İş Leasing embraces an uncompromising ethical, transparent, responsible, sustainable, fair and accountable management approach in corporate activities as a difference maker in the value chain. İş Leasing implements its corporate governance model and processes in proper compliance with the Corporate Governance Principles of Capital Markets Board of Türkiye (CMB) and Sustainability Principles Compliance Framework. While shaping future targets and sustainability priorities, İş Leasing cares about good practices to reflect the strengths of corporate governance into the entire value chain.
İş Leasing handles rights and responsibilities amongst primarily shareholders as well as its employees, customers and all other stakeholders through an effective management and audit framework incorporating universal elements of corporate governance such as accountability, equality, transparency and responsibility. İş Leasing embraces a robust compliance to corporate governance as an element of corporate culture, which instills confidence by Corporate Governance Principles and audit mechanisms.
By integrating all necessary policies and measures into its practices, the Company operates in compliance with all of the mandatory articles in the Corporate Governance Principles, and discloses its responsibilities and level of compliance through the Corporate Governance Compliance Report within the framework of the CMB’s Corporate Governance Communiqué.
The Internal Audit Department and the Internal Control, Risk Management, Compliance and Legislation Department operating under İş Leasing provide reasonable assurance in terms of efficiency and effectiveness of operations, reliability of reporting, and compliance with laws and regulations. Internal Audit Department and the Internal Control, Risk Management, Compliance and Regulation Department audits are conducted considering the alignment of sustainability management framework, internal policies, internal targets and the internal audit standards. Periodic and risk-based reviews and controls are carried out under audit activities involving anti-bribery and anti-corruption combat. Regulatory compliance activities are conducted by Internal Control, Risk Management, Compliance and Regulation Department. The department manager also acts as the official “Compliance Officer” and fulfills duties and responsibilities mandated in the Prevention of Laundering Proceeds of Crime Law and the relevant regulations in line with Corporate Policy and Compliance Program. It is imperative that the Company’s risk exposure is within the regulatory limits aligned with basic Company strategies. Therefore, risk processes are implemented according to Company’s internal rules approved by Board of Directors and applicable regulations. Potential risks during activities are identified and classified through the “Corporate Risk Catalogue”.
İş Leasing was listed in BIST Corporate Governance Index in 2009 thanks to its effective corporate governance practices. Saha Corporate Governanceve Kredi Derecelendirme A.Ş. carried out a rating study in 2021, which considers the vitality of corporate governance principles to the Company, willingness to exercise governance through a continuous and dynamic process, and the improvements achieved since the last rating. The company scored a corporate governance rating of 9.29 (92.91%) out of 10 as a result of this rating study.
At İş Leasing, shareholder rights are exercised according to regulations, articles of association and other internal regulations, and necessary measures taken to ensure proper use of these rights. Company’s relations with shareholders are handled by Investor Relations Department. The Company has a public dividend p olicy and there are no restrictions on trading stocks. Practices to deter any shareholder voting rights are avoided, and convenient voting opportunity is given to every shareholder even across borders.
The Board of Directors, which consists of 9 members including 3 independent members, is authorized and responsible for monitoring and development of the public disclosure policy within the Company. Corporate Governance Committee, Audit Committee and Early Risk Detection Committees serve under the Board of Directors. The Corporate Governance Committee, which consists of three Board members and Investor Relations Department Manager, monitors Company’s compliance with the Corporate Governance Principles and makes relevant suggestions to the Board of Directors, whereas the Investor Relations Department coordinates the disclosure function.
The Investor Relations Department was established within İş Leasing in order to ensure proper relations with shareholders and efficient solutions to investor problems. The activities of this department are regularly reported to the Corporate Governance Committee and to the Board of Directors.
Audit Committee monitors, assesses and guides ac tivities regarding internal control and internal audit to watch over material issues. Operating under the Board of Directors through the Audit Committee, the Internal Audit Department and the Internal Control, Risk Management, Compliance and Regulation Department plays a significant role for the establishment, development and improvement of risk culture throughout the Company. The Audit Committee periodically evaluates the effectiveness of the internal control system and the results of the internal control activities through the audit reports of Internal Audit Department and the Internal Control, Risk Management, Compliance and Regulation Department. Consequently, it makes recommendations to the Board of Directors regarding proposed measures in response to audit report findings.
