Information on Privileged Shares

Per clause 11.1, 11.2, 11.3 of article 11 under the company Articles of Association titled “Board of Directors and its Term”;

 

11.1 The company is managed and represented by a board of directors consisting of at least 5 (five) and at most 9 (nine) members to be elected by the general assembly in accordance with the Turkish Commercial Code, capital markets legislation and other relevant legislation and the provisions of this articles of association.

 

11.2 If the board of directors consists of 5 (five) members, 2 (two) of these members; if it consists of 6 (six) or 7 (seven) members, 3 of these members; if it consists of 8 (eight) or 9 (nine) members, 4 (four) of these members (A) are elected by the general assembly from among the candidates nominated by the majority of group shareholders.

 

11.3 Members of the Board of Directors are elected for a maximum of three years. Members whose term has expired can be re-elected. If a member position becomes vacant for any reason, the board of directors elects a person who meets the conditions specified in the Turkish Commercial Code and Capital Markets Legislation as a temporary member and submits their appointment at the first general assembly for approval. Instead of a member of the Board of Directors nominated by the Group (A) shareholders, the candidate proposed by the majority of the remaining members of the Board of Directors elected by the nomination of the Group (A) shareholders is appointed with the approval of the Board of Directors. The member whose appointment is approved by the General Assembly will complete the term of office of his predecessor. Members of the Board of Directors can be dismissed at any time by the decision of the General Assembly, if there is a justified reason whether there is a relevant item on the agenda or not.

 

Per article 7 of the Articles of Association titled “Founding Shares”;


7.1 500 founders' beneficial shares, all free of charge and registered, were issued to the founders, one for each 100 TL of which was pledged by the founders of the 50,000 TL that constituted the initial capital.

 

7.2 From the distributable period profit, 10% of the remaining profit after subtracting the 1st Order Legal Reserve Fund and the First Dividend is distributed to the founding shareholders.