1. DOGUS OTOMOTIV CORPORATE GOVERNANCE Aclan ACAR Chairman Dogus Otomotiv

2. With a proud past to a promising future…

3. Agenda DOGUS OTOMOTIV CORPORATE GOVERNANCE PRINCIPLES AND DOGUS OTOMOTIV IMPLEMENTATIONS DOGUS OTOMOTIV RESULTS

4. Dogus Otomotiv Corporate Video

5. Dogus Otomotiv Turkey's leading automotive distributor Distributor of 13 reputable international automotive brands in Turkey

6. 1994 Founding Year First GRI (Global Reporting Initiative) Approved CSR (Corporate Social responsibility) Report in the Automotive Industry More than 150,000 vehicle sales in a year 13 international brands, more than 85 models and affiliates More than 2,000 employees 1.5 million vehicles 542 customers meeting point Dogus Otomotiv has Turkey's largest brand and services network in its industry. Dogus Otomotiv in Numbers

7. Dogus Otomotiv Group Value Chain 2015 Imports and Distributorship Yüce Auto* Logistics Center Dogus Otomotiv Independent Authorized Dealers Retai l Secong Hand Vehicles Buying - Selling Second Hand Automotive Finance* I nsurance * Finance Production TÜVTURK* Other Investments All Brands Fast Service Parts and After Sales Services * Associations Meiller

8. Corporate Governance Milestones 1994-2004

9. Corporate Governance Milestones 2004-2014

10. Corporate Governance Principles and Dogus Otomotiv Implementations

11. Corporate Governance Philosophy Purpose Protection of the rights of shareholders and all other stakeholders as well as the governance of the relational structure between the said interest groups in the management and operations of the companies Effects of Corporate Governance Increase in the company performance Audit convenience Efficient utilization of resources

12. Effects of the Corporate Governance Principles Advantages of Corporate Governance Principles for a company :  More financing opportunities and liquidity  Resilience against crises and competitive edge  Improved company image  Stability in the capital markets  Higher returns on equity  Attractiveness for national and international investors  Better investment and mergers decisions  Successful risk management  Improved confidence in the company  Timely access to complete and accurate information

13. Corporate Governance Principles TransparencyAccountabilityResponsibility Fair management

14. Dogus Otomotiv Transparency Principle Our operations are based on the principle of integrity, transparency and continuous flow of information... Continuous and unhindered communication with the stakeholders Annual press meetings Quarterly releases on corporate performance Corporate information for employees Continuous communication with business partners; Regular meetings and gatherings Reinforcing the investor relations department / close communication with investors and analysts (A total of 180 domestic and foreign meetings per year with analysts ) Frequently updated investor relations section on the corporate website Opening the Dogus Otomotiv Media and Investor Website

15. Examples on Implementations of the Transparency Principle Corporate Website

16. Dogus Otomotiv Accountability Principle

17. The indispensable principle of our Corporate Governance philosophy is “Accountability” Our accountability principles are comprehensiveness, answerability and priority In line with the expectations of our stakeholders and industrial priorities; clear, net and accessible information sharing Public Offering / Listing of Shares at the Istanbul Stock Exchange in 2004 Annually published “Activity Report” The first Corporate Responsibility Report of the Automotive Industry in Turkey Corporate Governance Assessment Report / 9.25 in 2014

18. Examples on Implemantions of the Accountability Principle Annual report Corporate Responsibility Report

19. Dogus Otomotiv Responsibility Principle

20. Producing sustainable and innovative solutions for social and economic stakeholders in the automotive value chain Being a rol model corporate citizen in the world and in Turkey

21. Dogus Otomotiv Responsibility Principle Signing the Global Principles in 2010 Turkey's first Corporate Responsibility Report approved by GRI Monitoring and measuring the company's responsibility projects Adoption of the Corporate Governance principles The secular Corporate Responsibility platform of Doğuş Otomotiv in 2014 The 10th anniversary of the "Traffic is Life!" platform G4 compliant Corporate Responsibility report in 2014 Code of Ethics

22. Corporate Responsibility Focus Areas CSR Focus Areas of DOAS (Doğuş Otomotiv Stock Symbol) Economic Responsibility Environmental Responsibility Social Responsibility Product and Service Responsibility Responsibility towards our Employees and Customers Human Rights Social Participation

23. Traffic is Life! Objective Strategy Action Creating awareness and cultural change on traffic safety Communication with all of our stakeholders starting with our employees Integrated communication Public cooperation Field activities

24. Dogus Otomotiv Fair Management Principle We are aware of our responsibilities within our domain of social influence and we present an ethical and fair management approach Effective Board of Directors Composition Corporate Governance Committee Code of Corporate Governance Strategy – Vision Meetings D-strategy & D-plan & D-people (D=Doğuş) Open Door Policy Lean Management Understanding and Policy

25. Change in the Management Structure Changing the composition of the Board of Directors Separating the functions of the Chairman and CEO positions Directors who are experts on different subjects (Law, IT, Human Resources) Corporate Governance Committee (CGC) Independent Directors Woman Board Members Performance evaluations of directors Sub committees headed by expert directors Organization of information flow

26. Corporate Governance Committee Established the Corporate Governance Committee... Regular annual self-assessment reporting to the Board of Directors Assessment of investor relations Evaluation of Corporate Governance, CSR and Annual Reports Evaluation of the human resources system and remuneration and bonus compensation policies Top management succession policies Setting the key performance indicators for top management Early risk detection studies Contingency/Emergency Action plans Determining areas of improvement on Corporate Governance Controlling the CGC Regulation

27. Examples on the Implementations of Effective Management Effective Implementations for Fair and Efficient Management Ensuring employee ownership of company policies and Determining the Open Door policies and conducting Open Door meetings Balanced time allocation for strategy and operations / at least once a year Organizing/Conducting "Strategy-Vision Meetings" Building the base necessary before preparing the Code of Corporate Governance (Authorized Dealer training and meetings) In line with our lean management philosophy; preparing and undertaking projects to implement efficiency oriented ideas and suggestions our employees develop on our processes

28. Dogus Otomotiv Results

29. Dogus Otomotiv Performance Development Dogus Otomotiv performed above the market in 2014 * Excluding Skoda %-1 %17 %-9

30. Dogus Otomotiv Performance Development -136