Within the framework of the audit plan prepared at the end of each year, all departments are audited biennially, all branches are audited triennially, and regulatory compliance audits are carried out. The Internal Control, Risk Management, Compliance and Regulation Department carries out its activities in line with the annual plan, and periodically presents its activity reports to the Board of Directors via Audit Committee and Early Detection of Risk Committee.
A total of fourteen internal audit activities were carried out in 2021 and the audit reports were submitted to the Board of Directors via the Audit Committee. Within the scope of internal control activities, six reports and twelve Risk Reports organized in monthly summaries and quarterly details were prepared and presented to the Board of Directors via Early Detection of Risk Committee.
A total of eight reports, four by the Compliance Officer and four by the Financial Management Department, were presented to the Board of Directors meeting, which is held four times withing the year. During the period, there was no occasion in which the Company was held liable by public administrations.
İş Leasing acts with the aim of carrying its sustainability efforts beyond regulatory requirements, particularly the requirements specified in the “Sustainability Principles Compliance Framework” of the Capital Markets Board (CMB).
İş Leasing’s sustainability activities are mostly compatible with “Sustainability Principles Compliance Framework” imposed in 2020 by the CMB. Full compliance is aimed in the coming period in a way that will contribute to the Company’s goal of creating sustainable value, and sustainability activities continue to receive support with effective practices under the Sustainability Committee’s supervision.
İstanbul, 02.03.2022
İş Leasing acts with the aim of carrying its sustainability efforts beyond the requirements of regulations, particularly Sustainability Principles Compliance Framework of the Capital Markets Board (CMB).
Many of the sustainability activities carried out by İş Leasing overlap with the principles set forth in the “Sustainability Principles Compliance Framework” enforced by CMB in 2020. In this regard, İş Leasing complies even with part of the non-mandatory principles stated in the “Sustainability Principles Compliance Framework” which was prepared by the CMB with a “comply or explain” approach. Full compliance with some of the aforementioned principles has not yet been achieved due to difficulties in implementation, uncertainties in the national and international arena, irreconcilable principles with the current structure of the Company, and ongoing studies required to determine the basis of compliance principles.
In the coming period, it is aimed to ensure maximum compliance with the principles which currently lack full compliance, in a way that will contribute to our company’s goal of creating sustainable value. In this direction, sustainability activities and studies continue under the supervision of our committee.
In this framework, The Sustainability Principles Compliance Report for the operating period of 2021 is disclosed in the Appendix, which includes the applicable and non-applicable aspects of the aforementioned principles and was prepared in line with our company’s priorities.
The Sustainability Principles Compliance Report, which was prepared in line with the Sustainability Principles to tak e its place in the Company’s annual report, was examined by us and as a result of the evaluation, the Report was deemed appropriate in line with our statement above and presented to your information.
Regards,
İş Finansal Kiralama A.Ş.
Corporate Governance Committee
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PRINCIPLES |
COMPLIANCE STATUS |
EXPLANATIONS |
|---|---|---|
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A. General Principles |
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A1. Strategy, Policies and Targets |
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The Board of Directors determines ESG priority topics, risks and opportunities and establishes appropriate ESG policies. For effective implementation of these policies intra-partnership directives, business procedures, etc. can be prepared. The Board of Directors makes policy decisions and discloses them to the public. |
Yes |
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It determines the Partnership Strategy appropriate to ESG policies, risks and opportunities. It sets and publicizes its short and long-term objectives in line with the partnership strategy and ESG policies. |
Yes |
2020 Sustainability Report, Page 30 |
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A2. Application/Monitoring |
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It identifies and publicizes the committees/units responsible for the implementation of ESG policies. The responsible committee/ unit reports the activities carried out within the scope of the policies to the Board of Directors at least once a year and, in any case, in due time set by Board bylaws for the publication of annual reports to the public. |
Yes |
isleasing.com.tr/surdurulebilirlik/
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It creates implementation and action plans in line with the determined short and long term goals and discloses them to the public. |
Partial Compliance |
2020 Sustainability Report, Page 42 |
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It determines the ESG Key Performance Indicators (KPI) and explains them comparatively on a yearly basis. Provides KPIs with local and international industry comparisons, if verifiable data is available. |
Partial Compliance |
Performance indicators are given comparatively based
on years in the sustainability report. However, there
are no comparable and verifiable local or international
sector comparisons for public indicators.
