BIRLESIM_2021_ANNUAL REPORT

BİRLEŞİM MÜHENDİSLİK 2021 ANNUAL REPORT 118 MANAGEMENT AND CORPORATE GOVERNANCE PRACTICES Compliance Status Explanation Yes Partial No Exempted Irrelevant 4.2.7 - The board of directors ensures that the Investor Relations Department and the Corporate Governance Committee work effectively. The board works closely with them when communicating and settling disputes with shareholders. X 4.2.8 - The company has subscribed to a Directors and Officers liability insurance covering more than 25% of the capital. X None 4.3. STRUCTURE OF THE BOARD OF DIRECTORS 4.3.9 - The board of directors has approved the policy on its own composition, setting a minimal target of 25% for female directors. The board annually evaluates its composition and nominates directors so as to be compliant with the policy. X One women member serves on our board of directors that consists of 5 members in total. 4.3.10 - At least one member of the audit committee has 5 years of experience in audit/accounting and finance. X 4.4. BOARD MEETING PROCEDURES 4.4.1 - Each board member attended the majority of the board meetings in person. X 4.4.2 - The board has formally approved a minimum time by which information and documents relevant to the agenda items should be supplied to all board members. X A minimum time in this regard has not been set in writing. Agenda items are prepared and communicated to the members adequately in advance to allow them to review and evaluate the topic. 4.4.3 - The opinions of board members that could not attend the meeting, but did submit their opinion in written format, were presented to other members X 4.4.4 - Each member of the board has one vote. X 4.4.5 - The board has a charter/written internal rules defining the meeting procedures of the board. X 4.4.6 - Board minutes document that all items on the agenda are discussed, and board resolutions include director’s dissenting opinions if any. X 4.4.7 - There are limits to external commitments of board members. Shareholders are informed of board members’ external commitments at the General Shareholders’ Meeting. X There are no rules limiting external commitments of board members. Board members’ external commitments are disclosed in the annual report. CORPORATE GOVERNANCE COMPLIANCE REPORT AND INFORMATION FORM