Dividend Distribution Policy
Our company distributes profits in accordance with the provisions of the Turkish Commercial Code, Capital Market Legislation, Tax Legislation, and other relevant legislation, as well as the article of our Articles of Association regarding profit distribution.
In the event of a profit for the period, the profit distribution decision is calculated as follows, in accordance with Article 19 of the Company's Articles of Association:
After deducting the company's general expenses, various depreciation amounts, and taxes payable by the company from the income determined at the end of the company's operating period, the remaining profit for the period shown in the annual balance sheet, after deducting any losses from previous years, is distributed in the following order:
General Statutory Reserve:
Until it reaches 20% of the capital, 5% is allocated to the statutory reserve.
First Dividend:
From the remaining amount, after adding any donations made during the year, the first dividend is allocated in accordance with the Company's dividend distribution policy, in line with the Turkish Commercial Code and Capital Market Legislation.
Ten percent of the remainder is distributed to the holders of founder's usufruct certificates, even if the general assembly does not decide on dividend distribution, in accordance with the third paragraph of Article 348 of the Turkish Commercial Code.
After the above deductions are made, the General Assembly has the right to decide to distribute a maximum of 10% of the dividend to the Board of Directors and also to its employees.
Second Dividend:
The General Assembly is authorized to distribute, in whole or in part, the remaining amount after deducting the amounts specified in clauses (a), (b), (c), and (d) from the net profit for the period as a second dividend, or to set it aside as a reserve fund at its discretion in accordance with Article 521 of the Turkish Commercial Code.
General Statutory Reserve:
Ten percent of the amount remaining after deducting 5% dividend from the portion decided to be distributed to shareholders and other persons participating in the profit, is added to the general statutory reserve in accordance with Article 519, paragraph 2 of the Turkish Commercial Code.
Unless the reserves required to be set aside according to the Turkish Commercial Code have been set aside, and unless the dividend determined for shareholders in the articles of association or the profit distribution policy has been set aside, no decision can be made to set aside other reserves, to carry forward profits to the following year, or to distribute profits to holders of usufruct certificates, members of the board of directors, company employees, and persons other than shareholders. Furthermore, profits cannot be distributed to these persons unless the dividend determined for shareholders has been paid in cash.
Dividends are distributed equally to all existing shares as of the distribution date, regardless of their issuance and acquisition dates.
The method and timing of dividend distribution are determined by the general assembly upon the proposal of the board of directors.
According to the provisions of this articles of association, the dividend distribution decision made by the general assembly cannot be revoked.
The Board of Directors may decide to distribute advance dividends, provided it is authorized by the general assembly and complies with the relevant articles of the Capital Market Law and the regulations of the Capital Market Board. The calculation and distribution of advance dividends comply with the relevant legislation.
A balanced and consistent policy is followed in dividend distribution between the interests of shareholders and the Company. In periods of profit, dividend distribution may be made in cash, with bonus shares, or a combination of both, in compliance with the relevant regulations of the Capital Market Board. Dividend distribution procedures are intended to commence no later than the end of the accounting period in which the General Assembly Meeting decided on the distribution is held. However, this policy is reviewed annually by the Board of Directors in accordance with the investment projects planned to ensure the company's continuity and profitability, the availability of funds, and sectoral, national, and global economic conditions.
This policy was adopted at the meeting No. 29 of the Board of Directors of our company on August 29, 2023.