NATUREL YENİLENEBİLİR ENERJİ TİCARET A.Ş.

Share Issue/Capital Change • Feb 6, 2024

OLD TEXT	NEW TEXT
CAPITAL:	CAPITAL:

Article 6:

The company has accepted the registered capital system in accordance with the provisions of the Capital Markets Law No. 6362 and has switched to this system with the permission of the Capital Markets Board dated 02.07.2020 and numbered 19/412. The registered capital ceiling of the company is 100,000,000 (TwoHundredMillion) TL and divided into 100,000,000 (TwoHundredMillion) shares with a nominal value of 1 TL each..

The registered capital ceiling permission granted by the Capital Markets Board is valid for the years 2019-2023 (5 years). Even if the authorized registered capital ceiling has not been reached at the end of 2023, it is obligatory to obtain authorization from the General Assembly for a new period, not exceeding 5 years, by obtaining permission from the Capital Markets Board for the given ceiling or a new ceiling amount. In case such authorization is not obtained, capital increase cannot be made with the decision of the board of directors. The issued capital of the company is 165,000,000 (one hundred and sixty five million) TL and the said issued capital has been paid in full and in cash, free from collusion. The distribution of the shares representing the capital is as follows.

Partner Name	Group	Number of Shares	Share Amount
Naturel Holding A.Ş.	A	15,000,000	15,000,000
Naturel Holding A.Ş	B	84,000,000	84,000,000
Yusuf Şenel	B	6,000,000	6,000,000
Public Portion	B	60,000,000	60,000,000

The capital of the company can be increased or decreased, if necessary, within the framework of the provisions of the Turkish Commercial Code and the Capital Markets Legislation.

Group A shares are registered shares. Group B shares are written to the bearer. All of the portion of the issued capital to be offered to the public is covered by the Group B bearer shares.

The Company's board of directors may not approve the transfer of A group shares, provided that it is limited to the reasons defined in Article 493 of the Turkish Commercial Code.

Unless otherwise agreed by the Board of Directors in capital increases, each group shall exercise the right of recourse from its own group. In the event that Group A shareholders have shares remaining from the use of the pre-emptive right, this share group shall be transformed into Group B and bearer shares without any further action. However, if the Board of Directors restricts the shareholders' right to receive new shares, all new shares to be issued shall be issued in writing to Group B and bearer. In addition, the board of directors is authorized to issue Group B bearer shares in return for Group A shares in capital increases.

In accordance with the provisions of the Turkish Commercial Code Capital Markets Law, when deemed necessary the Board of Directors is authorized to increase the issued capital by issuing new shares up to the registered capital ceiling, to restrict the rights of privileged shareholders, to limit the shareholders' right to purchase new shares, and to issue shares with a premium or below their nominal value. The authority to restrict the rights to receive new shares cannot be used in a way that leads to inequality between shareholders.

Article 6:

The company has accepted the registered capital system in accordance with the provisions of the Capital Markets Law No. 6362 and has switched to this system with the permission of the Capital Markets Board dated 02.07.2020 and numbered 19/412. The registered capital ceiling of the company is 1,500,000,000 (OneBillionFiveHundredMillion) TL and divided into 1,500,000,000 (OneBillionFiveHundredMillion) shares with a nominal value of 1 TL each..

The registered capital ceiling permission granted by the Capital Markets Board is valid for the years 2024-2028 (5 years). Even if the authorized registered capital ceiling has not been reached at the end of 2028, it is obligatory to obtain authorization from the General Assembly for a new period, not exceeding 5 years, by obtaining permission from the Capital Markets Board for the given ceiling or a new ceiling amount. In case such authorization is not obtained, capital increase cannot be made with the decision of the board of directors. The issued capital of the company is 165,000,000 (one hundred and sixty five million) TL and the said issued capital has been paid in full and in cash, free from collusion. The distribution of the shares representing the capital is as follows.

Partner Name	Group	Number of Shares	Share Amount
Naturel Holding A.Ş.	A	15,000,000	15,000,000
Naturel Holding A.Ş	B	84,000,000	84,000,000
Yusuf Şenel	B	6,000,000	6,000,000
Public Portion	B	60,000,000	60,000,000

The capital of the company can be increased or decreased, if necessary, within the framework of the provisions of the Turkish Commercial Code and the Capital Markets Legislation.

Group A shares are registered shares. Group B shares are written to the bearer. All of the portion of the issued capital to be offered to the public is covered by the Group B bearer shares.

The Company's board of directors may not approve the transfer of A group shares, provided that it is limited to the reasons defined in Article 493 of the Turkish Commercial Code.

Unless otherwise agreed by the Board of Directors in capital increases, each group shall exercise the right of recourse from its own group. In the event that Group A shareholders have shares remaining from the use of the pre-emptive right, this share group shall be transformed into Group B and bearer shares without any further action. However, if the Board of Directors restricts the shareholders' right to receive new shares, all new shares to be issued shall be issued in writing to Group B and bearer. In addition, the board of directors is authorized to issue Group B bearer shares in return for Group A shares in capital increases.

In accordance with the provisions of the Turkish Commercial Code Capital Markets Law, when deemed necessary the Board of Directors is authorized to increase the issued capital by issuing new shares up to the registered capital ceiling, to restrict the rights of privileged shareholders, to limit the shareholders' right to purchase new shares, and to issue shares with a premium or below their nominal value. The authority to restrict the rights to receive new shares cannot be used in a way that leads to inequality between shareholders.

	The shares representing the capital are recorded within the framework of the
The shares representing the capital are recorded within the framework of the	simplification principles.
simplification principles.