PDP

DOĞAN ŞİRKETLER GRUBU HOLDİNG A.Ş.

DOHOL

1.1. Facilitating the Exercise of Shareholders Rights
The number of investor meetings (conference, seminar/etc.) organised by the company during the year	A total of 104 meetings were held with institutional investors. Following the announcement of financial results, 4 teleconferences were organized. Additionally, 1 Investor Day meeting was conducted.

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 is no special auditor request approved 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)	The Company's Corporate Website (www.doganholding.com.tr) / Corporate Governance / General Assembly Meetings section contains this information. https://www.kap.org.tr/en/Bildirim/1424652 https://www.kap.org.tr/en/Bildirim/1424653 https://www.kap.org.tr/en/Bildirim/1408587
Whether the company provides materials for the General Shareholders' Meeting in English and Turkish at the same time	Documents related to the general assembly meeting are presented simultaneously in both Turkish and English. https://www.kap.org.tr/en/Bildirim/1424652 https://www.kap.org.tr/en/Bildirim/1424653
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	The Company has no transactions requiring the approval of the majority of independent members or lacking unanimity among 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)	There are no related party transactions exceeding the proportional limits set forth in Article 9 of the Corporate Governance Communiqué.
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)	The recurring and continuous transactions conducted within the scope of Article 10 of the Corporate Governance Communiqué (II-17.1) remain below the thresholds specified in Article 10.
The name of the section on the corporate website that demonstrates the donation policy of the company	The Policy is available at https://www.doganholding.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/en/Bildirim/1424652
The number of the provisions of the articles of association that discuss the participation of stakeholders to the General Shareholders' Meeting	It is regulated under Article 19, titled "General Assembly Meetings," of the Company's Articles of Association.
Identified stakeholder groups that participated in the General Shareholders' Meeting, if any	At the Ordinary General Assembly Meeting held on April 11, 2025, where the 2024 activities were discussed, the meeting quorum was 68.89%. Out of 2,616,996,091 shares representing the Company's capital, 1,802,875,435 shares were represented at the meeting. In addition to the shareholders specified in the quorum, certain board members, employees, representatives from the Corporate Governance Rating Company, and an independent audit firm representative attended the general assembly meeting.

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 are no voting privileges.
The percentage of ownership of the largest shareholder	%11,58

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 have not been extended in terms of content or ratio under the Articles of Association.

1.6. Dividend Right
The name of the section on the corporate website that describes the dividend distribution policy	The Policy is available at https://www.doganholding.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.	It does not exist.
PDP link to the related general shareholder meeting minutesin case the board of directors proposed to the general assembly not to distribute dividends	It does not exist.

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
11/04/2025	0	%68,89	%0,03	%68,86	The Company's Corporate Website is available at https://www.doganholding.com.tr/media/3833/ordinary-general-assembly-information.pdf.	https://www.doganholding.com.tr/media/3865/2024-general-assembly-meeting-questions-and-answers.pdf	Article 19	114	https://www.kap.org.tr/en/Bildirim/1424652 https://www.kap.org.tr/en/Bildirim/1408587

2.1. Corporate Website
Specify the name of the sections of the website providing the information requested by the Principle 2.1.1.	The Company's Corporate Website is available in the Investor Relations and Corporate Governance sections at www.doganholding.com.tr.
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.	The Company's Corporate Website is available in the Investor Relations / Shareholding Structure section at www.doganholding.com.tr.
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	2025 Annual Report / Corporate Governance Section
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	2025 Annual Report / Corporate Governance Section
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	This information is provided in the Additional Explanations on the Board of Directors and the Committees 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	No significant legislative changes affecting Company operations occurred in 2025
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	This information is provided in the Financial Report section of the Company's Annual Report at Footnote 19.
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	The Company adopts an equitable and inclusive business model that considers all stakeholders, from its employees to business partners, from the supply chain to customers, and stands against all forms of discrimination. Relevant disclosures can be found in the Sustainability 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 structure.
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	This information is provided 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	The Company's Corporate Website is available in the Corporate Governance / Policies / Compensation Policy section at www.doganholding.com.tr.
The number of definitive convictions the company was subject to in relation to breach of employee rights	There is no finalized court ruling against the Company due to violations of employee rights.
The position of the person responsible for the alert mechanism (i.e. whistleblowing mechanism)	According to the Whistleblowing and Investigation Policy, which is accessible on Doğan Holding's corporate website, the Vice Presidency of Internal Audit, Risk Management, and Compliance is responsible. You can access the policy at https://www.doganholding.com.tr/media/3670/doholpol2023_00501_whistleblowing_policy.pdf
The contact detail of the company alert mechanism	According to the Whistleblowing and Investigation Policy, which is accessible on Doğan Holding's corporate website, the Company's whistleblowing mechanism can be accessed via email at etik@doganholding.com.tr. You can access the policy at: https://www.doganholding.com.tr/media/3670/doholpol2023_00501_whistleblowing_policy.pdf

