Home   |   Contact   |   Site Map   |   TÜRKÇE  
  Corporate Governance
Compliance with Corporate Governance Principles
Shareholders
 Public Disclosure and Transparency
Stakeholders
The Board of Directors

   Public Disclosure and Transparency
  • Disclosure policy of the company
  • Material disclosures
  • The website and his content
  • Ultimate controlling individual shareholders
  • Persons with access to insider information

    8. Disclosure Policy of the Company

    8.1. A disclosure policy to provide necessary information to the public was prepared and announced on the Company's website. This policy is available at www.hurriyetkurumsal.com.

    8.2. The disclosure policy was approved by the Board of Directors and presented to the General Meeting of Shareholders. The Board of Directors is in charge of monitoring, revising and improving the disclosure policy. The Corporate Governance Committee informs the Board of Directors, the Executive Board, the Audit Committee and the Financial Affairs Director on issues related to the disclosure policy and makes suggestions.

    8.3. A “Capital Markets and Corporate Governance Unit” was set up to monitor and supervise all issues related to public disclosures. Questions of third parties are responded to by the CEO, the CFO, the Business Development and Investor Relations Coordinator or the Investor Relations Director, depending on the content of the question. In responding to questions, utmost care is taken to avoid any violation of the equal rights of stakeholders to obtain information.

    8.4. Except where applicable legislation requires otherwise, data distribution companies and the website of the Company are used effectively for public disclosures.

    8.5. The Company's disclosure policy contains guidelines for the disclosure of forward-looking information. This information is disclosed together with all relevant statistical data and evidence regarding the Company's financial position and its operational results. Only the CEO and the CFO are authorized to make such disclosures.

    8.6. Board members, executives and shareholders who directly or indirectly own 5% of the Company's capital are required to disclose all their dealings in the Company's securities, in accordance with applicable capital markets legislation.

    8.6.1. There were no transactions or material disclosures in 2007 regarding this issue.

    8.6.2. Since all material disclosures are available on the website, those regarding this issue automatically become available there as well.

    8.6.3. The Company does not have any stock-based derivatives.

    8.7. In 2007, no commercial and/or non-commercial transactions took place between;

      i. Hürriyet and other companies in which Board Members, executives or shareholders who directly or indirectly own 5% or more of Hürriyet's capital and 5% or more of the other company,

      ii. Hürriyet and other companies in which Hürriyet, its Board members, executives or shareholders who have management control irrespective of the amount of shares owned in this company.
    8.8. The financial statements and footnotes of 2007 were prepared on a consolidated basis in accordance with International Financial Reporting Standards, audited by independent auditors pursuant to the International Auditing Standards and were publicly disclosed.

    8.9. The 2007 Annual Report was prepared in accordance the Capital Markets Law, CMB regulations and CMB Principles.
    back to top

    9. Material Disclosures

    9.1. The Company's material disclosures comply with the Capital Markets Law, regulations of CMB and the stock exchange and CMB principles.

    9.1.1. In 2007, there were a total of 28 material disclosures. The Capital Markets Board and the Stock Exchange did not issue any notifications, amendments or requests for additional material disclosures regarding the public disclosures the Company made in 2007.

    9.1.2. All material disclosures sent to the stock exchange were signed by the CFO and the Financial Affairs Manager. Public disclosures are prepared in close cooperation with the Audit Committee and the Corporate Governance Committee.

    9.2. Since the Company's securities are not traded on international stock exchanges, no additional disclosures were required.
    back to top

    10. The Website and its Contents


    10.1. In accordance with the CMB Principles, the Company's website at www.hurriyetkurumsal.com is actively used for public disclosures.

    10.1.1. The content and layout of the Turkish and English pages of the website were redesigned in accordance with CMB principles.

    10.1.2. The website is being continuously improved.

    10.1.3. The address of the website is clearly indicated on the Company's letterhead.

    10.1.4. Guidelines related to the management of the website are included in the disclosure policy.

    back to top

    11. Ultimate Controlling Individual Shareholders

    11.1. Changes in the Company's capital structure and/or management are disclosed to the public in accordance with capital markets legislation and CMB regulations.

    11.2. Ultimate controlling individual shareholders and the shares they own are shown below, after eliminating any indirect shareholdings:

    Shareholder Number of Shares Amount of Shares (%)
    Doğan Family 110,094,437 110,094,437 26.15
    Aydın Doğan Foundation 2,000,915     2,000,915   0.48
    Other 30,019 30,019    0.01
    Publicly Traded 308,874,629 308,874,629 73.37
    Total 421,000,000 421,000,000 100.00

    11.3. To the best of the Company's knowledge, shareholders did not enter into any voting agreements in 2007 for increasing their role in the management of the Company.

    back to top

  • 12.Persons with Access to Insider Information

    All necessary measures and precautions are being taken to prevent insider trading. A list of executives who have access to information that might affect the price of the Company's securities, as well as a list of all other persons and institutions that provide services for the Company are publicly disclosed at www.hurriyetkurumsal.com. The names and positions of individuals who have access to trade secrets are as follows:

    Name Title
    Aydın Doğan Chairman of the Board
    Mehmet Ali Yalçındağ Deputy Chairman of the Board
    Vuslat Doğan Sabancı Board Member/CEO
    Ertuğrul Özkök Board Member/Member of the Executive Board
    Soner Gedik Board Member/Member of the Audit Committee
    Cem Kozlu Board Member (Independent)
    Hakkı Hasan Yılmaz Board Member(Independent) /Chairman of the Audit Committee
    Kai Diekmann Board Member (Independent)
    Ertunç Soğancıoğlu Board Member
    Ahmet Toksoy CFO/Member of the Executive Board
    Ayşe Sözeri Cemal Head of Advertising Group/Member of the Executive Board
    Temuçin Tüzecan Corporate Communications Coordinator/ Member of the Executive Board
    Murat Doğu Member of the Corporate Governance Committee
    Alpay Güler DYH Investor Relations Coordinator and Financial Advisor
    Ahmet Özer Head of Strategy and Business Development Group
    Suzi Apalaçi Investor Relations Coordinator
    H. Sancak Basa Human Resources Coordinator
    Halil Özkan Financial Affairs Manager
    Cem Baykara Finance Manager
    Şükran Yiğit Budget Manager
    İnci Şencan Financial Control and Investor Relations Manager
    Korhan Kurtoğlu Corporate Risk Manager
    S. Serdar Giral Internal Control Manager
    Fuat Arslan Member of the Audit Board
    Mehmet Yörük Member of the Audit Board
    Hakan Çömlekçioğlu Assistant Accounting Manager
    Ayşe Güldoğan Assistant Accounting Manager
    Meliha Silahsızoğlu Assistant Accounting Manager
    Yavuz Ada Assistant Accounting Manager
    Cansen Başaran Symes Independent Auditor
    Gökhan Yüksel Independent Auditor
    Elif Özmet Independent Auditor
    Mustafa Aydemir Independent Auditor
    Serkan Çağatay Independent Auditor
    Ege Ersoy Independent Auditor
    Çiğdem Kazanç Independent Auditor
    Savaş Bekar Certified Public Accountant
    Özer Koçak Certified Public Accountant
    Hüseyin Küçük Public Accountant
    Aynur Somuncu Secretary

    back to top