FREQUENTLY ASKED QUESTIONS

Shareholder Nominal Value (TL) Share in Capital (%)
Zorlu Holding AŞ 216,053,592 64.41
Zorlu Holding AŞ (Free Float) 37,547,711 11.19
Other Shareholders (Free Float) 81,854,971 24.40
Total 335,456,275 100.00

* Vestel Elektronik Sanayi ve Ticaret AŞ (“Vestel Elektronik” or “Company”)

The shares of Vestel Elektronik have been trading on Borsa Istanbul (BİST) under the VESTL ticker since 1990. Vestel Elektronik’s Global Depositary Receipts, which have been trading on the London Stock Exchange since 2000, commenced trading on the London Over-the-Counter market (OTC market) as of January 3, 2011.

Vestel Elektronik's free float is 35.59%.

Vestel Elektronik's paid-in capital is TL 335,456,275.

The Company’s Board consists of 7 members, three of whom are independent Directors. The members of the Board include Ahmet Nazif Zorlu (Chairman), Bekir Ağırdır (Vice Chairman and Independent Member), Olgun Zorlu, Selen Zorlu Melik, Mehmet Emre Zorlu, Elmas Melih Araz (Independent Member) and Ayşegül İldeniz (Independent Member).

The Annual General Assembly Meeting of Vestel Elektronik is held in the second quarter of the year. The date, time and place of the meeting are announced via the Public Disclosure Platform, E-General Assembly System of Merkezi Kayıt Kuruluşu AŞ (Central Registry Agency) and the Company’s website as well as through the announcements published on Turkish Trade Registry Gazette and one or two daily national newspapers.

Vestel Elektronik's fiscal year is the 12-month calendar year (January - December).

The Company distributes profit in accordance with the provisions of the Turkish Commercial Code, Capital Market Regulations, Tax Regulations and other pertinent legislation as well as the profit distribution provision of its Articles of Association.

The amount of profit to be distributed and date of distribution are approved by the General Assembly, upon the proposal of the Board of Directors.

Company has adopted the profit distribution policy of distributing at least 25% of its distributable profit in cash and/or as bonus shares. Board of Directors shall review this policy every year, by taking into account the national and global economic conditions, Company’s growth and investment plans and financial position. Revisions made in the policy shall be submitted to the approval of the shareholders at the first General Assembly meeting following such revisions and the policy will be published on the Company’s web site.

Distribution of profit shall commence on the date determined by the General Assembly, provided that it is no later than the end of the year in which the General Assembly meeting is held. Subject to the provisions of the legislation in force, the Company may consider distributing advance dividends or paying dividends in equal or in varying installments.

Vestel Elektronik Sanayi ve Ticaret AŞ recorded TL 371,153,000 of net profit in its consolidated financial statements prepared in compliance with the Turkish Accounting Standards/Turkish Financial Reporting Standards as per the Capital Market Law and related Communiqués and TL 498,410,059.77 of net profit in its statutory financial statements prepared under the Tax Procedure Law.

In accordance with the Company’s Profit Distribution Policy, the Board proposed the addition of the 2018 distributable profit to extraordinary reserves after setting aside the required amount for the first legal reserve in order to strengthen the financial structure of the Company and not to create an additional funding requirement considering the current economic outlook, the long term strategies and the investment, liquidity and financing policies of the Company as well as to protect the long term interests of the Company, the shareholders and employees. This proposal has been discussed and approved at the Company’s 2018 Ordinary General Assembly Meeting.

The Annual Reports of Vestel Elektronik can be reached from the menu on our web-site under Annual Reports section.

The financial statements of Vestel Elektronik can be reached from the menu on our web-site under Financials section.

The Articles of Association of Vestel Elektronik can be reached from the menu on our web-site under the Corporate Governance section.

Vestel Elektronik obtains corporate credit rating services from Standard & Poor’s (S&P) and corporate governance rating services from SAHA Corporate Governance and Credit Rating Services Inc.

Vestel Elektronik’s current Corporate Credit Rating and Corporate Governance Rating are as follows:

Corporate Credit Rating/Outlook
Standard & Poor’s CCC+/Stable
Corporate Governance Rating (February 2019)
Sub-Categories Weight Rating
Shareholders 0.25 9.49
Public Disclosure and Transparency 0.25 9.79
Stakeholders 0.15 9.81
Board of Directors 0.35 9.41
Total 1.00 9.59

Vestel Elektronik has a single class of shares. All shares are entitled to the same rights and each share has one voting right. There are no privileged shares.

For shareholder questions, you can e-mail the Company’s Investor Relations Department at yatirimci@vestel.com.tr.