MATERIAL EVENTS STATEMENT FORM. Telephone and Fax Numbers : (0212) (0212)

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1 Title of Corporation/ Names of Shareholders : Karaağaç Cad.No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : /16:30 : Statement as per Communiqué Serial: VIII, Nr: 39 of the Capital Markets Board. To the Presidency of Istanbul Stock Exchange İSTANBUL Material Event(s) to be disclosed; The Board of Directors of our Company took the following decisions on December 29, 2006: 1- To make a donation of YTL 4,500,000 to Vehbi Koc Foundation, to deposit this sum to the Facility and Project Fund under the Foundation, and to use the capital and the revenues of this sum for the establishment of educational, cultural and health facilities, for the improvement of the existing facilities, maintenance of the projects developed for this purpose and to support the projects to be developed by other institutions and establishments, subject to the decisions of the Board of Trustees of the Foundation, in particular in the underdeveloped or developing regions of our country; 2- To make a donation of YTL 3,000,000 on the condition that the sum will be added to the Özel Koç Lisesi Fund, established with the resolution of the Board of Trustees of the Foundation, dated December 21, 1984 and numbered 84/3; 3- To make a donation of YTL 1,500,000 to the Vocational and Technical Education Fund, established under the foundation, with the resolution of the Board of Trustees, dated September 25, 2006 and numbered 2006/8, and to use the capital and the revenues of this money for the allocation of grants to the vocational and technical high school and vocational school students for the development of vocational and technical education in our country, to make donations in cash and in rem for the improvement of the educational quality of these schools, the education of the educators and the appreciation of the vocational and technical education by the public. We hereby certify that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Investment Relations and Subsidiaries Manager / 16: / 16:30

2 Title of Corporation/ Names of Shareholders : Karaağaç Cad.No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : /16:30 : Statement as per Communiqué Serial: VIII, Nr: 39 of the Capital Markets Board. To the Presidency of Istanbul Stock Exchange İSTANBUL Material Event(s) to be disclosed; The Board of Directors of our Company took the following decisions on December 28, 2006: It has been decided to purchase the 1,768,616,857 shares of Koç Finansal Hizmetler A.Ş., with a par value of YKr 1, amounting to 0.70 % of the total shares, held by Beko Elektronik A.Ş., among our affiliates, for a price of YTL 50,659,529.00, determined in accordance with the value calculation of DTT (Deloitte Touche Tohmatsu) Kurumsal Finans Danışmanlık Hizmetleri A.Ş., to pay the sum in question in advance and to authorize the Company management for the proceeding of share assignment procedures. We hereby certify that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Investment Relations and Subsidiaries Manager / 16: / 16:30

3 Title of Corporation/ Names of Shareholders : Karaağaç Cad.No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : /10:30 : Statement as per Communiqué Serial: VIII, Nr: 39 of the Capital Markets Board. To the Presidency of Istanbul Stock Exchange İSTANBUL Ref: About our investment negotiations in the Chinese market as covered in press bulletins dated Our desire to take place in the Chinese market was announced in our Company s public announcements before and we also explained that researches were being carried out and various investment models were being examined for this purpose. Similarly, we also announced that we commenced our sales in China with the export made from Within the frame of our growth strategies, works are still being carried out for investment alternatives in China. At this stage, there is not any issue that has to be advised to the Istanbul Stock Exchange (IMKB) about the mentioned Works being carried out. In case of new developments on the issue in the coming period, this situation will certainly be shared with the public duly. We hereby certify that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Investment Relations and Subsidiaries Manager / 10: / 10:30

4 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 09:00 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange The Board of Directors of our Company adopted the following decisions on the date of We have decided that interim dividend not to be distributed in respect of the first 9-month period of 2006 in accordance with Article 9 of Communique Serial No. IV, No.27 of the Capital Markets Board. We hereby confirm that the foregoing statement is in accordance with Communique Serial No. VIII, No.39 of the Capital Markets Board of Turkey, that it reflects the entire information documents to us in this respect, and that the information truly reflects our books, records and documents and that we made all necessary efforts to obtain the related information accurately and completely and that we are responsible for the above statement. Çiğdem Ergüven Investment Relations and Subsidiaries Manager /09: /09:00

