Date Subject
13 May 2019Independent Auditor Company publication at Turkish Trade Registry Gazette

The General Assembly resolution dated 30 April 2019 on the selection of KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. as the independent auditor to audit our Company's financial reports for the special accounting period of 1 February 2019 – 31 January 2020 and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations has been registered on 7 May 2019 and published in the Turkish Trade Registry Gazette on 13 May 2019 numbered 9827.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

13 May 2019Articles of Association Updated Version

EN: Amendment to the Company's Articles of Association's article 3 (titled " Purpose and Fields of Activity ") and article 6 (titled "Capital and Shares") has been registered on 7 May 2019 and published at the Turkish Trade Registry Gazette on 13 May 2019 numbered 9827. The current version of the Articles of Association which reflects the recent amendments is attached.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

Attached

7 May 2019Amendments to the Articles of Association Trade Registry

Amendment to the Company's Articles of Association's article 3rd (titled " Purpose and Fields of Activity ") and article 6th (titled "Capital and Shares") has been registered on 7 May 2019. The current version of the Articles of Association which reflects the recent amendments is attached.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

Attached

7 May 2019Independent Auditor Company Trade Registry

The General Assembly resolution dated 30 April 2019 on the selection of KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. as the independent auditor to audit our Company's financial reports for the special accounting period of 1 February 2019 – 31 January 2020 and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations has been registered on 7 May 2019.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

7 May 2019Ordinary General Assembly Trade Registry

Resolutions taken at Mavi Giyim Sanayi ve Ticaret A.Ş. Ordinary General Assembly Meeting, which was held on 30 April 2019, have been registered by Istanbul Trade Registry on 7 May 2019.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

30 April 2019Ordinary General Assembly Results

Mavi Giyim Sanayi ve Ticaret A.Ş.'s Ordinary General Assembly Meeting was held today at 10:00. The major resolutions taken at the meeting are as follows:

- Financial statements and the annual report for the special accounting period of 1 February 2018 – 31 January 2019 were approved.

- Board of Directors were released separately and individually from their liabilities in respect of their activities within the Company’s special accounting period of 1 February 2018 – 31 January 2019.

- The net amount of attendance fees payable to the Board of Directors’ members determined as TL 9.600.- KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. was elected as the independent auditor for the review of special accounting period of 1 February 2019 – 31 January 2020 financial reports.

- The Board of Directors' dividend payment proposal on non-distribution of the referred profit for the purpose and reason of increasing the free cash amount and optimizing financing expenses by taking into consideration Company’s long-term strategies and investment, cash and financing policies has been approved.

- Board of Directors’ proposal to amend Article 3 of the Company’s Articles of Association titled “Purpose and Fields of Activity” and Article 6 titled “Capital and Shares” were approved.

- The upper limit of the donations were determined as TL 500.000 for the special accounting period of 1 February 2019 – 31 January 2020.

Attached are the signed copies of minutes of the meeting and the list of attendants available in Turkish.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

Attached

30 April 2019AGM Approval of Dividend Distribution Proposal

In our Company’s Ordinary General Assembly Meeting held on 30 April 2019, it was resolved to approve the attached dividend distribution proposal of the Board of Directors’ on non-distribution of net distributable profits of the year 2018 for the purpose and with the intention of increasing the free cash amount and optimizing financing expenses, taking into consideration Company's long-term strategies and investment, cash and financing policies.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

Attached

30 April 2019AGM Approval of Independent Auditor

In our Company’s Ordinary General Assembly Meeting held on 30 April 2019, it was resolved to approve KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. to audit our Company's financial reports for the special accounting period of 1 February 2019 – 31 January 2020 and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

30 April 2019AGM Approval of Amendments to AoA

In our Company’s Ordinary General Assembly Meeting held on 30 April 2019, it was resolved that Our Company's Articles of Association's article  3rd (titled " Purpose and Fields of Activity ") and article 6th (titled "Capital and Shares") shall be amended as in the attached.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

