MİGROS TİCARET A.Ş.

Pre-Annual General Meeting Information • Mar 20, 2025

Migros Ticaret A.Ş. Call to the Ordinary General Assembly Meeting from Board of Directors

The Ordinary General Assembly Meeting of our Company will be held on 15.04.2025 at 14:00 at the Migros Ticaret A.Ş. Head Office in Atatürk Mahallesi Turgut Özal Bulvarı No:7 34758 Ataşehir/Istanbul to review the operations in 2024, to discuss the below-mentioned agenda and pass resolutions with regard thereto.

Provided that the rights and obligations of those shareholders who will be participating electronically are reserved, those of our shareholders, who will not be able to participate in the meeting in person, are required to issue their powers of attorney based on the attached sample or to obtain the "power of attorney" sample form from our Company Head Office or our company website at www.migroskurumsal.com, fulfill the obligations stated in the notification of the Capital Markets Board Communiqué on Casting of Votes through Proxies and Collection of Powers of Attorney by Invitation (II-30.1) and submit their powers of attorney, bearing their signatures as certified by a Notary Public, to our Head Office. The power of attorney of a proxy electronically appointed via the Electronic General Assembly System need not be submitted. It will not be possible to participate in the general assembly with proxies that are not in accordance with the attached proxy statement sample which is kept mandatory in the relevant Communiqué.

According to the fourth paragraph of article 415 of the Turkish Commercial Code no 6102 and the first paragraph of article 30 of the Capital Markets Law no. 6362, the depositing of share certificates cannot be made into a condition of the right to participate and vote in general assembly meetings. Within this context, if our shareholders wish to participate in the General Assembly meeting, there is no need for them to have their shares blocked.

Those of our shareholders who will be voting through the Electronic General Assembly System should obtain information from the Central Registry Agency (MKK), our Company's website at www.migroskurumsal.com or our Company's Head Office (Telephone: 0216 579 30 00) in order to be able to fulfill their obligations within the scope of the relevant Regulation and Communiqué.

Provided that the provisions on electronic voting are reserved, the voting on the agenda items for the General Assembly Meeting will be exercised in open voting by a show of hands. As stipulated in our Company's Articles of Association, none of the Company's shares enjoy privileged voting rights. All votes are equal. At the General Assembly, each shareholder possesses voting rights proportional to the nominal value of its shares.

The independent auditor's report, the balance sheet, the income statement and the dividend distribution proposal for the year 2024, the Integrated Annual Report and appended thereto the Report on Compliance with the Corporate Governance Principles, the amendment text of article 3 and article 17 of the Articles of Association and the Information Document concerning the agenda for the General Assembly Meeting will all be available for our shareholders at the Migros Ticaret A.Ş. Head Office in Atatürk Mahallesi Turgut Özal Bulvarı No:7 34758 Ataşehir/Istanbul, on the company website www.migroskurumsal.com, Public Disclosure Platform (KAP) and on the Central Registry Agency's (MKK) Electronic General Assembly System (e-GKS) throughout the 3 weeks prior to the meeting.

Presented for the information of our shareholders.

Respectfully,

Migros Ticaret A.Ş. Board of Directors

MİGROS TİCARET A.Ş.

2024 ORDINARY GENERAL ASSEMBLY MEETING AGENDA

• 1. Opening the meeting and determining the presiding committee,
• 1. Reading and deliberating the integrated annual report for 2024,
• 1. Reading the independent auditor's report concerning the Company's 2024 activities and accounts,
• 1. Reading, deliberating, and voting on the financial statements for 2024,
• 1. Individually acquitting each of the members of the Company's board of directors of their fiduciary responsibilities for the Company's activities in 2024,
• 1. Discussing, approving, amending and approving, or rejecting the Board of Directors' proposal concerning dividend distribution,
• 1. By taking into account the relevant legal regulations and our Company's Articles of Association, authorizing the Board of Directors to distribute advance dividends for 2025 fiscal period,
• 1. Election of independent Board members and other members of the Board of Directors and determination of their terms of office,
• 1. Determining the fees and any kind of financial benefits including bonus, premium, attendance fee, etc. to be paid to the Board members,
• 1. Voting on the Board of Directors' selection of the Company's independent auditors as per the Turkish Commercial Code, the Capital Markets Board and Public Oversight, Accounting and Auditing Standards Authority regulations,
• 1. Providing information about the donations and assistance granted by the Company in 2024; determining an upper limit on donations and assistance to be granted in 2025,
• 1. Approval or rejecting of the proposal of the Board of Directors in relation to the amendment of the current content of article 3 titled "Purpose and Scope" and article 17 titled "Term of Office and Duties of the Board of Directors" of Articles of Association of our Company provided that the necessary permissions of the Capital Markets Board and Republic of Türkiye Ministry of Trade have been received and in the form which received the permission, and authorization of the Company Management to conduct all other transactions related to the amendment of the Articles of Association,
• 1. As required by Capital Markets Board regulations, providing information about collateral, pledges, and mortgages granted by the Company in favor of third parties as well as income and benefits obtained in 2024,
• 1. Informing the shareholders on the transactions, if any, made in 2024 within the context of Article 1.3.6. in Annex-I of the Corporate Governance Communiqué (II-17.1) of the Capital Markets Board,
• 1. Authorizing any shareholders who may be in control of the Company's management, Board of directors and senior managers – as well as their spouses and their relatives, whether by blood or marriage unto the third degree – to engage in business and transactions subject to the provisions of articles 395 and 396 of the Turkish Commercial Code and of Capital Markets Board regulations,
• 1. Closing.