5 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 10:30 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange Ref: Negotiations on Collective Labor Agreement The Collective Labor Agreement was signed between Turkish Metal Industries Union and the Turkish Employers Association of Metal Industries ( MESS ), of which our company is a member, for the period between and Hourly wages of the workers were increased TRY 0,50 for the first 6 months. The rise for the other 6 months periods will be based on the consumer price index. Also, the triple benefit package (contribution for heating, annual vacation payments and national holiday bonuses) was determined as TRY 1,034 per month for the 1st year. In the second year, this amount will be increased on the basis of the consumer price index. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board, fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Investment Relations and Subsidiaries Manager /10: /10:30

6 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 09:00 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange Ref: About our explanation dated and In our above-mentioned statements, we explained that shares of Beko Elektronik A.Ş. were bought from Koç Group Companies and Koç Family and also it is stated that, in scope of the item 17 of the Communiqué Serial IV, Nr: 8 of the Capital Markets Board, Our company has applied to Capital Markets Board to be exempted from call obligation for other shareholders. With the statement of Capital Markets Board dated , our application has been approved since the management of the company has not been changed despite the share transfer. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board, fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Investment Relations and Subsidiaries Manager /09: /09:00

7 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 09:00 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange Ref: About our explanation dated In our above-mentioned statement, we explained that shares of Beko Elektronik A.Ş. were bought from Koç Group Companies and Koç Family. In scope of the item 17 of the Communiqué Serial IV, Nr: 8 of the Capital Markets Board, Our company has applied to Capital Markets Board to be exempted from call obligation for other shareholders. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board, fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Investment Relations and Subsidiaries Manager /09: /09:00

8 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 17:10 : Statements as per Communique Serial No VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange The Board of Directors of our Company adopted the following decisions on : In order to maintain and increase our competitive strength in our sector and improve the consumer electronics business; it has been decided to increase our shares in Beko Elektronik A.Ş. from the existing 22.36% to 72.46% by purchasing a total of TRY 87,170, nominal valued shares of which belong TRY 57,200, to Koç Holding, TRY 21,613, to Beko Ticaret A.Ş., TRY 1,383, to Temel Ticaret ve Yatırım A.Ş, and TRY 6,973, to Koç family members. For the above stated transaction, it has beed decided that, a price of TRY 2.18 per share is based which is determined as arithmetical average of the daily weighted averages of Beko Elektronik A.Ş. shares traded in ISE between April 3 September 29, 2006 thus a total of TRY 190,031, is to be paid in cash, and to authorize the Company s management to fulfill any necessary transactions related to the issue. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board, fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Fatih Kemal Ebiçlioğlu Asistant General Manager- Finance and Accounting / 17: / 17:10

9 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 10:00 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange The Board of Directors of our Company adopted the following decisions on the date of : 1- It has been decided to move the Multi-Purpose Motor Plant located in Taşdelen- Ümraniye/İstanbul belonging to our Company to our Electric Motor Plant located in Çerkezköy Industrial Zone in order to realize a more efficient production as well as save more from production operations, 2- To authorize our Company s management to make all kinds of preparations and to apply to the General Directorate for Incentives and Implementations at the Undersecretary of Turkish Treasury and carry out any necessary arrangements on Investment Incentive Documents which have already been applied for and/or which are already approved, 3- To complete such moving until the end of February 2007 within a schedule and to handle the utilization of the facilities to be evacuated after completion of such moving. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Manager of Investment Relations and Subsidiaries /10: /10:00

10 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 12:00 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange Ref: About your explanation dated / 09:00. İzocam LLC, operating in the Russian Federation, is a subsidiary of İzocam Ticaret ve Sanayi A.Ş. and an auxiliary industry establishment to produce the side products that our Company s subsidiary needs in the same country. The Styrofoam material used in packaging of the washing machines and refrigerators which we produce in our plant in Russia is being produced by İzocam LLC. Therefore, considering the difficulty to find another supplier plant in Russia that manufactures the same product, our Company has decided to merge İzocam LLC into its body during sales of Koç Group shares in İzocam Ticaret ve Sanayi A.Ş. For this reason, the entirety of İzodutch B.V established in the Netherlands which owns 99% of the shares in İzocam LLC plus 1% share of İzocam Ticaret ve Sanayi A.Ş. in İzocam LLC have been purchased. Payment related to the subject matter transaction shall be affected in cash. This purchase shall not create any important effect on our Company s financial statements. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Manager of Investment Relations and Subsidiaries /12: /12:00

