KAP

GALATA WIND ENERJİ A.Ş.

GWIND

1.1. Facilitating the Exercise of Shareholders Rights
The number of investor meetings (conference, seminar/etc.) organised by the company during the year	Investor Relations attended and organized more than 40 domestic and foreign teleconferences, video conferences, face-to-face meetings and roadshows in 2024.

1.2. Right to Obtain and Examine Information
The number of special audit request(s)	There was no request for the appointment of a special auditor during the period.
The number of special audit requests that were accepted at the General Shareholders' Meeting	There was no request for a special auditor accepted at the general assembly 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/1262821
Whether the company provides materials for the General Shareholders' Meeting in English and Turkish at the same time	It is located on the Company's Corporate Website (www.galatawindenerji.com) / Corporate Governance / General Assembly Meetings section.
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 transaction without the approval of the majority of the independent board members of the company or the unanimous consent of the participants.
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)	"Corporate Governance Communiqué (II-17.1) related party transactions are below the limits specified in the relevant article."
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)	"Corporate Governance Communiqué (II-17.1) widespread and continuous transactions are below the limits specified in the relevant article."
The name of the section on the corporate website that demonstrates the donation policy of the company	It is located on the Company's Corporate Website (www.galatawindeneri.com)/Corporate Governance/Policies/Donation and Aid Policy.
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/1274636
The number of the provisions of the articles of association that discuss the participation of stakeholders to the General Shareholders' Meeting	It is regulated in Article 14 of the Company's Articles of Association, titled "General Assembly".
Identified stakeholder groups that participated in the General Shareholders' Meeting, if any	At the Ordinary General Assembly Meeting, out of 540,000,000 shares corresponding to a total capital of TL 540,000,000, 19,632,659 shares were represented in person and 391,479,407.395 shares were represented by proxy, totaling 391,499,040.054 shares.

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.	There is no privilege in voting.
The percentage of ownership of the largest shareholder	%70

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.	Minority rights were not expanded in terms of content and proportion.

1.6. Dividend Right
The name of the section on the corporate website that describes the dividend distribution policy	It is located on the Company's Corporate Website (www.galatawindenerji.com) / Corporate Governance / Policies / Profit 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.	Not Applicable
PDP link to the related general shareholder meeting minutesin case the board of directors proposed to the general assembly not to distribute dividends	Not Applicable

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
18/04/2024	0	%72,49	%0,00	%72,49	Corporate Governance/ General Assembly Meetings	Corporate Governance/ General Assembly Meetings	-	41	https://www.kap.org.tr/tr/Bildirim/1274636

2.1. Corporate Website
Specify the name of the sections of the website providing the information requested by the Principle 2.1.1.	It is located on the Company's Corporate Website (www.galatawindenerji.com)/Investor Relations and Corporate Governance sections.
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.	It is located on the Company's Corporate Website (?www.galatawindenerji.com?) /Corporate Governance/Partnership Structure section.
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	It is included in the /Board of Directors section of the Company's Annual Report.
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	In the /Board of Directors/Board of Directors Committees section of the Company's Annual Report is located.
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	It is included in the /Board of Directors section of the Company's Annual Report.
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	It is included in the /General Information section of the Company's Annual Report.
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	It is included in the /General Information section of the Company's Annual Report.
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	It is included in the /General Information section of the Company's Annual Report.
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 cross-shareholding relationship in the Company's capital.
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	It is included in the /Sustainability section of the Company's Annual Report.

3.1. Corporation's Policy on Stakeholders
The name of the section on the corporate website that demonstrates the employee remedy or severance policy	It is located on the Company's Corporate Website (www.galatawindenerji.com) / Corporate Governance / Policies / Indemnity Policy
The number of definitive convictions the company was subject to in relation to breach of employee rights	There was no judicial decision against the Company during the year due to the violation of employee rights.
The position of the person responsible for the alert mechanism (i.e. whistleblowing mechanism)	Head of Audit and Risk Management Group; Audit Committee
The contact detail of the company alert mechanism	Ethical Violation E-mail Address: etik@doganholding.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	"The Company's Corporate Website (?www.galatawindenerji.com?) is located in the section /Corporate Governance/Policies/Human Rights Policy. It is located on the Company's Corporate Website (?www.galatawindenerji.com?) /Corporate Governance/Policies/Human Resources Policy."
Corporate bodies where employees are actually represented	None

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	The board of directors makes suggestions and recommendations in the development of a succession plan for key executive positions.
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.	It is located on the Company's Corporate Website (?www.galatawindenerji.com?) /Corporate Governance/Policies/Human Resources Policy.
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.	"The Company's Corporate Website (?www.galatawindenerji.com?) is located in the section /Corporate Governance/Policies/Human Rights Policy. It is located on the Company's Corporate Website (?www.galatawindenerji.com?) /Corporate Governance/Policies/Human Resources Policy."
The number of definitive convictions the company is subject to in relation to health and safety measures	There are no lawsuits filed against the company due to liability related to work accidents.

