KAP

DOĞANLAR MOBİLYA GRUBU İMALAT SANAYİ VE TİCARET A.Ş.

DGNMO

1.1. Facilitating the Exercise of Shareholders Rights
The number of investor meetings (conference, seminar/etc.) organised by the company during the year	The Company organised 60 investor conferences and meetings in 2024 (4 webcast meetings, 56 investor and analyst meetings).

1.2. Right to Obtain and Examine Information
The number of special audit request(s)	No special auditor has been requested.
The number of special audit requests that were accepted at the General Shareholders' Meeting	No special auditor was requested at the general assembly.

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/en/Bildirim/1293984
Whether the company provides materials for the General Shareholders' Meeting in English and Turkish at the same time	They are presented simultaneously.
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 during the year.
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 is no such transaction under Article 9.
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 is no such transaction under Article 10.
The name of the section on the corporate website that demonstrates the donation policy of the company	Investor Relations/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/1182096
The number of the provisions of the articles of association that discuss the participation of stakeholders to the General Shareholders' Meeting	Article 10
Identified stakeholder groups that participated in the General Shareholders' Meeting, if any	General Assembly Meeting dated 28 June 2024 was not attended by any media outlets. Members of the Board of Directors, CEO of the Company, CFO of the Company, Responsible Auditor of the Independent Audit Company, Legal Counsel, Shareholders and Company employees attended the General Assembly.

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.	-
The percentage of ownership of the largest shareholder	%49,88

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

1.6. Dividend Right
The name of the section on the corporate website that describes the dividend distribution policy	Investor Relations/Corporate Governance/Policies/Dividend Distribution Policy
Minutes of the relevant agenda item in case the board of directors proposed to the general assembly not to distribute dividends, the reason for such proposal and information as to use of the dividend.	Dividend has been distributed.
PDP link to the related general shareholder meeting minutesin case the board of directors proposed to the general assembly not to distribute dividends	Dividend has been distributed.

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
28/06/2025	0	%50,67	%0,33	%50,34	Investor Relations/Corporate Governance/General Assembly/General Assembly Meetings	Investor Relations/Corporate Governance/General Assembly/General Assembly Meetings	Article 8	25	https://www.kap.org.tr/en/Bildirim/1302984

2.1. Corporate Website
Specify the name of the sections of the website providing the information requested by the Principle 2.1.1.	Information Society Services, Investor Relations / Corporate Governance / Trade Registry Information, About Us / Shareholding Structure and Subsidiaries, About Us / Board of Directors, Investor Relations / Corporate Governance / Articles of Association, Investor Relations / Material Disclosures, Investor Relations / Financial Data and Presentations / Financial Reports, Investor Relations/Financial Data and Presentations/Activity Reports, Investor Relations/Capital Increases/Paid Capital Increase, Investor Relations/Corporate Governance/General Assembly, Investor Relations/Corporate Governance/Policies/Dividend Distribution Policy, Investor Relations/Corporate Governance/Policies/Information Policy, Investor Relations/Frequently Asked Questions
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.	About Us/Shareholding Structure and Affiliates
List of languages for which the website is available	Turkish, English, French

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 Governance/ Board Committees and Evaluation of the Board of Directors/ Operating Principles of the Board of Directors, Corporate Governance/ Declarations of Independence
b) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on committees formed within the board structure	Corporate Governance/ Board Committees and Evaluation of the Board of Directors/ Board 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 Committees and Evaluation of the Board of Directors/ Operating Principles of the Board of Directors
ç) The page numbers and/or name of the sections in the Annual Report that demonstrate the information on amendments in the legislation which may significantly affect the activities of the corporation	Corporate Governance/ Other Issues/ Legislative Amendments in 2024
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 Matters/Information on Lawsuits Filed Against the Company that may Affect the Financial Position and Activities of the Company and Their Possible Outcomes
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 Matters/Information on Conflicts of Interest Between the Company and Service Providers Like Investment Consulting and Rating Agencies, and Preventive Measures Taken
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%	Corporate Governance/Corporate Governance Principles Compliance Statement/Voting and Minority Rights
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	Human Resources/Training and Development, Human Resources/ Employee Profile, Sustainability/Corporate Social Responsibility Projects

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.
The number of definitive convictions the company was subject to in relation to breach of employee rights	18
The position of the person responsible for the alert mechanism (i.e. whistleblowing mechanism)	Internal Audit Manager and Human Resources Director
The contact detail of the company alert mechanism	etik@doganlarmobilyagrubu.com

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	None.
Corporate bodies where employees are actually represented	Employer's Association, Occupational Health and Safety Committee

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	None.
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.	Investor Relations/Corporate Governance/Policies/Diversity and Equal Opportunity Policy, Investor Relations/Corporate Governance/Policies/ Employees' Rights Policy, Investor Relations/Corporate Governance/Policies/Human Rights 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.	Investor Relations/Corporate Governance/Policies/ Employees' Rights Policy, Investor Relations/Corporate Governance/Policies/Human Rights Policy, Investor Relations/Corporate Governance/Policies/Diversity and Equal Opportunity Policy,
The number of definitive convictions the company is subject to in relation to health and safety measures	1

3.5. Ethical Rules and Social Responsibility
The name of the section on the corporate website that demonstrates the code of ethics	Investor Relations/Corporate Governance/Policies/Code of Business Ethics Policy
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.	Social Responsibility, Sustainability
Any measures combating any kind of corruption including embezzlement and bribery	Investor Relations/Corporate Governance/Policies/Anti-Bribery and Anti-Corruption Prolicy, Investor Relations/Corporate Governance/Policies/Code of Business Ethics Policy

