BoD Resolution Regarding Dividend Distribution

The following has been unanimously resolved taking into account the Turkish Commercial Code ("TCC"), the Capitals Market Legislation and the Regulations of the Capital Markets Board (“CMB”), the Corporate Tax, Income Tax, the provisions of the other relevant legislation, as well as the relevant provisions of the Articles of Association of our Company, and the “Dividend Distribution Policy” that we have publicly announced:

- As it has been understood that a “Net Loss for the Period” of TL 224,970 thousand has arisen taking into account together with the “Tax Expense for the Period”, “Deferred Tax Expense”, and the “Non-Controlling Shares Outside the Main Partnership”, as per the consolidated financial statements for the accounting period of 01.01.2014-31.12.2014, which are prepared as per the Turkish Accounting Standards and the Turkish Financial Reporting Standards published by the Public Oversight, Accounting and Auditing Standards Authority within the scope of the “Communique on the Principles of Financial Reporting” of the CMB (II-14.1), the presentation principles of which have been determined with the relevant resolutions of the CMB, and which have been independently audited, the shareholders will be informed that no dividends may be distributed for the 2014 accounting period within the context of the dividend distribution regulations of the CMB, and that this issue will be submitted for the approval of the General Assembly,

- That it shall be determined that there is an amount of "Net Profit for the Period" of TL 55,323,977.29 in the accounting period between 01.01.2014-31.12.2014 according to the legal records kept within the context of the Turkish Commercial Code and the Tax Procedure Law, that the "Net Profit for the period" is to be deducted for the accumulated losses of TL 25,893,833.84 that are in our legal records, and that, out of the "Net Profit for the period" left after the deduction, an amount of TL 1,471,507.17 is reserved as "General Legal Reserves" and TL 27,958,636.28 is reserved as "Extraordinary Reserves" pursuant to paragraph (a) of the Article 519 of the Turkish Commercial Code, will be submitted for the approval of the General Assembly.

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