11 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 09:00 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange The Board of Directors of our Company adopted the following decisions on the date of : 1- It has been decided to purchase the entire amount of the Izodutch B.V shares established in the Netherlands from İzocam Ticaret ve Sanayi A.Ş. at a price of YTL 2,193,835.- on the grounds that our subsidiary Beko LLC which is producing durable consumer products in the Russian Federation owns 99% of the shares of its supplier industry establishment İzocam LLC. 2- Also, to purchase the 1% share of İzocam LLC owned by İzocam Ticaret ve Sanayi A.Ş., at a price of YTL 20,970.- and to authorize the Company s management to fulfill any necessary transactions related to the issue. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board, fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Çiğdem Ergüven Manager of Investment Relations and Subsidiaries /09: /09:00

12 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 16:30 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange The Board of Directors of our Company adopted the following decisions on the date of We have decided that interim dividend not to be distributed in respect of the first 6-month period of 2006 in accordance with Article 9 of Communique Serial No. IV, No.27 of the Capital Markets Board. We hereby confirm that the foregoing statement is in accordance with Communique Serial No. VIII, No.39 of the Capital Markets Board of Turkey, that it reflects the entire information documents to us in this respect, and that the information truly reflects our books, records and documents and that we made all necessary efforts to obtain the related information accurately and completely and that we are responsible for the above statement. Ali Tayyar Accounting Director / 16: / 16:30

13 Title of Corporation/Names of Shareholders : Karaağaç Cad. No: Sütlüce Beyoğlu-İSTANBUL Telephone and Fax Numbers : (0212) (0212) Date : /09:10 : Statement as per Communiqué Serial: VIII, Nr: 39 of the Capital Markets Board of To the Presidency of Istanbul Stock Exchange İSTANBUL : With regard to the rating study assigned to the international rating institution Fitch Ratings Ltd. Fitch, one of the leading international credit rating institutions, declared the long termed Issuer default ratings and long termed national rating of Arçelik A.Ş., for foreign exchange and local currency respectively, as follows. Long Term Foreign Currency Issuer Default Rating: BB- (view positive) Long Term Local Currency Issuer Default Rating: BBB- (Good Credit Quality) National Long Term Rating: AA+ (Very High Credit Quality) Fitch stressed out that Arçelik A.Ş. has been continuing its operations for many years as enjoying higher profit and lesser indebtedness ratios when compared to its international competitors; where its profitability ratios have gained stability for the present high levels. The explanation of the Fitch also mentioned that Arçelik A.Ş. has been a producer highly competitive and has expanded in international markets; attention drawn to the production facilities in Romania and Russia. Fitch explained that the local currency credit grade given to Arçelik A.Ş. has been reflecting the expectation which Arçelik A.Ş. would keep on volumetric growth and strong cash flow thanks to the newly functioned capacities in Turkey, Romania and Russia, as in relation with the domestic market demand developments. Since the foreign exchange rating of a company is limited with the credit rating of the country included, the foreign exchange rating of Arçelik has been given as the Turkey s credit rating, which is BB-. In similar, the view of the rating of Arçelik is declared as positive. The local currency issuer default rating, which tells the possibility of performing the local currency obligations and accordingly excluded from the country, transfer and convertibility risks of the foreign exchange rating, has been declared as BBB-.

