 |
| Corporate Governance |
|
Compliance with Corporate Governance Principles |
|
Shareholders |
|
 Public Disclosure and Transparency |
|
Stakeholders |
|
The Board of Directors |
 |
Public Disclosure and Transparency
|
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;
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. 8.9. 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:
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:
back to top |
