ANTI – BRIBERY AND ANTI – CORRUPTION POLICY

1. Purpose

The purpose of the Anti-Bribery and Anti-Corruption Policy (“Policy”) is to outline Sabah Yatak San. ve Tic. A.Ş.’s (“hereinafter referred to as Sabah Bedding”) stance against bribery and corruption, as stated in Sabah Bedding’s Code of Business Ethics.

2. Scope

The Anti-Bribery and Anti-Corruption Policy:

• applies to all Sabah Bedding employees, including the Board of Directors,

• and covers firms and their employees from whom we procure goods and services, our customers and their employees, as well as third parties, including consultants, lawyers, and external auditors.

This Policy:

• has been approved by the Sabah Bedding Board of Directors and aligns with the publicly disclosed Corporate Governance Principles and Sabah Bedding's Code of Business Ethics,

• and the principles we have committed to by joining the United Nations Global Compact,

• and Human Resources Practices

is an integral part..

3. Definitions

Corruption is the abuse of authority, either directly or indirectly, for the purpose of gaining any kind of benefit due to the position held.

Bribery is when a person, in relation to the performance of their duties, enters into an agreement with another person to act contrary to their professional obligations by directly or indirectly obtaining, offering, or promising benefits; requesting or accepting them; or facilitating such actions. This may involve making, enforcing, refraining from, accelerating, or delaying a certain decision or action, benefiting themselves, the requesting party, or a third party due to this relationship.

Bribery and corruption can be carried out in many different forms, including:

• Cash payments,

• Political or other donations,,

• Commissions,

• Social benefits,,

• Gifts, hospitality,

• Other benefits.

can be considered.

4. Duties and Responsibilities

The implementation and updating of the Anti-Bribery and Anti-Corruption Policy fall under the authority, duty, and responsibility of the Board of Directors. In this context:

• The Corporate Governance Committee is responsible for advising the Board of Directors to establish an ethical, reliable, lawful, and controlled working environment.

• Senior management is responsible for assessing risks and establishing necessary control mechanisms in accordance with the principles set by the Board of Directors.

• The establishment and operation of notification, investigation, and sanction mechanisms in cases of non-compliance with policies, rules, and regulations.

is required.

Additionally, all Sabah Bedding employees are;

• responsible for adhering to the policies established by the Board of Directors,

• effectively managing the risks related to their own areas of responsibility,

• and working in compliance with relevant legal regulations and Sabah Bedding practices.

• They must also report any behavior, activity, or practice that violates the Policy to the Ethics Committee.

is responsible.

5. Firms and Business Partners from Whom Goods and Services are Procured and Sold

It is mandatory for firms and business partners from whom goods and services are procured or sold to comply with the principles of the Policy and other relevant legal regulations. Cooperation with individuals or organizations that do not adhere to these will be terminated.

5.1 Selection of Firms and Business Partners

In the selection process of firms and business partners from whom goods and services are procured or sold, senior management takes into account not only criteria such as experience, financial performance, and technical competence, but also their ethical standards and a positive track record in this area. Firms or business partners with negative intelligence regarding bribery or corruption will not be engaged, even if they meet other criteria. It is the primary responsibility of senior management to conduct the necessary research and evaluations before entering into any business relationship. The Audit Department assesses whether these considerations have been adhered to during audits.

5.2 Reaching Agreements with Firms and Business Partners

In agreements and contracts with firms and business partners that have positive intelligence and meet other criteria:

• full compliance with the principles stated in the Policy and other relevant regulations,

• ensuring that their employees internalize these principles and act accordingly,

• ensuring that their employees receive regular training on the Policy,

• regularly reminding their employees of their reporting obligations and the Ethics Hotline, and encouraging them to report any such incidents if encountered.

these conditions must be included. Provisions must also be stated that, in case of non-compliance or any violation of the Policy, the cooperation and existing contracts will be terminated for just cause.

6. Our Policies and Procedures

6.1 Bribery and Corruption

Sabah Bedding is firmly opposed to all forms of bribery and corruption. Regardless of the purpose, the acceptance or giving of bribes is strictly unacceptable. Business relationships with third parties seeking to engage with Sabah Bedding through bribery or corruption must not be continued.

