AYGAZ   A.Ş.  DISCLOSURE  POLICY

PURPOSE

Purposes of this Disclosure Policy are to equally share Aygaz A.Ş.’s past performance, future expectations, strategies, goals and vision, excluding information classified as trade secrets, with the public, related competent authorities, existing and potential investors and shareholders, and to accurately, fairly and timely announce Aygaz A.Ş.’s financial information in details according to generally accepted financial reporting principles and the regulations of Capital Markets Board (CMB) and to make sure that both investor relations department and corporate communication department offer a permanent, effective and transparent communication platform.

Aygaz A.Ş. embraces an active and transparent Disclosure Policy and also complies with CMB and Borsa İstanbul A.Ş. (BİST) stock exchange regulations on public disclosure practices and it aims to implement the most effective communication policy.

RESPONSIBLE PARTIES

The Board of Directors is responsible for issuing, supervising and, if necessary, updating the Disclosure Policy. The Disclosure Policy approved by the Board of Directors shall be made public on the Public Disclosure Platform (KAP) and the website. If the Disclosure Policy is amended, the new text approved by the Board of Directors shall be made public on the KAP and website.

MEANS OF COMMUNICATING WITH INVESTORS

Method and Means

According to the CMB and BIST regulations and the Turkish Commercial Code, Aygaz A.Ş. uses the following communication methods and instruments for public disclosure within the framework of Disclosure Policy:

Material disclosures and general company information form available on KAP Financial Statements and Interim and Annual Reports announced on KAP Company website (www.aygaz.com.tr)Informational and introduction documents prepared for investors Investor meetings Offering circulars, circulars, announcement texts and other documents to be issued as per the CMB regulations Press releases issued on printed media and visual media Announcements and notices published on the Turkish Trade Registry Gazette and daily newspapers

Spokespersons

As a principle, comments and briefings to be made on behalf of Aygaz A.Ş. according to the methods and means listed above should be made by the Board of Directors Members, General Manager, Assistant General Managers or Corporate Communication Manager, excluding forms, statements and reports undersigned as clarified on the list of authorized signatures.

Besides, the Investors Relations Department is entitled to communicate on behalf of Aygaz A.Ş. in order to promote Aygaz A.Ş.’s before domestic and foreign, existing and potential investors and intermediary firms as well as meeting information requests made analysts and research specialists working for such firms and replying to the questions forwarded about investor relations.

Informational and Introduction Documents issued for Investors

Aygaz A.Ş. Investor Relation Department’s function is to regularly maintain relations with existing and potential shareholders and analysts; to provide optimum answers to the investor questions and to increase company value.
Aygaz A.Ş.’s senior management and authorized personnel of Investor Relations Department frequently meet with intermediary firms, analysts and investors in order to make sure that operational and financial performance, vision, strategy and goals of Aygaz A.Ş. as well as added value offered to investors can be clearly explained and promoted to the shareholders and analysts.
The Investor Relations Department aims to inform the investors in the best manner using means such as presentations, summary info, website, annual and interim reports, teleconferences, investor meetings etc. and makes sure that such means are issued, published and updated according to the legislations.
Authorized officers of the Investor Relations Department try to keep up with all meeting requests received throughout the year and they regularly attend to the conferences held in Turkey and abroad as well as organizing one-on-one briefings with the investors. General Manager and Assistant General Manager (Finance) attend to these meetings at certain intervals and their participation enables shareholders and potential investors to communicate with the senior management more interactively. Quarterly presentations are prepared on financial outcomes in order to assure that financial communication continues smoothly. Analyst reports might be made public on internet from time to time in order to offer a non-unilateral, different perspective to the investors provided that the analysts authored the report agree to such disclosure. Aygaz A.Ş. is not obliged to review, verify or approve analyst reports or models but it might check analyst report before publishing them in order to verify accuracy of only public and retrospective information included on analyst reports.
The primary purpose of Investor Relations Department is to effectively establish a mutual relationship between the company and shareholders. Accordingly, the Investor Relations Department functions as a bridge between the company’s senior management and shareholders. The company’s investment approaches are conveyed to the shareholders and assessment, feedback received from the shareholders are periodically reported to the senior management. This process allows bilateral information exchange.

