Aygaz : Interim Report for the period of 01.01.2022-30.09.2022

AYGAZ A.Ş.

1 January - 30 September 2022

INTERIM REPORT

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AYGAZ A.Ş. 1 January - 30 September 2022 INTERIM REPORT

BUSINESS AREA

The main activity of the Company is purchasing liquefied petroleum gas ('LPG') from domestic refineries and overseas market, stocking, filling and delivery to retailers for distribution to customers as cylinder, autogas and bulk gas. Aygaz A.S ('Company' or 'Aygaz') has a facility that produces cylinders, valves, small bulk gas tanks, pressure regulators and similar items besides five marine terminals, six filling plants and seven distribution centers operated by the most modern technology which comply with international standards. As of the end of September 2022, Aygaz serve to customers with 2,252 cylinder dealers and 1,815 autogas stations.

Production and distribution of LPG appliances are also included in the activities as well as manufacture, purchase, sale and after-sale services of LPG cylinders, LPG tanks, LPG stoves and other supplementary materials which are complementary equipment for the end-user.

The Company is registered to Istanbul Trade Registry with number 80651-0 (Mersis No: 0-1190-0510-2700141) and contact information of its headquarters and branches appear on its website, www.aygaz.com.tr.

CAPITAL AND SHAREHOLDING STRUCTURE

The issued capital of our Company is TL 219,800,767 and the recent decrease of the Company capital from TL 300,000,000.00 to TL 219,800,767.00 due to the transfer of Entek Elektrik Üretim A.Ş. ("Entek") shares corresponding to 49.62% of the registered Entek capital in our Company's assets, to Türkiye Petrol Rafinerileri A.Ş. ("Tüpraş") through a partial demerger transaction through the model of share transfer to Aygaz shareholders, is approved at Aygaz A.Ş.'s Extraordinary General Assembly Meeting (on August 25, 2022), following the approval of the transaction by the Capital Markets Board ("CMB") on July 7, 2022.

The transaction was registered on August 26, 2022 and was published in the Turkish Trade Registry Gazette ("TTRG") on September 1, 2022.

Company's
Issued capital	:	TL 219,800,767.00
Upper limit of registered capital	:	TL 500,000,000.00
The shareholding structure
as of September 30, 2022		TL	%
Koç Holding A.Ş.		89,424,844.65	40.68
Temel Ticaret ve Yatırım A.Ş.		12,692,827.96	5.77
Koç Family		10,451,500.67	4.76
Liquid Petroleum Gas Dev. Co.		53,884,641.77	24.52
Free float*		53,346,951.96	24.27
Total		219,800,767.00	100.00

1. The free floating shares in the amount of TL 1,996,553.90 (ratio to capital 0.91%) belong to Hilal Madeni Eşya Ticaret Sanayi ve Yatırım A.Ş., of which Liquid Petroleum Gas Dev. Co. is a 100% shareholder.

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AYGAZ A.Ş. 1 January - 30 September 2022 INTERIM REPORT

BOARD OF DIRECTORS

Division of duties among the Board of Directors which are elected in the Ordinary General Assembly dated March 30, 2022 are determined by the Board Resolution dated March 31, 2022 as below;

Board of Directors
Rahmi M. Koç	Chairman of the Board of Directors
Ömer M. Koç	Deputy Chairman of the Board of Directors
Alexandre F.J. Picciotto	Member
Dr. Bülent Bulgurlu	Member
Levent Çakıroğlu	Member
Yağız Eyüboğlu	Member
Kutsan Çelebican	Independent Member
Kemal Ege Cansen	Independent Member
Dr. Şadan Kaptanoğlu Dikici	Independent Member
Executive Committee
Rahmi M. Koç	Chairman
Ömer M. Koç	Member
Ali Y. Koç	Member
Alexandre F.J. Picciotto	Member
Caroline N. Koç	Member
Audit Committee
Kutsan Çelebican	Chairman
Dr. Şadan Kaptanoğlu Dikici	Member
Corporate Governance Committee
Kutsan Çelebican	Chairman
Yağız Eyüboğlu	Member
Gökhan Dizemen	Member
Risk Management Committee
Dr. Şadan Kaptanoğlu Dikici	Chairwoman
Dr. Bülent Bulgurlu	Member

