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oda_ExplanationTextBlock| | As a result of the meeting held by the Company's Board of Directors regarding our Company's related party transactions: Pursuant to the Capital Markets Board's Corporate Governance Communiqué No. II.17.1, in the event it is anticipated that the amount of common and continuous transactions between publicly held companies and their subsidiaries and their related parties within an accounting period will reach a ratio exceeding 10% — either of the cost of sales as determined according to the most recently disclosed annual financial statements (for purchase transactions), or of the revenue amount as determined according to the most recently disclosed annual financial statements (for sales transactions) — a report prepared by the Board of Directors regarding the terms of the transactions and their comparison with market conditions, or the conclusion thereof, must be disclosed to the public. Pursuant to Article 10 of the Capital Markets Board's Corporate Governance Communiqué No. II-17.1, the "Report on Related Party Transactions that are Common and Continuous in Nature" regarding the related party transactions in connection with the panel sales anticipated to be carried out by our Company during 2026 was approved at the meeting of our Company's Board of Directors. In this context, since it has been anticipated that the ratios determined under the relevant Communiqué provisions will be exceeded with respect to transactions carried out by our Company with its related parties during the 2026 accounting period, it has been unanimously resolved that: - The attached Related Party Transactions Report prepared for the transactions realized in 2026 be accepted and submitted to the information of our shareholders by way of announcement on the Public Disclosure Platform (KAP), - Transactions of the same nature continue for the remainder of the 2026 accounting period in accordance with the principles set forth in this Report. Conclusion of the Report is as follows: This report presents information regarding the pricing method applied, given that the ratio of common and continuous sales transactions carried out by our Company with its related parties, pursuant to the Corporate Governance Communiqué, to the revenue amount determined according to the most recently disclosed annual financial statements exceeds 10%, and given that transactions of the same nature are anticipated to continue in the 2026 accounting period in accordance with the established principles. In this report, prepared by the Board of Directors pursuant to the provisions of the Corporate Governance Communiqué, following an assessment of Kalyon Güneş Teknolojileri Üretim A.Ş.'s related party transactions, it has been concluded that the terms of the common and continuous transactions carried out in 2026 with its related party — as determined within the scope of International Accounting Standard No. 24 — do not show any material differences compared to arm's length terms, are in line with market conditions, and that there is no impediment to continuing to carry out common and continuous transactions with the relevant companies under the same conditions for the remainder of the fiscal year. We respectfully submit this information to the public and our investors. The English translation of this disclosure has been disclosed to the public simultaneously, and in the event of any discrepancy between the disclosure texts, the Turkish disclosure shall prevail. | ||||||||
We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.
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