GÖZDE GİRİŞİM SERMAYESİ YATIRIM ORTAKLIĞI A.Ş.

Interim Report • Jul 31, 2025

GÖZDE GİRİŞİM SERMAYESİ YATIRIM ORTAKLIĞI A.Ş.

01.01.2025 – 30.06.2025 Interim Report

turke

CONVENIENCE TRANSLATION INTO ENGLISH OF INDEPENDENT AUDITOR'S REVIEW REPORT ON SEMI-ANNUAL REPORT ORIGINALLY ISSUED IN TURKISH

To the General Assembly of Gözde Girişim Sermayesi Yatırım Ortaklığı A.Ş.

We have been assigned to the review whether the financial information in the review report of Gözde Girişim Sermayesi Yatırım Ortaklığı A.Ş. (the "Company") prepared as at 30 June 2025 is consistent with the reviewed interim condensed financial information. Management is responsible for the preparation of the semi-annual report. Our responsibility is to express a conclusion on whether the financial information provided in the semi-annual report is consistent with the reviewed interim condensed financial information on which we have expressed our conclusion dated 31 July 2025.

We conducted our review in accordance with the Standard on Review Engagements ("SRE") 2410 "Review on Interim Financial Information Performed by the Independent Auditor of the Entity". Our review includes the assessment as to whether the financial information included in the semi-annual report is consistent with the reviewed interim condensed financial statements and other explanatory notes. A review is substantially less in scope than an audit conducted in accordance with Independent Auditing Standards, the objective of which is to express an opinion on the financial statements. Consequently, a review on the semi-annual financial information does not provide assurance that the audit firm will be aware of all significant matters which would have been identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to conclude that the accompanying financial information included in the review report is not consistent, in all material respects, with the interim financial information and the information presented in the explanatory notes to interim condensed financial statements.

PwC Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş.

Mert Tüten, SMMM Independent Auditor

Istanbul, 31 July 2025

TABLE OF CONTENTS

• I. GENERAL INFORMATION
• II. INFORMATION ON THE COMPANY PORTFOLIO
• III. SUMMARIZED FINANCIAL INDICATORS
• IV. SIGNIFICANT DEVELOPMENTS WITHIN THE PERIOD
• V. SIGNIFICANT DEVELOPMENTS AFTER THE PERIOD
• VI. ADMINISTRATIVE ACTIVITIES
• VII. OTHER REMARKS

I. GENERAL INFORMATION

Reporting Period	01.01.2025 - 30.06.2025
Legal Name	Gözde Girişim Sermayesi Yatırım Ortaklığı A.Ş.
Foundation Headquarters / Foundation Date	Istanbul / 22.01.2010
Paid-in Capital	TRY385,000,000
Authorized Capital Ceiling	TRY2,000,000,000
Trade Registry Center / Registry No	Istanbul / 722576
BIST Trading Code	GOZDE
Web Address	www.gozdegirisim.com.tr

Gözde Girişim Sermayesi Yatırım Ortaklığı A.Ş. (Gözde Girişim Sermayesi/Company/Partnership) is a public joint stock company established to operate a portfolio consisting of venture capital investments, capital market instruments and other assets and rights to be determined by the Board within the procedures and principles set out in the Capital Markets Board's (CMB/Board) Communiqué on Venture Capital Investment Trusts (VCIT) (Communiqué III - 48.3).

Gözde Girişim Sermayesi has been founded by the shareholders of the FFK Fon Finansal Kiralama A.Ş. (FFK) on 22 January 2010 under the trade name Gözde Finansal Hizmetler A.Ş (Gözde Finansal) through the partial spin-off of Türkiye Finans Katılım Bankası A.Ş (TFKB) shares that are presented as assets held for sale in the financial statements of FFK and Kaynak Finansal Kiralama A.Ş. (Kaynak Finansal) shares that are among the subsidiaries of FFK and as capital in kind. With the aforementioned partial spin-off, the Company became publicly traded and disclosed its financial statements to the CMB and Istanbul Stock Exchange (BIST) for the first time on 31 March 2010.

