KAP

TAT GIDA SANAYİ A.Ş.

TATGD

1.1. Facilitating the Exercise of Shareholders Rights
The number of investor meetings (conference, seminar/etc.) organised by the company during the year	2 multi-participant teleconferences were organized and a total of28 investors were met.

1.2. Right to Obtain and Examine Information
The number of special audit request(s)	-
The number of special audit requests that were accepted at the General Shareholders' Meeting	-

1.3. General Assembly
Link to the PDP announcement that demonstrates the information requested by Principle 1.3.1. (a-d)	https://www.kap.org.tr/tr/Bildirim/1264572
Whether the company provides materials for the General Shareholders' Meeting in English and Turkish at the same time	PDP disclosures are made in Turkish. English version of the annualreport is made available at the general shareholders' meetings.
The links to the PDP announcements associated with the transactions that are not approved by the majority of independent directors or by unanimous votes of present board members in the context of Principle 1.3.9	There are no such transactions in 2024.
The links to the PDP announcements associated with related party transactions in the context of Article 9 of the Communique on Corporate Governance (II-17.1)	There are no such transactions in 2024.
The links to the PDP announcements associated with common and continuous transactions in the context of Article 10 of the Communique on Corporate Governance (II-17.1)	There are no such transactions in 2024.
The name of the section on the corporate website that demonstrates the donation policy of the company	The Donation and Sponsorship Policy is available in the?Sustainability/Policies/Tat Gıda Donation and Sponsorship Policy?section of the corporate website.
The relevant link to the PDP with minute of the General Shareholders' Meeting where the donation policy has been approved	https://www.kap.org.tr/tr/Bildirim/919441
The number of the provisions of the articles of association that discuss the participation of stakeholders to the General Shareholders' Meeting	Provided in Article 15 of our Articles of Association
Identified stakeholder groups that participated in the General Shareholders' Meeting, if any	The general shareholders' meeting was open to the public,including stakeholders and media, without the right to speak.

1.4. Voting Rights
Whether the shares of the company have differential voting rights	Hayır (No)
In case that there are voting privileges, indicate the owner and percentage of the voting majority of shares.	No
The percentage of ownership of the largest shareholder	%49,84

1.5. Minority Rights
Whether the scope of minority rights enlarged (in terms of content or the ratio) in the articles of the association	Hayır (No)
If yes, specify the relevant provision of the articles of association.	-

1.6. Dividend Right
The name of the section on the corporate website that describes the dividend distribution policy	nvestor Relations / Corporate Identity and Management /Corporate Governance and Policies / Dividend Distribution Policy
Minutes of the relevant agenda item in case the board of directors proposed to the general assembly not to distribute dividends, the reason for such proposal and information as to use of the dividend.	In accordance with the Capital Markets Law, Article 19 of theCompany?s Articles of Association, and the Company?s ProfitDistribution Policy presented to the shareholders at the GeneralAssembly held on 20.03.2023, and prepared in compliance withthe Turkish Commercial Code and the Capital Markets Law, theCompany?s financial statements for the period 01.01.2023 -31.12.2023, prepared in accordance with the TurkeyAccounting/Financial Reporting Standards and audited by PwCIndependent Audit and Certified Public Accountant Company,showed a period loss of TRY 86,244,297 and a previous year?sloss of TRY 390,114,400 arising from inflation adjustment.The loss of the current year amounting to TRY 38,030,659 will beoffset from legal reserves, TRY 48,213,638 from share premiums(share issuance premiums), and TRY 390,114,400 from previousyear losses will be offset as follows: TRY 84,204,013 from sharepremiums (share issuance premiums), and TRY 305,940,387 fromcapital account adjustment differences. The Board of Directors?proposal to allocate TRY 25,653,595.65 of the profit arising fromthe income statement prepared in accordance with the TaxProcedure Law (VUK) as extraordinary reserves was read.According to the SPK?s Decision dated 07.03.2024, it was statedthat TRY 6,135,321,338.29 resulting from inflation adjustments inthe net financial statements prepared according to the VUK wouldbe deducted from inflation adjustment differences. The Board ofDirectors' proposal for profit distribution was approved by amajority vote, with 77,289,560.97 TRY in favor and 7,151,557.02TRY against.
PDP link to the related general shareholder meeting minutesin case the board of directors proposed to the general assembly not to distribute dividends	https://www.kap.org.tr/tr/Bildirim/1277282

