Turkcell has adopted a dividend policy, which is set out in its corporate governance guidelines.

The distribution of profits and the payment of an annual dividend in respect of the preceding financial year is subject to a recommendation which may be made by the Board each year for approval by the shareholders at the annual general meeting, The Board may decide whether or not to recommend a distribution of profits together with the amount of dividend if any and the shareholders, through the general assembly, may accept or reject such proposal. In case the Board proposes not to distribute any dividends at the general shareholder meeting, the basis for such proposal should be announced to the shareholders and published in the annual report. Subject to the relevant regulations that apply to the Company from time to time, the Corporate Governance Committee will recommend a general dividend policy to the Board. Based on this recommendation, the Board will adopt and disclose the Company's general dividend policy.

As adopted, Turkcell's general dividend policy is to pay dividends to shareholders with due regard to trends in the company's operating performance, financial condition and other factors. The Board of Directors intends to distribute cash dividends in an amount of not less than 50% of Turkcell's distributable profits for each fiscal year, starting with profits for fiscal 2004. However, the payment of dividends will still be subject to cash flow requirements of Turkcell, compliance with Turkish law and the approval of, or amendment by, the Board of Directors and the General Assembly of Shareholders.