4.2. Activity of the Board of Directors
Date of the last board evaluation conducted	Once a year.
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	Davut Doğan - Honorary Chairman / Board Member, Adnan Doğan - Chairman of the Board, Şadan Doğan - Vice Chairman of the Board, İsmail Doğam - Board Member, Mutlu Erturan - Independent Board Member, Zeynep Yalım Uzun - Independent Board Member, Berna Akyüz Öğüt - Independent Board Member
Number of reports presented by internal auditors to the audit committee or any relevant committee to the board	The internal control unit reported xx times to the audit committee and other committees.
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/Information on Risk Management and Internal Control Mechanism Practices
Name of the Chairman	Adnan Doğan
Name of the CEO	İsmail Doğan
If the CEO and Chair functions are combined: provide the link to the relevant PDP annoucement providing the rationale for such combined roles	There has been no such situation.
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/1295186
The name of the section on the corporate website that demonstrates current diversity policy targeting women directors	-
The number and ratio of female directors within the Board of Directors	3, 43%

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
DAVUT DOĞAN		Male	Honorary Chairman	Businessman / Businesswoman	28/09/2012	Non-Executive	Yönetim Kurulu Başkanı	Doğanlar Yatırım Holding A.Ş. Yönetim Kurulu Başkanı,Mobilya ve Yatak Sanayicileri Derneği Başkanı	No	-	-	Dependent Member		Not Considered	No
ADNAN DOĞAN		Male	Chairman of the Board	Businessman / Businesswoman	04/02/2025	Executive	-	Doğanlar Holding Yönetim Kurulu Başkan Yardımcısı	No	-	-	Dependent Member	-	Not Considered	No	-
ŞADAN DOĞAN		Male	Vice Chairman of the Board	Businessman / Businesswoman	09/05/2017	Executive	Yönetim Kurulu Üyeliği	Doğanlar Holding Yönetim Kurulu Üyesi,Biga Ticaret ve Sanayi Odası Başkanı, Türkiye Odalar ve Borsalar Birliği (TOBB) Avrupa Birliği Uyum Komisyonu Üyeliği	No	-	-	Dependent Member		Not Considered	No
İSMAİL DOĞAN		Male	Member of the Board	Businessman / Businesswoman	26/07/2019	Executive	Yönetim Kurulu Üyeliği/CEO	Doğanlar Holding Yönetim Kurulu Üyesi	No	-	-	Dependent Member		Not Considered	No
BERNA AKYÜZ ÖĞÜT		Female	Member of the Board	Managing Director / Chief Executive	08/12/2021	Non-Executive	-	LCW Mağazacılık Genel Müdürü, LCW Yönetim Kurulu Üyesi	No	-	-	Independent Member	https://www.kap.org.tr/tr/Bildirim/982137	Considered	No	Denetimı Komitesi Üyesi
MUTLU ERTURAN		Female	Member of the Board	Economist	03/11/2021	Non-Executive	-	Mage Biotechnologies CEO	Yes	-	-	Independent Member	https://www.kap.org.tr/tr/Bildirim/974597	Considered	No	Denetim Komitesi Başkanı, Riskin Erken Saptanması Komitesi Üyesi
ZEYNEP YALIM UZUN		Female	Member of the Board	Managing Director / Chief Executive	08/12/2021	Non-Executive	-	-	No	-	-	Independent Member	https://www.kap.org.tr/tr/Bildirim/982138	Considered	No	Kurumsal Yönetim Komitesi 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	10
Director average attendance rate at board meetings	%94
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 are presented to the Board Members 3 days prior to the Board meetings.
The name of the section on the corporate website that demonstrates information about the board charter	Relevant issues are included in Article 8 of the Articles of Association, under the Corporate Governance section, under the Board of Directors Meetings section.
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 Governance/Board Committees and Evaluation of the Board of Directors/Board Committees, Committee Working Principles
Link(s) to the PDP announcement(s) with the board committee charters	https://www.kap.org.tr/tr/Bildirim/1089979

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)	-	MUTLU ERTURAN	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Denetim Komitesi (Audit Committee)	-	BERNA AKYÜZ ÖĞÜT	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	ZEYNEP YALIM UZUN	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	MUTLU ERTURAN	Hayır (No)	Yönetim kurulu üyesi (Board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	AYSUN VARDAN	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Kurumsal Yönetim Komitesi (Corporate Governance Committee)	-	ÇAĞLA YÜCEL	Hayır (No)	Yönetim kurulu üyesi değil (Not board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	ZEYNEP YALIM UZUN	Evet (Yes)	Yönetim kurulu üyesi (Board member)
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	MUTLU ERTURAN	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/Board Committees and Evaluation of the Board of Directors/Committee Working Principles
Specify where the activities of the corporate governance committee are presented in your annual report or website (Page number or section name in the annual report/website)	Corporate Governance/Board Committees and Evaluation of the Board of Directors/Committee Working Principles
Specify where the activities of the nomination committee are presented in your annual report or website (Page number or section name in the annual report/website)	Corporate Governance/Board Committees and Evaluation of the Board of Directors/Committee Working Principles
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/Board Committees and Evaluation of the Board of Directors/Committee Working Principles
Specify where the activities of the remuneration committee are presented in your annual report or website (Page number or section name in the annual report/website)	Corporate Governance/Board Committees and Evaluation of the Board of Directors/Committee Working Principles

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)	Doğanlar Furniture Group: Our Strength and Vision / Key Financial and Operational Indicators
Specify the section of website where remuneration policy for executive and non-executive directors are presented.	Investor Relations Corporate Governance/ Policies/Compensation 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)	Corporate Governance/Other Matters/ Financial Benefits Provided to Board Members and Senior Executives

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)	-	50%	50%	4	4
Riskin Erken Saptanması Komitesi (Committee of Early Detection of Risk)	-	100%	100%	6	6