With the resolution of the Board of Directors dated 13 December 2010, Gözde Finansal applied to the CMB for transformation into Venture Capital Investment Trust (VCIT), transition to the registered capital system, capital increase, and obtaining a portfolio management license. In the CMB's weekly bulletin dated 25 March 2011 and numbered 2011/12, Gözde Finansal's application for transformation into a VCIT with the title 'Gözde Girişim Sermayesi Yatırım Ortaklığı A.Ş.' and issuance of a portfolio management activity authorization certificate were announced to the public. On 28 July 2011, following the capital increase realized between 11-25 July 2011, the transformation of Gözde Finansal into a VCIT was completed with the registration of the amendment to the articles of association with the Trade Registry.

As of 30 June 2025, Gözde Girişim Sermayesi's free-floating share ratio as per the principles followed by Merkezi Kayıt Kuruluşu A.Ş. (Central Securities Depository) is 30.40%. The Company's shares have been traded on the BIST since 25 January 2010. The stock exchange trading code of the Company's shares is GOZDE. The shareholding structure of the Company as of 30 June 2025 is presented below. There are no privileged shares.

		30 June 2025		31 December 2024
	Share	Capital	Share	Capital
Shareholders	capital(%)	Amount(TRY)	capital(%)	Amount(TRY)
Kökler Yatırım Holding A.Ş.	29.73	114,466,300	29.73	114,466,300
Yıldız Holding A.Ş.	22.79	87,731,783	22.79	87,731,783
Şükran Danışmanlık ve Yönetim A.Ş.	5.14	19,803,301	5.14	19,803,301
İhsaniye Danışmanlık ve Yönetim A.Ş.	5.14	19,803,301	5.14	19,803,301
Clarastra Danışmanlık ve Yönetim A.Ş.	5.14	19,803,301	5.14	19,803,301
Other	32.06	123,392,014	32.06	123,392,014
Nominal Capital	100	385,000,000	100	385,000,000

The registered office of the Company is located at Kısıklı Mahallesi Çeşme Çıkmazı Sokak Yıldız Holding Apt. No:6/1 Üsküdar Istanbul. The Company does not have any branch offices. As of 30 June 2025, the total number of personnel of the Company is 11.

II. INFORMATION ON THE COMPANY PORTFOLIO

Gözde Girişim Sermayesi is a publicly traded company established to invest in venture companies and projects with development potential and in need of resources and structuring.

Gözde Girişim Sermayesi aims to invest in non-food companies in need of financial and operational restructuring, promising relatively quick returns and high financial returns. The Company has adopted the principle of making efficient use of the strategic advantages, know-how and specialized resources that Yıldız Holding has developed over many years. The current investment portfolio reflects this strategy. The financial assets included in the investment portfolio of Gözde Girişim Sermayesi as of 30 June 2025 and their share ratios are as follows;

	Place of Establishment	Share	Ratio (%) Field of Activity
Finance
Türkiye Finans Katılım Bankası A.Ş.	Türkiye	10.57	Participation Banking
Kuveyt Türk Katılım Bankası A.Ş.	Türkiye	<1	Participation Banking
Retail
Şok Marketler Ticaret A.Ş.	Türkiye	23.66	Discount Markets
Flo Mağazacılık ve Pazarlama A.Ş.	Türkiye	11.5	Footwear Retail
Manufacturing Industry
Makina Takım Endüstrisi A.Ş.	Türkiye	14.6	Industry Products
FMCG
Azmüsebat Çelik Sanayi ve Ticaret A.Ş.	Türkiye	97.61	Fast Moving Consumer Goods
Wholesale Trade
Penta Teknoloji Ürünleri Dağıtım Ticaret A.Ş.	Türkiye	32.21	Distribution of Technological Products
Packaging
Polinas Plastik Sanayii ve Ticareti A.Ş.	Türkiye	99.00	Packaging
Technology Investments
Gözde Tech Ventures Teknoloji Yatırımları A.Ş.	Türkiye	100	Technology Investments

Fund Participation Shares Abroad
Oyster Bay Venture Capital II GmbH & Co. KG Germany		PE Investments
Esas PE CO- Investments Fund III L.P.	Jersey	PE Investments
FoodLabs Fund III GmbH & Co. KG	Germany	PE Investments
212 Regional Fund III SCS	Luxembourg	PE Investments
Giant Ventures Early Growth II LP	UK	PE Investments
Revo Capital Fund III C.V.	Netherlands	PE Investments

MAJOR PORTFOLIO COMPANIES

FINANCE

Türkiye Finans Katılım Bankası A.Ş.