POLICIES RELATED TO MATERIAL DISCLOSURES

Responsibility

Material Disclosures of Aygaz A.Ş. are prepared by the Investor Relations Department under Finance Department and disclosures bearing electronic signature of authorized signatories are disclosed to the public and related authorities via the Public Disclosure Platform (KAP). The material disclosures mentioned herein are made public on KAP and then they are published on the company website with Summaries in English.

List of Persons having Administrative Responsibility

Aygaz A.Ş. Board of Directors Members as well as people who have direct or indirect regular access to internal information about Aygaz A.Ş. and also who have authority to make administrative decisions guiding Aygaz A.Ş.’s future development and business goals are on the list of persons having administrative responsibility at Aygaz A.Ş. People who are not on Aygaz A.Ş.’s Board of Directors but who still regularly have access to information as well as having authority to administrative decisions are General Manager, Assistant General Managers and Directors directly reporting to General Manager, Board of Directors of Koç Holding A.Ş. which is the main partner as well as Koç Holding’s CEO, Energy Group President, Supervisory Group President, CFO, Directors, Chief Legal Counsel and General Secretary.
Updated information about the persons who have administrative responsibility at the company is available on Aygaz A.Ş. website.

Procedure & Monitoring Mechanism for News Featured on Media Organs

Aygaz A.Ş. monitors news featured on leading national media about Aygaz and its sectors through a media monitoring agency contracted in the country. The news are presented to the Senior Management, Investor Relations and Corporate Communication Department each morning. Besides, the company is a member of data broadcasting channels and monitors the news featuring Aygaz A.Ş.

Fulfilling Verification Liability

In case of any news or rumors about Aygaz A.Ş. that might have the potential of influencing investment decisions of investors or prices of capital market instruments as well as being made public for the first time through media organs or other means of communication or in case of any news or rumors with contents different from the information made public previously; the company shall comment on accuracy or sufficiency of such news and rumors.
The following fundamentals are embraced by Aygaz A.Ş. as principles of fulfilling verification liability:

a) If the news in question is not important enough to be classified as internal information, the principle is not to comment on the issue. However, the Investor Relations and Corporate Communication Departments will assess to situation to see whether or not issuing a press release about news, which do not require a material disclosure under the CMB regulations, will be beneficial.
b) As for news categorized as internal information; the company shall not take any action if it has already made a material disclosure or made a statement through other public disclosure means covered by CMB regulations.
c) As a principle, Aygaz A.Ş. does not comment on news that is clearly not released by Aygaz A.Ş. and that is a rumor, hearsay and false. However, material disclosure might be issued for such unfunded news if it is necessary for protecting interests of Aygaz A.Ş. and its investors. Besides material disclosure, the Corporate Communication Department might make a press release, if deemed necessary.
d) In case of any unfounded news which might be classified as internal information as well as having impact of value of Aygaz A.Ş. shares and investor decisions, a material disclosure shall be made about this subject.
e) If the news about postponed information has material details, if the Company is the source and if it is true; the reasons for postponement will be annulled and a statement will be made.
f) If the news about postponed information is false, the company might choose not to make any statement since there is no information leakage. However, a material disclosure might be released for the unfounded news in question, if it is required for protecting interests of Aygaz A.Ş. and investors.
g) Circulation or recognition of the media organ featuring the news shall be also taken into consideration while assessing the situation.

Measures to Protect Confidentiality of Internal Information until Public Disclosure

Aygaz A.Ş. staff having internal information and other contacted parties shall be informed that they are obliged to keep such information confidential during the material situation and during the period from occurrence and disclosure of such material situation.
As a general principle, Aygaz A.Ş. and personnel working on behalf of and in the name of Aygaz A.Ş. shall not share any non-public information that might be categorized as material situation with any third parties under any circumstances. If it is determined that these persons have unintentionally disclosed internal information to third parties and if it is agreed that confidentiality of such information cannot be protected under the scope of CMB regulations, a material disclosure shall be made.
If disclosure of any information is postponed, the persons who have the information subject to the postponement shall be informed about the legislative liabilities and sanctions to be imposed against violations of such liabilities while making the postponement decision. Besides, a confidentiality provision shall be added to the contracts executed with parties having the information subject to the postponement, excluding Aygaz A.Ş. and personnel working on behalf of and in the name of Aygaz A.Ş. and these persons shall be asked to take necessary action for confidentiality of such information subject to postponement.

