Eregli Demir ve Çelik Fabrikalari T : 2022 6 Months Interim Report

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

For the Period 1 January - 30 June 2022 Condensed Board of Directors' Activity Report

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

P a g e 1

BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

A - GENERAL INFORMATION

1. Period of the Report 01.01.2022 - 30.06.2022
2. Information About the Association
3. • Title: EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.
   • Trade Registry Number: 863637
   • Address: Barbaros Mah. Ardıç Sok. No: 6 Ataşehir/İSTANBUL
   • Website: www.erdemir.com.tr
4. Shareholding and Capital Structure

Authorized Capital	: TRY 7.000.000 thousand
Paid-in Capital	: TRY 3.500.000 thousand
Shareholders		Shares ( Thousand TRY)	%
ATAER Holding A.Ş.	1.724.982	49,29
Publicly Held		1.667.181	47,63
Erdemir's Own Shares	107.837	3,08
Total		3.500.000	100,00

No change has occurred in shareholding and capital structure in the period.

4. Board of Directors, Executive Management and Number of Personnel

According to the Turkish Commercial Code and related regulations, the election of the Board of Directors is executed by the General Assembly within the framework of the Articles of Association. Should there be an opening in the Board of Directors Membership within the respective period; an election for the available positions is made according to the provisions of Turkish Commercial Code and Company's Articles of Association and the results are submitted to the next general assembly to be approved. The Company's 2021 Regular General Assembly has been executed on 17 March 2022.

At the Ordinary General Assembly Meeting held on March 17, 2022, election was made due to the expiry of term of independent board memberships, 3 independent board members were elected to serve for 1 year period in accordance with the 10th and 11th articles of Articles of Association within the framework of Turkish Commercial Code and Capital Market Law.

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

P a g e 2

BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

The active members of the Board of Directors as of reporting period:

		Effective
Board of Directors	Title	from
OYTAŞ İç ve Dış Ticaret A.Ş.	Chairman
(Represented by: Süleyman Savaş ERDEM)	27.05.2013 (*)
OMSAN Lojistik A.Ş.	Deputy Chairman-
(Represented by: Aslıhan DÖĞER)	Executive Director	11.09.2012 (*)
OYAK Pazarlama Hizmet ve Turizm A.Ş.	Executive Director
(Represented by: Gürtan DAMAR)	13.09.2012 (*)
Republic of Turkey Ministry of Treasury and
Finance Privatization Administration	Board Member
(Represented by: Bekir Emre HAYKIR)		20.09.2012 (*)
OYKA Kağıt Ambalaj Sanayii ve Ticaret A.Ş.	Board Member
(Represented by: Baran ÇELİK)	12.09.2012 (*)
OYAK Denizcilik ve Liman İşletmeleri A.Ş.	Board Member
(Represented by: Güliz KAYA)	12.09.2012 (*)
	Independent
Ali FİDAN	Board Member	31.03.2017
	Independent
Kurtuluş Bedri VAROĞLU	Board Member	31.03.2017
	Independent
Emre GÖLTEPE	Board Member	17.03.2022

(*) Inauguration date of the legal entity.

Changes in the Executive Board within the Period

At the Ordinary General Assembly Meeting held on 17 March 2022, Emre GÖLTEPE, Ali FİDAN and Kurtuluş Bedri VAROĞLU have been elected as independent board members for serving 1 year period.

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

P a g e 3

BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

Powers and Duties of the Members of the Board of Directors'

The Chairman and the members of the Board of Directors possess duties and authorities set out in the Turkish Trade Act's relevant clauses and in the Articles of Association.

Executive Management

Executive	Title	Effective from	Education	Experience
Management
	Deputy Chairman and		Middle East Technical
Aslıhan DÖĞER	23.02.2021	University - Industrial	24 Years
Executive Director
		Engineering
			Yıldız Technical
Gürtan DAMAR	Executive Director	23.02.2021	University -	27 Years
Mechanical
			Engineering
			İstanbul Technical
Salih Cem	General Manager	6.06.2018	University -	29 Years
ORAL	Metallurgy
			Engineering
			Middle East Technical
İsmail Kürşad	Procurement Group	21.02.2017	University - Political	26 Years
KORKMAZ	Vice President	Science and Public
			Administration
Mustafa Serdar	Financial Management		Karadeniz Technical
and Financial Affairs	24.09.2020	University - Public	18 Years
BAŞOĞLU
Group Vice President		Finance
	Marketing and Sales		İstanbul Technical
Fatih ÇITAK	18.01.2020	University - Industrial	23 Years
Group Vice President
		Engineering
	Information		İstanbul Technical
		University - Business
Can ÖRÜNG	Technologies Group	21.02.2017	21 Years
Administration
	Vice President
		Engineering
	Enterprise Architecture		National Defence
	and Human
Ercan KAYA	21.07.2020	University - Business	35 Years
Resources Group Vice
		Administartion
	President
	Operations Deputy		Middle East Technical
Sinan		University -
General Manager	27.09.2021	25 Years
BOZKURT	Metallurgy and
			Materials Engineering

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

P a g e 4

BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

1. The Transactions of Board Members made on its behalf or on behalf of other and the activities as part of prohibition of competition
   At the Ordinary General Assembly held on 17 March 2022, it is consented to give the authority for transactions for 2022 according to article 395 and 396 of Turkish Commercial Code to the Members of the Board.
   No transaction had been realized in this context.
2. Personnel and Worker Movements and Collective Bargaining Practices and Rights and Benefits Provided to Personnel and Workers
   28th Period Collective Labor Agreement, which will be valid between 1 September 2020 - 31 August 2022, has been signed on December 23, 2020 between Turkish Employers'
   Association of Metal Industries (MESS) on behalf of our company and Turkish Metal Union as the collective bargaining agency.
   27th Period Collective Labor Agreement, which will be valid between January 1, 2021 and December 31, 2022 has been signed on May 24, 2021 between Özçelik-İş Union and
   İskenderun Demir ve Çelik A.Ş .
   In the scope of collective agreement applications, the rights and benefits of the employees are classified under bonuses, social benefits, and vacations. Bonuses and social benefits are; bonuses, holiday allowance, heating allowance, paid annual leave allowance, marriage allowance, birth allowance, bereavement allowance (worker's death, worker's spouse's, children's, mother's, father's or sibling's death, in the case of a death as a result of a work accident it will pass onto the worker's heir at law), military service allowance, children allowance, educational allowance (play school, primary school, secondary school, high school, higher education), meal allowance and transportation. Vacations are; paid annual leaves, accompaniment leaves for medical purposes, accompaniment leaves (handicapped child) excused absences, unpaid leaves, and other paid leaves consisting marital leaves, bereavement leaves, pregnancy leaves, maternity leaves, nursing leaves, adoption leaves, part-time work leaves, transport leaves and leaves in case of a natural catastrophe.
   Bereavement allowance (in the case the worker dies), transportation and meal allowance, derived from the social benefits, are given to all employees; the rest is given only to blue-collar workers. Paid annual leaves, leaves of absence with excuse, marital leaves, bereavement leaves, maternity leaves, and pregnancy leave, accompaniment leaves (handicapped child), adoption leaves, part-time work leaves, transport leaves, unpaid leaves and nursing leaves can be taken by all employees; the rest is taken only by blue-collar workers.
   The number of the personnel employed by the Group as of reporting date:

		30 June		31 December
		2022	2021
		Personnel		Personnel
Hourly paid	8.598	8.585
Monthly paid	4.190		4.203
		12.788	12.788