Türkiye Finans Katılım Bankası A.Ş. (TFKB) was established on 30 December 2005 as a result of the merger of Anadolu Finans and Family Finans. Gözde Girişim Sermayesi's share ratio in TFKB is 10.57%.

RETAIL

Şok Marketler Ticaret A.Ş.

Şok Marketler Ticaret A.Ş. (Şok Marketler) operates in the organized retailing sector and offers necessities right next to customers' homes and contributes to the household budget with cheap prices every day. With the approval of the CMB, Şok Marketler's IPO was carried out on 8-11 May 2018 at a base price of TRY 10,5 per share and started trading on the Istanbul Stock Exchange on 18 May 2018 and is considered to be a venture capital investment by the Company. Following the completion of the public offering process, the Company used "Level 1" in the fair value calculation of the related financial investment. Gözde Girişim Sermayesi's share ratio in Şok Marketler is 23.66%.

Flo Mağazacılık ve Pazarlama A.Ş.

With its experience in manufacturing and retailing, FLO Mağazacılık ve Pazarlama A.Ş. (FLO), the leader of Türkiye's footwear retail sector, sells footwear, textile and accessories through its brands such as FLO, Polaris, Kinetix and Lumberjack and its FLO, Polaris and SIS stores located throughout Türkiye. Gözde Girişim Sermayesi's share ratio in FLO is 11.50%.

MANUFACTURING INDUSTRY

Makina Takım Endüstrisi A.Ş.

Makina Takım Endüstrisi A.Ş. (Makina Takım) was established in 1957 as Türkiye's first cutting tool manufacturer. Makina Takım, one of the largest cutting tool manufacturers in Türkiye, manufactures a wide range of products in drilling, threading, cutting and sawing product groups and has 30,000 different products in its portfolio. Makina Takım is publicly traded, and its shares have been traded on the BIST since February 1986. Gözde Girişim Sermayesi's direct shareholding in Makina Takım is 14.60%.

FAST MOVING CONSUMER GOODS (FMCG)

Azmüsebat Çelik Sanayi ve Ticaret A.Ş.

Azmüsebat Çelik Sanayi ve Ticaret A.Ş. (Azmüsebat), is the manufacturer of DERBY brand razor blades, one of the oldest and best-known brands in Türkiye. In June 1996, Azmüsebat acquired the Derby razor factory, Türkiye's only razor manufacturer, and started to produce razor blades in its Tuzla facilities in November 1997. Gözde Girişim Sermayesi's share ratio in Azmüsebat is 97.61%.

WHOLESALE TRADE

Penta Teknoloji Ürünleri Dağıtım Ticaret A.Ş.

Since the day it was founded, Penta Teknoloji Ürünleri Dağıtım Ticaret A.Ş. (Penta) has been working with the goal of making its business partners more efficient, profitable and competitive with its expertise in technology, operational efficiency, different financial solutions, strong distribution chain and IT infrastructure. As the distributor of over 40 technology brands in Türkiye, Penta Teknoloji offers end-toend solutions with over 9.000 active business partners and stands out with its value-added services and investments in digitalization. In 2011, Penta Teknoloji joined Yıldız Holding through a strategic partnership with Mersa Sistem, one of the leading names in the IT distribution sector; At the end of 2012, Penta Teknoloji merged with Mersa Sistem under the name Penta Teknoloji. The main brands for which Penta Teknoloji is a distributor of Acer, Adobe, ASUS, Autodesk, Brother, Canon, Corsair, Cricut, Dell, Exper, HP, Huawei, IBM, Intel, Lenovo, Lexar, Logitech, Microsoft, MSI, OKI, TP-Link, ViewSonic, Wacom, Xerox, xFusion and Zyxel.. Gözde Girişim Sermayesi's share ratio in Penta is 32.21%. With the approval of the CMB, Penta's IPO was carried out on 6-7 May 2021 at a base price of TRY 32 per share and started trading on the Istanbul Stock Exchange on 17 May 2021 and is considered as a venture capital investment by the Company, except for the shares acquired within the framework of price stability. Following the completion of the public offering process, the Company used "Level 1" in the fair value calculation of the related financial investment.