Attached

30 April 2019Duties of Board Members

On April 30, 2019, it was resolved that;

- Ragıp Ersin Akarlılar shall be elected as the Chairman of the Board,

- Seymur Tarı shall be elected as the Vice Chairman of the Board.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

30 April 2019Appointments to the Board Committees

Regarding the Board Committees that have been established by the Board of Directors pursuant to the Corporate Governance Principles of the Communiqué Serial II. No.17.1 of the Capital Markets Board :

- Audit Committe shall be composed of two members; independent board members Ahmet Fadıl Ashaboğlu and Nevzat Aydın has been appointed as members of the Audit Committee with Ahmet Fadıl Ashaboğlu as the chairman of the committee;

- Corporate Governance Committe shall be composed of three members; chairman of the board Ragıp Ersin Akarlılar, independent board member Nevzat Aydın and investor relations director Duygu Inceoz has been appointed as members of Corporate Governance Committee with Nevzat Aydın as chairman of the committee;

- Early Identification of Risks Committe shall be composed of three members; chairman of the board Ragıp Ersin Akarlılar, independent board member Ahmet Fadıl Ashaboğlu and CFO Bige İşcan Aksaray has been appointed as members of the Early Identification of Risks Committee with Ahmet Fadıl Ashaboğlu as the chairman of the committee.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

26 April 2019Remuneration Policy Revision

The updated Remuneration Policy and the General Assembly Information Document including the updated Policy are attached herewith and also disclosed through Investor Relations section of the www.mavicompany.com web site.

Attached

01 April 2019Ordinary General Assembly Meeting

Our Company’s Ordinary General Assembly Meeting for the special accounting period of 1 February 2018 – 31 January 2019 shall convene on 30 April 2019 Tuesday at 10:00 at the address of Sultan Selim Mahallesi Eski Büyükdere Caddesi No:53 34418 Kağıthane /İstanbul to discuss the attached agenda.

The invitation letter that includes the agenda and the proxy form and information document that includes agenda items and disclosures required by Capital Markets Board's legislations is attached.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

General Assembly Invitation

General Assembly Information Document
29 March 2019Related Party Transactions

Pursuant to our Company's "Principles Regarding Related Party Transactions" (the "Principles"), within two weeks following the public disclosure of our Company's annual financial tables, the Board of Directors must pass a framework resolution relating to the scope, terms and expected volume of business of the related party transactions of a common and continuous nature that are anticipated to be entered into within the fiscal year, including the transactions entered into since the beginning of the fiscal year, as well as the methods and procedures to be applied for determining whether or not they are on arm's length terms, and the issues resolved upon must be disclosed to the public.

The relevant Board of Directors resolution was passed on 29.03.2019 and the table attached hereto demonstrates the common and continuous related party transactions that are anticipated to be entered into within the fiscal year, the scope, terms and expected volume of business thereof and the methods and procedures to be applied for determining whether or not they are on arm's length terms.

Additionally, the related party transactions report prepared by our Board of Directors in accordance with Article 10 (2) of the Corporate Governance Communiqué N II – 17.1 has been approved and it has also been resolved to present the conclusion section of this report to shareholders information through Public Disclosure Platform ("KAP") :

"Pursuant to Serial No. II.17.1 (Communiqué) and Article 10 of the Capital Markets Board (CMB), the common and continuous commercial transactions executed between our company and our subsidiary Erak Giyim San. ve Tic. A.Ş. exceeded 10% of the total cost of goods according to the publicly announced financial statements of 01.02.2018-31.01.2019 and it is expected that these transactions will continue in in the special accounting period of 01.02.2019-31.01.2020 with the same conditions. This report explains the conditions of purchase of trade goods and the pricing methodology and provides information about the transactions being at arm's length with respect to market conditions."


