LDR TURİZM A.Ş. — Proxy Solicitation & Information Statement 2026

Apr 14, 2026

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INFORMATION DOCUMENT
FOR THE 2025 GENERAL ASSEMBLY MEETING DATED APRIL 08, 2026

I. INVITATION TO THE GENERAL ASSEMBLY MEETING DATED APRIL 08, 2026

Dear shareholder,

The Annual Shareholders Meeting of our Company for the year 2025 will be held on Wednesday, April 08, 2026 at 10:00 am at the Company headquarters located at Maslak Mah., Eski Büyükdere Cad., Giz 2000 Plaza, No:7, K:14, D:55-56, Sarıyer, Istanbul and will convene to discuss the following agenda items.

Shareholders listed in the Shareholders List obtained through the Electronic General Assembly System ("EGAS") of the Merkezi Kayıt Kuruluşu A.Ş. ("MKK") on the day of the meeting may attend the meeting physically or electronically, either in person or by proxy. Shareholders who will attend general meetings in person or by proxy physically need to present their identification at the meeting.

In accordance with Article 1527 paragraph 4 of the Turkish Commercial Code No 6102, Our shareholders who wish to attend the General Assembly Meeting may attend the General Assembly Meeting electronically, in person or through their representatives.

Our shareholders who wish to attend the meeting electronically are required to fulfil their obligations in accordance with the provisions of the Regulation on General Assemblies of Joint Stock Companies to be Held Electronically and Communique on the Electronic General Assembly System to be applied in the General Assemblies of Joint Stock Companies. Otherwise, it will not be possible for them to attend the general assembly meeting. Those who wish to attend the General Assembly Meeting in person or electronically through their representatives are required to notify their preferences via EGAS provided by MKK until 9:00 PM on 1 (one) day prior to the date of the General Assembly Meeting. Those who wish to attend the General Assembly Meeting via EGAS and exercise their shareholding rights without any problems must have a "secure electronic signature" in order to directly attend the General Assembly Meeting via EGAS or to appoint a proxy, and must log in to the system with their secure electronic signature from 06:00 a.m. until 5 minutes before the meeting time on the meeting day. In addition, proxies who will attend the meeting via EGAS must also have a "secure electronic signature". According to Article 1526 of the Turkish Commercial Code, notifications to be made through EGAS on behalf of legal entity shareholders must be signed by the authorized signatory of the legal entity using a secure electronic signature generated in their own name on behalf of the company. Comprehensive and current information can be accessed through the MKK’s official website athttps://egk.mkk.com.tr.

Shareholders who will participate in meetings via proxy in person are required to have the power of attorney issued by a notary public for third parties, as exemplified below and on the Company's website, or to attach the signed declaration of signature made in the presence of a notary public to the power of attorney form and submit it to the General Assembly.

The proxy appointed electronically through the Electronic General Assembly System is not required to submit a power of attorney document. The proxy appointed through EGAS may attend the General Assembly Meeting physically or through EGAS. The proxy who will attend the meeting physically and by proxy, whether appointed by a notarised power of attorney or through EGAS, is obliged to show his/her ID card at the meeting. Power of attorneys that are not in compliance with the sample power of attorney required by the Communique and attached to this invitation announcement will not be accepted due to our legal liability.

Shareholders who register to attend the meeting via EGAS will not be able to physically attend the meeting. There is no difference in terms of the ability to exercise rights arising from shareholding between physical attendance and attendance through EGAS; all shareholder rights, such as live viewing of the meeting, participation in voting, asking questions, and submitting motions, can be exercised through EGAS.

The Financial Statements of the Company and the Independent Auditor's Report for the year 2025, the proposal of the Board of Directors regarding the use of the Company profit for the year 2025, the 2025 Annual Report of the Board of Directors, Amended Articles of Association and Information Form, within the legal timeframe, made available for the review of our shareholders, starting from three weeks prior to the meeting, at our Company headquarters, at our corporate website www.liderfilo.com.tr and the Electronic General Assembly Portal of the Merkezi Kayıt Kuruluşu A.Ş.

Dear Shareholders are kindly invited to attend the meeting on the above-mentioned day and time.

