At the Extraordinary General Assembly Meeting held on October 31, 2019, two new members, one of which is Independent, were added to the composition of the Board of Directors. Previously consisting of six members, the Board of Directors now consists of eight members. Members’ names and roles are as follows:

* Ceyda Aydede, our Company’s Independent Member of the Board of Directors, resigned from her position as an Independent Board Member with her petition dated 11/04/2019. Pınar Ilgaz has been appointed as Independent Member of the Board of Directors, to replace Ms. Aydede.

** Mr. Mehmet TÜTÜNCÜ was appointed as Board Member on March 2, 2020 in place of the resigned Board Member Mr. Mustafa Yaşar SERDENGEÇTİ, to complete the remaining term of office and to be presented to the vote of the first General Assembly to meet.

CENGİZ SOLAKOĞLU

Chair of the Board of Directors

Cengiz Solakoğlu graduated from the Istanbul Academy of Economics and Business Studies (now Marmara University) in 1964, and started his professional career in sales at Beko Ticaret A.Ş. in 1967. In 1977, he was appointed General Manager at the same company. In 1983, Solakoğlu was appointed General Manager of the Atılım Company under the Koç Group. During his eight-year tenure, he pioneered efforts to restructure and strengthen Arçelik’s “Authorized Dealer System.” Solakoğlu was appointed as Vice Chairman of Koç Holding Consumer Goods Group in 1991, and then as Chairman of the same group in 1994. Also serving as a member of the Executive Committee of Koç Group between 1996 and 1998, he was appointed as the Chairman of Koç Holding Consumer Durables Group in 2002. After 38 years of continuous service, Solakoğlu retired from the Group in 2004, due to the Group policy of mandatory retirement at the age of 60. Cengiz Solakoğlu has been the chairperson of Board of Directors at ŞOK Marketler since 2011. Moreover, Solakoğlu has been an Independent Member of the Board Directors at Bizim Toptan Satış Mağazaları, one of Yıldız Holding’s companies operating in the wholesale industry, since 2011. And Since 2014, He has been serving as the chairperson of board at Bizim Toptan Satış Mağazaları. He is among the founders of the Educational Volunteers Foundation of Turkey (TEGV) and the 1907 Fenerbahçe Association. He was awarded the Leader of Civil Society prize by Ekonomist magazine in 2003.

ALİ ÜLKER

Vice Chair of The Board

Ali Ülker was born in 1969 and educated in the Business Administration Department of the Faculty of Economics and Administrative Sciences at Boğaziçi University, Istanbul. He has also attended various programs at IMD and Harvard. He worked in the Internal Kaizen Projects at De Boccard & Yorke Consultancy (1992) and on IESC Sales System Development and Internal Organization Projects (1997).

Mr. Ülker joined the group in 1985 as an intern in the quality control department of Ülker Gıda. From 1986 to 1998 he worked at chocolate production facilities and at Atlas Gıda Pazarlama in positions including sales manager, sales coordinator, product group coordinator, and product group director. In 1998 Mr. Ülker became general director of Atlas Gıda Pazarlama, and in 2001 became the general director of Merkez Gıda Pazarlama. In 2002, he rose to vice chairman of the food group and in 2005 chairman of the group. After worked as vice chairman of the Yıldız Holding Board of Directors for nine years, as of January 29, 2020 Ali Ülker became the Chairman of Yıldız Holding.

Ali Ülker is married with three children. He enjoys fishing, cinema and literature, as well as playing basketball and billiards.

MURAT ÜLKER

Board Member

Murat Ülker was born in 1959. He graduated from the Management Department of the School of Administrative Sciences at Boğaziçi University, Istanbul.Mr. Ülker studied sector-specific subjects at international schools such as the American Institute of Baking (AIB) and Zentralfachschule der Deutschen Süßwarenwirtschaft (ZDS), serving an internship at American company Continental Baking. In three years, he visited nearly 60 biscuit, chocolate and food factories in the United States and Europe. He also worked on various projects for the International Executive Service Corps (IESC). Mr. Ülker joined Yıldız Holding in 1984 as a control coordinator. Over the following years he assumed the roles of assistant general manager, and then general director. As a member of the executive committee and a board member of various companies in the group, he led a series of cornerstone investments.In 2000 Mr. Ülker became chairman of the executive committee, serving as chairman for eight years. In 2008 he became chairman of the Board of Directors. As of January 29, 2020, Ülker continues to take an active role in companies affiliated to the holding as a Member of the Board and he is serving as the Chairman of Bord of Pladis and Godiva.Mr. Ülker is known for his interest in modern art and Islamic calligraphy. He enjoys sailing and travelling with his wife and three children.