Attached
29 March 2019Board Resolution on Dividend Distribution Proposal

Our Board of Directors, in its meeting on 29 March 2019 decided to propose non-distribution of net distributable profits of the year 2018 for the purpose of and with the intention of increasing the free cash amount and optimizing financing expenses taking into consideration Company’s long-term strategies and investment, cash and financing policies, to the approval of the Ordinary General Assembly Meeting at which operational results pertaining to the special accounting period 1 February 2018 – 31 January 2019 will be discussed.


Attached
29 March 2019Trade Ministry Approval of the Amendments to the Articles of Association

In line with the evaluation of the Audit Committee, the Board of Directors resolved to nominate KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. to audit our Company's financial reports for the special accounting period of 1 February 2019 – 31 January 2020 and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations and to present the selection to the approval of the General Assembly of Shareholders.

15 March 2019Trade Ministry Approval of the Amendments to the Articles of Association

The amendment draft of articles of association of the Company was approved by Ministry of Trade on March 14, 2019.

In contradiction between the Turkish and English versions of this public disclosure, the Turkish version shall prevail.

15 March 20192019 Financial Year Guidance

Please find attached our company guidance for the financial year 2019


Attached
5 March 2019Approval of the amendment of the Articles of Association by the CMB

Application to Capital Markets Board (CMB) for amendments of article of association of the Company has been approved by the CMB on 12.03.2019.

The draft amendments to the Articles of Association will be submitted to the shareholders' approval at the first General Assembly meeting following the approval of the Ministry of Trade.

In contradiction between the Turkish and English versions of this public disclosure, the Turkish version shall prevail.

5 March 2019Summary Info / Board Decision on Amendments to the Articles of Association

It is resolved with the 05.03.2019 dated resolution of Board of Directors of our Company that :

Our Company's Articles of Association's article 3rd (titled " Purpose And Fields Of Activity") and article 6th (titled "Capital and Shares") shall be amended as in the attached.

The Head Office of the Company shall be authorized to make necessary applications to the Capital Markets Board and the Ministry of Trade and to complete other legal transactions.

In case of any contradiction between the Turkish and English versions of this public disclosure, the Turkish version shall prevail.


Attached
4 January 20192018 Financial Year Guidance Update

Our CFO Tuba Toprakçı Yılmaz resigns as of 29 March 2019 and Bige İşcan Aksaray is appointed as her replacement effective as of 29 March 2019. Bige İşcan Aksaray holds a BA in Economics from Boğaziçi University and a graduate degree in Management from Boston University. Bige İşcan Aksaray started her professional career in 1993 at Gillette Company where she held various senior finance positions. Ms. Bige İşcan Aksaray has been serving as CFO at Avon Turkey since 2005.

29 November 20182018 Financial Year Guidance Update

Please find attached the guidance update for the financial year 2018.


Attached
7 November 2018Transforming of Indirect Shareholding to Direct Shareholding

The 27.40% indirect shareholding of Hayriye Fethiye Akarlılar, Fatma Elif Akarlılar and Seyhan Akarlılar in Mavi Giyim Sanayi ve Ticaret A.S. has been, without any change in their total shareholding percentage, transformed into 27.19% direct shareholding and 0.21% indirect shareholding through Blue International Holding B.V.

Group A shares representing direct shareholding of Hayriye Fethiye Akarlılar, Fatma Elif Akarlılar and Seyhan Akarlılar have been converted into Group B shares as per Article 6 of the Articles of Association of the Company. These Group B shares have been registered to the “Issuer Shareholder Account” under the Central Depositary System and are kept as non-public shares. As a result of these transactions, Group A shares that are held by Blue International Holding B.V. constitute 0.21% of the company’s shared capital. The special rights attributed to these shares by the Articles of Association of the Company continue to survive.

The effect of Akarlılar family members on the management of the Company remains unchanged.

This public disclosure is drafted in both Turkish and English languages. In case of any discrepancy between Turkish and English versions, Turkish version shall prevail.

Mavi Giyim Sanayi ve Ticaret A.Ş.

11 September 20182018 Financial Year Guidance Update

Please find attached the guidance update for the financial year 2018.