PROXY STATEMENT

TO THE GENERAL ASSEMBLY MEETING CHAIRMANSHIP OF MİGROS TİCARET ANONİM ŞİRKETİ,

I, the undersigned, hereby appoint and empower ……..................................... who is introduced in detail below as my proxy fully authorized to represent me/Company, vote and make proposals and sign all required documents on behalf of me/Company in accordance with my instructions written here-below at the 2024 Ordinary General Assembly Meeting of Shareholders of Migros Ticaret A.Ş. that will be held at the address of Atatürk Mahallesi Turgut Özal Bulvarı No:7 34758 Ataşehir - İstanbul at 15.04.2025, at 14:00.

Proxy's (*):

Name & Surname / Title: T.R. Identity No./Tax Identity No. Trade Registry and Number, and MERSIS Number. Total nominal value of the shares: (*) For foreign proxies, the equivalents, if any, of such information should be provided

A) SCOPE OF THE POWER OF REPRESENTATION

Scope of the power of representation should be determined by choosing one of the options (a), (b) and (c) for the sections 1 and 2 hereinbelow.

1. On the Matters included in the Agenda of the General Assembly:

• a) The Proxy named above is authorized to vote on all the agenda items at his/her own discretion.
• b) Proxy is authorized to vote in line with proposals of the Company management.
• c) The Proxy is authorized to vote on all the agenda items in accordance with the instructions given below.

Instructions:

If the shareholder chooses the option (c), instructions on the relevant agenda topic are given by marking one of the options (acceptance or rejection) shown beside the relevant agenda topic and if the 'rejection' option is chosen, by stating the dissention requested to be included in the minutes of the general assembly meeting.

Agenda Topics (*)	Acceptance	Rejection	Dissention
1. Opening the meeting and determining the presiding committee,
2. Reading and deliberating the integrated annual report for 2024,
3. Reading the independent auditor's report concerning the Company's 2024 activities and accounts,
4. Reading, deliberating, and voting on the financial statements for 2024,
5. Individually acquitting each of the members of the Company's board of directors of their fiduciary responsibilities for the Company's activities in 2024,
6. Discussing, approving, amending and approving, or rejecting the Board of Directors' proposal concerning dividend distribution,

7. By taking into account the relevant legal regulations and our Company's Articles of Association, authorizing the Board of Directors to distribute advance dividends for 2025 fiscal period,
8. Election of independent Board members and other members of the Board of Directors and determination of their terms of office,
9. Determining the fees and any kind of financial benefits including bonus, premium, attendance fee, etc. to be paid to the Board members,
10. Voting on the Board of Directors' selection of the Company's independent auditors as per the Turkish Commercial Code, the Capital Markets Board and Public Oversight, Accounting and Auditing Standards Authority regulations,
11. Providing information about the donations and assistance granted by the Company in 2024; determining an upper limit on donations and assistance to be granted in 2025,
12. Approval or rejecting of the proposal of the Board of Directors in relation to the amendment of the current content of article 3 titled "Purpose and Scope" and article 17 titled "Term of Office and Duties of the Board of Directors" of Articles of Association of our Company provided that the necessary permissions of the Capital Markets Board and Republic of Türkiye Ministry of Trade have been received and in the form which received the permission, and authorization of the Company Management to conduct all other transactions related to the amendment of the Articles of Association,
13. As required by Capital Markets Board regulations, providing information about collateral, pledges, and mortgages granted by the Company in favor of third parties as well as income and benefits obtained in 2024,
14. Informing the shareholders on the transactions, if any, made in 2024 within the context of Article 1.3.6. in Annex-I of the Corporate Governance Communiqué (II-17.1) of the Capital Markets Board,
15. Authorizing any shareholders who may be in control of the Company's management, Board of directors and senior managers – as well as their spouses and their relatives, whether by blood or marriage unto the third degree – to engage in business and transactions subject to the provisions of articles 395 and 396 of the Turkish Commercial Code and of Capital Markets Board regulations, 16. Closing.

(*) Topics included in the agenda of general assembly meeting are listed one by one. If the minority proposes a separate draft decision, it is also given separately for the sake of voting by Proxy.

2. Special instructions on other issues that may raise during the general assembly meeting and particularly regarding use of minority rights:

a) Proxy is authorized to vote in line with his/her own opinions.

b) Proxy is not authorized to represent on these issues.

c) Proxy is authorized to vote in line with the special instructions stated below.

SPECIAL INSTRUCTIONS: Special instructions, if any, of the shareholder to the proxy holder are stated herein.

B) SHARE CERTIFICATES HELD BY THE SHAREHOLDER

The shareholder shall indicate the shares that the proxy will represent by selecting one of the options below.