General Assembly Meetings

General Meeting Date	The number of information requests received by the company regarding the clarification of the agenda of the General Shareholders' Meeting	Shareholder participation rate to the General Shareholders' Meeting	Percentage of shares directly present at the GSM	Percentage of shares represented by proxy	Specify the name of the page of the corporate website that contains the General Shareholders' Meeting minutes, and also indicates for each resolution the voting levels for or against	Specify the name of the page of the corporate website that contains all questions asked in the general assembly meeting and all responses to them	The number of the relevant item or paragraph of General Shareholders' Meeting minutes in relation to related party transactions	The number of declarations by insiders received by the board of directors	The link to the related PDP general shareholder meeting notification
25/04/2024	0	%62,09	%0,66	%61,43	nvestor Relations/Corporate Governance/GeneralAssembly Meetings	Assembly Meetings/Meeting Minutes	Article 14	0	https://www.kap.org.tr/tr/Bildirim/1264572

2.1. Corporate Website
Specify the name of the sections of the website providing the information requested by the Principle 2.1.1.	Investor Relations
If applicable, specify the name of the sections of the website providing the list of shareholders (ultimate beneficiaries) who directly or indirectly own more than 5% of the shares.	There are no real person shareholders holding morethan 5% shares. The Company's shareholdingstructure is available on the website under InvestorRelations / Corporate Governance / ShareholdingStructure.
List of languages for which the website is available	Turkish / English

2.2. Annual Report
The page numbers and/or name of the sections in the Annual Report that demonstrate the information requested by principle 2.2.2.
a) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the duties of the members of the board of directors and executives conducted out of the company and declarations on independence of board members	membersManagement & Corporate
b) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on committees formed within the board structure	Corporate Governance, Board of Directors
c) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the number of board meetings in a year and the attendance of the members to these meetings	Corporate Governance, Board of Directors
ç) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on amendments in the legislation which may significantly affect the activities of the corporation	There are no legislative amendments that maysignificantly affect company operations
d) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on significant lawsuits filed against the corporation and the possible results thereof	Corporate Governance / Legal Disclosurese
e) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the conflicts of interest of the corporation among the institutions that it purchases services on matters such as investment consulting and rating and the measures taken by the corporation in order to avoid from these conflicts of interest	Corporate Governance / Legal Disclosurese
f) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on the cross ownership subsidiaries that the direct contribution to the capital exceeds 5%	There is no reciprocal shareholding with direct participation in thecapital exceeding 5%.
g) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on social rights and professional training of the employees and activities of corporate social responsibility in respect of the corporate activities that arises social and environmental results	Corporate Governance, Beneficiaries

3.1. Corporation's Policy on Stakeholders
The name of the section on the corporate website that demonstrates the employee remedy or severance policy	Investor Relations / Corporate Identity and Management /Corporate Governance and Policies / Employee CompensationPolicy
The number of definitive convictions the company was subject to in relation to breach of employee rights	53
The position of the person responsible for the alert mechanism (i.e. whistleblowing mechanism)	Head of Risk Management and Internal Audit
The contact detail of the company alert mechanism	Company employees can access the whistleblowing mechanismvia the intranet. In addition, our employees and stakeholders havethe opportunity to report online or via telephone, which can beaccessed through the whistleblowing notification tab on thecorporate website.https://www.tatgida.com.tr/en/ethical-approach/ethical-line/