PACKAGING

Polinas Plastik Sanayii ve Ticareti A.Ş.

Founded in 1982 in Manisa as Türkiye's first BOPP (Biaxially oriented polypropylene) film producer, Polinas Plastik Sanayii ve Ticaret A.Ş. (Polinas) is the leader and pioneer in the sector. Polinas, which has been serving in the "Flexible packaging sector" with BOPP films since its establishment and BOPET (biaxially oriented polyethylene terephthalate) films after its investment in 2012, produces food and nonfood flexible packaging films. Polinas also offers flexible packaging products such as metallized films, holographic films, security holograms, coated films with high barrier properties, and opening strips to the market by putting these films through secondary processing with its high-tech machines. It is the leader in Türkiye and among the top 3 in Europe in this field. With the new production facilities added to its structure, Polinas has reached the position of producing and selling "food preservation and kitchen solutions" (food-type stretch films, garbage bags, aluminum foil, refrigerator bags, oven bags, etc.) in addition to "flexible packaging" films. Polinas offers these food preservation and kitchen solutions products to the market under the Sera brand name. Gözde Girişim Sermayesi's share ratio in Polinas is 99%.

TECHNOLOGY INVESTMENTS

Gözde Tech Ventures Teknoloji Yatırımları A.Ş.

Gözde Tech Ventures Teknoloji Yatırımları A.Ş. (Gözde Tech Ventures) aims to make profit by evaluating investment opportunities in the fields of innovation, digital and technology, which have gained great momentum in the global arena in recent years, by investing in technology-based startups at the early growth stage established in Türkiye or abroad and by exiting startups that have reached the point of exit. The companies and participation rates of Gözde Tech Ventures are respectively Ember Lifesciences Inc. (0.22%), Ember Technologies Inc. (0.24%), Kolay Yazılım A.Ş. (3.89%) and Paragon Flavors, Inc. (1.08%). Gözde Girişim Sermayesi's share ratio in Gözde Tech Ventures is 100%.

FUND PARTICIPATION SHARES ABROAD

Oyster Bay Venture Capital II GmbH & Co.

Germany-based Oyster Bay Venture Capital II GmbH & Co. is an early-stage technology investment fund focused on healthy, sustainable and functional food companies, as well as innovative agricultural technology companies. The firm invests in a sector-agnostic manner across the food value chain from agritech to waste, particularly in European-based startups, and invests in startups operating in the fields of food technology, agritech, packaging, supply chain and biotech.

Esas PE CO-Investments Fund III L.P.

Jersey-based Esas PE CO-Investments Fund III L.P. is a private equity investment fund that targets late-stage leveraged buyouts and invests in growth-oriented companies operating in a variety of sectors. Sector focus is on healthcare, consumer, technology and industrial verticals. Esas PE is based on a philosophy of building successful partnerships with other investors, such as private equity funds, family offices, institutional investors and management teams, with a goal of financial return and a clear exit strategy. Operating primarily in developed markets, primarily in the US and UK, the fund invests in flexible deal sizes and takes minority or significant minority positions with existing investors.

FoodLabs Fund III GmbH & Co. KG

FoodLabs Fund III GmbH & Co. KG, a German-based early-stage technology startup investor, supports startups in the food value chain. The fund invests in early-stage startups that develop solutions in the food and sustainability technologies related agriculture and production, food and biotechnology, restaurant/retail supply & distribution, consumption/human health and post-consumer verticals in Europe.