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Explains innovation activities that improve sustainability performance for business processes or products and services. |
Yes |
2020 Sustainability Report, Page 29 |
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A3. Reporting |
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It reports and publicly discloses its sustainability performance, goals and actions at least once a year. Discloses information on sustainability activities within the annual report. |
Yes |
2020 Sustainability Report 30 |
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Sharing material information to stakeholders about the partnership position, performance and development in a direct and concise manner is essential for better understanding. It can also disclose detailed information and data on its corporate website, and prepare separate reports that directly meet the needs of different stakeholders. |
Yes |
2020 Sustainability Report |
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It exercises due care in terms of transparency and reliability. Through a balanced approach, it impartially explains all kinds of material developments in explanations and reports. |
Yes |
2020 Sustainability Report, Page 21-22 |
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It gives information about which of its activities are related to the United Nations (UN) 2030 Sustainable Development Goals. |
Yes |
2020 Sustainability Report, Page 32 |
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It makes explanations regarding verdicts and/or filed lawsuits against it on environmental, social and corporate governance issues. |
Yes |
There are no filed lawsuits or verdicts against our Company on environmental, social and corporate governance issues. |
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A4. Verification |
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It publicly discloses sustainability performance metrics if verified by independent third parties (independent sustainability assurance suppliers) and strives to increase such verifications. |
Partial Compliance |
Environmental and Social performance indicators are not yet verified by an independent third party organization. |
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B. ENVIRONMENTAL PRINCIPLES |
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Explains the policies and practices, action plans, environmental management systems (known by ISO 14001 standard) and programs about environmental management. |
Partial Compliance |
2020 Sustainability Report, Page 38 |
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Complies with environmental laws and other relevant regulations and explains compliance. |
Yes |
2020 Sustainability Report sayfa 19-41 |
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It explains the limitations of the environmental report placed within the report under the scope of the Sustainability Principles, the reporting period, the reporting date, the data collection process and the reporting conditions. |
Yes |
2020 Sustainability Report, Page 63-64-65 |
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It announces the top person in the partnership responsible with environment and climate change, the relevant committees and their duties. |
Yes |
2020 Sustainability Report, sayfa 35-36 |
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It explains the incentives it offers for the management of environmental issues, including the achievement of objectives. |
Yes |
2020 Sustainability Report, sayfa 58 |
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It explains the sustainability performances of business processes or products and services, and the improvement activities for performance. |
Yes |
2020 Sustainability Report, sayfa 37-38-39 |
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It explains how it manages environmental issues and integrates suppliers and customers into its strategies, not only in direct operations but also throughout the partnership value chain. |
Yes |
2020 Sustainability Report, sayfa 56 |
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It explains whether it is involved in policy-making processes on environmental issues (sectoral, regional, national and international); its cooperation with its membership associations, relevant organizations and non-governmental organizations, and the any duties it undertakes and the any activities it supports. |
Yes |
2020 Sustainability Report, Page 60 |
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In the light of environmental indicators (Greenhouse gas emissions (Scope-1 (Direct), Scope-2 (Energy indirect), Scope-3 (Other indirect)1), air quality, energy management, water and wastewater management, waste management, biodiversity impacts), it periodically reports information on environmental impacts in a comparable way. |
No |
Reporting is targeted starting from 2021. |
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It explains the details of the standards, protocols, methodologies, and base years it uses to collect and calculate its data. |
No |
Reporting is targeted starting from 2021. |
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It discloses the status (increase or decrease) of environmental indicators for the reporting year comparable to previous years. |
No |
Reporting is targeted starting from 2021. |
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It sets short and long-term goals to reduce its environmental impacts and explains these goals. It is recommended that these targets be set based on Science, as proposed by the United Nations Climate Change Conference of the Parties. If there is progress in the reporting year according to targets it set before, it provides information on this matter. |
