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Board of Directors Committee Working Principles

FCR Real Estate Investment Partnership Inc.

1. Purpose

The Committee operates to oversee the operation of the Company’s accounting and reporting systems within the framework of relevant legislation and regulations, the disclosure of financial information to the public, independent audit processes and the operation of the internal control system.

These principles have been prepared within the framework of the regulations in the Turkish Commercial Code (TTK), the Capital Markets Legislation and the CMB’s Corporate Governance Communiqué.

2. Duties and Responsibilities of the Committee

2.1. To oversee the operation and effectiveness of the Company’s accounting system, public disclosure of financial information, independent audit and internal control system.

2.2. To ensure the selection of the independent auditing organization, preparation of audit contracts, initiation of audit processes and supervision at every stage of the audit work.

2.3. To determine the independent auditing organizations from which services will be received and the services to be received and to submit them to the approval of the Board of Directors.

2.4. To evaluate complaints submitted regarding the Company’s accounting and independent auditing issues, to conduct necessary investigations and to develop solution proposals in accordance with the principle of confidentiality.

2.5. To evaluate the compliance of the financial statements to be disclosed to the public with legal regulations, international accounting standards and the Company’s accounting principles and to report to the Board of Directors.

2.6. To regularly review related party transactions and submit a report to the Board of Directors.

2.7. To monitor compliance with internal regulations aimed at preventing conflicts of interest that may arise between Board members, senior management or other related parties.

2.8. To submit findings and suggestions regarding the area of ​​duty to the Board of Directors in writing.

2.9. To carry out other duties assigned to the Committee in accordance with the CMB and TCC regulations.

3. Structure, Working Principles and Meetings of the Committee

3.1. The Committee consists of at least two members and all members are elected from among independent board members.

3.2. The chief executive officer/general manager cannot serve on the Committee.

3.3. The resources and support required by the Committee are provided by the Board of Directors. Consultancy services may be obtained from experts when deemed necessary, and the cost of these services is covered by the Company.

3.4. The Committee meets at least four times a year and reports the meeting results to the Board of Directors in writing.

3.5. The Committee meets with more than half of the members and makes its decisions by the majority of the members present. In the event of a tie, the decision is made in accordance with the vote of the Committee Chair.

3.6. The Committee's decisions are advisory in nature, and the final decision-making authority is the Board of Directors.

3.7. The Committee provides information about its activities and meeting results in the annual activity report.

4. Changes to Working Principles

The Committee submits proposals for changes to the Committee's working principles to the Board of Directors. The prepared proposals are evaluated and decided upon at the Board of Directors meeting.

5. Entry into Force

This regulation and related amendments enter into force with the approval of the Board of Directors.

Note: A similar structure can be used for other committees (Early Risk Identification and Corporate Governance Committee), but the job descriptions should be customized according to the objectives and responsibilities of the relevant committees. This arrangement supports an effective and transparent management approach of FCR GYO.