3.2. Supporting the Participation of the Stakeholders in the Corporation's Management
Name of the section on the corporate website that demonstrates the internal regulation addressing the participation of employees on management bodies	Internal regulations have no public link
Corporate bodies where employees are actually represented	In our company, both unionized and non-unionized colleaguesparticipate in the management with different methods and sharetheir views. The annual Employee Loyalty Surveys that areconducted at all our companies collect the opinions of all ourcoworkers anonymously in open-ended questionnaire format.Through various communication meetings held at our companies,company-related information is shared with the employees,dealers and other stakeholders, and their questions andcomments are obtained

3.3. Human Resources Policy
The role of the board on developing and ensuring that the company has a succession plan for the key management positions	A succession plan is created for all key management positions.This Succession Plan is finalized by submitting the approval ofthe Chairman of the Board of Directors following the approval ofthe CEO
The name of the section on the corporate website that demonstrates the human resource policy covering equal opportunities and hiring principles. Also provide a summary of relevant parts of the human resource policy.	The Personnel Code which defines the criteria for recruitment isaccessible by all employees; job announcements include therequired competencies. In addition, the Investor Relations /Sustainability / Our Employees and; About Us/Code of Ethics andCompliance Policies section of our corporate website emphasizesthe issue of equal opportunity in recruitment in Tat Gıda
Whether the company provides an employee stock ownership programme	Pay edindirme planı bulunmuyor (There isn't an employee stock ownership programme)
The name of the section on the corporate website that demonstrates the human resource policy covering discrimination and mistreatments and the measures to prevent them. Also provide a summary of relevant parts of the human resource policy.	?Tat Gıda Human Resources Policy? and `Tat Gıda EthicalPrinciples and Compliance Policies? are available on ourcorporate website under Sustainability / Policies
The number of definitive convictions the company is subject to in relation to health and safety measures	2

3.5. Ethical Rules and Social Responsibility
The name of the section on the corporate website that demonstrates the code of ethics	"Ethical Principles and Compliance Policies? are includedunder the Sustainability / Policies heading.
The name of the section on the company website that demonstrates the corporate social responsibility report. If such a report does not exist, provide the information about any measures taken on environmental, social and corporate governance issues.	Sustainability/Sustainability Report
Any measures combating any kind of corruption including embezzlement and bribery	?Ethical Principles and Compliance Policies? and `Tat GıdaAnti-Bribery and Anti-Corruption Policy? underSustainability / Policies

4.2. Activity of the Board of Directors
Date of the last board evaluation conducted	27/12/2024
Whether the board evaluation was externally facilitated	Hayır (No)
Whether all board members released from their duties at the GSM	Evet (Yes)
Name(s) of the board member(s) with specific delegated duties and authorities, and descriptions of such duties	There was no delegation of authority.
Number of reports presented by internal auditors to the audit committee or any relevant committee to the board	The internal audit unit makes a collective presentation tothe audit committee every year on the activities carriedout during the year.
Specify the name of the section or page number of the annual report that provides the summary of the review of the effectiveness of internal controls	Corporate Governance/Risk Management and InternalAudit
Name of the Chairman	Veysel Memiş
Name of the CEO	Veysel Memiş
If the CEO and Chair functions are combined: provide the link to the relevant PDP annoucement providing the rationale for such combined roles	https://www.kap.org.tr/tr/Bildirim/1357380
Link to the PDP notification stating that any damage that may be caused by the members of the board of directors during the discharge of their duties is insured for an amount exceeding 25% of the company's capital	-
The name of the section on the corporate website that demonstrates current diversity policy targeting women directors	Board Diversity Policy;https://www.tatgida.com.tr/en/about-us-2/management/policies/
The number and ratio of female directors within the Board of Directors	As of 2024, there are 2 female members on our Board ofDirectors, representing 22% of the total

