KAP

DOĞUSAN BORU SANAYİ VE TİCARET A.Ş.

DOGUB

1.1. Facilitating the Exercise of Shareholders Rights
The number of investor meetings (conference, seminar/etc.) organised by the company during the year	Yok

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

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/sirket-bilgileri/ozet/921-dogusan-boru-sanayii-ve-ticaret-a-s
Whether the company provides materials for the General Shareholders' Meeting in English and Turkish at the same time	İngilizce sunulmamıştır.
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	Yok
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)	https://www.kap.org.tr/tr/sirket-bilgileri/ozet/921-dogusan-boru-sanayii-ve-ticaret-a-s
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)	https://www.kap.org.tr/tr/sirket-bilgileri/ozet/921-dogusan-boru-sanayii-ve-ticaret-a-s
The name of the section on the corporate website that demonstrates the donation policy of the company	Yok
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/1297044
The number of the provisions of the articles of association that discuss the participation of stakeholders to the General Shareholders' Meeting	19-20-21-22-23-24
Identified stakeholder groups that participated in the General Shareholders' Meeting, if any	Yoktur

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.	Yok
The percentage of ownership of the largest shareholder	%56,09

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.	Yok

1.6. Dividend Right
The name of the section on the corporate website that describes the dividend distribution policy	Yatırımcı Bölümü
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.	Yok
PDP link to the related general shareholder meeting minutesin case the board of directors proposed to the general assembly not to distribute dividends	Yok

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
24/05/2024	0	%56,09	%56,09	%0,00	-	-	-	0	https://www.kap.org.tr/tr/Bildirim/1297044

2.1. Corporate Website
Specify the name of the sections of the website providing the information requested by the Principle 2.1.1.	Yatırımcı Bölümü
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.	Yok
List of languages for which the website is available	Türkçe

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	Faaliyet Raporu Yönetim Kurulu Üyeleri Bölümü
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	Faaliyet Raporu
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	Faaliyet Raporu 34. Sayfa
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	Yok
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	Faaliyet Raporu 14. Sayfa
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	Yok
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%	Yok
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	Faaliyet Raporu 09. Sayfa

3.1. Corporation's Policy on Stakeholders
The name of the section on the corporate website that demonstrates the employee remedy or severance policy	Yok
The number of definitive convictions the company was subject to in relation to breach of employee rights	Yok
The position of the person responsible for the alert mechanism (i.e. whistleblowing mechanism)	Yok
The contact detail of the company alert mechanism	Yok

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	Yok
Corporate bodies where employees are actually represented	Yok

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	Yok
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.	Yok
Whether the company provides an employee stock ownership programme	Pay edindirme planı bulunuyor (There is an employee stock ownersip 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.	Yok
The number of definitive convictions the company is subject to in relation to health and safety measures	Yok

3.5. Ethical Rules and Social Responsibility
The name of the section on the corporate website that demonstrates the code of ethics	Yok
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.	Yok
Any measures combating any kind of corruption including embezzlement and bribery	Yok

4.2. Activity of the Board of Directors
Date of the last board evaluation conducted	Yok
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	Yok
Number of reports presented by internal auditors to the audit committee or any relevant committee to the board	0
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	Faaliyet Raporu sayfa no 12
Name of the Chairman	Abdullah Yasir ŞAHİN
Name of the CEO	-
If the CEO and Chair functions are combined: provide the link to the relevant PDP annoucement providing the rationale for such combined roles	Yok
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	Yok
The name of the section on the corporate website that demonstrates current diversity policy targeting women directors	Yok
The number and ratio of female directors within the Board of Directors	1 Kişi %20

