Dividend Distribution Proposal
As a result of activities in 2013, a net profit of TL 3,163,365,119.60 was made. TL 71,102,671.00 of the net profit figure is the
income from sale of participations and real estates. As per the resolution of the Board of Directors, this amount is booked to a special
account under liabilities and is to be used for capital increase when necessary, in order to benefit from the exemption clauses of
the fifth article of Corporate Tax Law no. 5520. On the other hand, taking into consideration the fact that a part of net profit for the
period shall be distributed to the employees of the Bank as per the article 58 of Articles of Incorporation; provision was set aside
regarding the Bank’s profit distribution policy, former practices and related regulations and within the framework of the related
Turkish Accounting Standard. According to this,
• It is proposed that the amount of TL 71,102,671.00 from the sale of participations and real estates, which is not subject to
dividend distribution, be transfered to related reserves, the amount of 95,000,000.00 which is set aside for the employee
dividends be added to distributable balance,
• It is proposed that the distributable balance amount of TL 3,187,262,448.60 to be distributed in accordance with the relevant
legislation and article 58 of the Articles of Incorporation of Türkiye İş Bankası A.Ş. as detailed below, including the allocation of
TL 1,379,784,322.38 to type one extraordinary reserves as increased within the framework of the provisions of the Banking Law
and the Turkish Commercial Code from the amount to be allocated to type one extraordinary reserves, which is 10% of the balance
amount of TL 3,187,262,448.60.
TL
NET PERIOD PROFIT
3,163,365,119.60
NON-DISTRIBUTABLE PROFIT
-71,102,671.00
ADDED TO DISTRIBUTION
95,000,000.00
DISTRIBUTABLE PROFIT
3,187,262,448.60
I. FIRST DIVIDEND (Articles of Incorporation Art. 58/a-b)
- For Statutory Reserve Fund 5%
159,363,122.43
- First Contingency Reserve
2,288,785,409.59
- First Dividend
To Group A Shares
60.00
To Group B Shares
1,740.00
To Group C Shares
269,998,200.00
2,718,148,532.02
469,113,916.58
II. SECOND DIVIDEND (Articles of Incorporation Art.58/c-d-e)
- To Founders’ Shares
2,606.19
- 2.5‰ to the Board Members and the CEO in Equal Amounts
(*)
1,172,784.79
- 20% to Bank Employees
93,822,783.32
- 10% to Legal Reserves
42,472,956.81
- 10% to Second Contingency Reserve
46,911,391.66
- Second Dividend
To Group A Shares
151.86
To Group B Shares
2,201.92
To Group C Shares
284,729,040.03
469,113,916.58
* In the principle numbered 4.6.3. of Corporate Governance Principles, which is appendix of the legislation of Capital Markets Board on Corporate Governance effective
from 3 January 2014, it is stated that “payment plans based on company’s performance can not be used in the remuneration of the independent board members and the
wages of the independent members of the board must be at a level to maintain their independence.” Due to the principle stated above, it is recommended to transfer 3/11
of the dividend calculated for board members as per the article 58 of Articles of Incorporation to the reserves.
In case the said proposal is approved by the Bank’s General Assembly, dividend will be distributed to the Bank’s shareholders starting
from 01/04/2014 and gross dividend will be distributed as follows to each group of shares with a nominal value of TL 1.
Share Group
Gross (TL)
For each Group A share with a nominal value of TL 1
0.2118565
For each Group B share with a nominal value of TL 1
0.1359283
For each Group C share with a nominal value of TL 1
0.1232735
For each of the founders’ shares 1
1.0602889
Corporate Governance
81
İşbank
Annual Report 2013
