KAP

ATAKEY PATATES GIDA SANAYİ VE TİCARET A.Ş.

ATAKP

1.1. Facilitating the Exercise of Shareholders Rights
The number of investor meetings (conference, seminar/etc.) organised by the company during the year	7 investor meetings were held in 2024, and the meetings were held with the participation of one or more investors / analysts.

1.2. Right to Obtain and Examine Information
The number of special audit request(s)	0
The number of special audit requests that were accepted at the General Shareholders' Meeting	0

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/1289217
Whether the company provides materials for the General Shareholders' Meeting in English and Turkish at the same time	Yes
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 is no such transaction.
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)	In the announcement https://www.kap.org.tr/tr/Bildirim/1299780, regarding the 2023 activity year, as the 14th agenda item statement in the General Assembly minutes; The General Assembly was informed about the transactions made with "Related Parties" within the scope of the Capital Markets Board regulations. It was reported that it was included in the relevant footnote of the independent audit report. The conclusion of the Related Party Transactions Report was announced in the announcement https://www.kap.org.tr/tr/Bildirim/1287762.
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 has been no significant development in the scope and conditions of widespread and continuous transactions in the 2024 operating year.
The name of the section on the corporate website that demonstrates the donation policy of the company	https://www.atakey.com.tr/en/corporate-governance/policies/
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/1230884
The number of the provisions of the articles of association that discuss the participation of stakeholders to the General Shareholders' Meeting	There is no implementation provision in the Articles of Association as specified in Corporate Governance Principle 1.3.11
Identified stakeholder groups that participated in the General Shareholders' Meeting, if any	Board members, independent audit company, shareholders, legal advisors and company employees were attended.

1.4. Voting Rights
Whether the shares of the company have differential voting rights	Evet (Yes)
In case that there are voting privileges, indicate the owner and percentage of the voting majority of shares.	The share of the company with a nominal value of 20,000,000 TL, which corresponds to 14.4% of the capital, represents the Company's capital as registered and privileged (Group A). Group A shareholder has 5 (five) voting rights for each Group A share. Half of the members of the Company's Board of Directors are elected among the candidates nominated by Group A shareholders, with the quorums specified in the Turkish Commercial Code and the Capital Markets Law.
The percentage of ownership of the largest shareholder	%79,66

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.	Not enlarged.

1.6. Dividend Right
The name of the section on the corporate website that describes the dividend distribution policy	https://www.atakey.com.tr/en/corporate-governance/policies/
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.	According to the financial statements of our company prepared in accordance with the CMB accounting standards of the Company's Board of Directors for the 2023 operating period, the net profit for the 2023 fiscal year has been realized as 293,385,809 TL. After deducting the legal obligations, the total gross amount will be 122,000,000.-TL, to be covered entirely from the net period profit of 2023, as of July 8, 2024. The profit distribution proposal regarding "distributing it to the partners and keeping the remaining part of the 2023 net profit as an extraordinary reserve within our Company" was read and the discussion started. The Chairman of the Meeting, Mr. Sedat BOZANOĞLU, asked if anyone wanted to speak about the agenda item. Turgay ÇAKMAK, one of the shareholders, took the floor and said, "Withholding tax is not deducted from the management, withholding tax is deducted from the shareholders, can we get information?" The Member of the Board of Directors and the Chairman of the Meeting informed that the deduction was required by legal regulations. The mentioned profit distribution proposal of the Board of Directors was submitted to the approval of the General Assembly, and it was unanimously decided by those who attended the meeting to accept the proposal for the 2023 activity period as is and to distribute the profit as stated in the proposal.
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/1299780

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
14/06/2024	0	%79,71	%0,06	%99,94	Investor Relations / Corporate Governance / General Assembly	https://www.atakey.com.tr/en/corporate-governance/general-assembly/	14.article	75	https://www.kap.org.tr/tr/Bildirim/1289217