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 is available in the Corporate Governance / Policies / Human Resources Policy section at www.doganholding.com.tr.
Corporate bodies where employees are actually represented	The Company's internal regulations include models that support stakeholder participation in the management process. As of 2024, the Employee Council has been established to enable employees to present their ideas and projects to the management. The council members (Chairperson, Vice Chairs, and Members) will serve for a one-year term and will nominate new employees to take over their roles at the end of the term. This system aims to ensure the participation of all employees in management at regular intervals.

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	In line with our Human Resources and Talent Management policies, which you can find in detail in our Annual Report, a succession planning program is being established for all managerial and senior 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.	The Company's Corporate Website is available in the Corporate Governance / Policies / Human Resources Policy section at www.doganholding.com.tr.
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 is available in the following sections: Corporate Governance / Policies / Human Rights Policy at www.doganholding.com.tr. Corporate Governance / Policies / Human Resources Policy at www.doganholding.com.tr.
The number of definitive convictions the company is subject to in relation to health and safety measures	There isn't any unfavorable final court decision of work accident cases.

3.5. Ethical Rules and Social Responsibility
The name of the section on the corporate website that demonstrates the code of ethics	The Company's Corporate Website is available in the Corporate Governance / Code of Ethics and Conduct section at www.doganholding.com.tr.
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.	The Company's Corporate Website is available in the Sustainability / Corporate Social Responsibility section at www.doganholding.com.tr. This information is also provided in the Sustainability section of the Company's Annual Report.
Any measures combating any kind of corruption including embezzlement and bribery	The Company's Corporate Website is available in the Corporate Governance / Policies / Anti-Bribery and Anti-Corruption Policy section at www.doganholding.com.tr.

4.2. Activity of the Board of Directors
Date of the last board evaluation conducted	5 Feb 2026
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	Çağlar Göğüş (Chief Executive Officer)
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 provides guidance in fulfilling the internal control function. During the period, 6 meetings were organized with the Early Detection of Risk Committee. Additionally, participation in Audit Committee meetings is ensured 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	This information is provided in the Company Activities and Significant Developments / Internal Control System and Internal Audit Activities / Management Body's Opinion on This Matter section of the Company's Annual Report.
Name of the Chairman	Hanzade Vasfiye Doğan
Name of the CEO	Çağlar Göğüş (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	CEO and Chair functions are not combined.
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/en/Bildirim/1532243
The name of the section on the corporate website that demonstrates current diversity policy targeting women directors	None
The number and ratio of female directors within the Board of Directors	The Company's Board of Directors is represented by five female members, with a female member ratio of 5/12. (42%)

