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Investor Relations > Disclosure Policy

DISCLOSURE POLICY

1. Purpose and Scope
The Company applies a disclosure policy in order to enable each shareholder and beneficiary to follow up the developments about the Company in an equal and impartial manner within the framework of the Turkish Commercial Code, Capital Market Law and the relevant communiqués, arrangements of Istanbul Stock Exchange and principles of the general corporate governance.  Information requests possibly transmitted by the investors are satisfied besides the disclosures in compliance with the standards determined by the legal arrangements within the framework of this policy.

2. Authority and Responsibility
The disclosure policy is issued and disclosed to the public by the Board of Directors. The Board of Directors is responsible for the follow up, revision and development of the Disclosure Policy. The Corporate Governance Committee informs the Board of Directors, Audit Committee and the Financial Affairs Department on the matters including the “Disclosure Policy”.

3. Means and Methods of Disclosure
Means and methods used by the Company are as follows, provided that the provisions of the Capital Market Laws and Regulations and the Turkish Commercial Code are reserved:

  1. Significant Events of Disclosure transmitted to the Istanbul Stock Exchange (ISE),
  2. Financial statements and footnotes, independent audit report, declarations and annual report etc. periodically submitted to the Istanbul Stock Exchange
  3. Announcements made through the Turkish Trade Registry Gazette and Daily Newspapers (prospectuses, circulars, general assembly calls etc.)
  4. Press statements made through written and visual media
  5. Disclosures made to the distribution institutions such as Reuters, Foreks etc.
  6. Informatory meetings and negotiations held with the capital market participants face to face or through teleconference, disclosures made through attendance to national or international investor conferences,
  7. Corporate website (www.parkelektrik.com.tr)

4. Public Disclosure
(i) Disclosures to the Public
The Company discloses to the public any development, which may possibly affect trading purchase-sale decisions of the investors within the framework of the principles set forth by the CMB, unless they are trade secrets. These disclosures are made by the persons authorized by the Company.
Necessary disclosures relating to the legal and commercial relations between the Company and real persons and legal entities directly and indirectly in contact in respect of capital, management and auditing within the framework of the provisions of the Capital Market Board are made by the Company.

(ii) Public Disclosure of the Financial Reports and Annual Report
The Company discloses its financial reports issued in compliance with the Capital Market Law and the International Financial Reporting Standards quarterly (3, 6, 9 and 12 months periods). The financial reports transmitted to the Istanbul Stock Exchange are also published in the website of the Company. The Company periodically organizes analyst meetings so as to provide information relating to the financial results of the Company and inform the recent updates and reply the questions relating to the Company. The Investor Relations Department is responsible for the organization of these meetings and many authorized officials of the Company such as the Chairman of the Board of Directors, Executive Member of the Board of Directors and top executive managers of the Company attend these meetings and reply the questions of the analysts.

Annual Report including the operational activities of the Company for the last one year and the financial results of the same and approved by the Board of Directors, was prepared and printed by the Company each year. The Annual Report transmitted to the institutions such as Istanbul Stock Exchange and the Capital Market Board is also published and disclosed n the Company’s website. On the other hand, the Annual Report is also sent by mail or e-mail to the addresses of the shareholders and beneficiaries, having transmitted their contact details to the Company.

(iii) Written and Visual Press Statements
The Company makes disclosure through press at least once a year in order to provide information on the routine developments on the activities. The purpose of such public disclosure is to reach wider mass for providing information related to the Company. In case of an extraordinary development relating to the Company, the disclosure is made through press. Contents of the press statement consist of significant events of disclosures already made and the news transmitted to the ISE. The Chairman of the Board of Directors is authorized to make press statement.

(iv) Disclosure of the Expectations and Objectives    
Future expectations and objectives based on these expectations may be disclosed in the Company’s website, materials used during the presentations, annual reports and similar media. The objectives are determined according to the data of the current status in line with the strategies of the Company. The estimates are open to the risks arising out of uncertainty of the future. The investors should add the risks arising out of the nature of mining to these risks. It is always possible that the objectives not be achieved for these reasons. The investors may not consider the estimates and the objectives as the Company’s undertakings.

v) Corporate Web Site
The Company prepared its website (www.parkelektrik.com) in both Turkish and English and designed it to enable easy access in the information disclosed to the public. The Internet website is accessible and there is no restriction in access.

The Company’s website basically includes the Company’s brief history, vision and strategy, financial reports, annual reports, presentations, share price, shareholding structure, corporate governance practices, significant events of disclosure, contact details of the investor relations department, information, documents and announcements regarding the General Assemblies.