POLICIES ON PUBLIC DISCLOSURE OF FINANCIAL INFORMATION

Financial Statements of Aygaz A.Ş. are issued according to the provisions imposed by the CMB and Turkish Accounting / Financial Reporting Standards. Yearly and six-month financial statements are audited by independent firms and then disclosed to the public.
Financial statements and footnotes are submitted to the Board of Directors for approval following consent of Audit Committee based on CMB regulations and then these are made public. The financial reports, footnotes and, if any, independent audit report shall be disclosed on Public Disclosure Platform after signing the State of Responsibility. Previous financial statements and footnote are available on Aygaz A.Ş. website, Investor Relations Section.
The Investor Relations Department shall issue and publish on the website memos, financial data and ratios, profit statements and presentations in order to make sure that financial statements are clearly understood and e-mails these documents to people who have registered using Investor Feedback link. Besides the information illustrated on the financial statements, the investor presentations issued for each financial statement period can give information about Aygaz’s sectors so that investors can do analyzes requested.

ANNUAL AND INTERIM REPORTS

Contents of the Annual and Interim Reports (Reports) should comply with international standards, CMB Regulations and CMB Corporate Governance Principles. The reports issued by the Investor Relations Department will be approved by the Board of Directors and then made public with the financial statements. Printed copies of the annual report, which is available on the website in English and Turkish, can be obtained from Corporate Communication and Investor Relations Departments.
Besides, interim reports issued quarterly are disclosed to the public on KAP and English and Turkish versions are made available to the investors on the company website.

WEBSITE

The Corporate Communication Department is in charge of coordinating setting up Aygaz A.Ş. website. The website should offer a variety of content that is useful for all stakeholders. There is a separate section for investor relations and the Investor Relations Department is in charge of contents on this section. This section can be considered as a platform that is designed in a detailed and comprehensive manner to offer any information required by investors and analysts to assess the company as well as company and share performance and that can used to monitor regularly updated information.

Presentations and documents used on investor meetings and conferences shall be added to the company website at the time of such events and these will be available under Investor Relations menu, “Frequently Asked Questions”, “Announcements” or “Presentations” section.
The purpose of Disclosure Policy is to immediately add any information, made public or disclosed to investors, to the company website.

DISCLOSURES ABOUT USE OF PARTNERSHIP RIGHTS

According to the CMB regulations, circulars and announcements of the shareholders’ general assembly, capital increase, dividend payments, mergers and demergers shall be published on KAP in order to inform shareholders. The documents in question shall be published on the platforms mentioned on the regulations and on Aygaz A.Ş. website in order to offer easy access to investors.

PRINCIPLES FOR DISCLOSING FORECASTS

Aygaz A.Ş.’s forecasts shall be disclosed according to the following principles:
As a principle, forecasts and fundamental assumptions basis to such forecasts can be disclosed maximum four times a year following disclosure of financial statements published quarterly. The disclosure can be made on investor presentation available on KAP and on the company website and / or on the earnings release reports and / or quarterly interim reports or, if required, as a material disclosure. If there is a material change about the forecasts made public, in other words, if the estimations and baselines related to the forecasts previously disclosed to be public are not achieved or if it is clear that these cannot be achieved, the adjusted forecasts can be shared with the investors by making material disclosures without any restriction on number of disclosure issued. If there is a material difference between the expectations disclosed to the public beforehand and expectations realized, the forecast statements shall explain the reasons of such differences. The forecasts might including information on issues including but not limited investments, market shares, sales volume/turnover expectations, profitability rates, foreign-based income and exportation.