Sincerely,

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II. ADDITIONAL INFORMATION PROVIDED IN ACCORDANCE WITH THE CAPITAL MARKETS LEGISLATIONS

Additional information regarding the General Assembly of 2025, as mandated by the Communiqué on Corporate Governance with the reference number II-17.1 of the Capital Markets Board of Türkiye, has been presented for your reference.

1. Shareholding Structure and Voting Rights

As of the date of publication of this Information Document, following information provides details concerning our company's share count and voting rights reflecting its ownership structure, along with the number of shares and voting rights representing each share class in the capital, and the nature of any associated privileges.

| Shareholder Name
Surname/Trade Name | Share in Capital (TL) | | Shareholding Ratio (%) | Voting Rights (Number) | Voting Right Ratio (%) |
| --- | --- | --- | --- | --- | --- |
| | Group A | Group B | | | |
| Metin Barokas | 132.500.000 | 437.500.000 | 69,09 | 1.100.000.000 | 81,18 |
| Atlas Portföy Birinci Hisse Senedi Serbest Fon (Hisse Senedi Yoğun Fon) | - | 42.895.000 | 5,2 | 42.895.000 | 3,17 |
| Other | - | 212.105.000 | 25,71 | 212.105.000 | 15,65 |
| Total | 132.500.000 | 692.500.000 | 100,00 | 1.355.000.000 | 100,00 |
| | 825.000.000 | | | | |

2. Privileged Shares

Our company's shares are divided into two groups: Group A and Group B. Group A shares are granted the privilege of nominating candidates for the Board of Directors and voting rights at General Assembly meetings, as outlined in the Company's articles of association. Group B shares, however, do not have any special rights or privileges. Half of the members of the Board of Directors are elected by the General Assembly from among the candidates nominated by Group A shareholders. If the number of board members is odd number, the fraction shall be rounded downwards to the nearest whole number. All candidates nominated by Group A shareholders shall consist of members other than independent members of the Board of Directors. In ordinary and extraordinary general assembly meetings, each Group A share carries 5 votes, while each Group B share carries 1 vote. The provision of Article 479/3 of the Turkish Commercial Code is reserved.

3. In case there is a proposal regarding the removal, alteration, or selection of board members on the agenda for the general assembly meeting, the required clarifications

Pursuant to the decision of our Company's Board of Directors dated 7 April 2025, it has been decided to appoint Ms Melek Erhan as an Independent Member of the Board of Directors to fill the vacancy on the Board of Directors resulting from the resignation of Mr Çağrı Erhan, an independent member of our Company's Board of Directors, from his position on the Board of Directors and all committees he served on, effective 4 April 2025. The Capital Markets Board has notified our Company in writing dated 21 April 2025 that there are no negative opinions regarding the candidacy of Ms Melek Erhan as an Independent Board Member.

Pursuant to Article 363 of the Turkish Commercial Code, within the framework of the capital markets legislation and the provisions of the Articles of Association, the resolutions of the Company's Board of Directors regarding the appointments made to the vacant Board memberships during the year, such appointments being made to serve until the end of the term of the member who has resigned and to be submitted for the approval of the first General Assembly to be held, will be submitted to the approval of the shareholders.

4. Information on Requests by our Shareholders, Capital Markets Board of Türkiye or Other public institutions and organizations relevant to the Company with respect to the General Assembly Meeting Agenda

The Company did not receive any agenda-related requests from our shareholders, Capital Markets Board of Türkiye or Other public institutions and organizations relevant to the Company with respect to the Annual General Assembly Meeting for the year 2025.

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1. In case there is an amendment to the articles of association on the agenda, the old and new versions of the amendments to the articles of association together with the relevant board resolution.

By the decision of the Board of Directors dated 15 January 2026, the amendment of Article 6 of the Company's Articles of Association, entitled "Capital, Shares and Transfer of Shares", concerning the increase of the registered capital ceiling from TRY 265,000,000 to TRY 5,000,000,000 and the extension of the validity period of the registered capital ceiling for five years covering the years 2026–2030, will be discussed and resolved. [Annex-1]

1. Information About Our Company’s Material Changes in the Management and Operations

Our company does not have any management or operational changes that would significantly impact its activities. Matters significantly affecting our company's operations are already disclosed to the public within the framework of relevant legislation. These disclosures can be accessed through the relevant pages of the Public Disclosure Platform (https://www.kap.org.tr/tr/sirket-bilgileri/ozet/4310-ldr-turizm-a-) and our company website (www.liderfilo.com.tr).