3.5. Ethical Rules and Social Responsibility
The name of the section on the corporate website that demonstrates the code of ethics	It is located on the Company's Corporate Website (www.galatawindenerji.com) /Corporate Governance/Ethical Principles and Rules of Conduct.
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.	It is located on the Company's Corporate Website (www.galatawindenerji.com) /Sustainability.
Any measures combating any kind of corruption including embezzlement and bribery	It is located on the Company's Corporate Website (?www.galatawindenerji.com?) /Corporate Governance/Policies/Anti-Bribery and Anti-Corruption Policy.

4.2. Activity of the Board of Directors
Date of the last board evaluation conducted	February 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	Burak Kuyan (Executive Director)
Number of reports presented by internal auditors to the audit committee or any relevant committee to the board	The Audit and Risk Management Group Presidency guides the fulfillment of the internal control function. 1 meeting was organized with the "Early Detection of Risk Committee" during the period. It also participates in Audit Committee meetings when needed.
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	The Company's Annual Report includes information about the Company's activities and important developments in the Company's activities, and the company's internal control system and internal audit activities, as well as the opinion of the management body on this matter.
Name of the Chairman	Çağlar Göğüş
Name of the CEO	Burak Kuyan (Chief Executive Officer)
If the CEO and Chair functions are combined: provide the link to the relevant PDP annoucement providing the rationale for such combined roles	The chairman of the board of directors and the chief executive officer are 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	Damages that may be caused by the faults of the Members of the Board of Directors during their duties are insured by the Company. This amount does not exceed 25% of the Company's capital. Members of the Board of Directors and Managers appointed to the Company and its subsidiaries are also included in the scope of the insurance. https://www.kap.org.tr/tr/Bildirim/1231610
The name of the section on the corporate website that demonstrates current diversity policy targeting women directors	It is located on the Company's Corporate Website (www.galatawindenerji.com)/ Corporate Governance/ Policies sections.
The number and ratio of female directors within the Board of Directors	There is 1 female member in the Company's Board of Directors.

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
ÇAĞLAR GÖĞÜŞ		Male	Chairman of the Board	Managing Director / Chief Executive	15/03/2019	Non-Executive	Yönetim Kurulu Başkanlığı, Yönetim Kurulu Başkan Vekilliği	Grup Şirketlerinde Yönetim Kurulu Başkanlıkları, Başkan Vekillikleri, Üyelikleri ve Grup Dışındaki şirketlerde Yönetim Kurulu Üyelikleri ve Ortaklığı	Yes	0.011	-	Dependent Member
BORA YALINAY		Male	Deputy Chairman of the Board	Managing Director / Chief Executive	04/03/2021	Non-Executive	Bulunmamaktadır	Doğan Şirketler Grubu Holding A.Ş. CFOsu, Doğan Şirketler Grubu Holding A.Ş.'nin bağlı ortaklıklarında Yönetim Kurulu Üyelikleri	Yes	0.018	-	Dependent Member
BURAK KUYAN		Male	Executive Director	Managing Director / Chief Executive	28/06/2012	Executive	Yönetim Kurulu Başkanlığı, Yönetim Kurulu Başkan Vekilliği, Yönetim Kurulu Murahhas Üyeliği, Genel Müdürlük	Doğan Şirketler Grubu Holding A.Ş. grup şirketlerinde yönetim kurulu başkanlığı, başkan vekilliği, bağlı ortaklıkta yönetim kurulu üyeliği	Yes	0.018	-	Dependent Member				İcra Kurulu Başkanı
NESLİHAN SADIKOĞLU		Female	Member of the Board	Managing Director / Chief Executive	21/12/2021	Non-Executive	Bulunmamaktadır	Grup şirketlerinde yönetim kurulu üyelikleri	Yes	0.017	-	Dependent Member				Sürdürülebilirlik Komitesi Üyesi
HÜSEYİN FAİK AÇIKALIN		Male	Member of the Board	Managing Director / Chief Executive	09/08/2021	Non-Executive	Bulunmamaktadır	Grup Dışı Yönetim Kurulu Üyelikleri	Yes	-	-	Independent Member				Denetimden Sorumlu Komite Başkanı, Kurumsal Yönetişim Komitesi Üyesi, Riskin Erken Saptanması Komitesi Başkanı, Sürdürülebilirlik Komitesi Başkanı
OZAN KORKMAZ		Male	Member of the Board	Managing Director / Chief Executive	09/08/2021	Non-Executive	Bulunmamaktadır	Grup Dışı Yönetim Kurulu Üyelikleri	Yes	-	-	Independent Member				Denetimden Sorumlu Komite Üyesi, Kurumsal Yönetişim Komitesi Başkanı

