BESLER GIDA VE KİMYA SANAYİ VE TİCARET A.Ş.

AGM Information • Aug 1, 2024

KEREVITAS GIDA SANAYI VE TICARET A.S. MINUTES OF 2023 ORDINARY GENERAL ASSEMBLY MEETING HELD ON 25/07/2024

Ordinary general assembly meeting of Kerevitas Gida Sanayi ve Ticaret A.S. for the year of 2023 held on 25/07/2024 at 11:00 at "Kisikli Mah. Ferah Cad. No:1 B.Camlıca Uskudar-Istanbul" address under the supervision of Yılmaz AKBAS, Ministry Representative assigned by the letter of the Governorship of Istanbul Provincial Directorate of Trade dated 23/07/2024 and no. 99046305.

The invitation for the meeting was made in due time as stipulated in Law and the Articles of Association with the agenda, by way of publishing it in the Turkish Trade Registry Gazette dated 01/07/2024, issue 11112 and on the Company's official website www.kerevitas.com.tr and on the Public Disclosure Platform and also by announcing the date and agenda of the meeting.

Upon understanding from the examination of the List of Attendants that out of 66,200,000,000 shares corresponding to the Company's total capital of 662,000,000 Turkish Lira, 42,767,574,504.50 shares corresponding to a capital of TRY427,675,745.045 were represented by proxy in physical environment, 10,150,000 shares corresponding to a capital of TRY101,500 were represented by attending shareholders, 1,560,575,900 shares corresponding to a capital of TRY15,605,759 were represented by proxy in electronic media, making 44,338,300,404.50 shares were represented at the meeting and thus the minimum meeting quorum stipulated in both the Law and the Articles of Association was present and the independent audit company officer PwC Bagimsiz Denetim ve Serbest Muhasebeci Mali Musavirlik A.S. (representative Nesil Kavas SAHIN) Board Member Sukru CIN and Independent Board Members Esra KIVRAK and Fusun KURAN were present at the General Assembly, the meeting was opened by Sukru CIN and the agenda was discussed.

1. The meeting was opened in both physical and electronic environment by Sukru CIN. Explanation was given about the mode of voting; it was explained that shareholders who are physically present at the meeting hall are required to cast their votes openly and by showing hands, and shareholders who will use dissenting votes are required to state their dissenting votes verbally, without prejudice to the electronic vote counting regulations as contained in both the Law and the Company's articles of association.

Pursuant to sub-paragraphs 5 and 6 of Article 1527 of the Turkish Commercial Code, it has been determined that the Company has fulfilled the preparations for the electronic general assembly in accordance with the legal regulations. Ayyuce BASTAN, who has "Central Securities Depository Electronic General Assembly System Certificate Specialization", was appointed by the meeting chairmanship to use the electronic general assembly system, and the meeting was opened in both physical and electronic environment simultaneously, and the other items on the agenda are started to be discussed.

Proceeding with the election of the Chairman of the Meeting, the Representative of the shareholder Yıldız Holding A.Ş. proposed Mr. Sukru CIN as the Chairman of the Meeting. Since there was no other suggestion or proposal, this proposal was voted. As a result of the voting, Mr. Sukru CIN was elected as the Chairman of the Meeting, against 458,579,700 negative votes; it was decided by majority vote with 43,879,720,704.50 affirmative votes. Meeting Chairman appointed Mr. Levent TASCI as Secretary and Mr. Ismail ONDER as Vote Collector.

1. Authorization of the Meeting Presidency to sign the General Assembly meeting minutes on behalf of the General Assembly was put to vote. In response to 458,579,700 negative votes; it was authorized by majority vote with 43,879,720,704.50 affirmative votes.

2. The Chairman of the Meeting verbally proposed that the Board of Directors' Annual Report for the fiscal year 2023 be deemed to have been read since it was announced on the company's website and on the E-General Assembly System of the Central Registry Agency, and since there were no other proposals or suggestions, In response to 532,932,900 negative votes; this proposal accepted by majority vote with 43,805,367,504.50 affirmative votes. 2023 Annual Report was opened for discussion. No one took the floor.

