DIVIDEND DISTRIBUTION POLICY

SINPAŞ GAYRİMENKUL YATIRIM ORTAKLIĞI ANONİM ŞİRKETİ DIVIDEND DISTRIBUTION POLICY

General Principles

Sinpaş Gayrimenkul Yatırım Ortaklığı Anonim Şirketi (the 'Company') has established its dividend distribution policy in accordance with the Turkish Commercial Code No. 6102 ('TCC'), the Capital Markets Law No. 6362 ('CML'), the Capital Markets Board's ('CMB') Dividend Communiqué (II-19.1), the relevant capital markets legislation, and the provisions of the Company's Articles of Association. This policy is based on the Company's objective of establishing a sustainable dividend distribution practice.

Dividend Distribution Principles

At the end of each operating period, the Company distributes at least 50% of the profits derived from its real estate as dividends by the end of the second month following the month in which the corporate tax return for the relevant fiscal year is due, in order to benefit from the corporate tax exemption under Article 5(1)(d) of the Corporate Tax Law No. 5520.

The provisions and restrictions of capital markets legislation regarding dividend distribution are reserved. In the event that the Company's net distributable profit for the relevant fiscal year calculated pursuant to capital markets legislation is less than the amount required to be distributed as dividends under tax legislation in order to benefit from the corporate tax exemption, the difference shall, to the extent possible, be made up by distributing other distributable internal resources.

Dividends shall be distributed equally to all existing shares, regardless of their issuance and acquisition dates, on the date determined by the General Assembly, within the statutory timeframes. The date (not to exceed the end of the second month following the month in which the corporate tax return for the relevant fiscal year is due) and method of distribution of annual profits to shareholders shall be determined by the General Assembly upon the recommendation of the Board of Directors, based on the relevant CMB regulations. Dividends distributed in accordance with the Articles of Association may not be reclaimed. The General Assembly may resolve to distribute dividend advances to shareholders, subject to CMB regulations and other applicable legislation; the calculation and distribution of such advances shall be carried out in accordance with the provisions of applicable legislation.

If the Board of Directors proposes to the General Assembly to distribute dividends below the aforementioned ratio or not to distribute dividends at all, the basis for such a proposal shall be disclosed to shareholders.