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   Dividend Policy
Dividend Policy for 2007
Proposed dividend distribution for 2007


Dividend policy for 2007

The Company determines its dividend policy in accordance with the relevant provisions of the Turkish Commercial Code (TCC), the Capital Markets Law, regulations and resolutions of the Capital Markets Board (CMB), tax laws, other applicable legislation and its Articles of Association.

Accordingly;

  1. In principle; a minimum of 50% of “net distributable profit” based on Financial Statements prepared in line with International Financial Reporting Standards (IFRS) and Capital Market Board Regulations are distributed,


  2. In case of an intention to distribute 50% to 100% of the “net distributable profit,” the dividend payout ratio is determined considering the financial structure and budget of the Company.


  3. Dividend distribution proposal is made public taking into consideration legal time frames and following the Ordinary General Assemblies of subsidiaries and affiliates included in the Company's consolidated financial statements.


  4. “Net profit” of the subsidiaries, joint ventures and affiliates, which are included in the Company's consolidated financial statements, are treated as a deductible item in calculating the “net distributable profit” in cases they have not taken the decision to distribute dividends in their General Assemblies.


  5. In the event that the “net distributable profit” based on financial statements prepared in line with the Turkish Commercial Code and Tax Laws is;


    1. a- Lower than the amount calculated according to Article 1, the amount calculated within the framework of this article (Article 6) is applied and all the distributable amount is distributed,

      b- Higher than the amount calculated according to Article 1, Article 2 is the guideline for the action to be taken.

  6. In the case that there is no distributable profit based on financial statements prepared in accordance with the Turkish Commercial Code and Tax Laws, no dividend distribution is made even if there is a “net distributable profit” based on financial statements prepared in accordance with IFRS and Capital Markets Legislation.


  7. In the case that the “net distributable profit” is below 5% of the Company's issued capital, it may be decided not to make any dividend distribution.


  8. Dividend distribution is evaluated in the presence of investment plans that require considerable fund outflow, events that may affect the Company's financial structure and uncertainty and adverse developments in the economy and market conditions.


Proposed Dividend  Distribution for 2007

According to consolidated financial statements prepared in accordance with International Financial Reporting Standards, the Company's consolidated net profit was YTL 94,187,141. On the other hand, net distributable profit was YTL 77,522,212, calculated by deducting YTL 4,793,575 as primary legal reserve as per Article 466/1 of the TCC and YTL 13,691,830 for the net profit of subsidiaries and affiliates that have not yet held their General Assembly meetings or have not resolved to distribute dividends from the consolidated net profit and by adding YTL 1,820,476 for donations made during the year to the consolidated net profit.

Net profit based on the Company's non-consolidated financial statements was YTL 95,871,506. After deducting primary legal reserve as per Article 466/1 of the Turkish Commercial Code from the net profit, net distributable profit is calculated to be YTL 91,077,931.

In light of the above and in accordance with CMB resolutions and relevant legislation, the Company's Board of Directors convened on May 1, 2008 and resolved to propose to the Ordinary General Assembly that the Company distribute 50.31% of the Company's net distributable profit of YTL 77,522,212 for 2007; which is YTL 39,000,000, in bonus shares and that the Company add the remaining YTL 50,393,566 to extraordinary reserves.

This bonus share distribution corresponds to 9.26366% of the Company's issued capital of YTL 421,000,000. Accordingly, bonus shares corresponding to YTL 0.0926366 of share capital for each share representing YTL 1 of the share capital will be distributed to shareholders.