ANADOLU EFES BİRACILIK VE MALT SANAYİİ A.Ş.

Registration Form • Dec 25, 2024

APPENDIX: Draft Text for Revision of Articles of Association

PREVIOUS TEXT	NEW TEXT
CAPITAL	CAPITAL
ARTICLE 7	ARTICLE 7
The Company has accepted the registered capital system in accordance with the provisions of the Capital Market Law, and has shifted to this system by a permission, ref. 308, dated 25.06.1992, of the Capital Markets Board. The Company has a registered capital ceiling of TL 900,000,000-(nine hundred million Turkish Liras).	The Company has accepted the registered capital system in accordance with the provisions of the Capital Market Law, and has shifted to this system by a permission, ref. 308, dated 25.06.1992, of the Capital Markets Board. The Company has a registered capital ceiling of TL 10,000,000,000.-(ten billion Turkish Liras).
Company's issued capital is TL 592,105,263 (five hundred ninety	Company's issued capital is TL 592,105,263 (five hundred ninety
two million one hundred five thousand two hundred sixty three	two million one hundred five thousand two hundred sixty three
Turkish Liras) and the issued capital has fully been paid in cash	Turkish Liras) and the issued capital has fully been paid in cash free
free of any collusion.	of any collusion.
Company's capital is comprised of 592,105,263 shares each with	Company's capital is comprised of 592,105,263 shares each with a
a nominal value of 1 (one) TL. 142,105,263 of the shares are	nominal value of 1 (one) TL. 142,105,263 of the shares are owned
owned by SABMiller Harmony Limited and are registered shares,	by SABMiller Harmony Limited and are registered shares, while
while 450,000,000 of the shares are bearer shares.	450,000,000 of the shares are bearer shares.
New shares cannot be issued unless the price of the issued shares is paid by being fully sold. Shares representing the capital are monitored on registered basis in accordance with registry principles.	New shares cannot be issued unless the price of the issued shares is paid by being fully sold. Shares representing the capital are monitored on registered basis in accordance with registry principles.
Except for the cases specified below, each shareholder is entitled	Except for the cases specified below, each shareholder is entitled to
to claim new shares issued, pro rata their shares in the capital. In	claim new shares issued, pro rata their shares in the capital. In capital
capital increases realized through shareholder's equity, new shares	increases realized through shareholder's equity, new shares will be
will be allocated to the existing shareholders pro rata their shares	allocated to the existing shareholders pro rata their shares in the
in the capital.	capital.
In conformity with the relevant provisions of the Capital Market	In conformity with the relevant provisions of the Capital Market
Law and relevant legislation, if required, the Company is	Law and relevant legislation, if required, the Company is authorized
authorized to increase its issued capital by issuing new shares up	to increase its issued capital by issuing new shares up to the
to the registered capital ceiling, to restrict the shareholder's right	registered capital ceiling, to restrict the shareholder's right to
to purchase new shares and to issue new shares which are above	purchase new shares and to issue new shares which are above the
the nominal values. Right to purchase new shares can not be used	nominal values. Right to purchase new shares can not be used in a
in a way that will cause inequalities between shareholders.	way that will cause inequalities between shareholders.
The permission by the Capital Markets Board for the registered	The permission by the Capital Markets Board for the registered
capital ceiling is valid for the years between 2021-2025 (five	capital ceiling is valid for the years between 2024-2028 (five years).
years). Even if the previously set capital ceiling is not reached as	Even if the previously set capital ceiling is not reached as the end of
the end of year 2025, in order for the Board of Directors to increase	year 2028, in order for the Board of Directors to increase capital, a
capital, a new permission for a registered capital ceiling, either at	new permission for a registered capital ceiling, either at the
the previously permitted amount or for a higher amount, should be	previously permitted amount or for a higher amount, should be taken
taken from the Capital Markets Board as per a decision of the	from the Capital Markets Board as per a decision of the General
General Assembly. If the authorization of the Capital Markets	Assembly. If the authorization of the Capital Markets Board is not
Board is not obtained, then the Company can not increase capital	obtained, then the Company can not increase capital by a Board
by a Board Resolution.	Resolution.
Capital of the company can be increased or decreased in	Capital of the company can be increased or decreased in accordance
accordance with the Turkish Commercial Code and Capital	with the Turkish Commercial Code and Capital Markets regulations
Markets regulations when necessary.	when necessary.