212 Regional Fund III SCS

Based in Luxembourg, 212 Regional Fund III SCS is an early-stage venture capital investment fund targeting early-stage technology startups. Within its sector focus, it invests in startups focused on B2B solutions in the verticals of FinTech, MarTech, Cybersecurity, SaaS & Cloud Services, Marketplaces, IoT. It invests in early-stage startups such as Series A, based in Turkey and Eastern Europe.

Giant Ventures Early Growth II LP

Based in the United Kingdom, Giant Ventures Early Growth II LP is a multi-stage venture capital fund focused on continental Europe that invests in technologies that address environmental and social issues. Within its sector focus, it invests in Series A and Series B ventures across food and agriculture, bioengineering, regenerative agriculture, smart cities, climate data, carbon markets and circular economy verticals.

Revo Capital Fund III C.V.

Based in Netherlands, Revo Capital Fund III C.V. invests in Series A and B stage technology startups that develop AI-focused solutions in the fields of fintech, B2B SaaS, cybersecurity, health technologies, energy, and gaming, particularly in Turkey and Central-Eastern Europe.

III. SUMMARIZED FINANCIAL INDICATORS

BALANCE SHEET

Amounts are expressed in Turkish lira (''TRY'') as of 30 June 2025, based on purchasing power.

TRY	Limited Review	Audited
	30 June 2025	31 December 2024
Current Assets	52,380,327	3,181,773,981
Non-Current Assets	26,866,413,438	29,344,015,739
Total Assets	26,918,793,765	32,525,789,720
Current Liabilities	34,204,390	7,875,300
Non-Current Liabilities	870,780,610	4,166,433,079
Equity	26,013,808,765	28,351,481,341
Total Liabilities	26,918,793,765	32,525,789,720

INCOME STATEMENT

Amounts are expressed in Turkish Lira (''TRY'') as of 30 June 2025, based on purchasing power.

TRY	Limited Review	Limited Review
	01 January - 30 June 2025	01 January - 30 June 2024
Revenue	413,526	2,329,863,721
Cost of Sales (-)	--	(2,329,431,499)
Gross Profit	413,526	432,222
General Administrative Expenses (-)	(54,900,263)	(165,789,047)
Other Operating Income	9,441,762	346,931
Other Operating Expenses (-)	(2,410,868,386)	(1,387,679,120)
Operating Loss	(2,455,913,361)	(1,552,689,014)
Financial Income	521,502,608	406,100,408
Financial Expenses (-)	(525,309,365)	(681,370,150)
Net Monetary Position Gains	122,047,542	587,377,703
Net loss for the period	(2,337,672,576)	(1,240,581,053)
Loss Per Share	(6.07)	(3.22)

Sales during the 6-month interim accounting period ending on 30 June 2025:

None.

Dividend income of TRY413,526 was obtained from Kuveyt Türk Katılım Bankası A.Ş within the period.

Sales during the 6-month interim accounting period ending on 30 June 2024:

The Company sold its fund participation shares in Istanbul Portföy Yıldız Private Fund on February 19,2024 and May 16,2024 for a total of TRY2,329,431,499.

Dividend income of TRY432,222 was obtained from Kuveyt Türk Katılım Bankası A.Ş within the period.

Financial investments whose fair value differences have been reflected to the profit/loss:

	30 June 2025	31 December 2024
Financial investments at fair value through profit or loss 26,865,274,773		29,235,917,808

Shares	30 June 2025	(%)	31 December 2024	(%)
Non publicly traded	21,474,642,401		21,956,651,653
Türkiye Finans Katılım Bankası A.Ş.	3,181,982,903	10.57	3,181,982,903	10.57
Flo Mağazacılık ve Paz. A.Ş.	6,353,817,613	11.50	6,353,817,613	11.50
Penta Teknoloji Ürünleri Dağ. Tic. A.Ş.	1,400,461,921	27.04	1,929,479,895	27.04
Polinas Plastik Sanayii ve Tic. A.Ş.	6,401,752,181	99.00	6,401,752,181	99.00
Azmüsebat Çelik Sanayi ve Ticaret A.Ş.	3,899,381,665	97.61	3,899,381,665	97.61
Makina Takım Endüstrisi A.Ş.	176,293,357	7.81	129,284,635	7.81
Gözde Tech Ventures Teknoloji Yatırımları A.Ş.	48,108,981	100.00	48,108,981	100.00
Kuveyt Türk Katılım Bankası A.Ş.	12,843,780	<1	12,843,780	<1
Publicly traded	5,306,732,290		7,230,042,275
Şok Marketler Tic. A.Ş.	4,885,931,389	23.66	6,748,995,905	23.66
Makina Takım Endüstrisi A.Ş.	153,182,405	6.79	112,336,231	6.79
Penta Teknoloji Ürünleri Dağ. Tic. A.Ş.	267,618,496	5.17	368,710,139	5.17
Total shares	26,781,374,691		29,186,693,928