Attached
15 July 20182018 Q2 Trading Update

Please find the managements trading update regarding the second quarter of 2018 attached and on our corporate website. (www.mavicompany.com)


Attached
7 June 2018Executive Management Change

Our Chief Commercial Officer (Turkey & Export Markets) Savan Tüysüz will continue to work as Mavi Europe Regional Head at our subsidiary Mavi Europe AG as of September 2018. Okan Gürsan has been appointed as Chief Commercial Officer (Turkey & Export Markets).

22 May 2018Share Transfer of 25% shares of Mavi Jeans Inc. (Mavi Canada)

All acts and transactions relevant with the purchase of shares representing 25% of the capital of Mavi Jeans Inc. ("Mavi Canada"), a subsidiary of the Company, from the Company's related party, Kitsch Apparel Inc., which was announced with our material event disclosure dated 18 May 2018, was completed and the share transfer took place.

Following the share transfer, the Company directly controls 25% of the shares of Mavi Canada and together with the 38.25% indirect shareholding the Company's effective shareholding ratio in Mavi Canada increased to 63.25%.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

18 May 2018Purchase of 25% shares of Mavi Jeans Inc. (Mavi Canada)

Our Company's Board of Directors has resolved to ;

- Purchasing of shares representing 25% of the capital of Mavi Jeans Inc. ("Mavi Canada") which is a subsidiary of the Company, from the Company's related party Kitsch Apparel Inc.,

- Paying to Kitsch Apparel Inc. CAD 3,975,000 as sales price,

- Carrying out all necessary transactions for the resolution of the Board of Directors, including the signing of the share transfer agreement.

The sales price of CAD 3,975,000 was determined taking into account the Appraisal Report dated April 10, 2018, prepared by the PwC Yönetim Danışmanlığı A.Ş.

As per the Related Party Transactions Policy the content of which was disclosed through the public offering prospectus and by taking into account the fact that the amount of the transaction corresponds to 1.5% of the gross revenues under the preceding year's income statement and to 1.3% of the preceding year's balance sheet, the transaction is approved by the Board of Directors by taking the opinion of the Audit Committee and through the affirmative votes of all Independent Board Members.

Following the planned share transfer, the Company will directly control 25% of the shares of Mavi Canada and together with the current 38.25 indirect shareholding The effective shareholding ratio of the Company in Mavi Canada will rise to 63.25 % .

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

15 May 2018Independent Auditor Company Trade Registry and its Publication in the Turkish Trade Registry Gazette

The General Assembly resolution dated 2 May2018 on the selection of KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (Old Title : Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş.) as the independent auditor to audit our Company's financial reports for the special accounting period of 1 February 2018

– 31 January 2019 and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations has been registered on 8 May 2018 and published in the Turkish Trade Registry Gazette on 14 May 2018 numbered 9577.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

09 May 2018Determination of Independent Audit Company

The General Assembly resolution dated 2 May 2018 on the selection of KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (Old Title : Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş.) as the independent auditor to audit our Company's financial reports for the special accounting period of 1 February 2018

– 31 January 2019 and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations has been registered on 08 May 2018.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

09 May 2018Amendments to the Internal Directive Trade Registry

Amendments to the Internal Directive On The Principles And Procedures Of Operation Of The Shareholders' General Assembly Of The Company has been registered on 08 May 2018. The current version of the Internal Directive On The Principles And Procedures Of Operation Of The Shareholders' General Assembly Of The Company is attached.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.


Attached
09 May 2018Amendments to the Articles of Association Trade Registry

Amendment to the Company's Articles of Association's article 4th (titled " Headquarters And Branches Of The Company ") and article 6th (titled "Capital and Shares") has been registered on 08 May 2018. The current version of the Articles of Association which reflects the recent amendments is attached.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.


Attached
09 May 2018Ordinary General Assembly Registry

Resolutions taken at Mavi Giyim Sanayi ve Ticaret A.Ş. Ordinary General Assembly Meeting, which was held on 2 May 2018, have been registered by Istanbul Trade Registry on 08 May 2018.