MUSTAFA YAŞAR SERDENGEÇTİ

Board Member

Mustafa Yaşar Serdengeçti graduated from the Faculty of Economics of Istanbul University in 1982 and began working as Auditor at Deva Holding in the same year. In 1985, he joined Yıldız Holding as Auditor and he held the role of Assistant General Manager at İstanbul Gıda Dış Ticaret A.Ş. between 1992 and 1998, and of General Manager between 1998 and 2004. He contributed to the establishment of a foreign trade company under Ülker Group, helping it expand operations to 106 countries in 12 years. Between 2004 and 2006, Serdengeçti led the project undertaken for merging and outsourcing the transportation and storage operations of the Ülker Group companies. Between 2005 and 2010, as Vice Chairman of the Board, he took part in the restructuring of Bizim Toptan Satış Mağazaları A.Ş. By implementing that company’s new vision, Serdengeçti transformed the wholesaler into one of the most prominent businesses in the industry. In 2011, after the acquisition of ŞOK Marketler Chains from Migros Group, he established the new management and road map of the Company. Following that, he played a crucial role in the acquisition, organizational development, and establishment of new models for UCZ Mağazacılık markets. Serving as the Retail Group President since 2011 and tapping into his experience in the field of sales and retail, Serdengeçti contributed to the performance improvement, as well as the restructuring, of numerous companies. Until 2017, the sales and retail companies were operating under the Retail Group; following the establishment of Pladis, retail companies, joint ventures with sales operations in out-of-home consumption channel (g2m, Eksper), and some of the subsidiaries of the holding started to operate under the Retail Group. Serdengeçti has been a member of the Board since 2011. He has also been Chairman of the Board of Yıldız Holding Retail Group since 2010, and Member of the Board of Bizim Toptan Satış Mağazaları A.Ş since 2005. Since 2007, he has become the Vice Chairman of the Board with administrative responsibilities. Serdengeçti previously worked at Deva Holding, in the Financial Control Department, and at Istanbul Gıda Dış Ticaret A.Ş. as Deputy General Manager and General Manager. He also served as a board member of Netlog Lojistik Hizmetleri A.Ş. Mustafa Yaşar Serdengeçti holds a master’s degree from Istanbul University School of Economics in the field of Auditorship. He is married with four children and speaks English.

ERMAN KALKANDELEN

Board Member

Serving as a Board member for ŞOK Marketler since 2014, Mr. Kalkandelen currently serves as the Country Manager in charge of Research on Turkey, the Middle East and Eastern Europe companies for Franklin Templeton Investments. Focusing on Emerging Markets, Small-Scale Enterprises and Turkish Stocks, he is a member of the Board of Directors of Defacto Perakende Ticaret A.Ş., ŞOK Marketler and Gözde Girişim Sermayesi Yatırım Ortaklığı A.Ş. Kalkandelen holds an MBA degree, with honors, from Sabancı University. During his MBA, he also studied strategic management at Florida University, Warrington School of Business Management, and he completed the Labor Economics Department of the Political Sciences Faculty, Ankara University, as a high honor student. Erman Kalkandelen speaks English.

PINAR ILGAZ

Independent Board Member

Pınar Ilgaz graduated from Izmir Bornova Anatolian High School in 1983 and from the Faculty of Administrative Sciences, Department of Public Administration of Boğaziçi University in 1988. Her areas of expertise are Human Resources Management, Organizational Structure and Functioning, Institutionalization, Corporate Governance and TQM. After successfully completing the Executive Candidate Program at Emlak Bank in 1989, she joined the same bank’s investment loans assessment unit. She served at Vakıf Finansal Kiralama A.Ş. for three years as Financing Assistant Manager. She has worked at ARGE since 1995 and continues to take part in various projects as a Managing Partner at ARGE Consultancy. Within the scope of the Strategic Assessment and Performance Improvement Projects, Institutionalization, Organization and Human Resources Projects under ARGE Consultancy, Ms. Ilgaz has realized management consultancy projects for more than 100 institutions and companies of different magnitudes and in different sectors. She also provides long-term consultancy services in the fields of governance, strategy, organization, and corporate performance management to leading companies operating in the field of international merchandising in the retail sector and to companies operating in the field of the production and international sales and marketing in the food sector. She currently serves as Vice Chairman of the Board of Directors of the Argüden Governance Academy Foundation, Vice Chairman of the Board of Directors of the Association of Private Sector Volunteers (OSGD), Member of the Cooperation Committee of the Association of Women at the Board of Directors, Gender Equality Working Group Member at TÜSİAD, and Member of the UN Women Empowerment Principles Working Group. She was selected for the “More Women on Boards” program and, along with 40 female managers in the first group selected in Turkey, she successfully completed trainings within the scope of the program; these included preparations for becoming an independent member of the boards of directors, information and mentor referrals. Ms. Ilgaz is among the authors of the books Corporate Governance Model, Change Management, and Management of Volunteer Organizations.

AYTAÇ SANİYE MUTLUGÜLLER

Independent Board Member

Aytaç Saniye Mutlugüller after obtaining her undergraduate degree in Business Administration from Boğaziçi University , joined Türkiye Şişe ve Cam Fabrikaları A.Ş. (T.Ş.C.F) and several roles and positions in finance department of the company where T.S.C.F a global glass conglomerate operating in 16 countries. She actively took role in maintaining the financial strategy of expansion program of the Group both in domestic market and abroad. Financial management at Group level also empowered her to act as Pioneer at important financial products. She represented the Group in several conferences.During her employment she took role as Board Member in the Group companies mostly operating outside of Turkey. After her retirement, she served as Board member in 4 Companies of Group and also acted as consultant and leader in different projects.

AHMET BAL

Independent Board Member

Born in Tokat in 1957, Ahmet Bal graduated from the Department of Economics and Finance of the Faculty of Political Sciences of Ankara University and joined the Board of Accountants of the Ministry of Finance. Earning the title of Chief Accountant and Certified Public Accountant in 1991, he received his MBA degree in Business Administration from Nottingham University in England in 1992 and started to work as Assistant Financial Affairs Coordinator at Anadolu Endüstri Holding in 1994. From 1995 to 1998, he served as Finance Director at Efes Sınai Yatırım Ticaret A.Ş. responsible for International Operations of Coca Cola İçecek, and as General Manager from 1998 to 1999 at Efes Sınai Yatırım Holding A.Ş.. Bal served as Financial Affairs Coordinator for the Automotive, Finance and Stationery companies in Anadolu Endüstri Holding’s Financial Affairs Department between 1999 and 2006. Between 2006 and 2012, he served as Audit Coordinator in charge of Group Companies in Anadolu Endüstri Holding. From 2013 to 2018, Bal served as the Audit President in charge of audits of all Anadolu Group companies. Ahmet Bal is married and has two children.