14 National credit rating, which is being used by the rating companies as cleared from the country specific risks for distinguishing the companies within a country, of Arçelik A.Ş. has been put as AA+. Thanks to this rating Arçelik reached to the highest grade given by Fitch for Turkey s companies. We hereby certify that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Markets Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with books, records and documents, we have shown all the necessary efforts to be able to completely and correctly acquire the information related to the matter and we are liable for statements made thereon. Gündüz Ersoy Financial Risk Manager /09:10 Ali Tayyar Accounting Director /09:10

15 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 09:00 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange The Board of Directors of our Company adopted the following decisions on the date of We have decided that interim dividend not to be distributed in respect of the first 3-month period of 2006 in accordance with Article 9 of Communique Serial No. IV, No.27 of the Capital Markets Board. We hereby confirm that the foregoing statement is in accordance with Communique Serial No. VIII, No.39 of the Capital Markets Board of Turkey, that it reflects the entire information documents to us in this respect, and that the information truly reflects our books, records and documents and that we made all necessary efforts to obtain the related information accurately and completely and that we are responsible for the above statement. Gündüz Ersoy Financial Risks Manager / 09: / 09:00

16 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 14:30 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange The board of Directors of our Company adopted the following decisions on the date of and nr.589. We have decided that, based on a motion duly made by the Chairman of the Board of Directors Mr. Rahmi M. Koç, the following interlocutory decision has been signed in accordance with Paragraph 2 of the article 330 of the Turkish Code of Commerce: As the date of 31 March 2006, the unaudited financial statements and the periodic report, which were prepared by our Company s management and have not yet been audited independently, were reviewed and approved by our Board of Directors based on the facts that we determined that the report did not contain any untrue declaration in terms of material events, nor any incomplete information that could cause the declaration to be misleading as of the date it was made. We have determined and knowledged that, in respect of the financial period it covers, the financial statements and the information provided in the report with respect to other financial issues reflect truly and fairly the financial position and business results of our Company. We decided that the decision above be submitted to the Capital Markets Board and the Istanbul Stock Exchange for announcement purposes in accordance with Communique No.29/692, dated , of the Capital Markets Board. We hereby confirm that the foregoing statement is in accordance with Communique Serial No. VIII, No.39 of the Capital Markets Board of Turkey, that it reflects the entire information documents to us in this respect, and that the information truly reflects our books, records and documents and that we made all necessary efforts to obtain the related information accurately and completely and that we are responsible for the above statement. Gündüz Ersoy Financial Risks Manager / 14: / 14:30

17 Title of Corporation/Names of Shareholders : Karaağaç Cad.No: Sütlüce Beyoğlu- Telephone and Fax Numbers : (0212) (0212) Date : /09:00 : Statement as per Communiqué Serial: VIII, Nr: 39 of the Capital Markets Board of To the Presidency of Istanbul Stock Exchange Material Event(s) to be disclosed; The Board of Directors of our Company took the following decisions on April 5, 2006: 1- It has been decided, upon division of duties of the Board of Directors, to elect Rahmi Mustafa Koç as the Chairman and Dr. Bülent Bulgurlu as the Vice Chairman, and to maintain their positions to bind and represent as in the decision which was taken by our Board of Directors meeting decision nr. 505 and dated May and which contained the Signature Circular nr. 32, and to vest Semahat Sevim Arsel with powers to sign under degree 1 and Group A, 2- And it has also been decided to elect Messrs. Dr. Bülent Bulgurlu and Temel Kamil Atay as committee members in charge of audits as per Communiqué Serial: X No: 19 of the Capital Markets Board. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Market Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with our books, records and documents; we have spent all the necessary efforts to be able to completely and correctly acquire the information related to the matter and that we are liable for statements made thereon. Gündüz Ersoy Financial Risk Manager / 09: / 09:00

18 : Karaağac Cad. No: Sütlüce Telephone and Fax Numbers : (0212) (0212) Date : / 16:00 : Statements as per Communique Serial No. VIII, No. 39 of the Capital Market Board of To the Presidency of the Istanbul Stock Exchange The Ordinary Shareholders Meeting Report that was made at 05 April 2006 by our Shareholders Meeting is at the supplement. We hereby confirm that the foregoing statement is in accordance with Communique Serial No. VIII, No.39 of the Capital Markets Board of Turkey, that it reflects the entire information documents to us in this respect, and that the information truly reflects our books, records and documents and that we made all necessary efforts to obtain the related information accurately and completely and that we are responsible for the above statement. Gündüz Ersoy Financial Risks Manager / 16: / 16:00