4.4. Meeting Procedures of the Board of Directors
Number of physical or electronic board meetings in the reporting period	28
Director average attendance rate at board meetings	%95,83
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	Information and documents related to the issues included in the agenda of the Board of Directors meeting are presented to the members of the Board of Directors for review, a reasonable time before the meeting, by ensuring an equal flow of information.
The name of the section on the corporate website that demonstrates information about the board charter	The Company's Corporate Website (?www.galatawindenerji.com?)/Corporate Governance/Articles of Association/Division of Duties and Meetings of the Board of Directors are included in Article 12.
Number of maximum external commitments for board members as per the policy covering the number of external duties held by directors	There is no policy limiting members from taking on other duties outside the company.

4.5. Board Committees
Page numbers or section names of the annual report where information about the board committees are presented	It is included in the /Board of Directors/Board of Directors Committees section of the Company's Annual Report.
Link(s) to the PDP announcement(s) with the board committee charters	"It is located on the Company's Corporate Website (www.galatawindenerji.com) /Corporate Governance/Committees section. https://www.kap.org.tr/en/Bildirim/1137788"

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)	-	Hüseyin Faik Açıkalın	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Denetim Komitesi (Audit Committee)	-	Ozan Korkmaz	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Ozan Korkmaz	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Hüseyin Faik Açıkalın	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Halide Müge Yücel	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Hüseyin Faik Açıkalın	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Bora Yalınay	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Neslihan Sadıkoğlu	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sürdürülebilirlik Komitesi (Sustainability Committee)	Hüseyin Faik Açıkalın	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sürdürülebilirlik Komitesi (Sustainability Committee)	Bora Yalınay	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sürdürülebilirlik Komitesi (Sustainability Committee)	Neslihan Sadıkoğlu	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sürdürülebilirlik Komitesi (Sustainability Committee)	Halide Müge Yücel	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sürdürülebilirlik Komitesi (Sustainability Committee)	Mehmet Ali Gürpınar	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Yatırım Komitesi (Investment Committee)	Çağlar Göğüş	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Yatırım Komitesi (Investment Committee)	Bora Yalınay	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Yatırım Komitesi (Investment Committee)	Burak Kuyan	Hayır (No)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Yatırım Komitesi (Investment Committee)	Zeki Onur Aytekin	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Yatırım Komitesi (Investment Committee)	Mehmet Ali Gürpınar	Hayır (No)	Yönetim kurulu üyesi değil (Not 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 included in the /Board of Directors/Board of Directors Committees section of the Company's Annual Report.
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 included in the /Board of Directors/Board of Directors Committees section of the Company's Annual Report.
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)	It is included in the /Board of Directors/Board of Directors Committees section of the Company's Annual Report. As regulated by the Corporate Governance Communiqué (II-17.1.), the Corporate Governance Committee also undertakes the duties of the Nomination 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)	It is included in the /Board of Directors/Board of Directors Committees section of the Company's Annual Report.
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)	It is included in the /Board of Directors/Board of Directors Committees section of the Company's Annual Report. As regulated by the Corporate Governance Communiqué (II-17.1.), the Corporate Governance Committee also undertakes the duties of the Nomination 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)	It is included in the Management Discussion and Analysis section of the Company's Annual Report.
Specify the section of website where remuneration policy for executive and non-executive directors are presented.	It is located on the Company's Corporate Website (www.galatawindenerji.com) /Corporate Governance/Policies/Remuneration Policy.
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)	It is included in the "Financial Rights Granted to Members of the Board of Directors and Senior Executives" section of the Company's Annual Report.

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%	8	4
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	67%	67%	3	2
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	100%	33%	6	6
Diğer (Other)	Sürdürülebilirlik Komitesi (Sustainability Committee)	60%	20%	1	1
Diğer (Other)	Yatırım Komitesi (Investment Committee)	40%	0%	13	13