3. As per the Communiqué on the Principles of Financial Reporting in Capital Markets Serial II. No. 14.1 of Capital Markets Law published by the Capital Markets Board, the summary of the Independent External Audit report for the fiscal year 2023, containing the results of the activities related to the Financial Statements issued by PWC Bagimsiz Denetim ve Serbest Muhasebeci Mali Musavirlik A.S. was read by Nesil Kavas SAHIN and information was given.

4. The Chairman proposed that the consolidated financial statements for the fiscal year 2023, accurately reflecting the accounting principles and standards determined in the Capital Markets Board's Communiqué Series: II.14.1 on Principles Regarding Financial Reporting in the Capital Markets, be considered as read due to their publication on the company's website and on the Central Securities Depository's E-General Assembly System. As there were no other proposals or suggestions, this proposal was put to a vote. with 44,311,180,104.50 affirmative votes against 27,120,300 negative votes, it was accepted by a majority vote. The consolidated financial statements for the fiscal year 2023 were summarized by Mr. Ufuk KASAR and opened for discussion. No one took the floor. As a result of the voting, "TRY1,022,408.75 in the Other Capital Reserves account should be taken into the account of retained earnings" and the consolidated financial statements for the 2023 accounting period were voted against 27,120,300 negative votes; it was approved by majority vote with 44,311,180,104.50 affirmative votes.

5. The discharge of the Board Members Mr. Mehmet TUTUNCU, Mr. Ali ULKER, Mr. Huseyin Avni METINKALE, Mr. Sukru CIN, Mr. Vehbi MERZECI, Mr. Ahmet Murat YALNIZOGLU and Ms. Ceyda AYDEDE, who serves as a Board Member, for their activities and transactions during the fiscal year 2023, was put to a vote. The Board Members refrained from participating in their own discharge votes. With 44,311,180,104.50 affirmative votes against 27,120,300 negative votes, they were discharged by a majority vote.

6. As per the decision taken by the Board of Directors on June 26, 2024, the proposal stating " In order to finance the company's ongoing and planned investments and strengthen the financial structure, the profit earned in 2023 will be kept within the company and no profit distribution will be made." was read. As there were no other proposals or suggestions, this proposal was accepted unanimously by those who attended the meeting.

7. The written proposal regarding the approval of the selection of PWC Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş., which was chosen to conduct the independent external audit of our company's financial statements and transactions for the fiscal year 2024 in accordance with the decision of the Board of Directors, was read. As there were no other proposals or suggestions, this proposal was accepted unanimously by those who attended the meeting.

8. Shareholders were informed that donations and aids amounting to TRY5,982,786 were made during the fiscal year 2023.

The offer related to "Determining the upper limit for donations to be made in the 01.01.2024-31.12.2024 activity year as 0.20% (2 per thousand) of the net sales turnover in the last annual consolidated financial statements disclosed to the public in accordance with the Capital Markets Board regulations, within the frame of the Company's Donation Policy" was put to the vote, it was accepted by the majority of the votes with 42,801,001,104.50 affirmative votes against 1,537,299,300 negative votes.

1. Within the frame of the regulations of the Capital Markets Board, the General Assembly was informed about the guarantees, pledges and mortgages given by the Company in favor of third parties in the year 2023 and the income or benefit they have obtained.

2. Pursuant to Articles 395 and 396 of the Turkish Commercial Code, it was decided by a majority of votes with 43,832,487,804.50 affirmative votes against 505,812,600.00 negative votes to grant permission to the members of the Board of Directors to engage in businesses that fall within or outside the scope of the Company's activities, personally or on behalf of others, to become partners in companies engaged in such businesses, to compete and to carry out other transactions.

3. Since there was no other topic to be discussed on the agenda, the meeting was ended by the Meeting Chairman.

MINISTRY REPRESENTATIVE Yılmaz AKBAS

MEETING CHAIRMAN Sukru CIN

VOTE COLLECTOR Ismail ONDER

SECRETARY Levent TASCI