No |
It will be evaluated next period. |
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It explains the strategy and actions on climate crisis combat. |
No |
It will be evaluated next period. |
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Describes programs or procedures to prevent or minimize the potential adverse impact of its products and/or services; explains the actions of third parties to reduce greenhouse gas emissions. |
Partial Compliance |
A list of “Unfunded Activities” has been published by our company, and investment activities included in this list are not financed. Actions to reduce greenhouse gas emissions of third parties will be evaluated next period. |
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It explains the actions it undertook to reduce its environmental impacts, the total number of projects and initiatives it carried out, and the environmental benefits and cost savings they provided. |
Yes |
» 2020 Sustainability Report, Page 41-42-43 |
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It reports the total energy consumption data (excluding raw materials) and explains the energy consumptions as Scope-1 and Scope-2. |
Yes |
2020 Sustainability Report, Page 63 |
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It provides information on electricity, heat, steam and cooling produced and consumed in the reporting year. |
Yes |
2020 Sustainability Report, Page 63 |
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It works on increasing the use of renewable energy, transition to zero or low carbon electricity and explains these efforts. |
Yes |
2020 Sustainability Report, Page 25-28-29-30 |
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Explains renewable energy production and usage data. |
Yes |
2020 Sustainability Report, Page 43 |
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It produces energy efficiency projects and explains the resulting amount of energy consumption and emission reductions. |
Partial Compliance |
» 2020 Sustainability Report, Page 42 |
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It reports the amount of water withdrawn, used, recycled and discharged from underground or above ground, theirs sources and procedures (Total water withdrawal by source, water sources affected by withdrawal; percentage and total volume of recycled and reused water, etc.). |
No |
It will be evaluated next period. |
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It explains whether its operations or activities are included in any carbon pricing system (Emissions Trading System, Cap & Trade or Carbon Tax). |
No |
It will be evaluated next period. |
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Discloses the carbon credit information accumulated or purchased during the reporting period. |
No |
It will be evaluated next period. |
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If carbon pricing is applied within the partnership, it explains the details. |
No |
It will be evaluated next period. |
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It discloses all mandatory and voluntary platforms where it reveals its environmental information. |
Partial Compliance |
2020 Sustainability Report, Page 63 |
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C. SOCIAL PRINCIPLES |
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C1. Human Rights and Employee Rights |
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It creates a Corporate Human Rights and Employee Rights Policy, in which it commits full compliance with the Universal Declaration of Human Rights, ILO Conventions ratified by Türkiye, and the legal framework regulating human rights and working life in Türkiye. It publicly discloses this policy and the roles and responsibilities associated with policy implementation. |
Partial Compliance |
»
isleasing.com.tr/insan-kaynaklari/insan-kaynaklari-
politikamiz/ |
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It provides equal opportunity in recruitment processes. Considering the impacts on its supply and value chain, it includes fair labor, improvement of labor standards, women’s employment and inclusiveness (such as avoidance of discrimination against women, men, religious beliefs, language, race, ethnicity, age, disability, refugees, etc.) in its policies. |
Yes |
isleasing.com.tr/yatirimci-iliskileri/kurumsalyonetim/ etik-ilkeler/ |
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It explains the measures taken along the value chain to protect the rights of certain groups (low-income groups, women, etc.) or minority rights/equal opportunities that are sensitive to certain economic, environmental, social factors. |
Partial Compliance |
It will be evaluated next period. |
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It reports the developments regarding the prevention and corrective practices of discrimination, inequality, human rights violations, forced labor. Explains the regulations against child labor. |
Partial Compliance |
Regulations against child labor; Sustainability Report,
Page 38-39 |
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It explains its policies regarding investment in employees (education, development policies), compensation, fringe benefits, right to unionize, work/life balance solutions and talent management. Establishes mechanisms for employee complaints and dispute resolution, and identifies dispute resolution processes. It regularly explains the activities carried out to ensure employee satisfaction. |
Yes |
» Sustainability Report, Page 53-54 |
