CELEBI GROUND HANDLING ANNUAL REPORT 2018

8 Çelebi Ground Handling 2018 Annual Report The Company’s annual general meeting was held on 19 April 2018 during which the following resolutions were passed: • The Board of Directors’ annual report and the independent auditors’ report are approved. • The financial statements for the fiscal year 2017 are approved. • The entirety of the TL 63,979,498.12 that descends as net current profit in the Company’s consolidated financial statements dated 31 December 2017 will be distributed as indicated below; In this framework, in compliance with CMB regulations pertaining to profit distribution and with respect to the period beginning on 1 January 2017 and ending on 31 December 2017: - Shareholders who are resident corporate entities and shareholders who are non-resident corporate entities but earn dividends through a place of business or permanent representative based in Turkey will be paid a 315.00% cash dividend corresponding to TL 3.1500 gross (which is equal to TL net) for each share of stock with a nominal value of TL 1.00 that they hold; - Other shareholders will be paid a 315.00% cash dividend corresponding to TL 3.1500 gross for each share of stock with a nominal value of TL 1.00 that they hold, which amount is equal to a 267.75% cash dividend corresponding to TL 2.6775 net for each share of stock with a nominal value of TL 1.00 that they hold, and that 26 April 2018 will be set as the dividend payment date. • The members of the Board of Directors and the Company’s statutory auditors are acquitted of their fiduciary responsibilities. • Board of Directors members Can Çelebioğlu, İsak Antika, Canan Çelebioğlu, Mehmet Murat Çavuşoğlu, Mehmet Yağız Çekin, and Turgay Kuttaş, whose terms of office have expired, are elected to serve as board members for a period of one year (the period between two consecutive annual general meetings). • Uğur Tevfik Doğan and Adil İlter Turan are elected to serve as independent board members for a period of one year (the period between two consecutive annual general meetings). • Independent board members are to be paid a monthly fee/honorarium of gross TL 6.000.00 but no such fees or honoraria are to be paid to board members other than the independent ones. • Güney Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi (“Ernst&Young”) is designated as the independent audit firm (“Auditor”) to carry out the independent audit of the financial statements for 2018 fiscal year and other activities falling under the arrangements in the said laws. • An upper limit of TL 500,000.00 is set on charitable donations that are to be made by the Company during 2018 (1 January 2018-31 December 2018). • Shareholders holding management control, the members of the Board of Directors, senior executives and their spouses and relatives by blood or marriage unto the second degree have been authorized, as per Article 395 of the Turkish Commercial Code no. 6102, to deal in transactions with the Company and its subsidiaries that might lead to conflict of interest, and to deal with the Company on their own or others’ behalf. Information was also provided to shareholders about; • the guarantees, pledges, and mortgages granted and the revenues and benefits received by the Company to/from third parties during 2017 fiscal year, • related-party transactions engaged in 2017 fiscal year, and • TL 330,755.00 worth of charitable donations to various foundations, associations, professional chambers, and public agencies and organizations during the period beginning on 01 January 2017 and ending on 31 December 2017. Participation in general meetings The Ordinary General Meeting held on 19 April 2018 was attended by shareholders responding either in person or in proxy to invitations sent out, as well as by two members of the Company’s Board of Directors, senior managers and Company’s Investor Relations Unit personnel. BOARD OF DIRECTORS - 2018 ANNUAL REPORT