19 Title of Corporation/Names of Shareholders : Karaağaç Cad.No: Sütlüce Beyoğlu-İSTANBUL Telephone and Fax Numbers : (0212) (0212) Date : /09:00 : Statement as per Communiqué Serial: VIII, Nr: 39 of the Capital Markets Board of To the Presidency of Istanbul Stock Exchange İSTANBUL Material Event(s) to be disclosed; The Board of Directors of our Company took the following decisions on March : It has been decided to carry the units/year capacity dryer machine lines within Istanbul Cayirova Washing Machine plant and to build an additional new drier plant with a capacity of units/year on the Company s lands in Tekirdag Cerkezkoy Organized Industrial Zone with an investment of total 25.6 million Euros and to authorize the Company management accordingly to fulfill the required procedures relevant to the subject matter. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Market Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with our books, records and documents; we have spent all the necessary efforts to be able to completely and correctly acquire the information related to the matter and that we are liable for statements made thereon. Gündüz Ersoy Financial Risk Manager /09: /09:00

20 Title of Corporation/Names of Shareholders : Karaağaç Cad.No: Sütlüce Beyoğlu- Telephone and Fax Numbers : (0212) (0212) Date : /09:00 To the Presidency of Istanbul Stock Exchange Material Event(s) to be disclosed; : Statement as per Communiqué Serial: VIII, Nr: 39 of the Capital Markets Board of The Board of Directors of our Company took the following decisions on March 24, 2006: 1-Our Company gained consolidated YTL 312,153, net profit after tax amount for the activities of the year As it has been determined that a net distributable profit of ,37 YTL has been gained in compliance with the Capital Market Law and Regulations of the Capital Market Board after deducting the 5% legal reserves at an amount of ,29 YTL as per Article 466 of the Turkish Commercial Code and that there was a distributable profit in the legal records at the amount of ,01 YTL and also that the sum of the assets in the 2005 balance sheet amounted to ,40 YTL, it has been decided to recommend the following to the Ordinary Meeting to be convened on 05 April 2006, Wednesday: Following amounts of; ,29 YTL % 5 as Primary Reserve ,00 YTL as dividend to the shareholders, ,00 YTL % 10 as Secondary Reserve should be allocated from the current period UFRS profit and the remaining sum should be reserved as extraordinary reserves; In case the dividend distribution proposal given above is approved by the General Assembly, to act as below on the basis of our records; ,57 YTL of the ,00 YTL distributable dividend

21 should be met from the extraordinary reserves saved between the years , and the remaining ,43 should be met from the Current Year dispensation earnings. To pay 0,500 YTL gross=net dividend at a proportion of 50,0% to our corporate shareholders, who are full pledged corporate tax-payers or limited tax-payers that earn a profit share through an entity or a permanent representative, for every share with a nominal value of 1.00 YTL. To pay a cash dividend of gross 0,500 YTL, that is, net 0,45053 YTL at a proportion of 50,0% to our else shareholders for every share they hold with a nominal value of 1.00 YTL. and to advise 15 May 2006, Monday as the initial distribution date of such dividends. 2- As for distribution of profits, a well-balanced and consistent policy should be followed for the relationship between the benefits of the shareholders and those of the company in accordance with the Corporate Management Principals and thus; To determine our profit distribution policy, as relevant procedures and our investment requirements permitting, in a fashion that the long-term average of dividend amounts to be submitted by the Board of Directors to the General Assembly would not be less than 50% of the distributable annual profit of our Company. 3- To rearrange our Company s foreign currency loans as to include closing transactions of some part of current loans before their maturity dates and to get loans from international markets for the purpose of meeting the needs for a medium term operating capital, to assign the international investment company Morgan Stanley in connection with the subject matter, to grant required warranties whenever necessary, and to authorize the Company management to maintain all kinds of negotiations and to arrange and execute all kinds of documents relevant to such transactions. We hereby declare that our aforesaid statements are in accordance with the fundamentals contained in the Communiqué Serial VIII, Nr: 39 of the Capital Market Board and fully reflect the information we have acquired in connection with the matter(s); such information is in compliance with our books, records and documents; we have spent all the necessary efforts to be able to completely and correctly acquire the information related to the matter and that we are liable for statements made thereon. Gündüz Ersoy Financial Risk Manager /09: /09:00