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It creates occupational health and safety policies and discloses them to the public. Explains measures undertaken to avoid occupational accidents and to protect health and reveals accident statistics. |
Partial Compliance |
» Sustainability Report, Page 52 |
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It creates and publicly discloses personal data protection and data security policies. |
Yes |
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It creates ethics policy (including business, work ethics, compliance processes, advertising and marketing ethics, public disclosure, etc.) and discloses it to the public. |
Yes |
isleasing.com.tr/yatirimci-iliskileri/kurumsalyonetim/ etik-ilkeler/ |
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Explains its work on social investment, social responsibility, financial inclusiveness and access to funding. |
Yes |
Sustainability Report, Page 57-58 |
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Organizes informative meetings and training programs for employees on ESG policies and practices. |
Yes |
Escarus provided training on ESMS to all employees on November 18-19, 2021. |
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C2. Stakeholders, International Standards and Initiatives |
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It carries out its sustainability activities considering the needs and priorities of all stakeholders (employees, customers, suppliers and service providers, public institutions, shareholders, society and nongovernmental organizations, etc.) |
Yes |
Sustainability Report, Page 28 |
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It establishes and publicizes a customer satisfaction policy for the management and resolution of customer complaints. |
Yes |
Sustainability Report, Page 22 |
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Conducts stakeholder communication in a continuous and transparent manner; explains with which stakeholders, for what purpose, on what subject and how often communication took place, and explains the progress made in sustainability activities. |
Yes |
Sustainability Report, Page 26 |
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It publicly discloses the international reporting standards it has adopted (Carbon Disclosure Project (CDP), Global Reporting Initiative (GRI), International Integrated Reporting Council (IIRC), Sustainability Accounting Standards Board (SASB), Task Force on Climate-Related Financial Disclosures (TCFD) etc.). |
Yes |
Sustainability Report, Page 64-65-66-67 |
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It discloses international organizations or principles which it is a signatory or a member of (Equator Principles, United Nations Environment Program Finance Initiative (UNEP-FI), United Nations Global Compact (UNGC), United Nations Principles for Responsible Investment (UNPRI) etc.), and international principles it has adopted (International Capital Market Association (ICMA) Green/Sustainable Bond Principles). |
Yes |
Sustainability Report, Page 32 |
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Makes tangible efforts to be included in Borsa Istanbul Sustainability Index and international sustainability indexes (Dow Jones Sustainability Index, FTSE4Good, MSCI ESG Indexes etc) |
No |
Company aims to get listed in BIST Index. |
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D. CORPORATE GOVERNANCE PRINCIPLES |
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In addition to the Corporate Governance principles that are binding under Capital Markets Board’s Corporate Governance Communiqué numbered II-17.1, it exercises all efforts to comply with all Corporate Governance Principles. |
Yes |
Annual Report, Page |
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It considers the subject of sustainability, the environmental effects of its activities and the relevant sustainability principles while determining its corporate governance strategy |
Yes |
Sustainability Report, Page 28-29 |
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It takes the necessary measures to comply with the stakeholder related principles specified within Corporate Governance Principles and to improve communication with the stakeholders. It seeks the opinions of stakeholders in determining the measures and strategies in sustainability matters. |
Yes |
Sustainability Report, Page 31-41-49-55 |
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It works to raise awareness about sustainability and its importance, through social responsibility projects, awareness events and trainings. |
Yes |
Sustainability Report, Page 57-58 |
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It strives to be a member of international standards and initiatives on sustainability and to contribute to studies. |
Yes |
Sustainability Report, Page 60 |
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Explains the policies and programs regarding anti-bribery and anti-corruption combat and the principle of honesty in taxation. |
Yes |
Sustainability Report, Page 23 |
İş Leasing expands its effective ethical approach, which is one of the primary requirements of robust corporate governance compliance, and its corporate culture shaped by business ethics, across the entire value chain, primarily its employees. İş Leasing’s Ethical Principles determine the primary rules that must be followed in all interactions with all its stakeholders and other institutions. These principles form the basis for the sanctions to be imposed by the Company in case of misconduct and improvement activities. The Ethical Principles are published on the Company’s corporate website (www.isleasing.com.tr) and the Company’s internal channels and are followed by all stakeholders.
