Turkcell Board is composed of 7 members elected by the Annual General Meeting for maximum terms of three years.

The business affairs of our company are managed under the direction of the Board, which represents and is accountable to our shareholders. These responsibilities non-exhaustively include:

• Building the vision of the Company, approving of local and international business strategies and determining short- and long-term goals;
• Approving the Company's annual budget and business plans and its revisions;
• Monitoring the strategic and financial performance of the Company and ensuring that corrective measures are carried out as necessary;
• Controlling the Company's annual material expenditures which are not stated in the annual operating plan
• Consistent with applicable law and rules, approving quarterly financial results, the audit report and amendments to the accounting policies previously adopted by the Company or any material change in the method or timing of reporting of the financial results;
• Consistent with applicable law and rules, overseeing the preparation of the annual report and finalizing the same for presentation at the General Assembly of Shareholders

Board of Director Members:

Mehmet Emin Karamehmet was first appointed as the Chairman of the Board of Directors on September 30, 1993. He is also the Chairman of the Board of Directors of Cukurova Holding, BMC, Cukurova Havacilik, Cukurova Sanayi and Banque de Commerce et de Placements S.A. and a member of the Board of Directors of Cukurova Insaat Makinalari A.S. Mr.Karamehmet attended Dover College, England.

Mehmet Bulent Ergin was first appointed as a member of the Turkcell Board of Directors on April 29, 2005. After having taken responsibility in Hochtief AG's First Bosphorus project and Tekfen A.S.'s Iraq-Turkey pipeline project, Mr.Ergin worked in various positions at Cukurova Group Companies. He held a managerial position at Cukurova Ithalat ve Ihracat T.A.S. and as a board member in Maysan A.S., as well as Baytur Trading S.A. Currently, Mr.Ergin is the Chairman of the Board of Directors of Denizcilik Nakliyati A.S., Show T.V., and Aksam Gazetesi. Mr.Ergin majored in Civil Engineering at Robert College Turkey.

Aimo Eloholma was appointed as a member of the Turkcell Board of Directors on August 22, 2007. Mr. Eloholma joined TeliaSonera in 1974 and held managerial and executive positions in data communications, sales and marketing, business development and corporate planning, and international operations. Currently, he is the Head of International Business Support in TeliaSonera Eurasia, Chairman of the Board of Directors in Megafon and member of the Board of Directors in Fintur. He holds a Master of Science in Electrical Engineering from Helsinki University of Technology and has also studied Economics and Business Administration.

Oleg Malis was appointed to the Board of Directors on May 22, 2006. He is also Senior Vice President of Altimo Mr.Malis began working for Altimo as Chief of the Current Project Management Unit in 2005 Between 2003 and 2005, Mr.Malis was Senior Vice President and M&A Director at Golden Telecom. Before joining Golden Telecom, Mr.Malis founded Investelectrosvyaz and Corbina Telecom. Mr.Malis holds a degree in Systems Engineering from Moscow State Aviation Technological University.

Alexey Khudyakov was appointed to the Board of Directors on May 22, 2006. He is also a Vice President at Altimo having joined in 2004 from Alpha Bank, where he worked as a Vice President, managing Alfa Group's investments in Golden Telecom and Kyivstar. From 1998 to 2002, Mr.Khudyakov worked for the Moscow office of McKinsey & Co. Mr.Khudyakov holds a master's degree in Business Administration from INSEAD and a master's degree in Applied Mathematics and Physics from the Moscow Institute of Physics and Technology. He is a non-executive board member of Turkcell.He is also an Observer Member of the Audit Committee of Turkcell's Board of Directors. Mr.Khudyakov was named to the Audit Committee in reliance on SEC Rule 10A-3(b)(iv)(D).

Colin J. Williams was appointed to the Board of Directors on May 22, 2006. He serves as a Voting Member and Chairman of the Audit Committee of Turkcell's Board of Directors. He is also Supervisory Director and Chairman of the Supervisory Board of Treofan, a packaging film company, with activities in Europe, North America and South Africa. Chairman of Clondalkin and Chair of the Audit and Remuneration Committees of Clondalkin, a consumer and industrial packaging company; chairman of Kloeckner Pentaplast, a consumer and industrial plastic packaging company . From January 2001 to December 2004, Mr. Williams served as President of SCA, North America, which is active in the packaging sector, personal care and paper tissue products. He was a long-term board member and Vice Chairman of ICCA, the International Corrugated Packaging Institution, the European Federation of Packaging and the Federation of Paper Producers (CEPI). Mr. Williams is the founding President of Propak Europe and was a board member of the Greater Philadelphia Chamber of Commerce between 2002 and 2004. From 1988 to 2001, Mr. Williams was the President of SCA Packaging, prior to which he served as the Managing Director of Bowater, a corrugated packaging company, for four years. From 1978 to 1984, he was first the Sales Director and then the General Manager of Chicopee in the Netherlands, a non-woven fabrics company of Johnson & Johnson. Mr. Williams holds an MBA degree in finance from NYU and holds M.Sc. degree in physical chemistry and an honorary doctorate from Lund University Sweden

Tero Erkki Kivisaari was appointed to the Board of Directors on May 14, 2007. President of the business area Eurasia as of May 1, 2007. Mr.Kivisaari was previously Chief Financial Officer and Vice President of the business area Eurasia. Mr.Kivisaari is a member of the Board of Directors of Azercell, Moldcell and the Chairman of Fintur Holdings BV board. He served as CFO of Fintur Holding B.V from 2003. Mr.Kivisaari has been the CFO of SmartTrust AB, a mobile software company owned by Carlyle Group, GE Capital, Eqvitec and Sonera Group. Before that, Mr.Kivisaari held the position of Vice President of Sonera Group's International Operations. He has also served as an associate professor of finance at the Helsinki School of Economics. Mr.Kivisaari holds a MBA in Finance