KOÇ HOLDİNG A.Ş. — AGM Information 2022

Aug 25, 2022

Summary Info	Extraordinary General Assembly Meeting Resolutions for the Partial Demerger Transaction
Update Notification Flag	Yes
Correction Notification Flag	No
Postponed Notification Flag	No

General Assembly Invitation

General Assembly Type	Extraordinary
Decision Date	20.07.2022
General Assembly Date	25.08.2022
General Assembly Time	10:00
Record Date (Deadline For Participation In The General Assembly)	24.08.2022
Country	Turkey
City	İSTANBUL
District	ÜSKÜDAR
Address	Nakkaştepe Azizbey Sokak No:1 Kuzguncuk

Agenda Items

1 - Opening and election of the Chairman of the Meeting

2 - Informing the shareholders within the scope of Turkish Commercial Code and Capital Markets Board Regulations regarding the partial demerger transaction to be discussed in the 3rd item of the agenda

3 - In accordance with the Turkish Commercial Code, the Corporate Tax Law, the Capital Markets Law and the regulations related to these laws, as well as the provisions of the Trade Registry Regulation and other relevant legislation; approval or rejection of the proposal regarding the transfer of Entek Elektrik Üretimi A.Ş shares with a total nominal value of 471,363.641,52- TL, owned by our Company, to Türkiye Petrol Rafinerileri A.Ş. through a partial demerger transaction through the associates model, and the Partial Demerger Agreement and the Partial Demerger Report prepared in this regard

4 - Wishes and opinions

Corporate Actions Involved In Agenda

Demerger

General Assembly Results

Was The General Assembly Meeting Executed?	Yes
General Assembly Results	Attached are the signed copies of minutes of the meeting and the list of attendants available in Turkish.

Decisions Regarding Corporate Actions

Demerger	Accepted

General Assembly Result Documents

Appendix: 1	KH tutanak_25082022_KAP.pdf - Minute
Appendix: 2	KH hazirun_25082022_KAP.pdf - List of Attendants

Additional Explanations

Koç Holding A.Ş.'s Extraordinary General Assembly Meeting was held today at 10:00.

As publicly disclosed on 25.04.2022; based on the review of structuring alternatives regarding Koç Group's energy companies in line with their strategic goals, it has been resolved to transfer Entek Elektrik Üretim A.Ş. (" Entek ") shares corresponding to 49.62% of the registered Entek capital in our company's assets, to Türkiye Petrol Rafinerileri A.Ş. (" Tüpraş ") through a partial demerger transaction through the associates model. Simultaneously, the Entek shares registered in the assets of our subsidiary Aygaz A.Ş. (" Aygaz ") will be transferred by Aygaz to Tüpraş through a partial demerger transaction through the model of share transfer to its shareholders.

The abovementioned partial demerger transaction has been approved by Koç Holding A.Ş.'s Extraordinary General Assembly Meeting today. Attached are the signed copies of minutes of the meeting and the list of attendants available in Turkish.

Accordingly, the issued capital of Tüpraş will be increased from TL 250,419,200 to TL 275,256,514 due to the transaction, while the issued capital of Aygaz will be decreased from TL 300,000,000 to TL 219,800,767. While Tüpraş's issued capital will increase by TL 24,837,314 due to the takeover through demerger, issued shares with a nominal value of TL 12,418,655 will be given to Koç Holding in exchange for Entek shares and the remaining nominal value of TL 12,418,659 will be given to Aygaz shareholders in exchange for Entek shares of Aygaz, as Aygaz will be executing partial demerger transaction through the model of share transfer to its shareholders.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.