OTOKAR OTOMOTİV VE SAVUNMA SANAYİ A.Ş.

Registration Form • Mar 24, 2025

OTOKAR OTOMOTİV VE SAVUNMA SANAYİ A.Ş. – ARTICLES OF ASSOCIATION AMENDMENT PROPOSAL

CURRENT TEXT	NEW TEXT	EXPLANATIONS
Article 7. Capital	Article 7. Capital	Since the validity period of the registered capital
The company accepted the registered capital system in	The company accepted the registered capital system in	ceiling expires at the end of 2025, the period
line with the provisions of the Law No. 2499 and	line with the provisions of the Law No. 2499 and switched	was extended until the end of 2029, and since
switched to the system with the permission of the Capital	to the system with the permission of the Capital Markets	the registered capital ceiling limit was exceeded
Markets Board dated March 7, 1996, and No. 15/263.	Board dated March 7, 1996, and No. 15/263.	with the capital increase through bonus issue in
		2023, increase of its upper limit to TL
The company's registered capital ceiling amounts to	The company's registered capital ceiling amounts to TL	3,000,000,000 considering the impact of
TL100,000,000 (one hundred million Turkish Lira),	3,000,000,000 (three billion Turkish Lira), and it is	inflation on the current upper limit set in 2013
and it is divided into 10,000,000,000 (ten billion)	divided into 300,000,000,000 (three hundred billion)	and the increase in funds that may be added to
registered shares each having a value of 1 (one) Kuruş.	registered shares each having a value of 1 (one) Kuruş.	the capital in accordance with article 5 paragraph 4 of the Communiqué on Registered
The registered capital ceiling permission granted by the	The registered capital ceiling permission granted by the	Capital System No. II-18.1.
Capital Markets Board is valid for the period between	Capital Markets Board is valid between 2025 and 2029
2021 and 2025 (5-year). Although the company has not	(5-year). Although the company has not reached the
reached the permitted registered capital ceiling at the	permitted registered capital ceiling at the end of 2029, it
end of 2025, it is mandatory for the Board of Directors to	is mandatory for the Board of Directors to obtain a
obtain a permission from the Capital Markets Board for	permission from the Capital Markets Board for the
the previous or a new ceiling amount, and then obtain	previous or a new ceiling amount, and then obtain
authorization from the General Assembly for a new	authorization from the General Assembly for a new period
period that shall not exceed five years to be able to adopt	that shall not exceed five years to be able to adopt a
a capital increase resolution after 2025. The company	capital increase resolution after 2029. The company shall
shall not be able to increase capital through the Board	not be able to increase capital through the Board of
of Directors if it cannot obtain such authorization.	Directors if it cannot obtain such authorization.
The company's issued capital amounts to TL	The company's issued capital amounts to TL
120,000,000 (one hundred twenty million Turkish Lira),	120,000,000 (one hundred twenty million Turkish Lira),
and it was paid free from collusion in full and covered.	and it was paid free from collusion in full and covered.
Finally, the Company's capital of 24.000.000 TL was
increased by 96.000.000 TL to 120.000.000 TL, fully	The company's shares are registered shares. The shares
covered by internal resources.	representing the capital shall be monitored in line with
	dematerialization principles.
The company's shares are registered shares. The
shares representing the capital shall be monitored in line	The company shall be able to increase or decrease its
with dematerialization principles.	capital, when necessary, in line with the provisions of the
The company shall be able to increase or decrease its	Turkish Commercial Code and Capital Markets Legislation.
capital, when necessary, in line with the provisions of the	The Board of Directors shall be authorized to increase the
Turkish Commercial Code and Capital Markets	issued capital by issuing new shares up to the registered
Legislation.	capital ceiling in line with the provisions of the Capital
	Markets Law and adopt resolutions to restrict privileged

The Board of Directors shall be authorized to increase	shareholders' rights, limit shareholders' right to acquire
the issued capital by issuing new shares up to the	new shares and issue shares lower than premium or
registered capital ceiling in line with the provisions of the	nominal values. The authority to restrict new share
Capital Markets Law and adopt resolutions to restrict	acquisition shall not be used to lead to inequality among
privileged shareholders' rights, limit shareholders' right	shareholders.
to acquire new shares and issue shares lower than
premium or nominal values. The authority to restrict new
share acquisition shall not be used to lead to inequality
among shareholders.