1. I am approving the representation by the proxy of my shares as detailed below.

• a) Quantity-Nominal Value :
• b) Privileged in Voting or Not :
• c) Bearer / Registered Shares :
• d) Percentage in all shares of the shareholder:

2. I am approving the representation by the proxy of all of my shares shown in the list of shareholders eligible for attending the general assembly meeting, which is prepared by CRA one day before the date of general assembly meeting.

SHAREHOLDER'S

First name, Surname or Title: T.R. Identity No./Tax Identity No., Trade Registry and Number, and MERSIS Number: Address:

(*) For foreign proxy holders, the equivalents, if any, of such information should be provided.

Signature:

Note:

1. The signature of the principal shareholder should be certified by a notary public. If the proxy is not notarized, circular of signatures certified by a notary is required as an attachment of the proxy.

2. Our foreign shareholders should submit to the headquarter of our company, the Turkish translations of their proxies which have been notarized by a notary public.

MİGROS TİCARET ANONİM ŞİRKETİ ARTICLES OF ASSOCIATION AMENDMENT TEXT
FORMER VERSION	NEW VERSION
Article 3 – Purpose and Scope	Article 3 – Purpose and Scope
The purpose of the incorporation of the Company is to provide consumers with food and other necessities and products in optimal conditions. For this purpose, the Company's most significant activities are the performance of services such as collecting, loading, shipping, unloading, sorting, packaging, marketing, storing, which are added to the cost of the products until the products are passed from the producer onto the consumer, in an economical manner, to prevent the products from spoiling and to prevent any losses in the value thereof, to supply the products to the consumers both electronically and physically in an ideal form of marketing and organization, and to do business in the retail market.	The purpose of the incorporation of the Company is to provide consumers with food and other necessities and products in optimal conditions. For this purpose, the Company's most significant activities are the performance of services such as collecting, loading, shipping, unloading, sorting, packaging, marketing, storing, which are added to the cost of the products until the products are passed from the producer onto the consumer, in an economical manner, to prevent the products from spoiling and to prevent any losses in the value thereof, to supply the products to the consumers both electronically and physically in an ideal form of marketing and organization, and to do business in the retail market.
The Company may, in relation to its above mentioned purposes, engage in the following:	The Company may, in relation to its above mentioned purposes, engage in the following:
3.1 All kinds of administrative, financial, commercial activities in order to realize its purpose and scope,	3.1 All kinds of administrative, financial, commercial activities in order to realize its purpose and scope,
3.2 To buy, sell, import, export, produce or have others produce in retail and wholesale all kinds of food products, including fresh fruits and vegetables and prepared food, family necessities and all kinds of industrial, agricultural and commercial and digital goods and services in Turkey and abroad; making field and garden farming; manufacture, produce, have others produce, buy and sell, import and export all stuff and materials mentioned in this provision.	3.2 To buy, sell, import, export, produce or have others produce in retail and wholesale all kinds of food and family necessities and all kinds of industrial, agricultural and commercial and digital goods and services in Turkey and abroad, including fast moving consumer goods, food and agricultural products, meat and meat products, dried and fresh fruits and vegetables, edible roots, tubers, flowers and their crops, ready-to-eat meals, electronic and electrical products, cleaning products, cosmetics and personal care products, clothing and textile products, stationery, toys, household / garden items, souvenirs and private label products; making field and garden farming; manufacture, produce, have others produce, buy and sell, import and export all stuff and materials mentioned in this provision.
	3.3 Processing and storing meat and meat products, 3.4 To carry out retail trade of all kinds of pet food and goods,
	3.5 Wholesale and retail trade of cosmetics and personal care materials,

	3.6 To purchase, sell, import and export all kinds of medical devices, medical consumables, and to make commitments thereof.
3.3 To establish, operate, manage shopping malls, to establish warehouses, open stores, to establish, operate and rent fuel sale and service stations separately or together with the abovementioned facilities, to operate traveling/itinerant sales cars and vending machines, to act as commission agent in various fields, to perform contract manufacturing, to have others perform contract manufacturing, to grant agencies and distributorships, to open modern farm places, stalls, nurture places and slaughterhouse, cold stores, a bread factory, an integrated meat industrial complex, department stores, restaurants, canteens, cafeterias and stores, to establish selling, marketing and distributing organizations for prepared food, to benefit from the organizations already established, to establish and operate meal card network.	3.7 To establish, operate, manage shopping malls, to establish and operate warehouses for the production, purchase and sale, transportation, preparation, packaging and storage of food and necessities, to store food and all kinds of products, and to carry out processing and packaging of fruits, vegetables, pulses, meat, etc. in these warehouses, to open stores, to establish, operate and rent fuel sale and service stations separately or together with the abovementioned facilities, to operate traveling/itinerant sales cars/boats and vending machines, to act as commission agent in various fields, to perform contract manufacturing, to have others perform contract manufacturing, to grant agencies and distributorships, to open modern farm places, stalls, nurture places and slaughterhouse, cold stores, a bread factory, an integrated meat industrial complex/facility, department stores, restaurants, canteens, cafeterias and stores, to establish selling, marketing and distributing organizations for prepared food, to benefit from the organizations already established, to establish and operate meal card network.
3.4 Provided that open/unpackaged products are also included, to supply products for sale at a low price in clean conditions and by complying with the hygiene regulations and commercial requirements after standardizing them in accordance with their type and variety,
	3.8 To carry out delivery and cargo activities, ordering, inventory, logistics, shipment, packaging of goods and services, including delivery by automated vehicles, through robotic, technological and automated vehicles and software,
	3.9 To establish research and development units and R&D Center for the search for advanced technology, to develop projects in this regard, to provide the necessary tools and equipment; to obtain the patent rights of the projects developed, to sell or lease the manufacturing rights of patented rights; to produce and develop projects within and outside the company as an R&D Center,
3.5 To establish and operate facilities that produce, purchase, sell, transport, prepare, package and conserve food and necessity products in Turkey and abroad, to establish, without prejudice to the provisions of Capital Markets Board on the transfer of	3.10 To establish, without prejudice to the provisions of Capital Markets Board on the transfer of concealed gain, private partnerships and affiliates to be active in the activity fields of the Company or any other field of activity that would benefit the