The major resolutions taken at the meeting are as follows:
- Financial statements and the annual report for the special accounting period of 1 February 2017 – 31 January 2018 were approved.

- Changes to the Board of Directors’ members under Article 363 of the Turkish Commercial Code during the special accounting period of 1 February 2017 – 31 January 2018 were approved.

- Board of Directors were released separately and individually from their liabilities in respect of their activities within the Company’s special accounting period of 1 February 2017 – 31 January 2018.

- It is resolved to elect Mr. Ragıp Ersin Akarlılar, Mr. Ahmet Cüneyt Yavuz, Mr. Seymur Tarı and Ms. Fatma Elif Akarlılar as members of the Board of Directors; and Mr. Ahmet Fadıl Ashaboğlu and Mr. Nevzat Aydın as independent members of Board of Directors to serve for a term of 3 (three) years.

- Attendance fees paid to the Board of Directors’ members in accordance with Remuneration Policy within the special accounting period of 1 February 2017 – 31 January 2018 were approved.

- The net amount of attendance fees payable to the Board of Directors’ members determined as TL 8.000.

- KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. was elected as the independent auditor for the review of special accounting period of 1 February 2018 – 31 January 2019 financial reports.

- Company’s Dividend Distribution Policy was approved.

- The Board of Directors' dividend payment proposal on distribution of TL 22.389.921,09 net dividend to shareholders in cash starting from 29 May 2018 has been approved.

- Board of Directors’ proposal to amend Article 4 of the Company’s Articles of Association titled “Headquarters and Branches of the Company” and Article 6 titled “Capital and Shares” were approved.

- Donations and Aids Policy was approved.

- Donations made by the Company within the special accounting period of 1 February 2017 – 31 January 2018 were approved.

- The upper limit of the donations were determined as TL 700.000 for the special accounting period of 1 February 2018 – 31 January 2019.

Attached are the signed copies of minutes of the meeting and the list of attendants available in Turkish.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

02 May 2018 Approval of the Dividend Distribution Proposal

In our Company’s Ordinary General Assembly Meeting held on 2 May 2018, it was resolved to approve dividend distribution proposal of the Board of Directors prepared in accordance with Article 15 of the Company's Articles of Association and Dividend Distribution Policy and to start the dividend payments on 29 May 2018.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

02 May 2018 Appointments to the Board Committees

Regarding the Board Committees that have been established by the Board of Directors pursuant to the Corporate Governance Principles of the Communiqué Serial II. No.17.1 of the Capital Markets Board :

- Audit Committe shall be composed of two members; independent board members Ahmet Fadıl Ashaboğlu and Nevzat Aydın has been appointed as members of the Audit Committee with Ahmet Fadıl Ashaboğlu as the chairman of the committee;

- Corporate Governance Committe shall be composed of three members; chairman of the board Ragıp Ersin Akarlılar, independent board member Nevzat Aydın and investor relations director Duygu Inceoz has been appointed as members of Corporate Governance Committee with Nevzat Aydın as chairman of the committee;

- Early Identification of Risks Committe shall be composed of three members; chairman of the board Ragıp Ersin Akarlılar, independent board member Ahmet Fadıl Ashaboğlu and CFO Tuba Toprakçı Yılmaz has been appointed as members of the Early Identification of Risks Committee with Ahmet Fadıl Ashaboğlu as the chairman of the committee.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

02 May 2018Approval of the Donations and Aids Policy

In our Company’s Ordinary General Assembly Meeting held on 2 May 2018, Company’s Donations and Aids Policy, determined during the Board of Directors Meeting dated 24 May 2017 and disclosed to public through Company’s public offering prospectus, was approved .