22 : Karaağaç Cad.No: Sütlüce Telephone and Fax Number : (0212) (0212) Date and Time : March 13, 2006 / 09:00 : This is a representation made as per the Communique of the Capital Markets Board serial: VIII, nr. 39 To the Directorate of Istanbul Stock Exchange The Board of Directors of our Company made the following decisions on March 10, It is resolved that the Ordinary General Assembly be convened at the Divan Hotel at the address Cumhuriyet Caddesi No:2 Elmadağ İstanbul at 2:30 p.m. on Wednesday, April to discuss its agenda provided herewith for the year 2005 and furnish the company management with powers so as to make the relevant arrangements. We hereby represent that the above statements comply with the principles set forth in the Communique of the Capital Markets Board serial: VII, nr. 39 and fully reflect the information which we have received concerning such a matter/matters and that such information is in compliance with books, records and documents and we have done our best to get complete and accurate information regarding the matter and we are liable for those representations. Gündüz Ersoy Manager of Financial Risks March / 09:00 March / 09:00

23 : Karaağaç Cad.No: Sütlüce Telephone and Fax Number : (0212) (0212) Date and Time : March / 09:30 : This is a representation made as per the Communique of the Capital Markets Board serial: VIII, nr. 39 To the Directorate of Istanbul Stock Exchange The Board of Directors of our Company made the following decision numbered 580 on March The Members of the Board of Directors convened under the presidency of the chairman, Mr Rahmi Koç, and affixed their signatures under the following decision as per the paragraph nr. 2 of the article nr. 330 of the Turkish Commercial Code. Financial statements drawn up by the company management as of December 31, 2005 and audited by an independent auditor as well as the independent audit report were examined by our Board of Directors and they found no deficiencies which might include any unreal representations on substantial matters or cause misleading results on the aforesaid report as of the date where such a representation had been made; and they determined that financial statements or information related to other financial issues contained in the report duly reflected the accuracy concerning the financial statements including the financial status of the partnership as well as activity results as of the relevant period of the report and were agreed upon in accordance therewith. It was resolved that the Audit Report drawn up by our Independent Auditor, Başaran Nas Serbest Muhasebeci Mali Müşavirlik A.Ş. (a member of PricewaterhouseCoopers) be sent to the Capital Markets Board and Istanbul Stock Exchange for promulgation thereby as per the the Capital Markets Board s decision numbered 29/692 and dated June 5, 2003.

24 We hereby represent that the above statements comply with the principles set forth in the Communique of the Capital Markets Board serial: VII, nr. 39 and fully reflect the information which we have received concerning such a matter/matters and that such information is in compliance with books, records and documents and we have done our best to get complete and accurate information regarding the matter and we are liable for those representations. Gündüz Ersoy Manager of Financial Risks March / 09:30 March / 09:30

25 : Karaağaç Cad.No: Sütlüce Beyoğlu - Telephone and Fax Numbers : (0212) (0212) Date : / 09:00 : Statement as per Communiqué Serial No. VIII, No. 3 of the Capital Markets Board of To the Presidency of the Istanbul Stock Exchange The Board of Directors of our Company adopted the following decisions on the date of It is decided that Article 5: Head Office and Branches under the Articles of Incorporation of our Company be amended as specified in the Letters of Amendment enclosed herewith to ensure that the said Article 5 is rectified in line with the change of the Company head office, and that the Company Management shall be authorized to fulfill the procedures required to this end. The new address that is going to be submitted for the approval of the General Assembly of our Company is presented below. Our New Company : Arçelik A.Ş. Karaağaç Cad.No:2-6 Sütlüce-Beyoğlu\Istanbul Telephone and Fax Numbers: Switchboard No: Fax: Shareholder Relations Department: Name and Surname Title New Telephone Çiğdem Ergüven Investor Relations and Affiliates Manager Turhan Sarı Investor Relations Expert Baran Bülbül Investor Relations Personnel

26 We hereby declare that the foregoing statement is in accordance with Communiqué Serial No. VIII, No. 39 of the Capital Markets Board of Turkey, that it reflects the entire information submitted to us in this respect, and that the information truly reflects our books, records and documents and that we made all the necessary efforts to obtain the related information accurately and completely and that we a re responsible for the above statement. Gündüz Ersoy Financial Risks Manager /09: /09:00