6.2 Gift

A gift is an item that does not require monetary payment and is typically given as a gesture of thanks or commercial courtesy by individuals or clients with whom there is a business relationship.

Any gift offered or given by Sabah Bedding to third parties must be made openly, in good faith, and unconditionally. The guidelines for permissible gifts and their documentation are outlined in the Gift Giving and Receiving Policy, as stated in Sabah Bedding's Code of Business Ethics.

The same principles apply to the acceptance of gifts, and no gifts should be accepted other than symbolic ones of low monetary value as outlined in these principles. Additionally, even within this scope, gifts should not be accepted frequently, and any accepted gifts must be reported by the recipient through their immediate supervisor to the company's HR and senior management.

6.3 Facilitation Payments

Individuals and entities covered by this Policy are not to offer facilitation payments to secure or expedite routine transactions or processes with government institutions.

6.4 Donations

No political donations may be made on behalf of Sabah Bedding. The principles regarding donations and aid are regulated in Sabah Bedding's Donation Regulations.

Sabah Bedding employees' independent support of charities with funds they collect on their own is outside the scope of the Sabah Bedding Donation and Aid Policy. However, the principles outlined in Sabah Bedding's Code of Business Ethics still apply in such cases.

6.5 Combating Smuggling and Money Laundering

Sabah Bedding implements a zero-tolerance policy against all forms of smuggling and money laundering activities. Sabah Bedding employees, suppliers, business partners, and customers must not engage in illegal trade, smuggling, or money laundering activities.

Full compliance with laws related to money laundering offenses must be ensured, and employees are required to immediately report any suspicious financial transactions or behaviors to management and the relevant authorities.

Transactions carried out for the purpose of smuggling and money laundering are unacceptable in the company's commercial activities and are strictly prohibited. Employees must avoid activities such as illegal goods transportation and customs smuggling.

Sabah Bedding employees and business partners are required to comply with national and international anti-money laundering laws and anti-smuggling regulations. The company provides the necessary information and training to ensure compliance with relevant laws and regulations.

7. Accurate Record Keeping

The accounting and record-keeping obligations that Sabah Bedding must adhere to are regulated by legal provisions. Accordingly:

• All accounts, invoices, and documents related to relationships with third parties (customers, suppliers, etc.) must be recorded and maintained in a complete, accurate, and reliable manner.

• No falsification of accounting or other commercial records related to any transaction is permitted, and the facts must not be misrepresented.

8. Training and Communication

The Anti-Bribery and Anti-Corruption Policy has been communicated to Sabah Bedding employees and is continuously and easily accessible via the company's website.

Training is a key tool for raising employee awareness. In this context, Human Resources designs training programs that all employees are required to attend.

9. Reporting Policy Violations

If an employee or a person acting on behalf of Sabah Bedding is suspected or believed to be acting in violation of this policy, the matter should be reported to the Ethics Committee. The details regarding Sabah Bedding’s Code of Business Ethics are regularly communicated to employees. Our employees and all stakeholders can easily submit any opinions, requests, or complaints directly to the Ethics Committee via email at surdurulebilirlik@sabahbedding.com

Sabah Bedding encourages an honest and transparent approach, supporting any employee or individual acting on its behalf who raises concerns in good faith and ensures that such reports are kept confidential. No employee can be subjected to pressure or punishment for reporting an ethics violation to the Ethics Committee, and no changes to their role or location can be made due to such reporting without the written consent of the Ethics Committee.

If the individual making the report is subjected to such treatment, they must report it to the Ethics Committee.

Firms and business partners from whom goods and services are procured must also regularly remind their employees about the Ethics Hotline and encourage them to report any such incidents if encountered. This requirement is ensured through the contracts in place.

10. Policy Violations

In cases of actual or potential violations of the Policy, the matter is investigated by the Ethics Committee, and necessary sanctions are applied if improper conduct is identified.

Contracts with firms from whom goods and services are procured or sold, or with individuals and organizations acting on behalf of Sabah Bedding, must include provisions stating that if any behavior, attitude, or activity is found to be in violation of the Policy, Sabah Bedding reserves the right to unilaterally terminate the contract for just cause. These provisions are applied without exception in cases of Policy violations.

APPROVAL
LEVENT SOLMAZ
CHAIRMAN OF THE BOARD