ESENBOĞA ELEKTRİK ÜRETİM A.Ş.

Pre-Annual General Meeting Information • Apr 28, 2025

Summary Info	General Assembly Invitation of Annual Year of 2024
Update Notification Flag	No
Correction Notification Flag	No
Postponed Notification Flag	No

General Assembly Invitation

General Assembly Type	Annual
Begining of The Fiscal Period	01.01.2024
Ending Date Of The Fiscal Period	31.12.2024
Decision Date	28.04.2025
General Assembly Date	21.05.2025
General Assembly Time	10:00
Record Date (Deadline For Participation In The General Assembly)	20.05.2025
Country	Turkey
City	ANKARA
District	ÇANKAYA
Address	Kızılırmak Mah. 1450 Sok. ATM Plaza B Blok Kat:14 No:1/67 Çukurambar

Agenda Items

1 - Opening and Appointment of the Meeting Presidential Board,

2 - Authorization of the Meeting Presidency to sign the minutes of the General Assembly,

3 - Reading, negotiating and approving of fiscal year 2024 Annual Activity Report prepared by Board of Directors,

4 - Reading the fiscal year 2024 report of the independent auditing firm,

5 - Reading, negotiating and approving of fiscal year 2024 financial statements,

6 - Discharge of liability of the members of the Board of Directors one by one for fiscal year 2024,

7 - Informing with the Dividend Communiqué II-19.1 issued by the Capital Markets Board, Informing shareholders about and approving the Board of Directors' decision on the distribution of the 2024 profit.

8 - Discussion, Voting, and Resolution on the Proposal Regarding the Selection of an Independent External Audit Firm by the Board of Directors for the Audit of the Accounts and Transactions for the Year 2025, in accordance with the Turkish Commercial Code and the Capital Markets Law.

9 - Determination of the number of Board members, election of the members, and submission of their terms of office for the approval of the General Assembly.

10 - Determination of the compensation of the Members of the Board of Directors,

11 - Informing the shareholders about the donations and charities made by our Company in 2024 at the General Assembly, determining the limit of donations and charities to be made by our Company in 2025, in accordance with Article 19/5 of the Capital Market Law,

12 - Submitting information on the subject that shareholders who have a management control, members of board of directors, managers with administrative liability and their spouses, relatives by blood or marriage up to second degrees or empowerment of the Board of Directors in connection with matters falling within the scope of articles 395 and 396 of the Turkish Commercial Code and the regulations of the Capital Markets Board and informing the shareholders about the transactions carried out within this scope in 2024 in line with the Corporate Governance Principles,

13 - Submitting information to the General Assembly about the income or benefits obtained from the guarantees, pledges, mortgages and sureties given by the Company in favour of third parties within the scope of Article 12/4 of the Corporate Governance Communiqué No II-17.1 of the Capital Markets Board,

14 - 14. Submitting the decision on the repurchase of shares, which was approved by the Board of Directors on 26.08.2022 and revised on 15.02.2023, within the framework of the Capital Markets Board's Communiqué II-22.1 on Repurchased Shares, to the information of the General Assembly,

15 - Approval to authorize the Board of Directors to decide on the distribution of Advance Dividends for the 2025 accounting period within the scope of Article 17 of the Articles of Association titled Dividend Advance Distribution and the Capital Markets Board's Dividend Communique No. II-19.1 dated January 23, 2014,

16 - Discussing and approving the issue that in case of insufficient profit or loss at the end of the 2025 accounting period, the advance dividend to be distributed will be deducted from the resources that may be subject to the profit distribution in the annual statement of financial position for the 2025 accounting period.

17 - The Decision to authorize the Board of Directors to issue debt instruments domestically and internationally pursuant to the Capital Markets Board's Communiqué on Debt Instruments numbered VII-128.8.

18 - Wishes, recommendations and ending.

Corporate Actions Involved In Agenda

Dividend Payment
Advance Dividend Payment

General Assembly Invitation Documents

Appendix: 1	ESEN Davet Metni.pdf - Announcement Document
Appendix: 2	ESEN Gündem.pdf - Other Invitation Document
Appendix: 3	ESEN Vekaletname.pdf - Other Invitation Document
Appendix: 4	Esenboğa Davet Metni EN.pdf - Announcement Document
Appendix: 5	Esenboğa Gündem EN.pdf - Other Invitation Document
Appendix: 6	Esenboğa Vekaletname EN.pdf - Other Invitation Document
Appendix: 7	ESEN Bilgilendirme Dökümanı.pdf - General Assembly Informing Document
Appendix: 8	ESENBOĞA GENERAL ASSEMBLY MEETING.pdf - General Assembly Informing Document

Additional Explanations

The Ordinary General Assembly Meeting of our Company for the year 2024 shall convene at Kızılırmak Mah. 1450 Sok. ATM Plaza Kat:14 No:1/67 Çukurambar Çankaya/ANKARA, at 10:00, on Wednesday, May 21, 2025 to negotiate the above-mentioned agenda and reach at a decision thereupon.