DOĞUŞ OTOMOTİV

PRINCIPLES GOVERNING THE ACTIVITIES OF THE BOARD OF DIRECTORS

PRINCIPLES GOVERNING THE ACTIVITIES OF THE Board of DIRECTORS

The Board of Directors plays a leading role in maintaining effective communication between the Company and shareholders, as well as in mitigating and resolving potential disputes that may arise. To this end, the Board of Directors works in close cooperation with the Investor Relations Department.

While fulfilling its duties and responsibilities, the Board of Directors maintains continuous and effective cooperation with executives. When deemed necessary, executives participate in Board of Directors meetings. The authorities and responsibilities of the Company’s Board Members and executives are set forth in Articles 9, 10, 11, 12, and 13 of the Company’s Articles of Association.

The Members of our Company’s Board of Directors are covered under a “Directors and Officers Liability Insurance Policy” against any damages they may cause to the Company due to faults during their tenure, through an annual USD 25 million umbrella insurance policy provided by Doğuş Holding A.Ş.

Today, our manufacturer and business partner Volkswagen AG, with whom we have renewed our distributorship agreement indefinitely, has become a giant with a market capitalization of USD 64 billion. As of the end of 2023, we stand alongside this giant as a strong and reliable partner, with our market capitalization of USD 1,921 million. By executing exemplary projects recognized by Volkswagen AG, we have been deemed worthy of, and continue to receive, numerous national and international awards.

When Turkey was just beginning to discuss concepts and technologies such as car sharing, connectivity, and e-mobility, we became one of the pioneer companies to take the first steps in these areas, embracing digital transformation as a valuable opportunity and integrating it into our strategy. Within the scope of digital transformation, we continue to generate value for the future with an accelerating momentum in the development of our digital competencies, system infrastructure investments preparing us for the future, the adaptation of new technologies, and recently added entrepreneurship initiatives.

Regarding the operating principles and procedures of the Board of Directors;

  • The administrative structure, duties, and responsibilities of the Board of Directors,
  • The processes regarding the convocation and preparation of Board Members for meetings,
  • Information regarding the annual number of meetings and meeting schedules,
  • The method of determining the meeting agenda,
  • The flow of information and documentation regarding agenda items to the members,
  • The principle that each member has one vote,
  • The obligation of Board Members to inform one another, and of executives to brief the Board of Directors,
  • The distribution of duties within the Board of Directors and its committees,
  • The performance evaluation of the Board of Directors, and many other matters specified in the principles, have been regulated.

At this milestone, having achieved firsts and records for exactly 30 years, we, as Doğuş Otomotiv, are moving forward with steady steps to shape the future and ensure sustainable success.

In practice, operations are conducted in accordance with this regulation.