2.1. Corporate Website
Specify the name of the sections of the website providing the information requested by the Principle 2.1.1.	https://www.atakey.com.tr/en/board-of-directors/ https://www.atakey.com.tr/en/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 is no real person shareholder who owns more than 5% of the shares.
List of languages for which the website is available	Turkish and 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	Corporate Profile / Board of Directors, Corporate Profile / Senior Management, Corporate Governance / Board of Directors and Senior Management
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 Profile / Board Committees, Corporate Governance / Committees
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 and Senior Management
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	Corporate Governance / Other Legal and Important Information
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 / Other Legal and Important Information
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 / Other Legal and Important Information
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 mutual participation relationship.
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	2024 Activities / Human Resources, 2024 Activities / Sustainability Gains, 2024 Activities / Corporate Social Responsibility

3.1. Corporation's Policy on Stakeholders
The name of the section on the corporate website that demonstrates the employee remedy or severance policy	There is no compensation policy on the corporate website.
The number of definitive convictions the company was subject to in relation to breach of employee rights	There is 1 lawsuit that has been finalized against the company in 2024.
The position of the person responsible for the alert mechanism (i.e. whistleblowing mechanism)	It is the responsibility of our main shareholder, TFI Internal Control, Compliance and Risk Management Unit, in coordination with Atakey Patates Human Resources Department.
The contact detail of the company alert mechanism	Stakeholders can make notifications 24 hours a day, 7 days a week, using the notification channels listed below. Telephone access (call center channel): 0850 822 38 45 Access via e-mail (e-mail channel): tfitabgida@etikhat.com https://atakey.com.tr/iletisim/ Website (web channel): ataetikhat.com.tr

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	Employee participation in management is not regulated by the articles of association. It is written that the stakeholders' policy aims to develop mechanisms and models that support the participation of stakeholders in the Company's management in a way that does not disrupt the Company's activities. A prioritization survey regarding sustainability activities was also administered to employees in 2024. An employee satisfaction survey will be conducted in 2025.
Corporate bodies where employees are actually represented	TEK GIDA-İŞ Union

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	Not available
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.	Not availIt is explained in the General Principles section of the Human Resources Policy.able
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.	Not available
The number of definitive convictions the company is subject to in relation to health and safety measures	There are no finalized work accident case against the company in 2024.

3.5. Ethical Rules and Social Responsibility
The name of the section on the corporate website that demonstrates the code of ethics	https://www.atakey.com.tr/corporate-governance/policies/
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.	At the address of https://www.atakey.com.tr/en/investor-relations/financial-information/ 2024 Atakey Patates Annual Report
Any measures combating any kind of corruption including embezzlement and bribery	TFI and its subsidiaries and affiliates are committed to conducting the Company's activities lawfully in compliance with all applicable corruption laws. To this end, the Anti-Corruption Policy (?Policy?) contains guidelines, standards and procedures aimed at ensuring that the Company and Company personnel understand and comply with applicable corruption laws in all their dealings with current and prospective Company customers and clients, third parties, business partners and others. There is an Ethics Line structure for reporting possible actions that may be considered as violations of the determined rules, and the aim is to report abuses within this scope. The Company's directors, officers and executives fully support this policy and are committed to preventing bribery and corruption and responding appropriately to any incident that may require intervention. The Deputy General Manager responsible for Finance and the Internal Control and Compliance Director are responsible for the implementation of this policy. Additionally, the Company's Code of Ethics includes measures taken to combat all kinds of corruption.

4.2. Activity of the Board of Directors
Date of the last board evaluation conducted	Not available
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	Erhan KURDOĞLU - Chairman of the Board / Korhan KURDOĞLU - Vice Chairman of the Board
Number of reports presented by internal auditors to the audit committee or any relevant committee to the board	-
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 / Board of Directors and Senior Management
Name of the Chairman	Erhan KURDOĞLU
Name of the CEO	Ahmet ÖZGÜL
If the CEO and Chair functions are combined: provide the link to the relevant PDP annoucement providing the rationale for such combined roles	Not the same person
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	https://www.kap.org.tr/tr/Bildirim/1371438
The name of the section on the corporate website that demonstrates current diversity policy targeting women directors	Not available
The number and ratio of female directors within the Board of Directors	1 and 17%

