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AKBANK T.A.Ş. Governance Information 2021

Jan 29, 2021

5880_rns_2021-01-29_f2c5bbcd-1ed7-4c00-82c5-86ee0e76d218.pdf

Governance Information

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THE TEXT OF AMENDMENT TO THE AKBANK TÜRK ANONİM ŞİRKETİ ARTICLES OF ASSOCIATON

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Capital and Mode and Terms of Payment of Capital: Article:9- Capital and Mode and Terms of Payment of Capital: Article:9-
A- The Bank adopted the authorized capital system inaccordance with the provisions of Capital Market Law andimplemented the authorized capital system pursuant to theCapital Markets Board’s permission No. 116/1376 datedDecember 2, 1999. The authorized capital of the Bank is TL10,000,000,000 (ten billion) divided into 1,000,000,000,000 (onetrillion) registered shares each with a nominal value of 1 Kuruş.Capital Markets Board’s approval of the authorized capital isvalid between 20~~17 and 2021 (5 years). Even if the authorizedcapital has not been reached at the end of 2021,in order for theBoard of Directors to take a decision to raise the Bank’s capitalafter 2021,~~the Board is required obtain get the authorization ofthe General Assembly not longer than 5 years for a new timeperiod after obtaining the permission of the Capital MarketsBoard for the previously approved authorized capital or a newauthorized capital level. In case the aforementioned authorizationis not obtained, the Bank shall not increase its capital with aBoard of Directors’ resolution. The Board of Directors isauthorized to issue new shares and raise the issued capital up tothe authorized capital in accordance with the provisions of theCapital Markets Law.**B- **The issued capital of the Bank is TL 5,200,000,000 (fivebillion and two hundred million) divided into 520,000,000,000(five hundred and twenty billion) registered shares each with anominal value of 1 Kurus.**C- **The issued capital of TL 5,200,000,000 (five billion and twohundred million) is paid fully and in cash, free from collusion.The shares which represent the capital are registered inaccordance with theprinciples of dematerialization. **A- **The Bank adopted the authorized capital system inaccordance with the provisions of Capital Market Law andimplemented the authorized capital system pursuant to theCapital Markets Board’s permission No. 116/1376 datedDecember 2, 1999. The authorized capital of the Bank is TL10,000,000,000 (ten billion) divided into 1,000,000,000,000 (onetrillion) registered shares each with a nominal value of 1 Kuruş.Capital Markets Board’s approval of the authorized capital isvalid between 2021 and 2025 (5 years). Even if the authorizedcapital has not been reached at the end of 2025, in order for theBoard of Directors to take a decision to raise the Bank’s capitalafter 2025, the Board is required obtain get the authorization ofthe General Assembly not longer than 5 years for a new timeperiod after obtaining the permission of the Capital MarketsBoard for the previously approved authorized capital or a newauthorized capital level. In case the aforementioned authorizationis not obtained, the Bank shall not increase its capital with aBoard of Directors’ resolution. The Board of Directors isauthorized to issue new shares and raise the issued capital up tothe authorized capital in accordance with the provisions of theCapital Markets Law.**B- **The issued capital of the Bank is TL 5,200,000,000 (fivebillion and two hundred million) divided into 520,000,000,000(five hundred and twenty billion) registered shares each with anominal value of 1 Kurus.**C- **The issued capital of TL 5,200,000,000 (five billion and twohundred million) is paid fully and in cash, free from collusion.The shares which represent the capital are registered inaccordance with theprinciples of dematerialization.

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THE TEXT OF AMENDMENT TO THE AKBANK TÜRK ANONİM ŞİRKETİ ARTICLES OF ASSOCIATON

OLD FORM NEW FORM
When necessary, the Bank’s capital can be raised or loweredwithin the framework of the provisions of the TurkishCommercial Code and the Capital Markets Law.**D- **Unless resolved otherwise by the General Assembly, theexisting shareholders of the Bank are entitled to acquire, inproportion to their current shareholding, new shares to be issuedagainst new cash capital injection. The unused preemptive rightsof the shareholders entitled to these shares - in accordance withthe related communiqués of the Capital Markets Board and theapplicable provisions of the Turkish Commercial Code, byaddressing the Bank in the time period to be determined by theBoard of Directors which is not to be shorter than 15 or longerthan 60 days commencing from the event depicted by theaforementioned legislation - shall be void. The shares releaseddue to unused preemptive rights shall be subject to the applicablelegislation.**E- **All shares must be registered and listed on the StockExchange.**F- **The Board of Directors is authorized to pass resolutions withrespect to issuing shares at a premium or at a discount to thenominal value accordance with the provisions of the CapitalMarkets Law. When necessary, the Bank’s capital can be raised or loweredwithin the framework of the provisions of the TurkishCommercial Code and the Capital Markets Law.**D- **Unless resolved otherwise by the General Assembly, theexisting shareholders of the Bank are entitled to acquire, inproportion to their current shareholding, new shares to be issuedagainst new cash capital injection. The unused preemptive rightsof the shareholders entitled to these shares - in accordance withthe related communiqués of the Capital Markets Board and theapplicable provisions of the Turkish Commercial Code, byaddressing the Bank in the time period to be determined by theBoard of Directors which is not to be shorter than 15 or longerthan 60 days commencing from the event depicted by theaforementioned legislation - shall be void. The shares releaseddue to unused preemptive rights shall be subject to the applicablelegislation.**E- **All shares must be registered and listed on the StockExchange.**F- **The Board of Directors is authorized to pass resolutions withrespect to issuing shares at a premium or at a discount to thenominal value accordance with the provisions of the CapitalMarkets Law.

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