III. INFORMATION ON THE AGENDA ITEMS FOR THE 2025 ANNUAL GENERAL ASSEMBLY MEETING DATED APRIL 08, 2026

1. Opening statement and appointment of the Meeting Chairman, authorising the Meeting Chairman to sign the minutes of the General Assembly Meeting and the list of attendees,

In accordance with the provisions of Turkish Commercial Code No. 6102 ("TCC") and the Regulation on the Procedures and Principles of General Assembly Meetings of Joint Stock Companies ("Regulation" or "General Assembly Regulation"), a Chairman of the Meeting will be elected to preside over the General Assembly meeting. Pursuant to relevant laws and regulations, the Chairman of the Meeting will be authorized to sign the General Assembly Meeting Minutes.

1. Review and discussion of the Annual Activity Report of the Board of Directors relating to the year 2025,

In accordance with the TCC, the Regulation and the Capital Markets Law ("CMB Law") and related regulations, the Annual Activity Report of the Board of Directors have been made available for the review of our shareholders, starting from three weeks prior to the meeting, at our Company headquarters, at our corporate website (www.liderfilo.com.tr) and the Electronic General Assembly Portal of the Merkezi Kayıt Kuruluşu A.Ş. will be submitted for the review, discussion and approval of our shareholders.

1. Review and discussion of the summary of the Independent Audit’s Report relating to the year 2025,

In accordance with the TCC, the Regulation and the Capital Markets Law and related regulations, Independent Audit’s Report have been made available for the review of our shareholders, starting from three weeks prior to the meeting, at our Company headquarters, at our corporate website (www.liderfilo.com.tr) and the Electronic General Assembly Portal of the Merkezi Kayıt Kuruluşu A.Ş. will be submitted for the review, discussion and approval of our shareholders.

1. Review, discussion and approval of the Financial Statements relating to the year 2025,

In accordance with the TCC, the Regulation and the Capital Markets Law and related regulations, Financial Statements have been made available for the review of our shareholders, starting from three weeks prior to the meeting, at our Company headquarters, at our corporate website (www.liderfilo.com.tr) and the Electronic General Assembly Portal of the Merkezi Kayıt Kuruluşu A.Ş. will be submitted for the review, discussion and approval of our shareholders.

1. Release of each member of the Board of Directors with respect to the activities, transactions and accounts in 2025,

In accordance with the provisions of the TCC, CMB Law and the related regulations, the release of each member of our Board of Directors for the Company's activities, transactions and accounts for 2025 will be submitted for the approval of our shareholders.

1. Review and approval of the Board of Directors’ proposal for the distribution of the 2025 profit,

According to our financial statements for the fiscal year from 01.01.2025 to 31.12.2025, prepared in compliance with the Turkish Financial Reporting Standards in accordance with the provisions of the Turkish Commercial

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Code and the Capital Markets Law and audited by Edit Bağımsız Denetim Hizmetleri A.Ş., our company's net profit for the period is TL 1.819.565.906; and according to the legal records kept in accordance with the Tax Procedure Law, it is TL 201.380.214,86. The dividend distribution proposal prepared by our Board of Directors in accordance with the Capital Markets Board of Türkiye Legislations, the Company's Dividend Distribution Policy and the Company's articles of association in the financial statements dated 31 December 2025, prepared in accordance with the Communiqué on Principles Regarding Financial Reporting in Capital Markets numbered II-14.1, is included in Annex-1 and will be submitted to the opinion and approval of our shareholders at the General Assembly.

1. Submission to the approval of the General Assembly of the appointment of a Board Member made by the Board of Directors in accordance with Article 363 of the Turkish Commercial Code

Pursuant to Article 363 of the Turkish Commercial Code, it has been decided by the resolution of the Company's Board of Directors dated 7 April 2025 to elect Ms Melek Erhan to the vacancy on the Board of Directors arising from the resignation of Mr Çağrı Erhan, an independent member of our Company's Board of Directors, to serve as a Board member until the end of the term of the departing Board member. Ms Melek Erhan's independent Board membership shall be submitted for the approval of the shareholders in accordance with the provisions of Article 363 of the Turkish Commercial Code.

