convenes at least twice a year, reviews sustainability-related policies, management systems, working principles, related practices, goals, performance realizations, and submits change proposals to the Board of Directors, if necessary, and the final decision belongs to the Board of Directors. Committee decisions are taken by absolute majority, in case of equality, the vote of the Committee Chairman counts as two votes. Decisions are recorded in minutes and archived by the Committee Secretariat. The Chairman of the Committee shall report the decisions taken to the Board of Directors.

All types of resources and support required in order for the Committee to fulfill its duties are provided by the Board of Directors. The Committee is entitled to invite any managers it may deem necessary to the meetings and take their opinions.

IV. DUTIES AND RESPONSIBILITIES

  • The duties and responsibilities;  To establish and follow Verusa Holding's sustainability strategy, goals and policies,
  • By following national and international developments, to review regularly the sustainability policy, goals, implementation and working principles of the Holding, to reorganize, monitor and audit them and submit them to the Board of Directors and the CEO when necessary,
  • To meet with the environmental management teams in charge of the management of the Holding's Environmental Policy at least once a year, to review the environmental policy and practices, to inform the Board of Directors about the decisions taken and the process,
  • To support and monitor the preparation of projects to reduce greenhouse gas emissions in the activities of the Holding and group companies in order to contribute to the fight against climate change,
  • To ensure that environmental, social and economic risks and their impact dimensions are determined, measured, monitored, recorded, audited, reported, and reviewed and improved for public disclosures related to all activities involving the group companies,
  • To determine the performance criteria in the sustainability goals and practices of the holding and group companies, to contribute to the development of standards, to audit the performance in line with the targets and to ensure the participation of all relevant units in the process,
  • To ensure that employees of all Holding and group companies are informed in line with the Holding's sustainability policy and goals, and to work for the internalization of these policies by employees
  • To communicate the sustainability strategy, policy and practices to ensure its adoption by all stakeholders of Verusa Holding, to organize the necessary training programs on related issues, and to coordinate stakeholder participation in matters deemed necessary,
  • To prepare and update the control procedures for the processes and activities determined to have significant environmental impact, to determine the communication practice regarding sustainability and environmental emergencies and to submit them to the approval of the Senior Management,
  • To ensure that the project, implementation and work outputs are consistent with the Holding's sustainability policies and expectations.

V. WORKING GROUP STRUCTURE
In order to support the activities of the Sustainability Committee and to carry it out effectively and systematically, a Study Group affiliated to the Sustainability Committee consisting of people with sufficient experience and knowledge on sustainability has been formed. Three people work in the Working Group: Internal Audit Manager, Human Resources Manager and Investor Relations Manager.

VI. WORKING GROUP RESPONSIBILITY AND WORKING PRINCIPLES

  • The Working Group supports the implementation of the decisions taken by the Sustainability Committee.
  • The Working Group is obliged to fulfill all the duties assigned by the Committee.
  • Members of the Working Group participate and contribute to the Committee's work representing their departments.
  • The Working Group is responsible for setting targets based on the decisions taken in the Committee, ensuring the implementation of all sustainability studies, monitoring, making revisions when necessary, and reporting to the Committee Chairman and the Committee.

VII. ENFORCEMENT
The Procedures and Principles Regarding the Operation of the Sustainability Committee enter into force as of the date of publication.