Other financial assets that are not traded on the
stock exchange / Fund participation share	30 June 2025	(%)	31 December 2024	(%)
Oyster Bay Venture Capital II GmbH & Co.KG.	6,236,764	-	3,776,568	-
Esas PE CO- Investments Fund III L.P.	41,294,513	-	36,360,788	-
FoodLabs Fund III GmbH & Co. KG.	7,466,944	-	9,086,524	-
212 Regional Fund III SCS	5,676,471	-	-	-
Giant Ventures Early Growth II LP	21,921,018
Revo Capital Fund III C.V.	1,304,372
Total	83,900,082		49,223,880
Total Financial investments at fair value through profit or loss	26,865,274,773		29,235,917,808

PORTFOLIO TABLE DATA

The information given below regarding the control of compliance with portfolio limitations, financial debt and total expense limit is summary information derived from the financial statements in accordance with the "Communiqué on Financial Reporting in Capital Markets" and has been prepared in accordance with the provisions of the "Communiqué on Principles Regarding Venture Capital Investment Trusts" numbered III-48.3 published in the Official Gazette dated 9 October 2013 and numbered 28790 regarding the control of compliance with portfolio limitations, financial debt and total expense limit.

	ADDITIONAL NOTE: PORTFOLIO LIMITATIONS, FINANCIAL DEBT AND TOTAL EXPENSE AMOUNTS
	Solo Financial Statement Main Account Items	Relevant Regulation in the Communiqué	Current Period (TRY) 30.06.2025	Previous Period (TRY) 31.12.2024
A	Money and Capital Market Instruments	Art.20/1 – (b)	420,968,488	481,187,123
B	Venture Capital Investments(*)	Art.20/1 – (a)	26,329,408,153	28,673,420,990
C	Subsidiaries in Portfolio Management Company and Consulting Company	Art.20/1 – (d) and (e )	-	-
D	Other Assets		-	-
E	Total Assets	Art.3/1-(a)	26,918,793,765	32,525,789,720
F	Financial Liabilities	Art.29	891,225,852	4,164,698,133
G	Provisions, Contingent Assets and Liabilities (Pledging, Collateral and Mortgages)	Art.20/2 – (a)	440,000	513,365
H	Shareholders Equity		26,013,808,765	28,351,481,341
I	Other Liabilities		-	-
E	Total Liabilities	Art.3/1-(a)	26,918,793,765	32,525,789,720
	Solo Financial Statement Other Account Items	Relevant Regulation in the Communiqué	Current Period (TRY) 30.06.2025	Previous Period (TRY) 31.12.2024
A1	Investment in Capital Market Instruments and Transactions 1. Makina Takım Endüstrisi A.Ş. 2. Penta Teknoloji Ürün.Dağ.Tic.A.Ş.	Art.20/1 – (b)	420,800,901	481,046,370
A2	TRY and Foreign Currency Time-Demand Deposits / Special Current-Participation Account	Art.20/1 – (b)	167,587	140,753
B1	Collective Investment Institution Established Abroad	Art.21/3 – ( c )	-	-
	B1-1 Companies Residing Abroad and Not Listed On The Stock Exchange and With A Potential For Development (**)	Art.21/3 – ( c )	115,065,719	81,450,448
B2	Debt and Capital Financing	Art.21/3 – (f)	-	-
B3	Non-Exchange Shares of Publicly Traded Venture Companies	Art.21/3 – ( e )	176,293,357	129,284,635
B4	Special Purpose Company	Art.21/3 – (g)	-	-
C1	Participation in Portfolio Management Company	Art.20/1 – ( e)	-	-
C2	Participation in the Consulting Company	Art.20/1 – (d)	-	-
F1	Short-Term Loans	Art.29/1	-	-
F2	Long-Term Loans	Art.29/1	-	-
F3	Short-Term Borrowing Instruments	Art.29/1	-	-
F4	Long-Term Borrowing Instruments	Art.29/1	-	-
F5	Other Short Term Financial Liabilities	Art.29/1	24,165,159	-
F6	Other Long Term Financial Debts	Art.29/1	867,060,693	4,164,698,133
G1	Pledges	Art.20/2 – (a)	-	-
G2	Guarantees	Art.20/2 – (a)	440,000	513,365
G3	Mortgages	Art.20/2 – (a)	-	-
I	Outsourced Expenses	Art.26/1	36,129,780	157,359,316