Board Members

Name-Surname	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
HANZADE VASFİYE DOĞAN BOYNER	Female	Chairman of the Board	Businessman / Businesswoman	02/08/2004	Non-Executive	Yönetim Kurulu Başkan Vekilliği	Yönetim Kurulu Üyeliği	Yes	11.48	-	Dependent Member
VUSLAT SABANCI	Female	Deputy Chairman of the Board	Businessman / Businesswoman	02/08/2004	Non-Executive	Yönetim Kurulu Üyeliği	Yönetim Kurulu Üyeliği	Yes	11.48	-	Dependent Member
ARZUHAN YALÇINDAĞ	Female	Member of the Board	Businessman / Businesswoman	11/08/1997	Non-Executive	-	Yönetim Kurulu Üyeliği	Yes	11.52	-	Dependent Member
YAŞAR BEGÜMHAN DOĞAN FARALYALI	Female	Member of the Board	Businessman / Businesswoman	19/07/2011	Non-Executive	Yönetim Kurulu Başkanlığı	Yönetim Kurulu Üyeliği	Yes	11.58	-	Dependent Member
AHMET TOKSOY	Male	Member of the Board	Managing Director / Chief Executive	20/03/2019	Non-Executive	-	-	Yes	-	-	Dependent Member				Riskin Erken Saptanması Komitesi Üyesi
ÇAĞLAR GÖĞÜŞ	Male	Executive Director	Managing Director / Chief Executive	12/12/2018	Executive	-	Yönetim Kurulu Üyeliği	Yes	0.03	-	Dependent Member				İcra Kurulu Başkanı
MEHMET MURAT EMİRDAĞ	Male	Member of the Board	Managing Director / Chief Executive	07/06/2024	Non-Executive	-	-	Yes	-	-	Dependent Member				Kurumsal Yönetim Komitesi Üyesi
TOLGA BABALI	Male	Member of the Board	Managing Director / Chief Executive	11/04/2025	Non-Executive	İcra Kurulu Üyesi	Yönetim Kurulu Üyeliği	Yes	-	-	Dependent Member				Riskin Erken Saptanması Komitesi Üyesi ve Kurumsal Yönetim Komitesi Üyesi
ALİ AYDIN PANDIR	Male	Member of the Board	Managing Director / Chief Executive	06/01/2021	Non-Executive	-	Yönetim Kurulu Üyeliği	Yes	-	-	Independent Member	www.doganholding.com.tr/Kurumsal Yönetim/Yönetim Kurulu	Considered	No	Riskin Erken Saptanması Komitesi Başkanı
ALİ FUAT ERBİL	Male	Member of the Board	Managing Director / Chief Executive	08/04/2021	Non-Executive	-	Yönetim Kurulu Üyeliği	Yes	-	-	Independent Member	www.doganholding.com.tr/Kurumsal Yönetim/Yönetim Kurulu	Considered	No	Denetimden Sorumlu Komite Başkanı
AYŞEGÜL İLDENİZ	Female	Member of the Board	Managing Director / Chief Executive	08/04/2021	Non-Executive	-	Yönetim Kurulu Üyeliği	Yes	-	-	Independent Member	www.doganholding.com.tr/Kurumsal Yönetim/Yönetim Kurulu	Considered	No	Kurumsal Yönetim Komitesi Başkanı
MURAT TALAYHAN	Male	Member of the Board	Managing Director / Chief Executive	11/04/2025	Non-Executive	-	Yönetim Kurulu Üyeliği	Yes	-	-	Independent Member	www.doganholding.com.tr/Kurumsal Yönetim/Yönetim Kurulu	Considered	No	Denetimden Sorumlu Komite Üyesi

4.4. Meeting Procedures of the Board of Directors
Number of physical or electronic board meetings in the reporting period	4
Director average attendance rate at board meetings	%90
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 topics on the Board of Directors meeting agenda are made available to board members for their review within a reasonable time before the meeting, 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 is available in the Corporate Governance / Articles of Association / Board of Directors Meetings - Article 15 section at www.doganholding.com.tr.
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 restricting members from taking on other roles outside the Company.

4.5. Board Committees
Page numbers or section names of the annual report where information about the board committees are presented	This information is provided in the Board of Directors / Board Committees section of the Company's Annual Report.
Link(s) to the PDP announcement(s) with the board committee charters	https://www.kap.org.tr/en/Bildirim/1227769

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)	-	Ali Fuat Erbil	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Denetim Komitesi (Audit Committee)	-	Murat Talayhan	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Ayşegül İldeniz	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Tolga Babalı	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Mehmet Murat Emirdağ	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Melda Öztoprak	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Ali Aydın Pandır	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Tolga Babalı	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Ahmet Toksoy	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Bora Yalınay	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sustainability Committee	Çağlar Göğüş	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sustainability Committee	Ayşegül İldeniz	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Diğer (Other)	Sustainability Committee	Neslihan Sadıkoğlu	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sustainability Committee	Bora Yalınay	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sustainability Committee	Eren Sarıçoğlu	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sustainability Committee	Cengiz Musaoğlu	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sustainability Committee	Burak Kuyan	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sustainability Committee	Hulusi Horozoğlu	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sustainability Committee	Selim Şavul	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Diğer (Other)	Sustainability Committee	Aykan Daşkın	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)	This information is provided in the Board of Directors / Board 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)	This information is provided in the Board of Directors / Board 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)	This information is provided in the Board of Directors / Board Committees section of the Company's Annual Report. As regulated by the Corporate Governance Communiqué (II-17.1), the Corporate Governance Committee has also assumed 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)	This information is provided in the Board of Directors / Board 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)	This information is provided in the Board of Directors / Board Committees section of the Company's Annual Report. As regulated by the Corporate Governance Communiqué (II-17.1), the Corporate Governance Committee has also assumed the duties of the Compensation 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)	This information is provided in the Financial Highlights and Developments section of the Company's Annual Report.
Specify the section of website where remuneration policy for executive and non-executive directors are presented.	The Company's Corporate Website is available in the Corporate Governance / Policies / Compensation Policy section at www.doganholding.com.tr.
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)	This information is provided in the Financial Rights Granted to Members of the Management Team and Senior Executives section of the Company's Annual Report and in Note 35 of the Financial Statements.

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%	25%	7	7
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	75%	25%	6	6
Diğer (Other)	Sustainability Committee	70%	10%	3	3