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
HİLAL YÜCEL		Female	Member of the Board	Business and administration professionals	23/06/2020	Non-Executive	-	Özelleştirme İdaresi Daire Başkanı	Yes	56.09	-	Independent Member	-	Considered	No	Denetimden Sorumlu Komite Üyeliği, Riskin Erken Saptanması Komite Üyeliğine, Kurumsal Yönetim Komitesi, Aday Gösterme Komite Üyeliği, Ücret Komite Üyeliğine
MÜJDAT EKİN		Male	Vice Chairman of the Board	Business and administration professionals	18/04/2017	Non-Executive	Yönetim Kurulu Üyeliği, Bağımsız üye	Özelleştirme İdaresi Daire Başkanı	Yes	56.09	-	Dependent Member	-	Considered	No	Kurumsal Yönetim Komitesi Üyeliğine, Aday Gösterme Komitesi Üyeliğine, Ücret Komitesi Üyeliğine
YÜKSEL DUMAN		Male	Member of the Board	Managing Director / Chief Executive	24/05/2024	Non-Executive	-	Ankara Vergi Dairesi Başkanı	Yes	56.09	-	Dependent Member	-	Considered	No	Riskin Erken Saptanması Komitesi Üyeliğine, Aday Gösterme Komitesi Üyeliğine, Ücret Komitesi Üyeliğine, Kurumsal Yönetim Komitesi Üyeliğine.
CELAL ŞAHİN		Male	Member of the Board	Business and administration professionals	24/05/2024	Non-Executive	-	Vergi Başmüfettişi, Vergi Denetim Kurulu Başkanlığı	Yes	56.09	-	Independent Member	-	Considered	No	Denetimden Sorumlu Komitesi Üyeliğine, Kurumsal Yönetim Komitesi, Aday Gösterme Komitesi Üyeliğine, Ücret Komitesi Üyeliğine.
ABDULLAH YASİR ŞAHİN		Male	Chairman of the Board	Managing Director / Chief Executive	06/03/2023	Non-Executive	-	Darphane ve Damga Matbaası Genel Müdürlüğü	Yes	56.09	-	Dependent Member	-	Considered	No	-

4.4. Meeting Procedures of the Board of Directors
Number of physical or electronic board meetings in the reporting period	22
Director average attendance rate at board meetings	%100
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	3
The name of the section on the corporate website that demonstrates information about the board charter	Yok
Number of maximum external commitments for board members as per the policy covering the number of external duties held by directors	Yok

4.5. Board Committees
Page numbers or section names of the annual report where information about the board committees are presented	Faaliyet Raporu Sayfa 34
Link(s) to the PDP announcement(s) with the board committee charters	https://www.kap.org.tr/tr/Bildirim/1298669

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)	-	Hilal YÜCEL	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Denetim Komitesi (Audit Committee)	-	Celal ŞAHİN	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Müjdat EKİN	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Yüksel DUMAN	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Hilal YÜCEL	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	Celal ŞAHİN	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	İlhami HIŞMAN	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Hilal YÜCEL	Hayır (No)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	Yüksel DUMAN	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Aday Gösterme Komitesi (Nomination Committee)	-	Müjdat EKİN	Hayır (No)	Yönetim kurulu üyesi (Board member)
Aday Gösterme Komitesi (Nomination Committee)	-	Yüksel DUMAN	Hayır (No)	Yönetim kurulu üyesi (Board member)
Aday Gösterme Komitesi (Nomination Committee)	-	Hilal YÜCEL	Hayır (No)	Yönetim kurulu üyesi (Board member)
Aday Gösterme Komitesi (Nomination Committee)	-	Celal ŞAHİN	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Aday Gösterme Komitesi (Nomination Committee)	-	İlhami HIŞMAN	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Ücret Komitesi (Remuneration Committee)	-	Müjdat EKİN	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Ücret Komitesi (Remuneration Committee)	-	Yüksel DUMAN	Hayır (No)	Yönetim kurulu üyesi (Board member)
Ücret Komitesi (Remuneration Committee)	-	Hilal YÜCEL	Hayır (No)	Yönetim kurulu üyesi (Board member)
Ücret Komitesi (Remuneration Committee)	-	Celal ŞAHİN	Hayır (No)	Yönetim kurulu üyesi (Board member)
Ücret Komitesi (Remuneration Committee)	-	İlhami HIŞMAN	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)	Yok
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)	Yok
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)	Yok
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)	Yok
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)	Yok

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)	Faaliyet Raporu Sayfa 14
Specify the section of website where remuneration policy for executive and non-executive directors are presented.	Yok
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)	Faaliyet Raporu Sayfa 11

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)	Yok	100%	100%	5	5
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	Yok	100%	50%	3	3