GENERAL ASSEMBLY AGENDA

Agenda of the Ordinary General Assembly Meeting May 30, 2012 17.00 A.m.

  • Opening and formation of Chairmanship Committee,
  • Authorization of the Chairmanship Committee to sign the minutes of the meeting of the General Assembly,
  • Reading and discussion of the Board of Directors’ Annual Report and summary of Statutory Auditors’ report and Independent Audit Report for 2011,
  • Informing the General Assembly regarding the Donations made in 2011,
  • Informing the General Assembly regarding the Related Party Transactions in 2011,
  • Informing the General Assembly regarding the guarantees, pledges and liens given to 3rd parties, and benefits realized from those in 2011,
  • Informing the General Assembly regarding the Remuneration Policy for Board of Directors Members and High Level Executives in accordance with the Corporate Governance Principles,
  • Review and approval of Income Statement and Balance Sheet for 2011, and proposal of Board of Directors regarding the distribution of profit of 2011,
  • Release of the Board of Directors and Statutory Auditors regarding their activities in 2011,
  • Approval of the Amendment of Articles 20 and 44 of Company’s Articles of Association and Addition of Article 82, pursuant to the Permission Obtained from Ministry of Customs and Commerce and Capital Market Board,
  • Election of the members of the Board of Directors, Independent members of the Board of Directors and determination of duration of their duty,
  • Election of Statutory Auditors and determination of duration of their duty,
  • Determining the wages of the members of the Board of Directors and Statutory Auditors,
  • Approval of the Independent External Audit Company proposed by the Board of Directors for the year 2012,
  • Granting permission to carry out transactions that might lead to conflict of interest with the Company or Subsidiaries and to Compete, to the majority Shareholders, Board of Director members, High Level Executives and their spouses and kinships up to Second Degree,
  • Granting permission to the Chairman and members of the Board of Directors to carry out the transactions written in Articles 334 and 335 of Turkish Commercial Code,

Agenda of the Extraordinary General Assembly Meeting July 29, 2011 11.30 A.m.

  • Opening the meeting and forming the presiding committee
  • Authorizing the presiding committee to sign the minutes of the meeting
  • Decision to amend articles 8, 10, 24, 37, 44, 45, 49, and 61 of the company's articles of incorporation and to add a new article (number 81)
  • Electing members of the Board of Directors
  • Electing the statutory auditors
  • Determining the salaries and entitlements to be paid to company directors and statutory auditors
  • Empowerment of the Board of Directors in connection with matters falling within the scope of articles 334 and 335 of the Turkish Commercial Code.

Agenda of the Ordinary General Assembly Meeting April 14, 2011 14.00 A.m.

  • Opening remarks and nomination of the Executive Committee,
  • Authorizing the Executive Committee, for signing the minutes of the Board Meeting,
  • Presentation and discussion of the Board of Directors Annual Report and Auditor’s Reports,
  • Disclosure to shareholders regarding donations made throughout the year,
  • Presentation, discussion and approval of the Balance Sheet and Profit/Loss Statement,
  • Releasing the Board Members and Auditors,
  • Approval of the appointment made to the Board during the year,
  • Approval of the appointment of the Auditor made during the year,
  • Approval of the Independent External Audit Institute determined by the Board of Directors,
  • Authorizing the chairman of the Board and the Board Members to perform transactions set forth in Articles 334 and 335 of the Turkish Commercial Law.

Agenda of the Ordinary General Assembly Meeting April 12, 2010 11.00 A.m.

  • Call to order and nominating the Executive Committee,
  • Authorizing the Executive Committee, to sign the Board Meeting Minutes,
  • Presentation and discussion of the Board of Directors Annual Report and Auditor’s Reports,
  • Presentation, discussion and approval of the Balance Sheet and Profit/Loss Statements and an approval or rejection of the dividend distribution roposal upon deliberation,
  • Informing the shareholders about the donations made within year.
  • Informing the shareholders about the guarantees, pledges and mortgages set aside for the third parties and the matter of the income or benefits realized within year in accordance with the related CMB decision.
  • Releasing the Board Members and the Auditors,
  • Approval of the Independent Audit Company selected by the Board of Directors,
  • Authorizing the chairman of the Board and the Board Members to perform transactions set forth in Articles 334 and 335 of the Turkish Commercial Code.