Committees and Working Principles

Audit Committee:

Audit Committee is a committee that is authorized for healthy fulfillment of tasks and responsibilities of the Board of Directors and all of members of which consist of Independent Board Members in accordance with Corporate Governance Principles Communiqué of Capital Market Board (CMB). Audit Committee works as affiliated to the Board of Directors with the purpose of ensuring audit of activities directed at Operational, Financial, Administrative and Information Systems of the company and monitoring of operation and efficiency of internal control system with a systemic and disciplined approach.

All kind of resource and assistance are provided by the Board of Directors for the committee to fulfill its tasks. The committee may invite managers deemed as necessary and take their views.

Members;

- Mrs. Ayşe Botan Berker (Chairwoman of the Committee– Independent Board Member)

- Mr. Mehmet Sami (Independent Board Member)

All Committee Members consist of Board Members that have status of Independent member in direction of Corporate Governance Principles Communiqué of CMB.

(CLICK for Access to Working Principles of the Audit Committee)

Corporate Governance Committee:

Corporate Governance Committee has been established to assist the Board of Directors by ensuring compliance of the company with corporate Governance principles, determining board members and top manager candidates, determining wage, reward and performance evaluation and career planning principles of the company, monitoring compliance of the company with corporate governance principles, carrying out improvement works on this matter, submitting proposals to the board of directors, carrying out studied about investor relations and public disclosure.

All kind of resource and assistance for Corporate Governance Committee to fulfill its tasks are provided by the Board of Directors. Corporate Governance Committee may invite managers deemed as necessary and take their views.

The Committee benefits from independent views about their activities on matters they need. Corporate Governance Committee also takes care of works of the unit with relations with shareholders at the same time.

Members;

- Mr. Mehmet Sami (Chairman of the Committee– Independent Board Member)

- Mr. Yılmaz Tecmen (Board Member)

- Mr. Matthew James Bryza (Board Member )

- Mrs. Ayşe Botan Berker (Independent Board Member)

- Mr. Erkan İlhantekin (Chief Financial Officer)

- Mrs. Tomurcuk Eroğlu (Legal Counsel)

- Mr. Altan Kolbay (Corporate Communication and Public Relations Manager)

- Mrs. Pınar Saatcıoğlu (Investor and Shareholder Relations Assistant Manager)

Chairman of the Committee is a Board Member in status of Independent member in direction of Corporate Governance Principles Communiqué of CMB. Again, in direction of Corporate Governance Principles Communiqué of CMB, tasks of Remuneration Committee and Nomination Committee are fulfilled by Corporate Governance Committee

 (CLICK to access Working Principles of the Corporate Governance Committee)

Risk Committee:

The purpose of the Committee is early detection of risks directed at Operational, Financial, Administrative and Information Systems that may endanger existence, development and maintenance of the company, taking necessary measures about risks detected and developing necessary policies to execute risk management processes. Risk Committee reviews risk management systems at least once a year.

Members;

- Mrs. Ayşe Botan Berker (Chairwoman of the Committee- Independent Board Member)

- Mrs. Banu Aksoy Tarakçıoğlu (Board Member)

- Mr. Erkan İlhantekin (Chief Financial Officer)

- Ms. Tomurcuk Eroğlu (Legal Counsel)

- Mr. Murat Kubilay Şimşek (Corporate Finance Manager)

- Ms. Ayşe Nihal Şeker (Treasury Manager)

Chairman of the Committee is a Board Member in status of Independent member in direction of Corporate Governance Principles Communiqué of CMB.

(CLICK to access Working Principles of the Committee for Early Determination of Risks)

Executive Committee:

The purpose of establishment of the Executive Committee is to make innovation as company culture, to conceive the company and in-group requirements and sudden changes out of the company well, to restructure and make effective the business development process to make change the company policy.

Executive Committee makes/procures continuous investigation; it means strategic analysis of internal and external factors, competitive advantages with periodic intervals according to dynamics of the sector and determines weaknesses and strengths with internal analysis. It determines opportunities and threats with external analysis.

It follows alternative cooperation in the sector, strengthening in-company vertical and horizontal communication infrastructure, behaviors of competitors, economic, political and social changes. It performs revision of work plans and budget of the company according to external shocks, measuring performance and main competencies constituting competitive advantage.

Executive Committee Members:

- Mr. Erdal Aksoy  (Board Chairman)

- Mr. S. Batu Aksoy (Board Member and CEO (General Manager))

- Mrs. Banu Aksoy Tarakçıoğlu (Board Member)

- Mr. Arkın Akbay (Chief Operating Officer)

- Mr. Erkan İlhantekin (Chief Financial Officer)

- Mr. Altan Kolbay (Corporate Communication and Public Relations Manager)

- Ms. Tomurcuk Eroğlu (Legal Counsel)

(CLICK to access Working Principles of the Executive Committee)