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
ERHAN KURDOĞLU		Male	Chairman of the Board	Businessman / Businesswoman	04/04/2023	Non-Executive	Yönetim Kurulu Başkanı	- TAB Gıda Sanayi ve Ticaret A.Ş., - Reklam Üssü Reklam Ajansı Prodüksiyon Danışmanlık Organizasyon Sanayi Ve Dış Ticaret A.Ş., - Fasdat Gıda Dağıtım Sanayi Ve Ticaret A.Ş., - Ekur Et Entegre Sanayi Ve Ticaret A.Ş., - Ekmek Unlu Gıda Sanayi Ve Ticaret Anonim Şirketi, - TFI Tab Gıda - Mes Mutfak Ekip. San ve Serv. Hizm. Tic. A.Ş - Ata Portföy Yönetimi A.Ş. - Işık Ata Turizm ve Tic.A.Ş. - Ata GYO A.Ş. - Ekur İnşaat San ve Tic. A.Ş. - Ata Holding A.Ş. - Atp Ticari Bilgisayar Ağı ve Elektrik Güç Kaynakları Üretim Pazarlama ve Tic. A.Ş. - Ata Gayrimenkul Geliştirme Yat. A.Ş. - Bedela İnşaat ve Tic A.Ş. - Entegre Harç San A.Ş., - Donna Giyim San. A.Ş., - Seri İnşaat ve Tic. A.Ş., - AtaSancak, - Kurdoğlu İnşaat Tur. Tic. A.Ş, - İzmir Enternasyonel Otelcilik A.Ş. -Ata İnşaat San ve Tic. A.Ş. - Ata Express, - Fasdat Sebze, - Yamata İnşaat Sanayi Ve Ticaret Anonim Şirketi - Pangea Foods SPC (Cayman şirketi) - Pangea Foods China Holdings Ltd. (Cayman Şirketi) - Pangea Foods China Intermediate Ltd. (Cayman Şirketi) - TFI Asia Holdings Coöperatief U.A - TFI Asia Holdings B.V.	Yes	0	-	Dependent Member
KORHAN KURDOĞLU		Male	Deputy Chairman of the Board	Businessman / Businesswoman	04/04/2023	Non-Executive	Yönetim Kurulu Başkan Vekili	- Ata Holding A.Ş. - Atp Ticari Bilgisayar Ağı ve Elektrik ve Güç Kaynakları Üretim Pazarlama ve Ticaret Anonim Şirketi - Ata Gayrimenul Geliştirme Yatırım ve İnşaat Anonim Şirketi - Entegre Harç Sanayi ve Ticaret A.Ş. -Ata İnşaat San ve Tic. A.Ş. - Ata Express Elektronik İletişim Tanitim Pazarlama Dağitim Sanayi Ve Ticaret Anonim Şirketi - Arbeta Turizm Organizasyon Ve Ticaret A.Ş. - Yamata İnşaat Sanayi Ve Ticaret Anonim Şirketi - Bedela İnşaat ve Tic A.Ş. - Entegre Harç Sanayi ve Ticaret A.Ş. - Donna Giyim Sanayi ve Ticaret A.Ş. - Seri İnşaat ve Tic. A.Ş., - Kurdoğlu İnşaat Turizm Ticaret Anonim Şirketi - İzmir Enternasyonel Otelcilik A.Ş. -Ata İnşaat San ve Tic. A.Ş. - Işık Ata Turizm ve Ticaret Anonim Şirketi - Ata Gayrimenkul Yatırım Ortaklığı Anonim Şirketi - TAB Gıda Sanayi ve Ticaret A.Ş., - Reklam Üssü Reklam Ajansı Prodüksiyon Danışmanlık Organizasyon Sanayi Ve Dış Ticaret A.Ş. - Fasdat Gıda Dağıtım Sanayi Ve Ticaret A.Ş. - Ekur Et Entegre Sanayi Ve Ticaret A.Ş. - Ekmek Unlu Gida Sanayi Ve Ticaret Anonim Şirketi - TFI Tab Gıda Yatırımları Anonim Şirketi - Fasdat Sebze Doğrama Paketleme Sanayi Ve Ticaret Anonim Şirketi - Ekur İnşaat San ve Tic. A.Ş. - Mes Mutfak Ekip. San ve Serv. Hizm. Tic. A.Ş - Pangea Foods SPC (Cayman şirketi) - Pangea Foods China Holdings Ltd. (Cayman Şirketi) - Pangea Foods China Intermediate Ltd. (Cayman Şirketi) - TFI Asia Holdings Coöperatief U.A	Yes	0	-	Dependent Member
ERHAN CANSU		Male	Member of the Board	Managing Director / Chief Executive	04/04/2023	Executive	Yönetim Kurulu Üyesi	Ekmek Unlu Gıda Sanayi Ve Ticaret Anonim Şirketi Ekur Et Entegre Sanayi Ve Ticaret Anonim Şirketi TFI Tab Gıda Yatırımları Anonim Şirketi Ata Sancak Acıpayam Tarım İşletmesi San. ve Tic. A.Ş.	Yes	0	-	Dependent Member				Kurumsal Yönetim Komitesi, Riskin Erken Saptanması Komitesi
MUHAMMED FURKAN ÜNAL		Male	Member of the Board	Managing Director / Chief Executive	04/04/2023	Non-Executive	-	UBA-United Bank of Albania Kazakh Zaman Bank-Kazakhstan TAB Gıda San. ve Tic. A.Ş.	Yes	0	-	Dependent Member				Kurumsal Yönetim Komitesi, Riskin Erken Saptanması Komitesi
HALİL DOĞAN BOLAK		Male	Member of the Board	Engineer	29/12/2023	Non-Executive	-	Yönetim Kurulunda Kadın Derneği Yönetim Kurulu Üyesi, Tab Gıda Sanayi Ve Ticaret A.Ş. Bağımsız Yönetim Kurulu Üyesi	Yes	0	-	Independent Member	https://www.kap.org.tr/tr/Bildirim/1230891	Not Considered	No	Denetimden Sorumlu Komite Üyesi, Kurumsal Yönetim Komitesi Başkanı
AYŞE AYŞİN IŞIKGECE		Female	Member of the Board	Economist	29/12/2023	Non-Executive	-	B4YO Yönetim Danışmanlığı A.Ş. Yönetim Kurulu Üyesi; ROTU Entertainment & Media, Ltd. Yönetim Kurulu Üyesi, Türk Eğitim Vakfı Mütevelli Heyeti Üyesi, Türkpetrol Vakfı Mütevelli Heyeti Üyesi. Tab Gıda Sanayi Ve Ticaret A.Ş. Bağımsız Yönetim Kurulu Üyesi	Yes	0	-	Independent Member	https://www.kap.org.tr/tr/Bildirim/1230891	Not Considered	No	Denetimden Sorumlu Komite Başkanı, Riskin Erken Saptanması Komitesi Başkanı