Board Members

Name-Surname	Real Person Acting on Behalf of Legal Person Member	Gender	Title	Profession	The First Election Date To Board	Whether Executive Director or Not	Positions Held in the Company in the Last 5 Years	Current Positions Held Outside the Company	Whether the Director has at Least 5 Years’ Experience on Audit, Accounting and/or Finance or not	Share in Capital (%)	The Share Group that the Board Member Representing	Independent Board Member or not	Link To PDP Notification That Includes The Independency Declaration	Whether the Independent Director Considered By The Nomination Committee	Whether She/He is the Director Who Ceased to Satisfy The Independence or Not	Committees Charged and Task
VEYSEL MEMİŞ		Male	Chairman of the Board	Managing Director / Chief Executive	19/02/2024	Executive	Yönetim Kurulu Başkan Vekili-Genel Müdür	Memişoğlu Tarım Ürünleri Tic. Ltd. Şti. Müdürü, Tatlog Lojistik Hizmetleri A.Ş.Yönetim Kurulu Başkanı, Tat Bakliyat A.Ş. Yönetim Kurulu Üyesi	Yes	0	-	Dependent Member	-		No	-
GİYASETTİN MEMİŞ		Male	Deputy Chairman of the Board	Managing Director / Chief Executive	19/02/2024	Non-Executive	Yönetim Kurulu Üyesi	Tat Bakliyat A.Ş. Yönetim Kurulu Üyesi, Biliktan Örme Sanayi ve Ticaret Anonim Şirketi Yönetim Kurulu Başkan Yardımcısı	Yes	0	-	Dependent Member	-		No	-
TUBA MEMİŞ		Female	Member of the Board	Managing Director / Chief Executive	12/11/2024	Non-Executive	-	Tat Bakliyat A.Ş. Genel Müdür	Yes	0	-	Dependent Member	-		No	-
NASİP MEMİŞ		Male	Member of the Board	Managing Director / Chief Executive	19/02/2024	Non-Executive	-	Tat Bakliyat A.Ş., Tat Agro Tarım Sanayi ve Tic. A.Ş. Tatlog Tarım Ürünleri Lisanslı Depoculuk Anonim Şirketi Yönetim Kurulu Üyesi	Yes	0	-	Dependent Member	-		No	-
TUNCER MEMİŞ		Male	Member of the Board	Managing Director / Chief Executive	19/02/2024	Non-Executive	-	Tat Bakliyat A.Ş., Tat Agro Tarım Sanayi ve Tic. A.Ş. Tatlog Tarım Ürünleri Lisanslı Depoculuk Anonim Şirketi Yönetim Kurulu Üyesi	Yes	0	-	Dependent Member	-		No	-
YOSHIHISA HAIRO	-	Male	Member of the Board	Managing Director / Chief Executive	25/04/2024	Non-Executive	-	Kagome Co. İcra Kurulu Üyesi, Üretim ve Satınalma Bölümü Bölüm Direktörü	Yes	0	-	Dependent Member	-		No	-
AYŞE SELEN KOCABAŞ		Female	Member of the Board	Managing Director / Chief Executive	25/04/2024	Non-Executive	-	Tekfen Holding Bagimsiz YK Üyesi, MultinetUP Grubun YK Üyesi, Aydın Grup ve English Home ve Eve Danışman Yönetim Kurulu	Yes	0	-	Independent Member	https://www.kap.org.tr/tr/Bildirim/1264572	Considered	No	Chairman of the Corporate Governance Committee, Member of the Risk Management Committee
HALUK ZİYA TÜRKMEN		Male	Member of the Board	Managing Director / Chief Executive	25/04/2024	Non-Executive	-	MAG Consulting yönetici ortağı ve AREOPA International iş ortağı	Yes	0	-	Independent Member	https://www.kap.org.tr/tr/Bildirim/1264572	Considered	No	Chairman of the Audit Committee, Member of the Corporate Governance Committee
MEHMET ORMANCI		Male	Member of the Board	Managing Director / Chief Executive	25/04/2024	Non-Executive	-	Baltaş Eğitim ve Danışmanlık Şirketinde Danışman	Yes	0	-	Independent Member	https://www.kap.org.tr/tr/Bildirim/1264572	Considered	No	Risk Management Committee Chairman, Audit Committee Member