concealed gain, private partnerships and affiliates to be active in the above mentioned fields or any other field of activity that would benefit the Company or to participate in existing businesses or partnerships which do business in these areas of activity,	Company or to participate in existing businesses or partnerships which do business in these areas of activity,
3.6	3.11
To facilitate the procurement of the raw and	To facilitate the procurement of the raw and
auxiliary products needed by the producers and	auxiliary products needed by the producers and
manufacturers that perform sales connections with	manufacturers that perform sales connections with
the Company, to import any of these as necessary or	the Company, to import any of these as necessary or
to have these produced domestically, to assist the	to have these produced domestically, to assist the
producers in agricultural or technical matters and if	producers in agricultural or technical matters and if
necessary to grant them advances in exchange for	necessary to grant them advances in exchange for
security to be deducted from the purchase price of	security to be deducted from the purchase price of
the products,	the products,
3.7	3.12
All kinds of dispositions and activities to aid	All kinds of dispositions and activities to aid
and facilitate the realization of the purpose and scope	and facilitate the realization of the purpose and scope
of the Company, benefitting from incentives,	of the Company, benefitting from incentives,
3.8	3.13
To purchase, sell, import or export all kinds	To purchase, sell, import or export all kinds
of machinery, equipment, vehicles and devices	of machinery, equipment, vehicles and devices
including but not limited to all kinds of land and sea	including but not limited to all kinds of land and sea
vehicles, and spare parts thereof relating to the	vehicles, and spare parts thereof relating to the
scope and purpose of the Company; establishment,	scope and purpose of the Company; establishment,
leasing, renting, purchasing and sale of facilities and	leasing, renting, purchasing and sale of facilities and
installations; provided that it does not engage in	installations; provided that it does not engage in
brokerage activities, acquiring shares in existing	brokerage activities, acquiring shares in existing
companies or new companies to be incorporated in	companies or new companies to be incorporated in
the Republic of Turkey or abroad for these purposes,	the Republic of Turkey or abroad for these purposes,
on the condition that the provisions of Article 21 of	on the condition that the provisions of Article 21 of
the Capital Markets Law is reserved, participating in	the Capital Markets Law is reserved, participating in
existing	existing
companies	companies
or	or
in	in
companies	companies
to	to
be	be
incorporated and providing all kinds of financial	incorporated and providing all kinds of financial
assistance to such companies, borrowing funds for	assistance to such companies, borrowing funds for
realizing such purposes and owning shares in these	realizing such purposes and owning shares in these
kinds of companies,	kinds of companies,
3.9	3.14
Provided that disclosures required by the	Provided that disclosures required by the
Capital Markets Board within the scope of the special	Capital Markets Board within the scope of the special
situations for ensuring the notification of investors are	situations for ensuring the notification of investors are
made and capital markets legislation is complied	made and capital markets legislation is complied
with, to acquire or construct immovables and limited	with, to acquire or construct immovables and limited
rights in rem related thereto that facilitate or assist	rights in rem related thereto that facilitate or assist
the purpose and scope of the Company and to	the purpose and scope of the Company and to
exercise all kinds of legal dispositions over such	exercise all kinds of legal dispositions over such
immovables and limited rights in rem, establishing	immovables and limited rights in rem, establishing
limited rights in rem and annotating leases in favor of	limited rights in rem and annotating leases in favor of
third	third
parties	parties
to	to
obtain	obtain
loans	loans
by	by
establishing	establishing
mortgages or providing other security or borrowing	mortgages or providing other security or borrowing
money	money
without	without
any	any
collateral;	collateral;
entering	entering
into	into
a	a
commercial enterprise pledge, standing as guarantor	commercial enterprise pledge, standing as guarantor
against the liabilities of third parties, granting all kinds	against the liabilities of third parties, granting all kinds
of surety in rem or in personam, establishing and	of surety in rem or in personam, establishing and
releasing mortgages and pledges and all other	releasing mortgages and pledges and all other
similar rights in rem in favor of the Company or in	similar rights in rem in favor of the Company or in
favor of third parties upon the entirety or any other	favor of third parties upon the entirety or any other
part of the current or future assets of the Company,	part of the current or future assets of the Company,

