Türkiye Halk Bankasi : 2023 July 07-Information Document

TÜRKİYE HALK BANKASI A.Ş.

INFORMATION DOCUMENT FOR THE ANNUAL GENERAL MEETING

AUGUST 02, 2023

Pursuant to the relevant provisions of the Turkish Commercial Code, the 2022 Ordinary General Assembly of our Bank, at which the agenda items set forth shall be discussed, shall be held on Wednesday, August 02, 2023 at 10:30 at the Head Office located at Barbaros Mahallesi Şebboy Sokak No:4/1 Ataşehir/İstanbul Pursuant to Article 437 of the Turkish Commercial Code, the Financial Statements, the Dividend Distribution Statement, the Annual Report of the Board of Directors, the Report of the Board of Auditors, the Independent Audit Report, and other documents of our Bank relevant to the agenda 2022 shall be made available at the Head Office Building for the shareholders to examine Tuesday, July 11, 2023 at the latest. In addition, the aforementioned documents and their annexes shall be accessible via the Internet at https://www.halkbank.com.tr/en/investor-relations/corporate-governance/general- assembly. html and https://www.halkbank.com.tr/en/investor-relations/financial-information /financial-reports.html.

Pursuant to the Turkish Commercial Code No 6102, the Capital Markets Law No 6362, and other relevant legislation adopted in accordance with these laws, shareholders may attend the General Assembly using the "Electronic General Assembly System" (EGAS), an electronic platform provided by the Central Registry Agency (CRA), or by presenting themselves in person at the location of the General Assembly.

Attending the General Assembly via EGAS

Shareholders who have dematerialized their shares in their own names may attend the General Assembly in person or by proxy provided that they obtain a qualified electronic certificate and that they complete the EGAS trainings. Shareholders can obtain further information about how they can attend the General Assembly via EGAS by visiting the website of the Central Registry Agency.

Shareholders who declare that they will attend the General Assembly via EGAS may not attend the General Assembly in person.

Attending the General Assembly in Person

1. Real person shareholders must present an identity card which bears their Turkish Identification Number.
2. If real person shareholders have designated a proxy via EGAS, the proxy must present an identity card which bears their Turkish Identification Number.
3. If real person shareholders have not designated a proxy via EGAS, the proxy must present an identity card which bears their Turkish Identification Number and a power of attorney given below which shows that they have been designated as a proxy.
4. Proxies designated by real person shareholders may attend the General Assembly by presenting an identity card that bears their Turkish Identification Number and a power of attorney given below which proves that they have been designated as a proxy.

Proxies who will attend the General Assembly must use the sample power of attorney given below. The powers of attorney must be notarized and, if they will not be notarized, the shareholder's notarized circular of signature must be attached to the power of attorney.

(Annex-1)

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The power of attorney must bear the following information: name of the company; date of the General Assembly; the full name and Turkish Identity Number of the proxy; the number of shareholder shares; the full name, title, Turkish Identification Number/Taxpayer Identification Number and signature of the shareholder. Powers of attorney which do not bear any of this information shall be considered invalid.

Custodial institutions may attend the General Assembly as representing shareholders who hold shares in their accounts, by being authorized by shareholders via EGAS. If the said institutions authorize their own employees to attend the General Assembly in person, these persons must present, in addition to their powers of attorney, the Power of Attorney and Instruction Notice Form contained in the Regulation on the "Procedures and Principles Regarding the General Assemblies of Joint Stock Companies and Ministry of Representatives to be Present at these Assemblies" issued by the Ministry of Customs and Trade.

TÜRKİYE HALK BANKASI A.Ş.

BOARD OF DIRECTORS

AGENDA:

1. Opening and formation of the General Assembly Presidency,
2. Reading and discussion of the 2022 Annual Report prepared by the Board of Directors, the Independent Audit Report, and the Report of the Board of Auditors,
3. Reading, discussion and approval of the financial statements for the 2022 financial and fiscal year,
4. Reading, discussion and approval of the Profit Distribution Tables for year 2022 proposed by the Board of Directors,
5. Approval of transferring from extraordinary reserves to the special fund account in return for the revaluation fund resulting from the revaluation application within the scope of the temporary article 32 and the duplicated article 298-ç of the Tax Procedure Law No. 213
6. Discharging of the members of the Board of Directors and Board of Auditors from any liability,
7. Election of the members of the Board of Directors and the Board of Auditors,
8. Determination of the remuneration of members of the Board of Directors and the Board of Auditors,
9. Discussing and approving the changes to the Articles of Association
10. Approval of the audit firm, which is selected by the Board of Directors and which will conduct the independent audit activities in 2023,
11. Submission donations and aids made to the information and approval of the General Assembly,
12. Authorization of the Board of Directors to permit the members of the Board of Directors to engage in activities mentioned in Article 395 and Article 396 of the Turkish Commercial Code and submission of information to the General Assembly pursuant to Article 1.3.6 of the Corporate Governance Principles issued by the Capital Markets Board of Turkey,
13. Submission of information to the General Assembly about the share buy-back and sale- back transactions as per the resolution of the Board of Directors,
14. Requests and Closing.

