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CREDIt RAtING OF ANADOLU EFES

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Our Company complies with and has implemented<br />

the Corporate Governance Principles issued by CMB<br />

except for the below-mentioned provisions in the<br />

period of 01.01.2010-31.12.2010.<br />

According to the Articles of Association of our<br />

Company any sale of the immovable assets of<br />

the Company needs the approval of the General<br />

Assembly. On the other hand, without any prejudice<br />

to the provisions no 443/2 of the Turkish Commercial<br />

Code, there are no provisions therein with respect<br />

to passing of other major resolutions by the General<br />

Assembly regarding any splitting, purchasing, selling,<br />

renting and leasing significant amount of property.<br />

The Board of Directors of our Company discussed the<br />

matter of adoption of such resolutions in the General<br />

Assembly and decided by a majority that such<br />

delegation would diminish the acting capability of the<br />

management against dynamic and changing business<br />

opportunities to the detriment of all shareholders and<br />

hinder the operations of the Company. Therefore,<br />

the Board of Directors found it appropriate to inform<br />

all shareholders in the very first General Assembly<br />

following such transaction(s), if any.<br />

There is currently no provision in the Articles of<br />

Association of our Company allowing the exercise of<br />

cumulative voting system.<br />

In line with the articles 3.3.4 and 3.3.5 of Section<br />

IV of the CMB’s Corporate Governance Principles,<br />

the independent member of our Board of Directors<br />

does not qualify as independent, however Mr.<br />

Engin Akçakoca, who is nominated by Anadolu<br />

Endüstri Holding, does not have any current ties<br />

to such nominating shareholder. Therefore Mr.<br />

Engin Akçakoca qualifies to be independent as<br />

per internationally accepted standards. Anadolu<br />

Efes believes that the objectivity and independent<br />

approach by this Board member highly contributes to<br />

the development and strengthening of the Company’s<br />

management. In addition there are independent and<br />

professional individuals in capacity of consultants in<br />

our Company’s Board of Directors.<br />

Currently the chairman of the Audit Committee<br />

qualifies to be independent as per internationally<br />

accepted standards, whereas the chairman of<br />

the Corporate Governance Committee is not an<br />

independent board member.<br />

Dr. Mehmet Cem Kozlu Salih Metin Ecevit<br />

Corporate Governance Corporate Governance<br />

Committee Chairman Committee Members<br />

SECTION I<br />

SHAREHOLDERS<br />

2. Shareholder Relations Unit<br />

In 2010, the Investor Relations Department<br />

established within our Company’s Finance and<br />

Investor Relations Directorate conducted the relations<br />

with our shareholders. The individuals in charge of<br />

shareholder relations are as follows:<br />

Can Çaka-Anadolu Finance & Investor<br />

Relations Director<br />

Tel: 0 216 586 80 47<br />

Fax: 0 216 389 58 63<br />

E-mail: can.caka@efespilsen.com.tr<br />

<strong>ANADOLU</strong> <strong>EFES</strong> FAALİYET RAPORU 2010 111

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