Subsidiary share sales income to be transferred to a “special fund” account in liabilities

On 22.02.2019, our Board of Directors has resolved that;

Due to the sale and the transfer of the shares of the subsidiaries operating in media, as decided to be sold with the BoD Decision of 06.04.2018, No. 2018/14, and the sales and transfer procedures of which have legally been completed on 16.05.2018; that within the scope of the Tax Legislation, and according to the Legal Accounting Records (“Legal Accounting Records”) for the 01.01.2018 - 31.12.2018 accounting period kept as per the Uniform Accounting Plan (“General Decree for the Implementation of the Accounting System”) issued  by the T.R. Ministry of Finance, a “Net Term Profit” of 295,149,082.08 Turkish Liras has occurred; and that

Due to the sale and the transfer of the shares of Doğan Müzik Kitap Mağazacılık Pazarlama A.Ş., as decided to be sold with the Board Decision of 11.05.2018, no. 2018/25, and the sales and transfer procedures of which have legally been completed on 30.05.2018, a “subsidiary share sales profit” of 289,661,308.88 Turkish Liras has occurred in the Legal Accounting Records;

and it has been decided that the 75% portion (438,607,793.22 Turkish Liras) – to be exempted from tax - of the total “subsidiary share sales profit” of 584,810,390.96 Turkish Liras, which will benefit from the exception of the Corporate Tax in Article 5-1/e will not be included in the “net distributable profit” calculation for the accounting period of 01.01.2018-31.12.2018 to be calculated as per the regulations of the Capital Markets Law and the Capital Markets Board ("CMB"), and the relevant Resolutions of the CMB, in compliance with the Tax Legislation, Capital Markets Legislation, and the other relevant financial legislation, and to be transferred to a “special fund” account in liabilities.

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