1. Approval of the amendment to Article 6 of the Company's Articles of Association titled "Capital, Shares and Transfer of Shares"

Pursuant to the decision of the Board of Directors dated 15 January 2026, the amendment of Article 6 of the Company's Articles of Association, entitled "Capital, Shares and Transfer of Shares", concerning the increase of the registered capital ceiling, shall be discussed and resolved in accordance with the provisions of Article 18 of the Capital Markets Law and the Capital Markets Board's Communiqué on the Registered Capital System numbered II.18-1, with respect to the increase of the registered capital ceiling from TRY 265,000,000 (Two Hundred and Sixty-Five Million Turkish Lira) to TRY 5,000,000,000 (Five Billion Turkish Lira) and the extension of the validity period of the registered capital ceiling for five years covering the years 2026-2030.

The amendment to the Articles of Association has been approved by the Capital Markets Board with its letter dated 20.01.2026 and numbered E-29833736-110.04.04-84754, and by the Ministry of Trade of the Republic of Türkiye with its letter dated 29.01.2026 and numbered E-50035491-431.02-00118396075.

1. Determination and discussion of the salary, honorarium, bonus and similar financial rights of the Board of Directors during their term of office and reaching a decision on these matters,

The compensation for the members of the Board of Directors will be determined by the General Assembly in accordance with the Turkish Commercial Code, relevant regulations, and the Capital Markets Law. In this context, the remuneration of the Board members will be presented to the shareholders for their review and approval at the General Assembly.

1. Approval of the selection of the Independent Audit Firm in accordance with the Turkish Commercial Code, Capital Markets Board regulations, and the regulations of the Public Oversight, Accounting and Auditing Standards Authority

In accordance with the Turkish Commercial Code, the regulations of the Capital Markets Board, and the regulations of the Public Oversight, Accounting and Auditing Standards Authority (KGK), and upon obtaining the opinion of the Audit Committee, the Board of Directors will submit to the approval of the General Assembly the independent audit firm to be selected to conduct the audit of the Company's financial reports for the 2026 fiscal year, as well as to perform, subject to its authorization by the Public Oversight, Accounting and Auditing Standards Authority ("KGK") to carry out independent assurance engagements in the field of sustainability, to carry out the mandatory limited assurance audit of the Company's 2026 Sustainability Report to be prepared in accordance with the Turkish Sustainability Reporting Standards published by KGK, including but not limited to such assurance engagement and other activities within the scope of the relevant regulations.

1. Submission of information to the shareholders on donations made in 2025 and determination by the shareholders of a maximum ceiling for donations and charitable contributions to be made in 2026

Information regarding the donations and grants made during 2025 will be provided to the shareholders, and the upper limit for donations and grants to be made in 2026 will be determined.

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1. Informing the shareholders about the transactions carried out under the share buyback program initiated by the Board of Directors’ resolution dated 27.11.2025

In accordance with the Capital Markets Board’s Communiqué on Share Buybacks (II-22.1) and the Principle Decision dated 19.03.2025 and numbered 16/531, shareholders will be informed about the transactions carried out under the Share Buyback Program initiated by the resolution of the Company’s Board of Directors dated 27.11.2025. The program was launched with the aim of stabilizing the price movements of the Company’s shares traded on the stock exchange, ensuring that the share price reflects the true performance of the Company’s operations, contributing to the formation of a healthy price in the stock exchange, and protecting the interests of our shareholders.

1. Discussing and resolving on the issue of authorising the Board of Directors to decide on the distribution of advance dividend in the year 2026, in the event that there is a distributable profit for the period in accordance with the relevant legislation and the Company’s articles of association

The proposal to grant the Board of Directors the authority to decide on the timing and terms for distributing interim dividends for the 2026 fiscal year, in accordance with the Turkish Commercial Code, the Capital Markets Law, and relevant regulations, as outlined in our Company's Dividend Distribution Policy, will be presented to the shareholders for their approval.

