Kap Notices

At the Ordinary General Assembly Meeting of the Company pertaining to the 2025 fiscal year, held on 14 May 2026, the resolutions set out below were duly adopted :

1. The financial statements of the Company for the 2025 fiscal year were approved.
2. The TSRS-Compliant Sustainability Report of the Company for the 2024 fiscal year was approved.
3. Given that no distributable profit was recorded in the Company's 2025 financial statements prepared in accordance with the Capital Markets legislation and the Tax Procedure Law, the General Assembly has resolved not to distribute dividends for the 2025 fiscal year.
4. The members of the Board of Directors were released separately for their activities and transactions during the 2025 fiscal year.
5. The number of Board members was determined as 5, and for a term of 1 year, Ms. Ayşe Botan Berker and Mr. Emin ATAÇ were elected as independent Board members, and Vestel Mobilite Sanayi ve Ticaret Anonim Şirketi (represented by its real person representative Mr. Ahmet Nazif ZORLU), Vestel Ventures Arge Anonim Şirketi (represented by its real person representative Mr. Olgun ZORLU) and Vestek Elektronik Araştırma Geliştirme Anonim Şirketi (represented by its real person representative Mr. Cem Köksal) were elected as Board members.
6. The remuneration of the independent members of the Board of Directors was determined, and it was resolved that no remuneration would be paid to the other members.
7. PwC Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi was elected as the independent auditor to conduct the audit of the accounts and transactions for the year 2026 in accordance with the Turkish Commercial Code and capital markets legislation, and to carry out the mandatory sustainability assurance audit for 2026 pursuant to the regulations of the Public Oversight, Accounting and Auditing Standards Authority.
8. The donation limit for 2026 was determined as 0.05% of the revenue amount calculated based on the Company's annual financial statements for 2025 prepared and publicly disclosed in accordance with the regulations of the Capital Markets Board.
9. It was resolved to authorize the members of the Board of Directors pursuant to Articles 395 and 396 of the Turkish Commercial Code

At the Ordinary General Assembly Meeting of our Company for the 2025 fiscal year held on 14.05.2026, the shareholders resolved, by taking into consideration the proposal of the Board of Directors dated 16.04.2026 and numbered 2026/24, not to distribute dividends since the Company recorded a net loss for the period amounting to TRY 6,321,583,000 in its financial statements for the 2025 fiscal year and a net loss for the period amounting to TRY 5,710,550,455 in its individual financial statements prepared in accordance with the relevant provisions of the Tax Procedure Law No. 213, and therefore no distributable profit existed in the Company's financial statements.

In accordance with the recommendation of the Audit Committee and pursuant to our Audit Committee and pursuant to the resolutions of our Company dated 16/04/2026 and numbered 2026/26 and dated 16/04/2026 and numbered 2026/27, the appointment of PwC Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi as the independent audit firm to conduct the audit of the accounts and transactions of the Company for the fiscal period between 01.01.2026 and 31.12.2026 within the framework of the Capital Markets Law and the relevant legislation, as well as the Turkish Commercial Code and the relevant legislation, and additionally to perform the mandatory sustainability assurance audit regarding the report to be prepared in accordance with the Turkish Sustainability Reporting Standards published by the Public Oversight, Accounting and Auditing Standards Authority for the our Company's 01.01.2026 – 31.12.2026 fiscal year, has been approved by the General Assembly.

According to Article 10 titled "Common and Continuous Transactions" of the Communiqué on Corporate Governance No. II-17.1 of the Capital Markets Board, which was published in the Official Gazette dated January 3, 2014, and numbered 28871, within the scope of Vestel Beyaz Eşya Sanayi ve Ticaret AŞ's ("Company") financial planning for the year 2026; total revenues to be generated from the sale of products to Vestel Ticaret AŞ in 2026 are foreseen to exceed 10% of the Company's revenues in its latest publicly announced annual financial statements. It is concluded that the scope and the terms of the sales transactions are compatible with previous years and are reasonable when compared to market conditions.

In accordance with the resolution of the Board of Directors dated 04.05.2026, Vestel Beyaz Eşya Sanayi ve Ticaret A.Ş. has decided to apply to the Capital Markets Board of Türkiye for the issuance of debt instruments in Turkish Lira up to a total amount of TRY 2,000,000,000 (two billion Turkish Lira), with maturities of up to five (5) years, in one or more issuances, through private placement and/or allocated sale to qualified investors without public offering.

Mr. Özgür Yılmaz, Chief Customer Services Officer of our Company, has resigned from his position effective as of May 1, 2026 (today). Domestic Customer Services operations have been structured to report to Ms. Duygu Badem Uylukçuoğlu, Chief Marketing & Domestic Sales Officer. International Customer Services operations have been structured to report to Mr. Ali Yalçın, Chief Executive Officer of Europe. This is respectfully announced to the public.

The financial results presentation of our Company for the period 01.01.2026–31.03.2026 is made available to our investors on our corporate website (www.vestelinternational.com).

Ms. Zeynep Tarhan, our Chief Human Resources Officer, has submitted her resignation via her petition dated April 30, 2026, to be effective as of June 30, 2026. Respectfully announced to the public.

Vestel Beyaz Eşya Sanayi ve Ticaret AŞ completed the sale of a TL 88,080,000 commercial paper with fixed coupon payment with a maturity of 132 days to domestic qualified investors, the transfer of the securities to the customer accounts will be completed today. The debt instrument offers an annual simple interest rate of 49%. Ak Yatırım Menkul Kıymetler AŞ has acted as the financial intermediary for the issue.