CREDIt RAtING OF ANADOLU EFES

24. Restrictions on Transactions with and Competition
against the Company
In the ordinary General Assembly of our Company,
members of the Board have been authorized as
per articles 334 and 335 of the Turkish Commercial
Code to enable them to take positions in other
Anadolu Group companies operating within similar
or different business scopes and which have
managerial or capital affiliation with our Company.
Restrictions on transactions with and competition
against the Company are duly applied within the
operating period.
Our Board members are not individually engaged in
any transactions with and competition against the
Company.
25. Ethical Rules
Ethical rules are highly respected within our Company
and these merits have been exercised for years within
the corporate culture of Anadolu Group, our parent
company. Anadolu Group and Efes Beer Group Working
Principles, which form our ethical values are disclosed
publicly in our website, whereas the minimum ethical
rules with respect to environment, discrimination, child
employees and union rights have been announced to
public in our annual report and website.
26. Number, Structure and Independence of the
Committees established under the Board
Our Company adopts the principle of establishing
two committees, one in charge of the audit and the
other in charge of corporate governance.
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Upon resolution of the Board dated 25.05.2004, the
Audit Committee is established.
As per the resolution of the Board dated 11.05.2010, Mr.
Engin Akçakoca has been elected as the Chairman and
Mr. İbrahim Yazıcı as the member of the Audit Committee
for a term of one year and they are to continue their
duties until the Audit Committee is re-elected following
the Ordinary Annual General Assembly.
In order that the financial and operational functions
are performed properly, the Audit Committee
provides the transparent conduct of the internal and
independent external audit, the effective operation of
the internal control system, selection and analysis of
the independent auditor and also monitors that the
financial results which are to be announced publicly
are prepared in accordance with the international
accounting standards and existing regulations.
Upon resolution of the Board dated 26.05.2005, the
Corporate Governance Committee is established.
As per the resolution of the Board dated 11.05.2010,
Mr. Mehmet Cem Kozlu has been elected as the
Chairman and Mr. Salih Metin Ecevit as the member
of the Corporate Governance Committee for a term
of one year and they are to continue their duties until
the Corporate Governance Committee is reelected
following the Ordinary Annual General Assembly.
The Corporate Governance Committee verifies
whether the Corporate Governance Principles are
duly implemented in the Company and further detects
any conflicts of interest arising out of the failure to duly
abide by said principles and gives advice to the Board
regarding the improvement of practices, coordinates
the operation of the shareholder relations function,