Ziraat Katılım 2018 Annual Report

Changes in the Articles of Association in 2018

Pursuant to a resolution passed at the extraordinary general assembly of Ziraat Participation Bank held on 20 September 2018, the Bank’s paid-in capital was increased to TL 1,750,000,000 by means of a cash injection in the amount of TL 500,000,000 which was provided by the Treasury Undersecretariat. This increase was registered on 22 October 2018 and the section of the Bank’s articles of association concerning this action was revised as indicated below.

DRAFT AMENDMENT SHOWING THE OLD AND NEW FORMS OF THE SECTIONS OF ZİRAAT KATILIM BANKASI A.Ş.’S ARTICLES OF ASSOCIATION THAT ARE TO BE CHANGED

OLD VERSION

NEW VERSION

Article 6

The nominal value of the Company’s capital is TL 1,250,000,000.00. This capital is divided into 1,250,000,000 shares, each of which has a par value of one Turkish lira.

The entire TL 747,000,000.00 of the previous capital was paid in cash in a manner free from collusion and unlawful conduct.

The entire TL 500,000,000 cash increase was subscribed to by T.C. Ziraat Bankası A.Ş. and was paid before the date of its registration. TL 3,000,000 of the increase was provided from internal sources.

The bank’s ownership structure is as follows:

Name Surname/Corporate Title	Share Amount (TL)	Share %	# Shares
T.C. Ziraat Bankası A.Ş.	1,249,999,996	99,99999968	1,249,999,996
Ziraat Sigorta A.Ş.	1	0,0000008	1
Ziraat Hayat ve Emeklilik A.Ş.	1	0,0000008	1
Ziraat Teknoloji A.Ş.	1	0,0000008	1
Ziraat Yatırım Menkul Değerler A.Ş.	1	0,0000008	1
Total	1,250,000,000	100	1,250,000,000

Share transfers and establishments of rights thereon shall take place after they have been authorized by the bank’s general assembly of shareholders. Such assignments shall be effected in accordance with the provisions of the Turkish Commercial Code and of other applicable laws, regulations, and administrative provisions.

Shares are registered in the name of their bearers.

The nominal value of the Company’s capital is TL 1,750,000,000.00. This capital is divided into 1,750,000,000 shares, each of which has a par value of one Turkish lira.

The entire TL 1,250,000,000.00 of the previous capital was paid in cash in a manner free from collusion and unlawful conduct.

TL 500,000,000 cash increase was subscribed to by T.C. Ziraat Bankası A.Ş. and was paid before the date of its registration.

The bank’s ownership structure is as follows:

Name Surname/Corporate Title	Share Amount (TL)	Share %	# Shares
T.C. Ziraat Bankası A.Ş.	1,749,999,996	99,99999976	1,749,999,996
Ziraat Sigorta A.Ş.	1	0,00000006	1
Ziraat Hayat ve Emeklilik A.Ş.	1	0,00000006	1
Ziraat Teknoloji A.Ş.	1	0,00000006	1
Ziraat Yatırım Menkul Değerler A.Ş.	1	0,00000006	1
Total	1,750,000,000	100	1,750,000,000

Share transfers and establishments of rights thereon shall take place after they have been authorized by the bank’s general assembly of shareholders. Such assignments shall be effected in accordance with the provisions of the Turkish Commercial Code, Banking Law and of other applicable laws, regulations, and administrative provisions.

Shares are registered in the name of their bearers.