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ADDITIONAL EXPLANATIONS PURSUANT TO THE COMMUNIQUE ON

CORPORATE GOVERNANCE

1-) Ownership Structure

Latest ownership and capital structure of the bank is shown below and there are no privileged shareholders in the bank.

HALKBANKASI SHAREHOLDER STRUCTURE (TRY)

2-) Information regarding changes in management and business that would significantly affect the operations of the Bank or the Subsidiaries of the Bank

There are no changes in management and business that significantly affected the operations of the Bank or the Subsidiaries of the Bank in the past financial period.

3-) Written requests of the shareholders in relation to adding a clause to the agenda

There have been no written requests by the shareholders conveyed to the Investor Relations Department in relation to adding a clause to the agenda within the period.

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EXPLANATIONS ON AGENDA ITEMS

1. Opening and formation of the General Assembly Presidency,

The Board of Presidency will be established in accordance with Turkish Commercial Code No: 6102 and the provision of the Article 15 of the Bank's Articles of Association.

2. Reading and discussion of the 2022 Annual Report prepared by the Board of Directors, the Independent Audit Report, and the Report of the Board of Auditors,

Annual Report prepared by the Board of Directors, the Independent Audit Report and the Report of the Board of Auditors, which have been submitted for the review of the shareholders at the Bank's Head Office Building, on the Bank's website (www.halkbank.com.tr), on the Public Disclosure Platform and on EGAS will be read and

3. Reading, discussion and approval of the financial statements for the 2022 financial and fiscal year,

Financial statements for the year 2022, which have been submitted for the review of the shareholders at the Bank's Head Office Building, on the Bank's website (www.halkbank.com.tr) and EGAS will be read and submitted for the shareholders' discussion and approval.

4. Reading, discussion and approval of the Profit Distribution Tables for year 2022 proposed by the Board of Directors,

Profit Distribution Tables for 2022 proposed by the Board of Directors, which has been submitted for the review of the shareholders at the Bank's Head Office Building, on the Bank's website (www.halkbank.com.tr), on the Public Disclosure Platform and on EGAS will

5. Approval of transferring from extraordinary reserves to the special fund account in return for the revaluation fund resulting from the revaluation application within the scope of the temporary article 32 and the duplicated article 298-ç of the Tax Procedure Law No. 213,

Transferring from extraordinary reserves to the special fund account in return for the revaluation fund resulting from the revaluation application within the scope of the temporary article 32 and the duplicated article 298-ç of the Tax Procedure Law No. 213 will be submitted for the shareholders' approval.

6. Discharging of the members of the Board of Directors and Board of Auditors from any liability,

Discharging of the members of the Board of Directors and the Board of Auditors for the year 2022 regarding their operations, transactions and accounts will be submitted for the shareholders' approval.

7. Election of the members of the Board of Directors and the Board of Auditors,

Elections will be held for the Members of the Board of Directors and the Board of Auditors.

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8. Determination of the remuneration of members of the Board of Directors and the Board of Auditors,

In accordance with the provisions of the Articles 23 and 31 of the Bank's Articles of Association the remuneration of Members of the Board of Directors and the Board of Auditors will be determined.

9. Discussing and approving the changes to the Articles of Association,

The amendment of the Articles of Association which is announced by the Board of Directors

10. Approval of the audit firm, which is selected by the Board of Directors and which will conduct the independent audit activities in 2023,

In accordance with the Article 399 of Turkish Commercial Code No: 6102 and the provision of the Article 30 of the Bank's Articles of Association, DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (Deloitte), which was selected by the Board of Directors for independent audit activities of the Bank in 2023 will be submitted for the General Assembly' approval.

11. Submission donations and aids made to the information and approval of the General Assembly,

Information and approval of the donations and aids made will be submitted to General Assembly.

12. Authorization of the Board of Directors to permit the members of the Board of Directors to engage in activities mentioned in Article 395 and Article 396 of the Turkish Commercial Code and submission of information to the General Assembly pursuant to Article 1.3.6 of the Corporate Governance Principles issued by the Capital Markets Board of Turkey,

The authorization of the Board of Directors to permit the members of the Board of Directors to engage in activities mentioned in Article 395 and 396 of the Turkish Commercial Code will be submitted for the approval of the General Assembly. Further, in case of any transactions executed in the scope of the relevant the Article 1.3.6 of the Corporate Governance Principle, information on these transactions will be presented to the General Assembly.

13. Submission of information to the General Assembly about the share buy-back and sale- back transactions as per the resolution of the Board of Directors,

Information will be presented to the General Assembly about the share buy-back and sale- back transactions executed as per the resolution of the Board of Directors within the context of the Capital Markets Board Communique on Share Buy-backs.

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