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VAKIFBANK

ANNUAL REPORT 2014

9

VakıfBank Board of Directors made the following decision on March 02, 2015:

To submit the following actions for the approval of the General Assembly of Shareholders:

A decision was made: (i) to transfer the TL 141,115,550.46 deferred tax asset net revenue (due to the fact that this amount is not subject to profit distribution)

out of the TL 1,753,273,280.50 2014 net profit, to the other profit reserves, and (ii) to distribute the remaining amount of TL 1,612,157,730.04 as specified

in the profit distribution table (given in the Annex) that was prepared as per the 9

th

Article of the VakıfBank Law and the 84

th

Article of VakıfBank Articles of

Incorporation.

Moreover, as per the Article 9/D of VakıfBank Law and the Article 84/C of our Articles of Incorporation, a decision was made: (i) to transfer the TL

129,796,548.18 employee dividends (written off as an expense in 2014 after setting aside the necessary reserves) to the relevant account in order to

distribute the stated amount to the employees, and (ii) 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.

To transfer TL 314,828,980.97 which is 75% of the TL 236,121,735.73 in proceeds received from the sale of subsidiaries and real estate properties disposed of

during 2014, to be tracked in a special liability-side reserve account pursuant to Article 5/1-e of Corporate Tax Law No. 5520.

2014 PROFIT DISTRIBUTION

PROPOSAL AND DIVIDEND POLICY

2014 PROFIT DISTRIBUTION TABLE (TL)

Net Profit

1,753,273,280.50

Deferred Tax Assets (-)

141,115,550.46

Distributable Net Profit

1,612,157,730.04

I- Legal Reserves

161,215,773.00

1. First Legal Reserve (T.C.C. 466/1)

80,607,886.50

2. Legal Reserves set aside as per the Bank’s

80,607,886.50

Act and Articles of Incorporation

-

II- Profit Distributable to Shareholders

1,450,941,957.04

III- Special Reserves

236,121,735.73

IV- Extraordinary Reserves (Bank’s Charter 9/E)

1,114,820,221.31

V- Dividends to be Paid to Shareholders

100,000,000.00