It is the responsibility of the Company managers to communicate the Ethical Principles to all employees, to ensure that employees embrace these rules, and to show the necessary effort and leadership to achieve compliance with these rules. An Ethical Principles form is given to new recruits, and a detailed information is given on ethics during job orientation presentations.
In 2021, İş Leasing launched the Ethics Hotline through which employees, customers and other stakeholders can report non-compliance, ethical misconduct or breach of company policy in case they encounter any. Launched to become more transparent and fair and to support sustainability management, İş Leasing Ethics Hotline provides solutions to all kinds of concerns and problems for relevant stakeholders who may want to report cases of non-compliance and ethical violations.
Notifications can be made to the Ethics Hotline or through the e-mail address between 9:00 a.m. and 05:00 p.m. from Monday to Friday. Notifications can also be made anonymously.
Environmental and Social Risk Management System (ESMS) is responsible for the evaluation, investigation and conclusion of the notifications made to the Ethics Hotline. Respecting confidentiality, İş Leasing does not impose any sanctions on people who act with good-will when reporting to the Ethics Hotline.
Ethical business principles lie at the heart of corporate culture.
İş Leasing is among the leading financial institutions that have successfully promoted business ethics into corporate culture in order to fulfill ethical responsibilities for the communities and the sector. All Company activities and processes are carried out and reviewed within the framework of the Anti-Bribery and Anti-Corruption Policy. Anti-bribery and anti-corruption combat is among uncompromising İş Leasing priorities within the scope of business ethics.
With its Anti-Bribery and Anti-Corruption Policy, İş Leasing also aims to ensure compliance among all business partners with the regulations against bribery and corruption. With this approach, İş Leasing aims to spread business ethics and corporate culture to all value chain components within the framework of its sustainable finance vision.
İş Leasing takes all necessary measures to combat bribery and corruption in all its business processes, and organizes instructive and educational training programs and informative activities for all its employees.
Anti-Bribery and Anti-Corruption training was provided to 139 employees in 2021.
The company acts reasonably within acceptable norms in terms of representation and hospitality activities aligned with both international norms and domestic regulations.
Compliance to Anti-Bribery and Anti-Corruption Policy is audited annually as part of regular internal audit plan.
İş Leasing did not encounter any misconduct or corruption in the reporting period, thanks to its perspective which integrates corporate business culture with effective audit mechanism against bribery, corruption and similar crimes.
As a publicly traded company, all financial transactions of İş Leasing are transparent and accountable. Public financial statements, accounting records and taxes are audited by independent audit firms.
Independent audit firms run regulatory compliance audits of İş Leasing’s accounting records on a quarterly basis. Consultancy and Full Certification services are obtained from audit firms on tax matters, tax returns are checked, provisional taxes and corporate tax are approved by audit firm and submitted to the Revenue Administration. Company’s all tax liabilities are paid to relevant state institutions within legal time frames.
Through digital applications on web portals of tax authorities and related institutions, active communication is ensured both by institutions’ telephone lines and by e-mail. Whenever needed, information and sharing meetings are held with the customer representatives of the relevant institutions to ensure full compliance with new regulations
The Ethical Principles are published on the Company’s corporate website (www.isleasing.com.tr) and the Company’s internal publications and are followed by all stakeholders.
Notifications can be made to the Ethics Hotline at 0 (212) 350 74 00 / 7421- 7409 or through the ethics e-mail address (etik@isleasing.com.tr) between 9:00 a.m. and 05:00 p.m. from Monday to Friday.
