ÜLKER BİSKÜVİ SANAYİ A.Ş. — Proxy Solicitation & Information Statement 2026

May 11, 2026

Summary Info	Invitation to the Ordinary General Assembly Meeting for the Year 2025
Update Notification Flag	No
Correction Notification Flag	No
Postponed Notification Flag	No

General Assembly Invitation

General Assembly Type	Annual
Begining of The Fiscal Period	01.01.2025
Ending Date Of The Fiscal Period	31.12.2025
Decision Date	11.05.2026
General Assembly Date	08.06.2026
General Assembly Time	14:00
Record Date (Deadline For Participation In The General Assembly)	07.06.2026
Country	Turkey
City	İSTANBUL
District	ÜSKÜDAR
Address	Altunizade Mahallesi Oymacı Sokak No:9 Üsküdar İstanbul - Mercure İstanbul Altunizade Hotel

Agenda Items

1 - Opening and formation of the Meeting Presidency

2 - Authorisation of the Meeting Presidency to sign the Minutes of the General Assembly Meeting

3 - Reading and discussion of the Board of Directors' annual activity report for the 2025 accounting period

4 - Reading of the summary of the independent external audit report for the 2025 accounting period

5 - Reading, discussion and approval of the consolidated CMB and TCC Consolidated Financial Statements for the 2025 financial year and the audited Corporate Sustainability Report for the 2024 accounting period prepared in accordance with the Türkiye Sustainability Reporting Standards published by the Public Oversight, Accounting and Auditing Standards Authority

6 - Discussion and resolution on the release of the members of the Board of Directors from liability in respect of their activities and transactions during the 2025 accounting period

7 - Election of the new members of the Board of Directors, and determination of their terms of office and remuneration

8 - Discussion and resolution on the proposal of the Board of Directors regarding dividend distribution

9 - Discussion and resolution on the amendment of Article 7 titled "Capital" of the Articles of Association of our Company as a result of the extension of the term of the registered capital ceiling, subject to the approvals of the Capital Markets Board and the Ministry of Trade of the Republic of Türkiye

10 - Discussion and resolution on the proposal of the Board of Directors regarding the selection of the Independent Audit Firm for the 2026 accounting period in accordance with the Turkish Commercial Code and the regulations of the Capital Markets Board

11 - Discussion and resolution on the proposal of the Board of Directors regarding the selection of an authorised assurance firm in the field of sustainability to conduct the mandatory assurance audit for the 2026 Corporate Sustainability Reports to be prepared in accordance with the Türkiye Sustainability Reporting Standards published by the Public Oversight, Accounting and Auditing Standards Authority, and to carry out other activities within the scope of the relevant regulations

12 - Informing the shareholders about the donations and aids made during the 2025 accounting period; and discussion and resolution on the proposal of the Board of Directors regarding the determination of the donation limit for the accounting period 01/01/2026 – 31/12/2026

13 - Informing the shareholders, within the framework of the regulations of the Capital Markets Board, about the collaterals, pledges and mortgages granted by the Company in favour of third parties, and the income or benefits derived therefrom

14 - Granting permission, pursuant to Articles 395 and 396 of the Turkish Commercial Code, to shareholders holding management control, to the members of the Board of Directors, to senior executives, and to their spouses and blood and in-law relatives up to the second degree; and informing the shareholders about the transactions carried out within this scope during 2025 in accordance with Principle 1.3.6 of the Corporate Governance Communiqué of the Capital Markets Board

15 - Closing

Corporate Actions Involved In Agenda

Authorized Capital

General Assembly Invitation Documents

Appendix: 1	Genel Kurul Bilgilendirme Dökümanı.pdf - General Assembly Informing Document
Appendix: 2	General Assembly Information Document.pdf - General Assembly Informing Document
Appendix: 3	Gündem-Davet - Vekaletname TR.pdf - Announcement Document
Appendix: 4	Agenda-Invitation-Proxy.pdf - Announcement Document

Additional Explanations

Invitatation,Agenda,Proxy Form and Information document of Ulker Bisküvi's 2025 Ordinary General Assembly materials are attached.