PROFIT DISTRIBUTION POLICY


Dividends are distributed equally to all existing shares as of the date of distribution, regardless of their date of issue and acquisition. No privileges are applied in profit distribution.

The dividend distribution decision is finally decided by the general assembly upon the proposal of the board of directors after the closing of the accounting period each year, taking into account the medium and long-term strategies, investment and financial plans of our company, as well as the general economy and conditions in the market.

While making a profit distribution decision, the balance between the interests of the shareholders and the interests of the Company is observed.

The entire amount of dividends foreseen to be distributed can only be distributed as long as it can be covered from the current net distributable profit in legal records (in the records kept according to the Tax Procedure Law).

If the distributable profit calculated at the end of the period is below 5% of the issued capital, no profit distribution is made.

Within this framework, of the net distributable profit calculated in accordance with the provisions of the legislation we are subject to, within the framework specified in our articles of association, 5% of the first dividend is to the shareholders and the remaining 5% to the members of the board of directors and employees in cash; As the second dividend, at least 20% is distributed to the shareholders in cash and / or as bonus shares.

Dividends can be paid at once or in installments, provided that it is decided at the general assembly meeting where the distribution is decided. The time of payment of the dividend is determined by the general assembly upon the proposal of the board of directors. However, if it is decided to pay the dividend at once, this period can not exceed 6 months from the date of the general assembly meeting. If it is decided to pay in installments, the first installment payment is made at the latest 45 days after the date of the general assembly. The General Assembly may authorize the Board of Directors at the meeting where the profit distribution is discussed to decide on the time and installments of the profit distribution.

The Board of Directors may decide to distribute an advance dividend in accordance with the relevant legislation and the provisions of the articles of association. In the payment of advance dividends, action is taken in accordance with the provisions of the relevant legislation. If the Board of Directors proposes not to distribute profit to the general assembly meeting where the profit distribution will be discussed, the reasons for this and the use of the undistributed profit are included in the agenda item on profit distribution.

Regards,
ÇEMAŞ DÖKÜM SANAYİ A.Ş.



INFORMING POLICY


NOTIFICATION POLICY OF OUR CORPORATION

Our Corporation has embraced the policy of disseminating every necessary information in full and on time, in accordance with the Free Market Regulation and its relevant amendments and conditions of other relevant legislations. Accordingly, every kind of information or explanations which are legally releasable and thus, no longer under the scope of commercial secret, are disseminated in the website of our Corporation and other places appointed by the legislation, with minimal costs and in a manner in which it can be received by the relevant parties under equal conditions.

Board of management is responsible for the creation and operation of the notification policy of our Corporation. Investor Relations Department has been created in our company to conduct full and complete correspondences with existing and potential shareholders, corporate investors, analysts and other relevant bodies and to ensure that the information of the Corporation has been disseminated to the public in accordance with the standards set forth by the legislations and the notification policy of our corporation is being conducted with the cooperation of the said department.

Department of Investor Relations conducts works in the topics of presenting our Corporation to domestic and foreign existing and potential investors, meeting the information demands of the analysts and research experts, and answering the questions which have been received under the scope of relations with the investors. If any, documents such as presentations, newsletters etc. created during such works, are published in the website of our corporation. In addition to the information and documents which are designated as mandatory by the relevant legislations, news published in various press organs concerning our Corporation and “News From Isiklar” monthly newsletter which examines the developments in the Isiklar Group Corporations, are published in the website of our Corporation. With our constantly updated website, it is aimed that the interested parties can easily reach the news concerning our Corporation and investor relations tools.

Isiklar Holding A.S., through a media outlet with which it has made an agreement, is closely following the news published in the national media outlets, concerning the Isiklar Group Corporations. Accordingly, the published news are also being shared with the high executives of the Corporation, depending on their interest in the news. In the case of there are news concerning our Corporation in various press organizations or in the public which have a source other than the person who are authorized to represent our partnership and may affect the decision of the investors concerning their investments, a special status explanation shall be made. If the said news or rumor is not of a nature which can be considered under the scope of internal information, as a principal, no explanations shall be made about the topic. Additionally, it is evaluated by the investor relations department as to whether it shall be beneficial or not the make a special explanation about a news which does not require a special explanation. As a principal, no explanations shall be made for the rumors, gossips and comments made online by unidentified individuals, which are obvious to be fake. However, when necessary, in order to protect the benefit of the investors, an explanation can be made about such news. Additionally, an official complaint shall be made concerning the individuals who are responsible for creating such fake news and rumors.

In the case of there is a status which requires us to make a special status explanation, employees of the Corporation and other parties are notified that they are responsible to protect the privacy of such information during the period starting from the appearance of such conditions, to making an official statement. In addition, if a result claiming that the protection of the internal information is not ensured or will not be ensured until an official statement is made, an immediate special status statement shall be made.

Including evaluations made towards the future, in case of topics of such special condition are not desired to be disseminated to the public via press outlets or other means of communication, an announcement shall be made on KAP before or during the announcement of this statement and if the said topics are released to the public in a public conference, an immediate announcement shall be made on KAP. In case of the evaluations regarding the future are desired to be released to the public: a) Evaluations regarding the future can be released to the public with the approval of the authorized person who has been authorized by a decision of the board of management or by the board of management. b) Evaluations regarding the future can only be released to the public four times a year at the most. This statement can both be made as a special status statement and as a presentation in order to inform the investors, under the condition that it shall be made on activity reports or on KAP. However, when there is an important amendment to the evaluations regarding the future which has been released to the public, explanations can be made without having a limit. c) During the announcement concerning the evaluations regarding the future, when there is an important difference between the matters released to the public and what is occurring now, reasons for such differences are included in the statement.



SALARY POLICY


Financial rights of the members of the management board of our corporation are decided each year by the General Board. For the financial rights which are to be granted to the independent members of the board of management, regulations of the Capital Market Directorate are followed. Payments which shall be paid to the high executives of our Corporation are decided by a committee which has been formed by the board of management, in consideration with the responsibility which the relevant position demands, the performance shown by the personnel, payment levels in the market and the corporate balance, under the condition that it shall be re-evaluated at least once a year. Additionally, as it is stated in the main contract of the Corporation, after paying the first dividend to the shareholders of the Corporation, at most the 5% of the remaining amount can be paid to the management board and employees, with the decision of General Board. .



DONATION AND AID POLICY


In consideration with the limitations stated in the main contract of our corporation, our Management Board is authorized to make donations and to grant aid on behalf of our Corporation to a limit which is decided each year during the stated general board meetings. Accordingly:

  • Donations and aids can be made to the institutions and boards which are legally operating as a result of social responsibility and to the individuals who are in need.
  • The amount of the donations and aids which shall be granted cannot exceed the limit which has been designated during general board meeting.
  • In case the amount of the donations and aids granted reaches the 1% of the active total in the last budget which has been released to the public, this status is disseminated to the public as a special status statement.
  • Donations and aids granted during an accounting year are presented to the shareholders during the general board meeting concerning that accounting year.
  • Advertisements and/or sponsorships which have been granted with a commercial motive shall not be considered under the scope of donations and aids.