1. In accordance with the regulations of the Capital Markets Legislations, submission of information to the shareholders with respect to Security, Pledge, Mortgage and Surety provided by the Company for the benefit of third parties in 2025 and any income and benefits derived therefrom

According to Article 12 of the Capital Markets Board's Communiqué on Corporate Governance numbered II-17.1, our Company is required to include a separate item on the agenda of the ordinary General Assembly meeting for guarantees, pledges, mortgages, and sureties granted by the Company to third parties, as well as income or benefits derived from them. Shareholders will be provided with information based on the Financial Statements and Independent Audit Report for the fiscal year ending on 31/12/2025.

1. Granting permissions to Members of the Board of Directors as per the Articles 395 and 396 of the Turkish Commercial Code,

As the performance of transactions by the members to the Board of Directors, under Article 395 of the TCC, titled “Prohibition of Transactions and Borrowing with Company” and Article 396, titled “Non-Competition,” may only be possible with the approval of the General Assembly. the issuance of the authorization in question will be presented for approval of our shareholders in the General Assembly.

1. Submission of information to the shareholders with respect to falling within the scope of Article 1.3.6 and 1.3.7 of the Corporate Governance Principles

In accordance with Principle 1.3.6 of the Communiqué on Corporate Governance II-17.1, 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 degree conduct a significant transaction with the corporation or subsidiaries thereof which may cause a conflict of interest, or/and conduct a transaction on behalf of themselves or a third party which is in the field of activity of the corporation or subsidiaries thereof, or become an unlimited shareholder to a corporation which operates in the same field of activity with the corporation or subsidiaries thereof, such transactions shall be included in the agenda as a separate item for providing detailed information at the general assembly meeting on the matter and recorded in the minutes of meeting. In accordance with Principle 1.3.7 of the Communiqué on Corporate Governance, individuals who have privileged access to partnership information, other than those specified in Principle 1.3.6, inform the Board of Directors to add to the agenda of the general assembly to provide information about transactions they have conducted on behalf of the partnership within the scope of the partnership's activities. Shareholders will be informed at the general assembly meeting in line with these principles.

1. Requests and recommendations

Annexes:

Annex-1: Amendment to the Articles of Association

Annex-2: The Board of Director’s Dividend Proposal and 2025 Profit Distribution Statement