3.10 Acquiring, and carrying out all kinds of dispositions on patents, licenses, franchises, concessions, marks, models, designs, trade names, business/company names, know-how, copyrights, special manufacturing and production techniques, engineering and consultancy services and all other similar intangible rights and property useful for the activities related to the purpose and scope of the Company and the registration and cancellation of those rights, signing agreements with foreign and Turkish real persons and legal entities with regard to various intellectual rights,

3.11 Provided that it does not constitute investment services and activities, to issue, purchase, sell, and exercise all kinds of legal dispositions over bonds and all other similar securities; provided that no brokerage activities are conducted, to purchase and sell shares, bonds and other securities owned by private or public legal entities,

3.12 Engaging in activities in marketing, economic organization, technical consultancy and feasibly studies in relation to the above mentioned activities,

3.13 Without prejudice to the provisions of Capital Markets Board on the transfer of concealed gain, participating in legal entities or establishing partnerships with Turkish and foreign real persons in order to conduct activities that are related to, facilitate or assist the purpose and scope of the Company; provided that it does not engage in any brokerage activities to purchase, sell and exercise all kinds of legal dispositions over interests and shares owned by public or private legal entities,

3.14 Entering into service agreements with local and foreign technical and artistic experts and groups necessary for the facilities to be established, applying for the work permits of these persons,

3.15 Granting, acquiring, transferring, renting and establishing representative offices, general distributorships, consultancies, commission houses, distributorships, agencies and dealerships in the Republic of Turkey and abroad related to the purpose and scope of the Company,

3.16 Engage in all kinds of training/educational activities related to the purpose and scope of the Company, cooperating with other relevant organizations, participating in their activities,

3.17 Benefitting from all kinds of technology and rationalization measures and cooperating with real persons and public and private legal entities doing business in this field in order to achieve its purpose 3.22 Benefitting from all kinds of technology and rationalization measures and cooperating with real persons and public and private legal entities doing business in this field in order to achieve its purpose

3.15 Acquiring, and carrying out all kinds of dispositions on patents, licenses, franchises, concessions, marks, models, designs, trade names, business/company names, know-how, copyrights, special manufacturing and production techniques, engineering and consultancy services and all other similar intangible rights and property useful for the activities related to the purpose and scope of the Company and the registration and cancellation of those rights, signing agreements with foreign and Turkish real persons and legal entities with regard to various intellectual rights,

3.16 Provided that it does not constitute investment services and activities, to issue, purchase, sell, and exercise all kinds of legal dispositions over bonds and all other similar securities; provided that no brokerage activities are conducted, to purchase and sell shares, bonds and other securities owned by private or public legal entities,

3.17 Engaging in activities in marketing, economic organization, technical consultancy and feasibly studies in relation to the above mentioned activities,

3.18 Without prejudice to the provisions of Capital Markets Board on the transfer of concealed gain, participating in legal entities or establishing partnerships with Turkish and foreign real persons in order to conduct activities that are related to, facilitate or assist the purpose and scope of the Company; provided that it does not engage in any brokerage activities to purchase, sell and exercise all kinds of legal dispositions over interests and shares owned by public or private legal entities,

3.19 Entering into service agreements with local and foreign technical and artistic experts and groups necessary for the facilities to be established, applying for the work permits of these persons,

3.20 Granting, acquiring, transferring, renting and establishing representative offices, general distributorships, consultancies, commission houses, distributorships, agencies and dealerships in the Republic of Turkey and abroad related to the purpose and scope of the Company,

3.21 Engage in all kinds of training/educational activities related to the purpose and scope of the Company, cooperating with other relevant organizations, participating in their activities,

and scope,

3.18 assisting or making donations to charitable foundations, associations, universities and similar organizations and public legal entities in accordance with the principles set forth by the Capital Markets Board and in a manner that does not interfere with its own purpose and objectives and provided that it is not contrary to the provisions of capital markets legislation pertaining to the shifting of disguised earnings, the required disclosures for special circumstances have been made and the shareholders are notified of any donations that have been made in that year during the general assembly meetings,

3.19 Leasing and/or subleasing the parking areas, carrying out parking lot management and executing agreements with third persons in relation to parking lot management,

3.20 Installing, managing and/or having others manage charging stations for electric or alternative energy vehicles at the parking lots of the stores and Shopping Centers.

3.21 Regarding Electric Market, establishing manufacturing facilities in order to cover its electric and heat energy needs within the framework of an auto producer license according to the related legislations, producing electric and heat energy, in case of surplus production, selling the electric and heat energy and/or capacity to the other corporate bodies who have the license and to independent consumers and importing equipment and fuel relating with the facilities on non-commercial basis.