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

02 May 2018 Duties of Board Members

On May 2, 2018, it was resolved that;
- Ragıp Ersin Akarlılar shall be elected as the Chairman of the Board,

- Seymur Tarı shall be elected as the Vice Chairman of the Board.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

02 May 2018Amendments to the General Assembly Internal Directive

In our Company’s Ordinary General Assembly Meeting held on 2 May 2018, the Board of Directors’ proposal on the amendments to the Internal Directive On The Principles And Procedures Of Operation Of The Shareholders' General Assembly Of The Company was approved as in the attached. This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.


Attached
02 May 2018Approval of the Independent Auditor Company

In our Company’s Ordinary General Assembly Meeting held on 2 May 2018, it was resolved to approve KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (Old Title : Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş.) to audit our Company's financial reports for the special accounting period of 1 February 2018

– 31 January 2019 and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

02 May 2018Approval of the Amendments to the AoA

In our Company’s Ordinary General Assembly Meeting held on 2 May 2018, it was resolved that Our Company's Articles of Association's article 4th (titled " Headquarters And Branches Of The Company ") and article 6th (titled "Capital and Shares") shall be amended as in the attached. This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.


Attached
02 May 2018Approval of the Dividend Distribution Policy

In our Company’s Ordinary General Assembly Meeting held on 2 May 2018, Company’s Dividend Distribution Policy, determined during the Board of Directors Meeting dated 24 May 2017 and disclosed to public through Company’s public offering prospectus, was approved . This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

02 May 2018 Ordinary General Assembly Results

Mavi Giyim Sanayi ve Ticaret A.Ş.'s Ordinary General Assembly Meeting was held today at 10:00. The major resolutions taken at the meeting are as follows:
- Financial statements and the annual report for the special accounting period of 1 February 2017 – 31 January 2018 were approved.
- Changes to the Board of Directors’ members under Article 363 of the Turkish Commercial Code during the special accounting period of 1
February 2017 – 31 January 2018 were approved. - Board of Directors were released separately and individually from their liabilities in respect of their activities within the Company’s special accounting period of 1 February 2017 – 31 January 2018.
- It is resolved to elect Mr. Ragıp Ersin Akarlılar, Mr. Ahmet Cüneyt Yavuz, Mr. Seymur Tarı and Ms. Fatma Elif Akarlılar as members of the Board of Directors; and Mr. Ahmet Fadıl Ashaboğlu and Mr. Nevzat Aydın as independent members of Board of Directors to serve for a term of 3 (three) years.
- Attendance fees paid to the Board of Directors’ members in accordance with Remuneration Policy within the special accounting period of 1 February 2017 – 31 January 2018 were approved.
- The net amount of attendance fees payable to the Board of Directors’ members determined as TL 8.000.
- KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. was elected as the independent auditor for the review of special accounting period of 1 February 2018 – 31 January 2019 financial reports.
- Company’s Dividend Distribution Policy was approved.
- The Board of Directors' dividend payment proposal on distribution of TL 22.389.921,09 net dividend to shareholders in cash starting from 29 May 2018 has been approved.
- Board of Directors’ proposal to amend Article 4 of the Company’s Articles of Association titled “Headquarters and Branches of the Company” and Article 6 titled “Capital and Shares” were approved.
- Donations and Aids Policy was approved.
- Donations made by the Company within the special accounting period of 1 February 2017 – 31 January 2018 were approved.
- The upper limit of the donations were determined as TL 700.000 for the special accounting period of 1 February 2018 – 31 January 2019.
Attached are the signed copies of minutes of the meeting and the list of attendants available in Turkish.
This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.


