Resolution of the Board of Directors regarding the Distribution of Profit Shares | 26/02/2010

26.02.2010

About the Resolution of the Board of Directors regarding the Distribution of Profit Shares

Date of the Resolution of the Board of Directors : 26/02/2010
Accounting Period of the Profit Share, which will be Offered to be Distributed : 01.01.2009-31.12.2009
Total of Profit Share, which will be Offered to be Distributed as Shares (TL) : 85.000.000,00
In the Capital, Percentage of Profit Share, which will be Offered to be Distributed as Shares (%) : 14,17
Total of Gross Profit Share which will be Offered to be Distributed in Cash (TL) : 30.000.000,00
Profit Share to be Distributed in Cash to each Share, with 1TL Nominal Value, transacted in the Exchange : 0
Gross (TL) : 0,050000
Net (TL) : 0,042500
Distribution Date to be Offered : The dividend to be distributed as the book-entry bonus shares is to be distributed after the said shares are registered by the Capital Market Board and distribution of the dividend amounting to 30.000.000.-TL to be distributed in cash is to be commenced as of 03.05.20010.

Pursuant to Our Directors Board’s Resolution dated February 26th 2010;

the General Assembly shall be offered to reserve and distribute 2009 Net Profit of 174.887.526,00.- TL as follows in accordance with Article 55 of our Articles of Association.

  1. in accordance with the 1st subparagraph of paragraph (a) of 55th article of our Statutes, to the allocation of 8.744.376,30 TL which is 5% of the net profit as legal reserve fund;
  2. in accordance with the 2nd subparagraph of paragraph (a) of 55th article of our Statutes, to the allocation of 8.744.376,30 TL which is 5% of the net profit as provision for loss, which may come into existence in the future;
  3. in accordance with the paragraph (b) of 55th article of our Statutes, to the allocation of 60 Billion shares, paid-up and non-paid-up, with 1 Kuruş nominal value, (on account of 6%) to be 0,06 Kuruş to each of them, the total amount of 36.000.000.- TL as first profit share;
  4. According to article 5-(1)/e of Corporate Tax Code, 2.795.107,50 TL will be classified into a specific account of Equity as “property sale income”,
  5. Out of the 118.603.665,90 TL, the remnant after the reduction of 1-4 articles above, in accordance with the paragraph (c) of 55th article of our Statutes,
  6. a) to the distribution of gross amount of 1.976,73 TL, which is 5% of the aforementioned remainder (to be limited with the part of 200.000 of paid-in-capital), to the founder shares to be 19,76 TL to each founder share; b) to the distribution of gross amount of 593.018,33 TL, which is the 0,5% of the aforementioned remainder, to the Members of Board of Directors; c) to the distribution of gross amount of 3.558.109,98 TL, which is the 3% of the aforementioned remainder, to the employees in accordance with the Resolution of Board of Directors;
  7. in accordance with the paragraph (d) of 55th article of our Statutes, to the allocation of 60 Billion shares, paid-up and non-paid-up, with 1 Kuruş nominal value, (on account of 13,17%) to be 0,132 Kuruş to each of them, the total amount of 79.000.000.- TL as second profit share
  8. in accordance with 3rd subparagraph of 2nd paragraph of 466th article of Turkish Trade Code, to the allocation of 8.915.310,50 TL as statutory reserve fund,
  9. to the allocation of 26.535.250,36 TL, the remainder, as extraordinary reserve fund;
  10. to the distribution of 115.000.000.-TL, in full, which is the total of first and second profit shares stated in 3rd and 6th articles above, 30.000.000.-TL of 115.000.000.-TL is to be distributed to shareholders as cash dividend and remaining 85.000.000.-TL, as share to cover the amount of 85.000.000.-TL of 100.000.000.-TL which is raised due to the increase of our Bank Capital from 600.000.000.-TL to 700.000.000.-TL;
  11. to the distribution of dividends of the year of 2009 equivalent to 85.000.000.- TL as bonus shares subsequent to the registration of the said shares by the Capital Market Board and the distribution of cash dividends equivalent to 30.000.000.-TL starting May 3rd, 2010 ; to recommend to the General assembly to entitle the Board of Directors for all procedures related to all issues projected above.

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