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ANNEX-1

LDR TURİZM ANONİM ŞİRKETİ

AMENDMENT TEXT OF THE ARTICLES OF ASSOCIATION

LDR TURİZM ANONİM ŞİRKETİ Amendment Text of the Articles of Association
Old Version	New Version
SERMAYE, PAYLAR VE PAYLARIN DEVRİ Madde 6-	SERMAYE, PAYLAR VE PAYLARIN DEVRİ Madde 6-
Şirket 6362 sayılı Sermaye Piyasası Kanunu hükümlerine göre kayıtlı sermaye sistemini kabul etmiş ve Sermaye Piyasası Kurulu'nun 23.12.2021 tarihli ve 66/1861 sayılı izni ile kayıtlı sermaye sistemine geçmiştir.	Şirket 6362 sayılı Sermaye Piyasası Kanunu hükümlerine göre kayıtlı sermaye sistemini kabul etmiş ve Sermaye Piyasası Kurulu'nun 23.12.2021 tarihli ve 66/1861 sayılı izni ile kayıtlı sermaye sistemine geçmiştir.
Şirketin kayıtlı sermaye tavanı 265.000.000,00.-TL olup (İkiyüzaltmışbaşmilyonTürkLirası) her biri 1.- TL (Bir Türk Lirası) itibari değerde 265.000.000 (İkiyüzaltmışbaşmilyon) adet paya bölünmüştür.	Şirketin kayıtlı sermaye tavanı 5.000.000.000,00.- TL olup (BeşmilyarTürkLirası) her biri 1.-TL (Bir Türk Lirası) itibari değerde 5.000.000.000 (Beşmilyar) adet paya bölünmüştür.
Sermaye Piyasası Kurulu'nca verilen kayıtlı sermaye tavanı izni, 2021-2025 yılları (5 yıl) için geçerlidir. 2025 yılı sonunda izin verilen kayıtlı sermaye tavanına ulaşılamamış olsa dahi, 2025 yılından sonra Yönetim Kurulu'nun sermaye artırım kararı alabilmesi için; daha önce izin verilen tavan ya da yeni bir tavan tutarı için Sermaye Piyasası Kurulu'ndan izin almak suretiyle genel kuruldan 5 yılı geçmemek üzere yeni bir süre için yetki alması zorunludur. Söz konusu yetkinin alınmaması durumunda Yönetim Kurulu kararı ile sermaye artırımı yapılamaz.	Sermaye Piyasası Kurulu'nca verilen kayıtlı sermaye tavanı izni, 2026-2030 yılları (5 yıl) için geçerlidir. 2030 yılı sonunda izin verilen kayıtlı sermaye tavanına ulaşılamamış olsa dahi, 2030 yılından sonra Yönetim Kurulu'nun sermaye artırım kararı alabilmesi için; daha önce izin verilen tavan ya da yeni bir tavan tutarı için Sermaye Piyasası Kurulu'ndan izin almak suretiyle genel kuruldan 5 yılı geçmemek üzere yeni bir süre için yetki alması zorunludur. Söz konusu yetkinin alınmaması durumunda Yönetim Kurulu kararı ile sermaye artırımı yapılamaz.
Şirket'in çıkarılmış sermayesi 825.000.000.-TL (Sekizyüzyirmibeşmilyon Türk Lirası) olup, muvazaadan ari şekilde tamamen ödenmiştir. Bu sermaye her biri 1 (bir) TL itibari değerde 132.500.000 (Yüzotuzikimilyonbeşyüzbin) adet (A) grubu nama yazılı pay ve her biri 1 (bir) TL itibari değerde 692.500.000 (Altıyüzdoksanikimilyonbeşyüzbin) adet (B) grubu hamiline yazılı pay olmak üzere toplam 825.000.000 (Sekizyüzyirmibeşmilyon) adet paya bölünmüştür.	Şirket'in çıkarılmış sermayesi 825.000.000.-TL (Sekizyüzyirmibeşmilyon Türk Lirası) olup, muvazaadan ari şekilde tamamen ödenmiştir. Bu sermaye her biri 1 (bir) TL itibari değerde 132.500.000 (Yüzotuzikimilyonbeşyüzbin) adet (A) grubu nama yazılı pay ve her biri 1 (bir) TL itibari değerde 692.500.000 (Altıyüzdoksanikimilyonbeşyüzbin) adet (B) grubu hamiline yazılı pay olmak üzere toplam 825.000.000 (Sekizyüzyirmibeşmilyon) adet paya bölünmüştür.
Önceki sermayeyi teşkil eden 165.000.000,00.- TL'nin tamamı ödenmiş olup, bu defa artırılan 660.000.000.-TL'nin, 554.570.978 TL'si Sermaye Düzetme Farkları ve 105.429.022 TL'si Paylara İlişkin Primler hesaplarından olmak üzere, iç kaynakların sermayeye ilavesi suretiyle karşılanmıştır.	Önceki sermayeyi teşkil eden 165.000.000,00.- TL'nin tamamı ödenmiş olup, bu defa artırılan 660.000.000.-TL'nin, 554.570.978 TL'si Sermaye Düzetme Farkları ve 105.429.022 TL'si Paylara İlişkin Primler hesaplarından olmak üzere, iç kaynakların sermayeye ilavesi suretiyle karşılanmıştır.

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ANNEX-2

The Board of Director’s Dividend Proposal and 2025 Profit Distribution Statement

During the Company's Board of Directors meeting on March 12, 2026;

The Board of Directors convened at the Company’s headquarters on the above-mentioned date and resolved the following:

According to our consolidated financial statements for the fiscal year from 01.01.2025 to 31.12.2025, prepared in compliance with the Turkish Financial Reporting Standards within the framework of the Turkish Commercial Code, the Capital Markets Law and the capital markets legislation, and audited by Edit Bağımsız Denetim Hizmetleri A.Ş., the net distributable profit for the period is 1.809.496.895,26 TL and according to the legal records kept in accordance with the Tax Procedure Law, it is 191.311.204,12 TL.