02 May 2018 Ordinary General Assembly Invitation

Our Company’s Ordinary General Assembly Meeting for the special accounting period of 1 February 2017 – 31 January 2018 shall convene on 2 May 2018 Wednesday at 10:00 at the address of Raffles İstanbul Hotel - Levazım Mahallesi, Koru Sokağı Zorlu Center, 34340 Beşiktaş/İstanbul to discuss the attached agenda
The invitation letter that includes the agenda and the proxy form and information document that includes agenda items and disclosures required by Capital Markets Board's legislations is attached.
This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

General Assembly Invitation

General Assembly Information Document
30 March 2018 Independent Audit Company Selection Board Resolution

In line with the evaluation of the Audit Committee, the Board of Directors resolved to nominate Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. to audit our Company's financial reports for the special accounting period of 1 February 2018 – 31 January 2019 and to fulfill all other obligations required for the auditors by Turkish Commercial Code numbered 6102 and Capital Markets Law numbered 6362 and related regulations and to present the selection to the approval of the General Assembly of Shareholders.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

29 March 2018 Related Party Transactions

Pursuant to our Company's "Principles Regarding Related Party Transactions" (the "Principles"), within two weeks following the public disclosure of our Company's annual financial tables, the Board of Directors must pass a framework resolution relating to the scope, terms and expected volume of business of the related party transactions of a common and continuous nature that are anticipated to be entered into within the fiscal year, including the transactions entered into since the beginning of the fiscal year, as well as the methods and procedures to be applied for determining whether or not they are on arm's length terms, and the issues resolved upon must be disclosed to the public.

The relevant Board of Directors resolution was passed on 29.03.2018 and the table attached hereto demonstrates the common and continuous related party transactions that are anticipated to be entered into within the fiscal year, the scope, terms and expected volume of business thereof and the methods and procedures to be applied for determining whether or not they are on arm's length terms.
Additionally, the related party transactions report prepared by our Board of Directors in accordance with Article 10 (2) of the Corporate Governance Communiqué N II – 17.1 has been approved and it has also been resolved to present the conclusion section of this report to shareholders information through Public Disclosure Platform ("KAP") :
"Pursuant to Serial No. II.17.1 (Communiqué) and Article 10 of the Capital Markets Board (CMB), the common and continuous commercial transactions executed between our company and our subsidiary Erak Giyim San. ve Tic. A.Ş. exceeded 10% of the total cost of goods according to the publicly announced financial statements of 01.02.2017-31.01.2018 and it is expected that these transactions will continue in in the special accounting period of 01.02.2018-31.01.2019 with the same conditions. This report explains the conditions of purchase of trade goods and the pricing methodology and provides information about the transactions being at arm's length with respect to market conditions."

click for attached
21 March 2018 Amendments to the Articles of Association Ministry Approval

The amendment draft of articles of association of the Company was approved by Ministry of Customs and Trade on March 20, 2018.

16 March 2018 Approval of the amendment of the Articles of Association by the CMB

Ref: Our public disclosure dated 09.03.2018

Application to Capital Markets Board (CMB) for amendments of article of association of the Company has been approved by the CMB.

The draft amendments to the Articles of Association will be submitted to the shareholders' approval at the first General Assembly meeting following the approval of the Ministry of Customs and Trade.

15 March 2018 February 1 2017 - January 31 2018 Financial Results

Our Company's audited IFRS consolidated financial results for financial year 2017, ending 31 January 2018 have been disclosed today. Consolidated IFRS financial results, management presentation and press releases can be found attached and on our mavicompany.com website

15 March 2018 Guidance for Financial Year 2018

Our company guidance for financial year 2018 is as follows:

- 25% consolidated sales growth
- 25 new retail store openings in Turkey
- 16% Turkey retail like-for-like storesrevenue growth
- Consolidated EBITDA margn above 14%
- Net Debt / EBITDA below 1x
- Capex : Up to 5% of consolidated sales

15 March 2018 Board Resolution on Dividend Distribution Proposal

Our Board of Directors, in its meeting on 14 March 2018 decided to propose the attached dividend distribution proposal prepared in accordance with Article 15 of the Company's Articles of Association and Dividend Distribution Policy to the approval of the Ordinary General Assembly Meeting at which operation results pertaining to the special accounting period 1 February 2017 – 31 January 2018 will be discussed. According to the proposal, dividend payments will start on 29 May 2018.

