The Disclosure Policy Framework Document, regarding public announcements in accordance with the domestic and international capital markets regulations to which Turkcell is subject was prepared and presented to shareholders at the Ordinary General Assembly held in 2005. Following the General Assembly, the Disclosure Policy Framework Document was published in the Investor Relations section of the Company's website, www.turkcell.com.tr, under Corporate Governance heading. Turkcell's Disclosure Policy was revised in 2009 and published on the website.
Turkcell makes public disclosures in compliance with the CMB , ISE , SE C and NYSE regulations to which it is subject. The purpose of Turkcell's Disclosure Policy is to ensure an active and transparent communication which is complete, fair, correct, timely, clear, and cost effectively and equally accessible for all stakeholders including shareholders, investors, employees and customers in accordance with the regulations to which the Company is subject. Turkcell follows-up news and rumors about the Company and in accordance with the Company's Procedure on Follow-up of News and Rumors public disclosures may be made if deemed appropriate or necessary. The responsibility to maintain and monitor this Disclosure Policy is incumbent on the Company's Investor and International Media Relations Division.
In 2010, Turkcell made a total of 45 public disclosures to the domestic and foreign capital markets to which it is subject. Since Turkcell shares are quoted on the New York Stock Exchange, these disclosures were made both in English and Turkish. Public Disclosures are available on the Turkcell website (www.turkcell.com.tr) in the Investor Relations section.
Information provided by our Disclosure Team and/or Disclosure Committee is evaluated under the coordination of the Investor and International Media Relations Division and with the compliance advice of the Capital Markets and Corporate Governance Compliance Unit in accordance with the local and the international capital market regulations to which our Company is subject. In cases in which public disclosure is required, such disclosure is to be made by the Investor and International Media Relations Division.
Furthermore, in 2009, Turkcell created a mechanism for the postponement of the public disclosure of inside information, within the framework of Article 15 of the Capital Markets Board Communiqué on Disclosure (Series: VIII, No. 54), which regulates the postponement of public disclosure of inside information.
Turkcell's website is www.turkcell.com.tr. Information for shareholders is provided under the following headings in the Investment Relations section:
|e.||Financial and Operational Information|
The shareholder structure of our Company is as follows:
|Shareholder||Value of Stake (TRY)||% of Share|
|Turkcell Holding A.Ş.||1,122,000,000.238||51.00%|
|Sonera Holding B.V.||287,632,179.557||13.07%|
|MV Holding A.Ş.||26,021,712.590||1.18%|
|Çukurova Holding A.Ş.||995,509.429||0.05%|
|Müflis Bilka Bilgi Kaynak ve İletişim San. Ve Tic. A.Ş.||137,199.575||0.01%|
|(*) While 34.69% of our company is listed in the stock exchange, the number of our Company's free floating shares on 31.12.2010 was 557,614,008.03 according to a "Report on Free Float Ratios" released by the Central Registry Agency in accordance with Capital Markets Board's decision 21/655 of 23.07.2010 as amended by its decision 24/729 of 18.08.2010 and its free float ratio is 25.34%. The difference between those rates results from the exclusion of shares which are " i. held by a public entity, ii. Held by the company's incorporators and its affiliates (companies subject to consolidation), iii. Held by shareholders who may be a natural person or a corporate body and control at least 5% of the Company's capital, iv. Held by a) the members of the Company's Board of Directors and the Board of Auditors, b) General Manager or executives who are equal to or superior to a general manager in terms of their powers and functions, c) senior executives who report to General Manager or executives who are equal to or superior to a general manager in terms of their powers and functions, v. owned by the savings funds or foundations of companies, vi. Provided as equity capital pursuant to regulations applicable to the capital markets legislation or as a collateral in respect of a margin trading or as a collateral except the ones which are given as a collateral only for Central Depository Bank markets, vii. Which are legally restricted and cannot be subject to purchase and sale, viii) prohibited , ix. Seized " in the definition of free float ratio. The difference may result from one or more situations described in the decision and it is not possible for our Company to know.|
Turkcell's Disclosure Policy contains guidelines concerning the Blackout Period Practice relating to insider trading issues. In accordance with these guidelines, employees are prohibited from selling or purchasing Turkcell securities during the blackout period. Turkcell employees with access to inside information that can affect the price of capital market instruments are restricted from selling or purchasing Turkcell securities regardless of blackout periods.
Pursuant to CMB regulations, a list of those having access to inside information is maintained, rules and regulations pertaining inside information were provided to management and employees, and regular reminders were made through e-mail and mobile training programs. Furthermore, this information is provided to every new Turkcell employee through the Orientation Program. Employees are required to sign an affirmation stating that these regulations are an indispensible part of their employment contracts.