4.4. Meeting Procedures of the Board of Directors
Number of physical or electronic board meetings in the reporting period	In 2024, 22 physical board meetings were held, and all decisions,except those taken at these meetings, were taken by circulation,with the members being informed a reasonable time in advance. Inaddition, the members of the board of directors were regularlyinformed about the company's performance and developments.Considering the meetings held, the majority of the members of theBoard of Directors attended most of the meetings.
Director average attendance rate at board meetings	%89
Whether the board uses an electronic portal to support its work or not	Hayır (No)
Number of minimum days ahead of the board meeting to provide information to directors, as per the board charter	There is no such procedure
The name of the section on the corporate website that demonstrates information about the board charter	There is no such procedure
Number of maximum external commitments for board members as per the policy covering the number of external duties held by directors	There is no such procedure

4.5. Board Committees
Page numbers or section names of the annual report where information about the board committees are presented	Corporate Governance, Board of Directors
Link(s) to the PDP announcement(s) with the board committee charters	https://www.kap.org.tr/tr/Bildirim/1024047

Composition of Board Committees-I

Names Of The Board Committees	Name Of Committees Defined As "Other" In The First Column	Name-Surname of Committee Members	Whether Committee Chair Or Not	Whether Board Member Or Not
Denetim Komitesi (Audit Committee)	-	Haluk Ziya Türkmen	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Denetim Komitesi (Audit Committee)	-	Mehmet Ormancı	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Ayşe Selen Kocabaş	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Haluk Ziya Türkmen	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Mehmet Ormancı	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Ayşe Selen Kocabaş	Hayır (No)	Yönetim kurulu üyesi (Board member)

4.5. Board Committees-II
Specify where the activities of the audit committee are presented in your annual report or website (Page number or section name in the annual report/website)	It is available on the Company's website athttps://www.tatgida.com.tr/tr/hakkimizda/ust-yonetim/komiteler/under the heading ?Committee Operating Principles?.
Specify where the activities of the corporate governance committee are presented in your annual report or website (Page number or section name in the annual report/website)	It is available on the Company's website athttps://www.tatgida.com.tr/tr/hakkimizda/ust-yonetim/komiteler/under the heading ?Committee Operating Principles?.
Specify where the activities of the nomination committee are presented in your annual report or website (Page number or section name in the annual report/website)	Activities related to the nomination committee are carried out by theCorporate Governance Committee. It is available on our Company'swebsite at the link https://www.tatgida.com.tr/tr/hakkimizda/ust-yonetim/komiteler/ under the heading ?Committee OperatingPrinciples?.
Specify where the activities of the early detection of risk committee are presented in your annual report or website (Page number or section name in the annual report/website)	It is available on the Company's website athttps://www.tatgida.com.tr/tr/hakkimizda/ust-yonetim/komiteler/under the heading ?Committee Operating Principles?.
Specify where the activities of the remuneration committee are presented in your annual report or website (Page number or section name in the annual report/website)	Activities related to the Remuneration Committee are carried out bythe Corporate Governance Committee. It is available on theCompany's website at https://www.tatgida.com.tr/tr/hakkimizda/ust-yonetim/komiteler/ under the heading ?Committee OperatingPrinciples?.

4.6. Financial Rights
Specify where the operational and financial targets and their achievement are presented in your annual report (Page number or section name in the annual report)	It is located in the Managment section.
Specify the section of website where remuneration policy for executive and non-executive directors are presented.	The ?Remuneration Policy? is available on the Tat Gıda corporatewebsite: https://www.tatgida.com.tr/tr/yatirimci-iliskileri/kurumsal-yonetim/politikalar/.
Specify where the individual remuneration for board members and senior executives are presented in your annual report (Page number or section name in the annual report)	Legal Disclosures / Financial Rights Assigned to the Members of theBoard of Directors and Senior Managers

Composition of Board Committees-II

Names Of The Board Committees	Name Of Committees Defined As "Other" In The First Column	The Percentage Of Non-executive Directors	The Percentage Of Independent Directors In The Committee	The Number Of Meetings Held In Person	The Number Of Reports On Its Activities Submitted To The Board
Denetim Komitesi (Audit Committee)	-	100%	100%	6	6
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	100%	100%	5	5
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	100%	100%	6	6