3.22 To the extent permitted by law, to purchase and sell any and all kinds of gold and other precious metals,

3.23 Provided that the relevant legislation in force is complied with and the requisite permits have been obtained, to offer ticket sales services and distribution services for sports, cultural and entertainment events and similar activities; to offer access services to information on all kinds of entertainment, cultural, travel, transportation and

and scope,

3.23 assisting or making donations to charitable foundations, associations, universities and similar organizations and public legal entities in accordance with the principles set forth by the Capital Markets Board and in a manner that does not interfere with its own purpose and objectives and provided that it is not contrary to the provisions of capital markets legislation pertaining to the shifting of disguised earnings, the required disclosures for special circumstances have been made and the shareholders are notified of any donations that have been made in that year during the general assembly meetings,

3.24 Leasing and/or subleasing the parking areas, carrying out parking lot management and executing agreements with third persons in relation to parking lot management,

3.25 Installing, managing and/or having others manage charging stations for electric or alternative energy vehicles at the parking lots of the stores and Shopping Centers, establishing electricity generation and electricity storage facilities with licensed or unlicensed renewable energy systems such as solar energy, wind energy in order to meet its own electricity and heat energy, generating electricity and heat energy, selling the electricity and heat energy produced within the framework of the applicable legislation to other legal entities in case of excess production, and importing all equipment and fuel related to the facility, provided that it is not commercial.

3.26 Regarding Electric Market, establishing manufacturing facilities in order to cover its electric and heat energy needs within the framework of an auto producer license according to the related legislations, producing electric and heat energy, in case of surplus production, selling the electric and heat energy and/or capacity to the other corporate bodies who have the license and to independent consumers and importing equipment and fuel relating with the facilities on non-commercial basis.

3.27 To the extent permitted by law, to purchase and sell any and all kinds of gold and other precious metals,

3.28 Provided that the relevant legislation in force is complied with and the requisite permits have been obtained, to offer ticket sales services and distribution services for sports, cultural and entertainment events and similar activities; to offer access services to information on all kinds of entertainment, cultural, travel, transportation and sports activities through various communication channels; and provided that legislation in force is complied with and permission has been obtained from the relevant authorities, to print and distribute tickets, invoices and similar papers and to open ticket sales offices for this purpose;

3.24 To the extent permitted by law, to serve as an intermediary for or actually engage in all numeric and virtual games and lottery activities organized by the National Lottery Authority and other authorities and which may be permitted under the law in the future,

3.25 To execute insurance contracts to the benefit of consumers in connection with the contractual relationships established with consumers within the scope of the Company's field of activity,

3.26 Provided that the relevant legislation in force is complied with and the requisite permits have been obtained from the relevant authorities, to engage in activities as a representative and/or member business within the scope of the Law no 6493 and related legislative framework; and to provide support services to Banks as a Support service institution within the scope of the Law no 5411 and related legislative framework; to act as seller in delivering goods and services in consideration for loans extended by financing companies in financing contracts within the scope of the Law no 6361 and related legislative framework (if the laws referred to in this clause are amended, the relevant activity shall be carried out in line with the legislation that has amended/repealed such laws and now governs that field of activity),

3.27 To provide live, recorded, internet and online shows, documentaries, news, video clips and advertisements for television and radio stations doing business at an international, regional or local level and to provide, prepare, compile and market all kinds of production services,

3.28 To provide all kinds of computer systems, software and hardware support, consultancy and sales services; the sale/export of any software and technological solutions as may be developed to foreign or domestic companies both inside or outside the industry; to provide consultancy services, training services and post sales maintenance services, to carry out the referred activities on an individual basis or together with other firms, Universities or public authorities,

3.29 To provide research, project development and consultancy services or provide or obtain technical assistance regarding retail activities,

sports activities through various communication channels; and provided that legislation in force is complied with and permission has been obtained from the relevant authorities, to print and distribute tickets, invoices and similar papers and to open ticket sales offices for this purpose;

3.29 To the extent permitted by law, to serve as an intermediary for or actually engage in all numeric and virtual games and lottery activities organized by the National Lottery Authority and other authorities and which may be permitted under the law in the future,

3.30 To execute insurance contracts to the benefit of consumers in connection with the contractual relationships established with consumers within the scope of the Company's field of activity,

3.31 Provided that the relevant legislation in force is complied with and the requisite permits have been obtained from the relevant authorities, to engage in activities as a representative and/or member business within the scope of the Law no 6493 and related legislative framework; and to provide support services to Banks as a Support service institution within the scope of the Law no 5411 and related legislative framework; to act as seller in delivering goods and services in consideration for loans extended by financing companies in financing contracts within the scope of the Law no 6361 and related legislative framework (if the laws referred to in this clause are amended, the relevant activity shall be carried out in line with the legislation that has amended/repealed such laws and now governs that field of activity),

3.32 To provide live, recorded, internet and online shows, documentaries, news, video clips and advertisements for television and radio stations doing business at an international, regional or local level and to provide, prepare, compile and market all kinds of production services,

3.33 To provide all kinds of computer systems, software and hardware support, consultancy and sales services; the sale/export of any software and technological solutions as may be developed to foreign or domestic companies both inside or outside the industry; to provide consultancy services, training services and post sales maintenance services, to carry out the referred activities on an individual basis or together with other firms, Universities or public authorities,

3.34 To provide research, project development and consultancy services or provide or obtain technical assistance regarding retail activities,

