TR

Information Policy


Purpose and Scope

The main purpose of the information policy is to ensure that the required information and disclosures, other than those within the scope of trade secret, are conveyed to shareholders, investors, employees, customers, creditors, and other relevant parties in an accurate, timely, fair, complete, understandable manner, under equal conditions and with easy and cost-efficient access, to help them make a decision.

Artı Yatırım Holding, Inc. (“AYH”) complies with the provisions of Turkish Commercial Code, Capital Markets Board Legislation, and regulations of the Capital Markets Board (CMB) and Istanbul Stock Exchange Market (İMKB) on public disclosures; and pays utmost care in implementation of the principles specified in CMB Corporate Governance Principles.

The scope of Company's obligation to provide information also includes legal and commercial relations between the Company and the real or legal persons to whom it is related, directly or indirectly, in terms of capital, management or supervision.

AYH Information Policy has been approved by the Board of Directors, and announced to all stakeholders via AYH website (www.artiyatirimholding.com.tr).

Authority and Responsibility

The Company's Board of Directors is authorized to establish the AYH Information Policy and any changes to be made in the policy, upon the proposal of Corporate Governance Committee.  The information policy and any changes to it are published on the Company website after the approval of the Board of Directors, and submitted for the information of shareholders at the first General Assembly.

The Board of Directors is responsible for implementation, development and follow up of the Information Policy. Supervision and monitoring of every matter related to public disclosure are under the responsibility of investor relations department. Representatives of this department fulfill their tasks in close cooperation with the Corporate Governance Committee, Audit Committee, and the Board of Directors.

Informing Methods and Instruments

Within the scope of regulations of CMB and ISE and the provisions of the Turkish Commercial Code, AYH uses the following methods and instruments when defining its public disclosure and information policy:

  • The material disclosures notified to ISE and the Public Disclosure Platform (“PDP”)
  • The financial statements and notes, independent audit report, and statements issued periodically at the end of every quarter (electronically sent to PDP)   
  • The annual activity reports (said reports are submitted to the information of relevant parties on the website)
  • The corporate website (www.artiyatirimholding.com.tr)
  • The announcements made via the Turkish Trade Registry Gazette and daily newspapers like prospectuses, circulars, and calls for general assembly, and the texts of announcements approved by CMB
  • The disclosures to data distribution companies like Reuters, Foreks, Bloomberg, etc.
  • The talks and interviews with investors and analysts, face to face or via teleconference, presentations including introductory, financial and operational information about the company
  • The means of communication like telephone, electronic mail (“e-mail”), social media, fax, and mobile (technologies like wap, etc.)
  • The media and press releases

Material Disclosures

Material disclosures comprised of continuous and internal information are prepared pursuant to the Communiqué of Capital Markets Board (SPK) Serial VIII, No.54 on Principles for Material Disclosures, excluding the information with nature of a trade secret, and within the framework of the recommendations of relevant departments under coordination of Investor Relations unit, and are announced to the public without a delay. Material disclosures are issued in a timely, accurate, intelligible, adequate manner, far from any misleading statements, with the intention of assisting the decision making process of the persons and the institutions who will benefit from the disclosure.

The Material Disclosures and Financial Statements are sent to the Public Disclosure Platform System (PDP) with authorized electronic signature within the frame of relevant regulations of ISE and CMB, and published on the website not later than the next day.  In the event that the conditions specified in related regulations exist, the Material Disclosure may be delayed.

Annual Activity Report

The Annual Activity Report is prepared every year before the General Assembly Meeting according to the Capital Markets Board legislation and CMB Corporate Governance Principles, so as to include the required information and disclosures.

Written and Verbal Press Releases

Aside from the above-mentioned announcements, the written and verbal information requests by the investors are replied in writing and/or verbally within the scope of contents previously disclosed to the public, depending on the contents of the request. Apart from this, unless assigned specifically to do so, the Company employees may not reply the questions from investors or any institution/person.  Received requests for information are sent to the Investor Relations Department.

Meetings and Interviews with Investors and Analysts

When it deems necessary, AYH may organize briefings for financial analysts, investors, creditors and shareholders.  There is no predefined schedule for the meetings, and the frequency is determined depending on the requirement.

Disclosure of Forward-looking Information

Within the scope of its information policy, AYH may disclose its expectations and targets when deemed necessary, considering the Company data. In the written documents where expectations are disclosed, the grounds and justifications for expectations are explained with data. The fact that the results may deviate from the expectations to a great extent due to potential risks, uncertainties, and other factors, is clearly stated in the disclosure. The information disclosed in expectations may not be misleading nor include exaggerated assumptions and predictions without ground.  When it is understood that the future estimates will not come true, this situation is disclosed to the public and the said information is revised.  In addition, other than those defined by the legislation, Company information that may affect the capital market is also disclosed.

During disclosure of the expectations, the executives with power to inform the public pay attention to exclude the matters including company activities and strategies not yet resolved by the Board of Directors.

