Notice of Dividend Amount • Apr 17, 2025
Notice of Dividend Amount
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This policy document contains the principles for determining the amount of dividend to be distributed within the framework of the provisions of the Capital Markets Legislation, the Turkish Commercial Code, the Corporate Tax Law and the Company's Articles of Association and its distribution within the legal timeframes.
The date and manner of dividend distribution to the beneficiaries shall be determined by the General Assembly upon the proposal of the Board of Directors, taking into account the relevant regulations of the Capital Markets Board. In this context, the Board of Directors may decide whether to propose the distribution of profits along with the dividend amount and the shareholders may accept or reject this proposal at the General Assembly Meeting.
The dividend distribution policy of the company is set forth in Article 30 of the Company's Articles of Association, titled "Determination and Distribution of Profit" in accordance with the relevant provisions of the Turkish Commercial Code and the Capital Markets Board.
The fiscal profit remaining after deducting amounts to be paid or set aside by the company, such as general expenses, various depreciations and statutory taxes payable by the company in its capacity as a legal entity, from the income calculated at the end of the fiscal year and which is shown on the annual balance sheet, less any losses from previous years, if applicable, shall be distributed in the order set forth below.
General Legal Reserve Fund
a) 5% of the profit is allocated as the legal reserve
First Dividend
b) From the remaining amount, the first dividend is allocated in accordance with the Turkish Commercial Code and the capital markets legislation, based on the amount calculated by adding any donations made during the year, if applicable.
c) After the above deductions are made, the General Assembly is entitled to decide upon distribution of the dividend to members of the Board of Directors, officials, servants and workers, foundations established for various purposes and to people and organizations with similar nature. Second Dividend
d) After deducting the sums mentioned in paragraphs (a), (b) and (c) from the net fiscal profit, the General Assembly is entitled to distribute the remainder in part or in whole as second dividend or as reserve fund upon its own discretion in accordance with article 521 of the Turkish Commercial Code.
e) One-tenth of the amount calculated by deducting 5% of the paid up capital from the portion that was decided to be distributed to shareholders and the other persons holding a share in profit is added to the second legal reserve as per paragraph two, Article 519 of the Turkish Commercial Code.
Unless reserve funds required by the law provisions are set aside and as long as dividend specified in the articles of association for the shareholders is paid in cash and /or in the form of shares; no decision may be made to distribute further reserve fund, transfer profit to next year and distribute dividend to members of board of directors as well as officers, personnel and workers, to the foundations established with various purposes and such person and /or entities.
In accordance with the provisions of our Company's Articles of Association, there is no privilege in terms of the distribution of dividends. Dividends shall be equally distributed to the entirety of existing shares as of the accounting period without taking into consideration their issue and acquisition dates.
In regard to profit distribution, our company has adopted a policy aimed at ensuring a balanced and consistent approach between the interests of shareholders and those of the Company, in accordance with the Corporate Governance Principles. This policy takes into account the Company's medium- and long-term strategy, investment and financing policies, sustainable growth rate, profitability, and cash position. Based on this, it is proposed to the General Assembly that at least 50% of the profits derived from real estate assets in the portfolio be distributed in the form of bonus shares or cash in 2025 and subsequent years.
In the event that the General Assembly decides to distribute dividends in 2025 and subsequent years, the dividend distribution process will commence no later than the end of June of the fiscal year in which the General Assembly meeting for the distribution decision is held.
If the Board of Directors proposes not to distribute the profit to the General Assembly, information on the reasons for this and the way the undistributed profit will be used is presented to the shareholders at the General Assembly meeting, and they are included in the Company's annual report and disclosed to the public.
The profit distribution decision becomes effective upon approval at the General Assembly Meeting, and the decisions made are disclosed to the public on the same day through the Public Disclosure Platform (KAP).
In the event of a proposed change to the profit distribution policy, the decision of the Board of Directors and the rationale for the change will be announced to the public in accordance with the regulations of the Capital Markets Board on the public disclosure of material events.
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