3.30 Provided that the relevant legislation in force is complied with and the requisite permits have been obtained, to build, develop the infrastructure for mobile payments, payment via SMS and similar digital, electronic and other alternative methods as may be implemented in the future to make it possible to pay the cost of a good or service by means of all kinds of technology and methods; to provide consultancy services to other foreign or domestic firms in order to provide such services, 3.31 Provided that the relevant legislation in force is complied with and the requisite permits have been obtained, the creation of electronic expenditure payment units to be used on physical, virtual and other platforms; to print, market, sell prepaid virtual and physical cards loaded with electronic expenditure payment units; to distribute, market, sell already printed cards and coupons, 3.32 To purchase, sell, import and export all kinds of medical devices, medical consumables, and to make commitments thereof. The upper limit of any donations the Company may make within the scope of paragraph "3.18" above shall be set by the general assembly. No donations exceeding such limit shall be made and any donations made shall be added to the distributable profit calculation. The Company may only provide a security or grant a pledge or mortgage within the context of above paragraph "3.9" or article 4 of the Articles of Association solely in favor of its own legal personality or a company it has included within the scope of full consolidation or another third person for the purpose of carrying out of its ordinary commercial activities. Article 35 titled "Compliance with Corporate Governance Principles" of these Articles of Association is reserved. Provided that the provisions of article 125 of the Turkish Commercial Code are reserved, if, in the future there is any desire to enter into any kind of activities other than those within the framework of this article, which are deemed beneficial to or necessary for the Company, such intent shall be submitted to the approval of the General Assembly by the Board of Directors and upon a resolution to this effect, such activities as contemplated shall be undertaken. If any amendments are made to the Company's purpose and scope, it is necessary to obtain the required approvals from the relevant Ministry and the Capital Markets Board. 3.35 Provided that the relevant legislation in force is complied with and the requisite permits have been obtained, to build, develop the infrastructure for mobile payments, payment via SMS and similar digital, electronic and other alternative methods as may be implemented in the future to make it possible to pay the cost of a good or service by means of all kinds of technology and methods; to provide consultancy services to other foreign or domestic firms in order to provide such services, 3.36 Provided that the relevant legislation in force is complied with and the requisite permits have been obtained, the creation of electronic expenditure payment units to be used on physical, virtual and other platforms; to print, market, sell prepaid virtual and physical cards loaded with electronic expenditure payment units; to distribute, market, sell already printed cards and coupons, The upper limit of any donations the Company may make within the scope of paragraph "3.23" above shall be set by the general assembly. No donations exceeding such limit shall be made and any donations made shall be added to the distributable profit calculation. The Company may only provide a security or grant a pledge or mortgage within the context of above paragraph "3.14" or article 4 of the Articles of Association solely in favor of its own legal personality or a company it has included within the scope of full consolidation or another third person for the purpose of carrying out of its ordinary commercial activities. Article 35 titled "Compliance with Corporate Governance Principles" of these Articles of Association is reserved. Provided that the provisions of article 125 of the Turkish Commercial Code are reserved, if, in the future there is any desire to enter into any kind of activities other than those within the framework of this article, which are deemed beneficial to or necessary for the Company, such intent shall be submitted to the approval of the General Assembly by the Board of Directors and upon a resolution to this effect, such activities as contemplated shall be undertaken. If any amendments are made to the Company's purpose and scope, it is necessary to obtain the required approvals from the relevant Ministry and the Capital Markets Board.

Article 17 -	Article 17 -
Term of Office and Duties of the	Term of Office and Duties of the
Board of Directors	Board of Directors
Board of Directors members are elected for a	Board of Directors members are elected for a
maximum term of 3 years, unless a shorter term is	maximum term of 3 years, unless a shorter term is
determined at the General Assembly where they	determined at the General Assembly where they
have been appointed. A member whose term of	have been appointed. A member whose term of
office has expired may be re-elected. The General	office has expired may be re-elected. The General
Assembly may, if there is a just cause and it deems	Assembly may, if there is a just cause and it deems
necessary, replace the Board of Directors members	necessary, replace the Board of Directors members
at any time whether it is in its agenda or not.	at any time whether it is in its agenda or not.
The Board of Directors is authorized to pass	The Board of Directors is authorized to pass
resolutions for each transaction necessary for the	resolutions for each transaction necessary for the
scope of the business of the Company, other than	scope of the business of the Company, other than
the ones that require the resolution of the General	the ones that require the resolution of the General
Assembly as per the Articles of Association and the	Assembly as per the Articles of Association and the
law.	law.
The Board of Directors may, to the extent permitted	The Board of Directors may, to the extent permitted
by the Turkish Commercial Code, delegate its	by the Turkish Commercial Code, delegate its
responsibilities and duties entirely or partially to the	responsibilities and duties entirely or partially to the
General Manager, to the Deputy General Manager	General Manager, to the Deputy General Manager
and to the Senior	and to the Senior
Managers. In this circumstance, the	Managers. In this circumstance, the
Board of Directors issues an internal directive in	Board of Directors issues an internal directive in
accordance with Article 367/1 of Turkish Commercial	accordance with Article 367/1 of Turkish Commercial
Code.	Code.
Without prejudice to the provisions of Article 375 of	Without prejudice to the provisions of Article 375 of
the	the
Turkish	Turkish
Commercial	Commercial
Code,	Code,
the	the
following	following
transactions can only be conducted via the resolution	transactions can only be conducted via the resolution
of the Board of Directors	of the Board of Directors
a. Employment, dismissal and any alterations to the	a. Employment, dismissal and any alterations to the
service agreements or employment contracts of the	service agreements or employment contracts of the
General	General
Manager	Manager
(chief	(chief
executive	executive
officer)	officer)
and	and
Assistant General Managers (including, but not	Assistant General Managers (including, but not
limited to, the chief financial officer, chief operating	limited to, the chief financial officer, chief operating
officers, chief marketing officer) (save as required	officers, chief marketing officer) (save as required
pursuant to inflationary salary increases or applicable	pursuant to inflationary salary increases or applicable
law) and first degree authorized signatories and	law) and first degree authorized signatories and
determination of the working methods, salaries and	determination of the working methods, salaries and
authorities of these persons,	authorities of these persons,
b. Establishment of subsidiaries and partnerships	b. Establishment of subsidiaries and partnerships
and with respect to the liquidation of such subsidiary	and with respect to the liquidation of such subsidiary
or partnership making proposals with respect to the	or partnership making proposals with respect to the
vote to be cast at the general assembly of such	vote to be cast at the general assembly of such
subsidiary/partnership,	subsidiary/partnership,
c. Entry into force of the regulations and circulars to	c. Entry into force of the regulations and circulars to
be applied in the Company,	be applied in the Company,
d. Providing movable and immovable assets as	d. Providing movable and immovable assets as
collateral for the loans to be obtained from the banks	collateral for the loans to be obtained from the banks
and other credit institutions,	and other credit institutions,