Follow-up of News, Rumors, and Speculations

The news and rumors about the Company in the national or international written and visual media are monitored daily by the Senior Management and Investor Relations Department.  The relevant news are reported regularly to the senior management and their accuracies are checked.

Except when a request for verification is received from CMB and/or ISE, as a principle, no opinion is expressed about the speculations in the market and/or Internet.  On the other hand, in case of news or rumors about the Company which appear in media organs or the public, which may affect the investment decisions of savers or the value of capital market instruments, which are not originated from the persons authorized to represent the Company and which have different contents from the information for which the material disclosures, prospectuses, circulars, Board-approved statement texts, financial reports and other public disclosure documents have been previously disclosed to the public, the Company immediately makes a statement to the public on whether or not such news or rumors are correct or sufficient, without waiting for any warning, notification or request by the Board or relevant stock market, unless there is a decision taken by the Company to delay it.

In addition, if we are requested to make a statement regarding the news and rumors appeared in media organs, even though they do not impose an obligation for a material disclosure, the relevant statement is again made by the same authorized persons.

News Related to Information Delayed to be Disclosed 

As a principle, we keep quiet against any coverage in the press about information the disclosure of which was delayed in order to protect the legitimate interests of AYH, despite all necessary measures to ensure its confidentiality. However, if it is required to protect the interests of AYH and the investors, a statement may be made about the said news.

No statement or comment conflicting with the news is made during the delay period.  It may be expressed that no information may be given about the process, and the public will be informed when developments become clear.

Announcements in the Turkish Trade Registry Gazette 

As required by the Capital Markets Law, Turkish Commercial Code, and our Articles of Association, the announcements regarding the General Assembly, capital increase, and dividend payments are made via either the Turkish Trade Registry Gazette or daily newspapers.

Measures for Ensuring Confidentiality until Disclosure of Inside Information to the Public

The AYH employees and other contacted parties with inside information are informed about their obligation to keep such information confidential during the occurrence of material circumstances and the period from occurrence of the material circumstance until it is disclosed in ISE.

As a general principle, AYH and those working for AYH may not, under any circumstances, share with third persons any information which has not yet been disclosed to the public and may be considered as a material circumstance. If it is discovered that the inside information has been disclosed unintentionally to third parties by these persons, and concluded that it will not be possible to ensure confidentiality of the information within the scope of Capital Markets regulations, an immediate material disclosure is made.

If the disclosure of the information is delayed, the list of persons who has the information in question at the time of delay decision is made, and the “AYH List of Persons with Access to Inside Information" is updated.  Necessary actions are then taken to inform both these persons and others who have the information.

Determination of Persons with Administrative Responsibility

As per the Communiqué with Serial: VIII No: 54 issued by the Capital Markets Board, regarding the shares representing the capital and other capital market instruments based on these shares, all trades performed by persons with administrative responsibility in the partnership and those in close relationship with these persons are reported to the relevant stock market by the trader.  The criteria provided in the provisions of the said Communiqué are taken as a basis in identification of persons with administrative responsibility and those in close relationship with them.

Corporate Website

The corporate website (www.artiyatirimholding.com.tr) is actively used in public disclosure. In parallel with CMB corporate governance principles, the information on the corporate website are also provided in English for foreign investors. Material disclosures and other public announcements, and detailed information and data about the Holding Company are given on the corporate website.  The corporate website is organized so as to provide quick and easy access to information for stakeholders.  The information on the website is updated continuously. At the same time, past information is kept systematically on the website to allow comparison. Emphasis is put on works to develop the corporate website as an instrument to access quality information. 
Security of the website is guaranteed by AYH.

The questions, opinions and information requests of all stakeholders are replied in shortest time possible by the Investor Relations Department. The stakeholders are provided with the mail address, phone and fax numbers and e-mail address of the mentioned department on the corporate website.

Important titles that may be viewed on the website are summarized below:

  • Corporate,
  • Overview, Our Values, Vision and Mission,
  • Message of the Chairman,
  • Management,
  • Human Resources,
  • Investor Relations,
  • Company’s Shareholding Structure
  • Company's Articles of Association
  • Board of Directors – Audit Board and Committees
  • Activity Reports of the Board of Directors
  • Trade Registry Information,
  • Information on Privileged Shares,
  • Prospectuses and Public Offering Circulars,
  • Wage Policy, 
  • Profit Distribution Policy,
  • Corporate Governance Principles Compliance Report
  • General Assembly Information,
  • General Assembly Meeting Agenda,
  • Minutes of General Assembly Meeting,
  • Special Circumstance Disclosures,
  • Financial Statements and Independent Audit Reports,
  • Affiliates (Altınyağ Combined, Inc. and Endeks Real Estate and Mining Energy Ind. Trade, Inc.)
  • Press Room
  • News
  • Press Bulletins,
  • Visuals,
  • Press Contact,
  • Communication.