4.4. Meeting Procedures of the Board of Directors
Number of physical or electronic board meetings in the reporting period	16
Director average attendance rate at board meetings	%99
Whether the board uses an electronic portal to support its work or not	Evet (Yes)
Number of minimum days ahead of the board meeting to provide information to directors, as per the board charter	Reasonable time
The name of the section on the corporate website that demonstrates information about the board charter	Investor Relations / Public Offering Information / Articles of Association
Number of maximum external commitments for board members as per the policy covering the number of external duties held by directors	-

4.5. Board Committees
Page numbers or section names of the annual report where information about the board committees are presented	Corporate Profile / Board Committees, Corporate Governance / Committees
Link(s) to the PDP announcement(s) with the board committee charters	https://www.kap.org.tr/tr/Bildirim/1242626

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
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Ayşe Ayşin IŞIKGECE	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Erhan CANSU	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Furkan ÜNAL	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Fulden PEHLİVAN	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Denetim Komitesi (Audit Committee)	-	Halil Doğan BOLAK	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Denetim Komitesi (Audit Committee)	-	Ayşe Ayşin IŞIKGECE	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Halil Doğan BOLAK	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Erhan CANSU	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Furkan ÜNAL	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)	Corporate Governance / Committees
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)	Corporate Governance / Committees
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)	Although there is no separate committee called the Nomination Committee, the duties of the committee are fulfilled by the Corporate Governance Committee.
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)	Corporate Governance / Committees
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)	Although there is no separate committee called the Remuneration Committee, the duties of the committee are fulfilled by the Corporate Governance Committee.

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)	2024 Activities and Financial Information
Specify the section of website where remuneration policy for executive and non-executive directors are presented.	https://www.atakey.com.tr/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)	Financial rights provided to members of the management body 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
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	75%	25%	4	4
Denetim Komitesi (Audit Committee)	-	100%	100%	4	4
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	100%	33%	6	6