e. Constructing, purchasing, selling immovables on behalf of the Company, establishing mortgages over the immovables owned by the Company;
f. Expunging the records of the receivables and rights that exceed USD 2,000 and that are not possible to be collected and related settlement or release resolutions,
g. Determining the liabilities to be assumed by the Company under collective bargaining agreements, determining the bonuses and indemnifications that exceed the provisions of the collective bargaining agreements, rendering lock-out resolutions,
h. Establishing provident funds or foundations for the employees of the Company under Article 522 of the Turkish Commercial Code, or participating in a similar foundation,
i. Determining and amending the annual business plan, permanent staff and the amendments thereto,
j. Financial statements and the activity report and submitting these to the General Assembly,
k. Any change to the company gearing policy
l. Making any proposals to the general assembly of the Company for the commencement of any voluntary insolvency or liquidation process
m. Deciding on the delisting of the Company from stock exchange and submission for the approval of the general assembly to delist
n. Approval of the budget of the Company or any of its consolidated subsidiaries for any financial year.
o. (Without prejudice to the provisions of the Capital Markets Board on hidden income) Transactions with shareholders of the Company and their related parties, save for transactions conducted in the ordinary course of business carried out at arm's length.
p. any acquisitions (including by way of merger) or disposals(including by way of de-merger) of subsidiaries and/or businesses with an enterprise value and/or assets with a value equal to or higher than USD 75,000,000

r. The constitution of any new committee of the board	r. The constitution of any new committee of the board
of directors,	of directors,
s. Change of accounting policy and estimates, other	s. Change of accounting policy and estimates, other
than as mandatorily required and without prejudice to	than as mandatorily required and without prejudice to
the Accounting Principles of Turkey,	the Accounting Principles of Turkey,
t. Adoption of or amendment to any employee share	t. Adoption of or amendment to any employee share
allocation	allocation
u. Proposal to the General Assembly for any	u. Proposal to the General Assembly for any
amendment to the dividend policy of the Company	amendment to the dividend policy of the Company
save where mandatorily required under applicable	save where mandatorily required under applicable
law,	law,
v. (i) any refinancing of Company's bank debt facilities, or (ii) the signing of any debt facility or facilities having an aggregate size of TL 100m or more (except where such debt facility or facilities are entered into in order to meet liquidity requirements of the Company), or (iii) any amendments to Company's bank debt facilities which alter the terms upon which the shares of the Company can be released from the pledge covering them.	v. (i) any refinancing of Company's bank debt facilities, or (ii) the signing of any debt facility or facilities having an aggregate size of TL 500m or more (except where such debt facility or facilities are entered into in order to meet liquidity requirements of the Company), or (iii) any amendments to Company's bank debt facilities which alter the terms upon which the shares of the Company can be released from the pledge covering them.
The Board of Directors may appoint the commercial	The Board of Directors may appoint the commercial
representatives.	representatives.
With respect to the actions listed above which can be	With respect to the actions listed above which can be
conducted by a decision of the Board of Directors,	conducted by a decision of the Board of Directors,
the provisions of the Turkish Commercial Code on	the provisions of the Turkish Commercial Code on
the non-assignable powers of the general assembly	the non-assignable powers of the general assembly
and the transactions which shall be submitted for the	and the transactions which shall be submitted for the
approval of the general assembly as per the	approval of the general assembly as per the
provisions of the capital markets board shall be	provisions of the capital markets board shall be
reserved.	reserved.