In this context;

a) A gross cash dividend of 117.647.058,82 TL and a net cash dividend of 100.000.000,00 TL to be distributed to the shareholders, with the allocation of a secondary legal reserve amounting to 7.639.705,88 TL from the distributed dividends,

b) The remaining balances to be allocated as excess reserve,

c) Submission of the dividend distribution payment in four equal instalments of gross 29.411.764,71 TL on 8.05.2026, gross 29.411.764,71 TL on 10.07.2026, gross 29.411.764,71 TL on 10.09.2026 and gross 29.411.764,71 TL on 10.11.2026 for the approval of our shareholders at the General Assembly Meeting,

DECISION WAS MADE UNANIMOUSLY.

LDR TURİZM A.Ş. 01.01.2025/31.12.2025 Period Dividend Payment Statement (TL)
1. Paid-In / Issued Capital			825.000.000,00
2. Total Legal Reserves (According to Legal Records)			40.425.000,00
Information on privileges in dividend distribution, if any, in the Articles of Association:			None
		Based on CMB Regulations	Based on Legal Records
3.	Current Period Profit	2.717.075.129,00	248.633.352,27
4.	Taxes Payable (-)	897.509.223,00	47.253.137,41
5.	Net Current Period Profit	1.819.565.906,00	201.380.214,86
6.	Losses in Previous Years (-)	0,00	0,00
7.	Primary Legal Reserve (-)	10.069.010,74	10.069.010,74
8.	Net Distributable Current Period Profit	1.809.496.895,26	191.311.204,12
9.	Donations Made During The Year (+)	0,00	0,00
10.	Donation-Added Net Distributable Current Period Profit on which First Dividend Is Calculated	1.809.496.895,26	191.311.204,12
11.	First Dividend to Shareholders	117.647.058,82	117.647.058,82
	- Cash	117.647.058,82	117.647.058,82
	- Stock	0,00	0,00
	- Total	117.647.058,82	117.647.058,82
12.	Dividend Distributed to Owners of Privileged Shares	0,00	0,00
13.	Other Dividend Distributed	0,00	0,00
	- To the Members of the Board of Directors	0,00	0,00
	- To the Employees	0,00	0,00
	- To Non-Shareholders	0,00	0,00
14.	Dividend to Owners of Redeemed Shares	0,00	0,00
15.	Second Dividend to Shareholders	0,00	0,00
16.	Secondary Legal Reserves	7.639.705,88	7.639.705,88
17.	Statutory Reserves	0,00	0,00
18.	Special Reserves	0,00	0,00
19.	Extraordinary Reserves	1.684.210.130,55	66.024.439,41
20.	Other Distributable Resources	0,00	0,00

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| DIVIDEND PAYMENT RATES TABLE | | | | | | |
| --- | --- | --- | --- | --- | --- | --- |
| | Share Group | TOTAL DIVIDEND AMOUNT (TL) - GROSS | | TOTAL DIVIDEND AMOUNT (TL) / GROSS DISTRIBUTABLE CURRENT PERIOD PROFIT (%) | | DIVIDEND TO BE PAID FOR SHARE WITH PAR VALUE OF 1 TL |
| | | CASH DIVIDEND AMOUNT | STOCK DIVIDEND AMOUNT | RATIO (%) | AMOUNT (TL) | RATIO (%) |
| GROSS | A | 18.894.830,66 | - | 1,04 | 0,1426025 | 14,26025 |
| | B | 98.752.228,16 | - | 5,46 | 0,1426025 | 14,26025 |
| | TOPLAM | 117.647.058,82 | - | 6,50 | 0,1426025 | 14,26025 |
| | | | | | | |
| | | TOTAL DIVIDEND AMOUNT (TL) - NET | | TOTAL DIVIDEND AMOUNT (TL) / NET DISTRIBUTABLE CURRENT PERIOD PROFIT (%) | | DIVIDEND TO BE PAID FOR SHARE WITH PAR VALUE OF 1 TL |
| | | CASH DIVIDEND AMOUNT | STOCK DIVIDEND AMOUNT | RATIO (%) | AMOUNT (TL) | RATIO (%) |
| NET | A | 16.060.606,06 | - | 0,89 | 0,1212121 | 12,12121 |
| | B | 83.939.393,94 | - | 4,64 | 0,1212121 | 12,12121 |
| | TOPLAM | 100.000.000,00 | - | 5,53 | 0,1212121 | 12,12121 |