EXECUTIVE MANAGEMENT

Gökhan Tezel	General Manager
Gökhan Dizemen	Assistant General Manager (Finance)
Ayşe Abamor Bilgin	Assistant General Manager (Technical Affairs and Investments)
Fikret Coşar	Assistant General Manager (Sales)
Rıdvan Uçar	Assistant General Manager (Marketing and Innovation)
Nurettin Demirtaş	Director (Affiliates and Accounting)
Şenol Zafer Polat	Director (Cylinder Gas Sales)
Hakan Öntürk	Director (Autogas Sales)
Elifcan Yazgan	Director (Supply Chain)
Esra Topkoç	Director (Human Resources)

Detailed profiles of the Board of Directors and Executive Managers and the principles of the Committees which are established by the Board of Directors are available at the website of Aygaz. (www.aygaz.com.tr)

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AYGAZ A.Ş. 1 January - 30 September 2022 INTERIM REPORT

SUBSIDIARIES and AFFILIATES

The details of the subsidiaries and affiliates included in the consolidation are as below:

	Place of
	incorporation
Subsidiaries	and Operation	Principal Activity
Anadoluhisarı Tankercilik A.Ş.	Turkey	Shipping
Kandilli Tankercilik A.Ş.	Turkey	Shipping
Kuleli Tankercilik A.Ş.	Turkey	Shipping
Kuzguncuk Tankercilik A.Ş.	Turkey	Shipping
Akpa Day. Tük. Lpg ve Akar. Ürün. Paz. A.Ş.	Turkey	Marketing
Aygaz Doğal Gaz Toptan Satış A.Ş.	Turkey	Natural gas
Aygaz Doğal Gaz İletim A.Ş.	Turkey	Natural gas
Sendeo Dağıtım Hizmetleri A.Ş.	Turkey	Cargo Transport/Distribution

	Bal Kaynak Su İthalat İhracat Sanayi ve Ticaret A.Ş Turkey	Water distribution
		Place of
		incorporation	Principal
	Investments in associates and Joint ventures	and Operation	Activity
	Enerji Yatırımları A.Ş.	Turkey	Energy
	Entek Elektrik Üretimi A.Ş. (*)	Turkey	Electricity
	Opet Aygaz Gayrimenkul A.Ş.	Turkey	Real Estate
			LPG supply, filling and
	United LPG Ltd. (**)	Bangladesh	distribution
		Place of
		incorporation	Principal
	Financial Assets	and Operation	Activity
	Koç Finansal Hizmetler A.Ş.	Turkey	Finance
	Ram Dış Ticaret A.Ş.	Turkey	Trade
	Tat Gıda Sanayi A.Ş.	Turkey	Food

1. The transfer of Entek shares corresponding to 49.62% of the registered Entek capital in our Company's assets to Tüpraş through a partial demerger transaction through the model of share transfer to Aygaz shareholders is registered as of August 26, 2022 and transfer of shares were completed.

1. It is resolved to name the Joint Venture Company as United Aygaz LPG Ltd. With the protocol signed on January 20, 2021. The title change will be realized with an application following the completion of the necessary permit procedures by the related Ministry.

In July 2010, the Company has restructured its shipping operations under new legal entities, and established Anadoluhisarı Tankercilik A.Ş., Kandilli Tankercilik A.Ş., Kuleli Tankercilik A.Ş. and Kuzguncuk Tankercilik A.Ş. with an effective ownership interest of 100%. The main activities of these companies are to purchase, build or rent vessels and to operate them in domestic and/or overseas transportation of crude oil, petroleum products, liquid petroleum gas, natural gas and solid, liquid and liquefied products. The vessel named "Kuleli", included in Company assets and used in liquid petroleum gas transportation, is sold in cash on October 13, 2017. Kuleli Tankercilik A.Ş has purchased 100% shares of Bal Kaynak Su İthalat İhracat Sanayi ve Ticaret A.Ş. ('Bal Kaynak') on March 14, 2019. The capital of the Bal Kaynak was increased by TL 50.000 thousand up to TL 133.000 thousand with the decision of the Ordinary General Assembly held on March 3, 2022. Bal Kaynak continues its water trade activities with the aim of providing sustainable production.