The Company submits to the information of the General Assembly the annual report, independent audit report, Corporate Governance Report and Disclosure Policy besides the related laws and regulations for the General Assembly meetings.

In order to ensure the security of the Internet Site, all the possible measures were taken by Ciner Information Technology Group.
(vi) Analyst Reports
The responsibility for the analyst reports is attributed to the issuing company. The Company may, at its own discretion, disclose the analyst reports in its website by stating the sources of the same. Furthermore, the Company may check the accuracy of the information in the analyst report without any comment upon the request of the relevant analyst.

(vii) Follow up of the News and Disclosure about the Company
In case the news possibly affecting purchase-sale of the investors and the share price of our Company are broadcasted in the medium, our Company makes a significant event of disclosure, within short period of time, relating to accuracy of the related news in compliance with the format in Annex 1 of the Communiqué regarding Significant Event of Disclosure. In case the news are correct however no public disclosure has been made related thereto before, then the reason for delay of the significant event of disclosure is stated in this disclosure. The procedure of follow up of the news published or broadcasted in the medium relating to the Company is performed by the Investor Relations Department by the way of monitoring the medium within the framework of the general conditions.

(viii) Internal Information and Confidentiality
Internal information may be disclosed by the Chairman of the Company’s Board of Directors and any other person designated by the Company’s Board of Directors. Tacigül Erdem, Assistant to General Manager, Yeşim Bilginturan, Investor Relations Directors and Selim Erdoğan, Investor Relations Director are authorized for significant events of disclosure. The Company may postpone disclosure of the developments, which may possibly prejudice to the benefits that may legally be disclosed, by exercising its rights within the frame of the legal arrangements. The persons, who may access in the internal information of the Company, are also informed of the legal consequences of unauthorized disclosure of the internal information. The persons, regularly accessing in the internal information, were determined to be the members of the board of directors, general manager and general manager assistants, chief financial officer and its assistant, personnel of the investor relations department, secretariat of the board of directors and auditors of the independent audit company.

(ix) Disclosures regarding Exercise of the Shareholding Rights
Within the framework of the Capital Market arrangements, the shareholders are informed by the prospectuses and announcements, Trade Registry Gazettes and daily newspapers on the General Assemblies, capital increase, dividend payments, merger and spin-off transactions.

Access in the relevant documents is also facilitated through announcements in the Internet website of Park Elektrik besides the means set forth in the Capital Market arrangements.

General Assembly
Date, place, agenda of the General Assembly and articles of association amendment drafts, if any, and form of proxy are all published in 2 daily newspapers, circulating in all over Turkey at least 21 days prior to the General Assembly meeting in accordance with the Capital Market laws and regulations and Corporate Governance Principles. The relevant announcement or informatory document informs where the documents relating to the General Assembly (annual report, independent external audit report, audit report, informatory document) are available for review.
The General Assembly duly convenes in the presence of the Government Observer from the Ministry of Industry and Trade and under the chairmanship of the Presidential Board.

At the General Assembly, information is given on the activities of the relevant year and the financial results; distribution of the profit for the relevant year and the date of distribution are submitted to the General Assembly for ratification.

Information is given on the resumes of the members of the Board of Directors and the matters of re-election or change of the Board Members, whose terms of office expire, determination of their terms of office, re-election or change of the auditors, whose terms of office expire, and determination of their terms of office, determination of the remuneration of the same are submitted to the General Assembly for ratification.

Amendments to the articles of association, deemed appropriate, and selection of independent audit company by the Board of Directors upon the proposal of the Audit Committee, if any, are submitted to the General Assembly for ratification.

Furthermore, Profit Distribution Policy, Disclosure Policy, Ethical Rules, donations and aids made in the relevant year within the scope of social aid are all submitted to the information of the General Assembly.

Transactions entered into with the related parties as per the Capital Market laws and regulations and the anticipation report on the matter are submitted to the information of the General Assembly.

(x) Non-disclosure Period and Prohibition Period
The Company applies “Non-disclosure Period” starting from two weeks before the date of disclosure of the financial results in each period when the financial results are disclosed. Throughout the Non-Disclosure Period, the persons authorized for public disclosure are not allowed to inform opinion on the financial status of the Company, excluding the information already disclosed to the public, and to reply the questions of the analysts and investors relating to the financial status.

The Company applies “Prohibition Period” starting from three weeks before the date of disclosure of the financial results by the date of official disclosure of the results. In this period, employees and managers of the Company are prohibited to conduct share purchase-sale transactions.
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