	PORTFOLIO LIMITATIONS, FINANCIAL DEBT AND TOTAL EXPENSE LIMIT CONTROL TABLE: FOR THE COMPANIES THAT OFFER THEIR SHARES TO THE PUBLIC
	Portfolio Limitations	Relevant Regulation in the Communiqué	Formula	Current Period (TRY) 30.06.2025	Previous Period (TRY) 31.12.2024	Minimum/ MaximumRatio
1	Money and capital market instruments	Art.22/1 – (b)	A/E	1.56%	1.48%	≤ %49
2	Capital market instruments	Art.22/1 – ( c)				≤ %10
	1. Makina Takım Endüstrisi A.Ş.		A1/E	0.57%	0.35%
	2.Penta Teknoloji Ürün.Dağ.Tic.A.Ş.		A1/E	0.99%	1.13%
3	Venture capital investments(*)	Art.22/1 – (b)	B/E	97.81%	88.16%	≥ %51
4	Subsidiaries in the portfolio management company and consulting company	Art.22/1 – (ç)	C/E	-	-	≤ %10
5	Collective investment institution established abroad	Art.22/1-( e)	B1/E	-	-	≤ %49
	Companies Residing Abroad and Not Listed On The Stock Exchange and With A Potential For Development (**)		B1-1/E	0.43%	0.25%	≤ %10
6	Debt and capital financing	Art.22/1-(h)	B2/E	-	-	≤ %25
7	Non-exchange shares of publicly traded venture companies	Art.22/1-(f)	B3/E	0.65%	0.40%	≤ %25
8	TRY and foreign currency time-demand deposits / special current participation account	Art.22/1-(ı)	A2/E	0.00%	0.00%	≤ %20
9	Nominal value of short-term financial liabilities and debt instruments	Art.29	(F1+F3+F5)/H	0.09%	0.00%	≤ %50
	10 Nominal value of long-term financial liabilities and debt instruments	Art.29	(F2+F4+F6)/H	3.33%	14.69%	≤ %200
	11 Pledge, collateral and mortgages	Art.22/1 – (d)	(G1+G2+G3)/E	0.00%	0.00%	≤ %10
	12 Outsourced Expenses	Art.26/1	I/E	0.13%	0.48%	≤ %2,5

(*) At the CMB meeting dated 26.12.2019 and numbered 76/1680, it was resolved that all shares of venture capital investment trusts that remain in the portfolio of the venture capital investment trusts as a result of the public offering of the venture capital companies in the portfolio of the venture capital investment trusts (excluding the shares acquired after the shares of the publicly traded venture capital company started to be traded on the stock exchange) shall be accepted as venture capital investment within the scope of Article 21 of the Communiqué and within this framework, it was decided that these will not to take into account in the calculations regarding the portfolio limitations set out in subparagraphs (c) and (f) of the first paragraph of Article 22 of the Communiqué, and the Resolution on the Principle was published in the CMB Bulletin No. 2019/71 of the same date. Within this framework, Şok Marketler Tic. A.Ş. shares and Penta Teknoloji Ürünleri Dağıtım ve Tic. A.Ş., except for the shares acquired within the framework of price stabilization transactions, are shown as venture capital investment in the calculations regarding portfolio limitations.