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AYGAZ A.Ş. 1 January - 30 September 2022 INTERIM REPORT

Akpa Dayanıklı Tüketim LPG ve Akaryakıt Ürünleri Pazarlama A.Ş ("Akpa") is mainly engaged in sales of cylinders through either its own organisation or dealers, retail and wholesale of LPG, fuel and lubricants through autogas stations.

Main activity of Aygaz Doğal Gaz Toptan Satış A.Ş. and Aygaz Doğal Gaz İletim A.Ş. (together "Aygaz Doğal Gaz") is to purchase natural gas from domestic and/or overseas suppliers, selling natural gas to domestic and/or overseas customers and make related arrangements for the modulation, storing of natural gas and building necessary facilities.

Sendeo Dağıtım Hizmetleri A.Ş. ("Sendeo") has started its operations in cargo transport/distribution sector in 2020 as an in-house entrepreneurship project. With the resolution of the Board of Directors dated July 30, 2021, a long-term and success-based Consulting Agreement was signed with McKinsey Danışmanlık Hizmetleri Ltd. Şti. ("McKinsey"). With the contract, the Company has declared its intentions that the Company and/or other Koç Group companies owning Sendeo shares make a cash capital injection of up to USD 60 million in Sendeo during the service period taking into account the company's activities and operational needs. On August 3, 2021, 45% of the shares of Sendeo each with a nominal value of TL 15.975 thousand were transferred to Koç Holding A.Ş. with a cash price of TL 15.975 thousand. Sendeo's capital was increased from TL 500 thousand to TL 35.500 thousand on February 19, 2021, and from TL 35.500 thousand to TL 143.500 thousand on September 2, 2021. With the decision of the Extraordinary General Assembly held on February 14, 2022, it was resolved to increase Sendeo's capital from TL 143.500 thousand to TL 423.500 thousand. Out of the total amount of TL 154.000 thousand corresponding to Aygaz's share in the capital increase; TL 77.000 thousand was paid in cash on February 9, 2022, and the remaining TL 77.000 thousand was paid in cash on July 7, 2022. Finally, Sendeo's capital was increased by TL 80.000 thousand to TL 503.500 thousand at the Extraordinary General Assembly held on August 23, 2022 and the amount of TL 44.000 thousand corresponding to Aygaz's share in the capital increase was paid in cash on August 31, 2022. Sendeo became operational in 81 cities in February 2022, following the Istanbul operation that started in May 2021. The company has reached 80.000 maximum daily package delivery in September 2022 through its 10 transfer centers and 6 distribution centers.

In December 2005, Enerji Yatırımları A.Ş. ("EYAŞ") was established to acquire 51% block shares of Türkiye Petrol Rafinerileri A.Ş. ("Tüpraş"), to participate in Tüpraş's management and its operational decisions as well as to establish and operate in oil refinery related sectors in Turkey.

The electricity producer company Entek Elektrik Üretimi A.Ş. ("Entek"), has a total installed capacity of 442 MW, 330 MW of which is in renewable energy, with eight hydroelectric power plants ("HPP") in Kahramanmaraş, Karaman, Samsun and Mersin with capacity of 264 MW, one natural gas cycling plant with capacity of 112 MW in Kocaeli, and one wind power plant ("WPP") with capacity of 66 MW in Edirne as of September 30, 2022. The installed capacity of Süloğlu wind power plant was increased from 60 MW to 66 MW as of August 2022 and the license amendment was completed. According to the notifications made to the Public Disclosure Platform ("PDP") on April 25, 2022 by Aygaz, Koç Holding and Tüpraş; resolutions were disclosed regarding the transfer of Entek shares in the companies' assets which corresponds to 99,24% of the registered Entek's capital of which 49.62% is owned by our main shareholder Koç Holding A.Ş. and 49.62% by our Company, to Tüpraş through a partial demerger transaction. The transaction was approved by CMB on July 7, 2022. The transaction is approved by Aygaz, Koç Holding and Tüpraş shareholders at the extraordinary general assembly meetings held on August 25, 2022, and the registration was completed on August 26, 2022.

Opet Aygaz Gayrimenkul A.Ş. was established on September 20, 2013, as a joint venture with 50% equal shares by the Company and Opet Petrolcülük A.Ş., which is the

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