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PART I: INTRODUCTION
2015 PROFIT DISTRIBUTION PROPOSAL AND DIVIDEND POLICY
TÜRKİYE VAKIFLAR BANKASI T.A.O. DIVIDEND POLICY
TÜRKİYE VAKIFLAR BANKASI T.A.O. PROFIT DISTRIBUTION PROPOSAL
Issues about VakıfBank’s profit distribution are regulated in the Article 9 of VakıfBank’s Law No.6219 and the Article 84 and 85 of Articles of
Incorporation. According to this, from the annual profit of the Bank, the following amounts shall be distributed to:
a) 5% to the ordinary reserve up to the amount of paid-in capital,
b) 5% to the first extraordinary reserve,
c) 9% to the employees as dividend premium to be distributed within the principles determined by the Board of Directors as limited with three months
gross salary of the employee,
d) To the second extraordinary reserve from remaining balance in the amount that will be determined by the General Assembly in case of a necessity
for the Bank to continuously improve and to provide its steady profit distribution or reinstate the assets according to the Article 523/2 of Turkish
Commercial Code,
Remaining ordinary reserve is allocated for the possible losses that will occur in the future and first extraordinary reserve is allocated to retrieve
extraordinary losses of the Bank.
General Assembly can decide to use the second extraordinary reserve for reinstating the assets or continuous improvement of the Bank and providing
its steady profit distribution. Meanwhile, it can be also decided to use the excess capital from the capital increase partially or totally this sense.
According to profit distribution policy, a balanced policy is pursued between the benefits of the shareholders and partnership.
Within this scope, VakıfBank determines its profit distribution policy by considering the compliance of Banking Regulation and Supervision Agency and
meeting the targeted standard ratios stated in the Protective Provisions of Banking Law No. 5411 with prospective growth strategy, financial needs,
general economic conditions and capital adequacy ratio.
Each year, Board of Directors submits its profit distribution proposal to the General Assembly. The profit distribution proposal of the Board of Directors is
discussed and decided in the General Assembly and announced to the public through Public Disclosure Platform at the same day.
Profit is distributed in line with the way and date determined by the General Assembly within the scope of relevant legislation.
The Bank’s Board of Directors convened on 03.03.2016 and reached the following resolutions:
The profit of TL 1,930,109,388.95- posted in the balance sheet as a result of the operations of 2015, shall be distributed as seen in the profit distribution
table presented below, in line with the Article 9 of VakıfBank Law no. 6219 and Article 84 of the Articles of Incorporation,
As per the Article 9/D of VakıfBank Law and the Article 84/C of our Articles of Incorporation, a decision was made to transfer the TL 144,017,464.32
in employee dividends -written off as an expense in 2015 after setting aside the necessary reserves- to the relevant account in order to distribute the
stated amount to the employees, and to pay the amount set aside as dividends -that will be limited to gross three month salary- to all employees on
the date that will be determined by our Board of Directors.
TL 1,660,664.19- which is 75% of the TL 2,214,218.92 in proceeds received from the sale of subsidiaries and real estate properties disposed of during
2015, shall be transferred to a special liability-side reserve account pursuant to Article 5/1-e of Corporate Tax Law No. 5520.
2015 PROFIT DISTRIBUTION TABLE (TL)
NET PROFIT
1,930,109,388.95
Distributable Net Profit
1,930,109,388.95
I- Legal Reserves
193,010,938.90
1. First Legal Reserve
96,505,469.45
2. Legal Reserves set aside as per the Bank’s Act and Articles of Incorporation (The Article 9/D of VakıfBank Law)
96,505,469.45
II- Profit Distributable to Shareholders
1,737,098,450.05
III- Special Reserves
1,660,664.19
IV- Extraordinary Reserves (The Article 9/E of VakıfBank Law)
1,635,437,785.86
V- Dividends to be Paid to Shareholders
100,000,000.00