(**) Within the scope of Article 20 of the Communiqué on Principles Regarding Venture Capital Investment Trusts numbered III-48.3, venture capital investment trusts can only invest in companies residing abroad and not listed on the stock exchange and with a potential for development, up to a maximum of 10% of their total assets, within the scope of assets other than venture capital investments and not included in venture capital investment restrictions. The investments made by the Company to Oyster Bay Venture Capital II GmbH & Co. KG, Esas PE CO-Investments Fund III L.P., FoodLabs Fund III GmbH & Co. KG, 212 Regional Fund III SCS, Giant Ventures Early Growth II LP and Revo Capital Fund III C.V. and the investments made by Gözde Tech Ventures Teknoloji Yatırımları A.Ş. to Ember Technologies Inc. and Paragon Flavors, Inc is listed as an investment other than venture capital investments within the scope of the above-mentioned provision.

IV. SIGNIFICANT DEVELOPMENTS WITHIN THE PERIOD

The Company's Chairman of the Board of Directors, Mr. Ali Ülker, has resigned from his positions as Chairman of the Board of Directors and Member of the Board of Directors as of 28.04.2025. With the resignation of the Company's Board Member Mr. Ali Ülker, it has been resolved that Mr. Yahya Ülker to be appointed to the vacant Board Member position, pursuant to Article 363 of the Turkish Commercial Code, to complete the remaining term and to be submitted for approval at the next General Assembly.

In the distribution of duties among the Board Members, it has been resolved that Mr. Murat Ülker to be elected as Chairman of the Board and Mr. Mehmet Tütüncü as Vice Chairman of the Board.

V. SIGNIFICANT DEVELOPMENTS IN THE AFTERMATH OF THE PERIOD

None.

VI. ADMINISTRATIVE ACTIVITIES

Information on the Company's Board Members and General Manager is presented below.

Name - Surname	Position	Term of Office
Murat Ülker	Chairman of the Board of Directors	03.05.2023 – 03.05.2026
Mehmet Tütüncü	Vice Chairman of the Board of Directors	03.05.2023 – 03.05.2026
Yahya Ülker	Board Member	30.04.2025 – 03.05.2026
Huseyin Avni Metinkale	Board Member	03.05.2023 – 03.05.2026
İbrahim Taşkın	Board Member	03.05.2023 – 03.05.2026
Erman Kalkandelen	Board Member	03.05.2023 – 03.05.2026
Agâh Uğur	Independent Board Member	03.05.2023 – 03.05.2026
Fatma Füsun Akkal Bozok	Independent Board Member	03.05.2023 – 03.05.2026
Aytaç Saniye Mutlugüller	Independent Board Member	03.05.2023 – 03.05.2026
Levent Sipahi	General Manager (Managing Director)	-

VII. OTHER REMARKS

Stock Performance

	30 June 2025
Stock Price	TRY16.98
MCAP	TRY6,537,300,000

Related Party Transactions

As a result of transactions with related parties during the period; TRY8,703,944 service income, TRY521,502,608 financing income and TRY311,202 other income were obtained, while TRY31,884,226 service purchases, TRY122,431,564 financing expenses and TRY207,341 rental expenses were realized.

Benefits Provided to Senior Executives

During the period, benefits provided to the senior management personnel amounted to TRY902,271

Donations and Grants

No donations and grants were made during the period.

Other Issues

There were no amendments to the articles of association during the period.

As of the balance sheet date, there is a lawsuit filed against the Company claiming labor receivables, and the first instance court decided to partially accept and partially reject the lawsuit, and an appeal was filed against this decision. A letter of guarantee of TRY440,000 has been submitted in connection with this file. A receivable lawsuit filed by the Company was rejected by the court of first instance, and because of the Company's appeal, the decision was overturned by the Court of Cassation due to incomplete examination. The case is pending in the first instance court.

There are no administrative and/or judicial sanctions against the Company and the members of the management body.