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15 March 2018 Indirect Shareholding of Our Company

"Our Company has been notified that the entire process relating to the termination of the indirect shareholding of one of our indirect shareholders, Turkish Private Equity Fund II L.P. in our Company (as described in our Company’s public offering circular) and the indirect shareholding ratio of Akarlılar Family Members in our Company’s becoming 27.4%, including the Competition Board approval process, have been completed."

12 March 2018 Amendments to Related Party Transactions Policy

In the public offering circular of our Company, it was announced to the public that pursuant to the internal regulation of our Company titled “Related Party Transactions Policy ”, in respect of the regular related party transactions, the Board of Directors would, at the beginning of each fiscal year, pass a framework resolution covering the parties to the proposed transactions, the expected volumes of work as per the annual budgets and business plans, the material terms and conditions of the regular related party transactions and the methods and procedures to be applied for ensuring that the transactions that constitute regular related party transactions are competitive and in line with the market conditions. Upon evaluating the matter, our Board of Directors has reached the conclusion that the phrase “at the beginning of each fiscal year” in the relevant regulation requires clarification. Accordingly, our Board of Directors has resolved to amend the relevant provision of the internal regulation in order to clarify the period in which such framework decision is to be passed as “2 weeks following the public announcement of the annual financial tables”. The general Board Decision to be passed shall also cover the regular related party transactions that have been entered into since the beginning of the fiscal year and shall be effective in respect of such transactions as well.

09 March 2018 Board Decision on Amendments to the Articles of Association

It is resolved with the 09.03.2018 dated resolution of Board of Directors of our Company that :

- Our Company’s Articles of Association's article 4th (titled "Headquarters And Branches Of The Company ") and article 6th (titled "Capital and Shares”) shall be amended as in the attached,

- The Head Office of the Company shall be authorized to make necessary applications to the Capital Markets Board and the Ministry of Industry and Commerce and to complete other legal transactions.

In case of any contradiction between the Turkish and English versions of this public disclosure, the Turkish version shall prevail.

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04 December 2017Feb.1-Oct.31 2017 Financial Results

Our Company's audited IFRS consolidated financial results for the nine months period ended 31 October 2017 have been disclosed today. Consolidated IFRS financial results and the latest management presentation can be found attached and on our website.

14 October 2017Turquality Support Programme

Serving the international recognition and brand building of "Mavi" brand, our company had been accredited under the Turquality support programme since 2008 and has completed its second five year support cycle as of September 2017. In accordance with the ammendments made to the Turquality legislation in 01.06.2017, that allows for additional time in the programme for new markets for up to five years, our USA and Canada operations have been included in the support programme for the next five years.

05 October 2017Mavi Europe AG Share Transfer

Our Company has become the sole shareholder of our subsidiary Mavi Europe AG on September 29, 2017, through increasing its shareholding to 100% from 87.5%, following the payment of the last installment of the share purchase price in relation to the put option exercised by the minority shareholders on March 29, 2017 and the completion of the share transfer procedure.

12 September 2017February - July 2017 Financial Results

Our Company's audited IFRS consolidated financial results for the period ended 31 July 2017 have been disclosed today. Consolidated IFRS financial results and the latest management presentation can be found attached and on our website.

22 August 2017Appointment of Board Committees

Regarding the Board Committees that have been established by the Board of Directors on May 24, 2017 pursuant to the Corporate Governance Principles of the Communiqué Serial II. No.17.1 of the Capital Markets Board, and whose duties and working principles disclosed within the offering circular, our Board of Directors decided on the following appointments:

Independent board members Ahmet Fadıl Ashaboğlu and Nevzat Aydın has been appointed as members of the Audit Committee with Ahmet Fadıl Ashaboğlu as the chairman of the committee;

Chairman of the board Ragıp Ersin Akarlılar, independent board member Nevzat Aydın and investor relations director Duygu Inceoz has been appointed as members of Corporate Governance Committee with Nevzat Aydın as chairman of the committee;

Chairman of the board Ragıp Ersin Akarlılar, independent board member Ahmet Fadıl Ashaboğlu and CFO Tuba Toprakçı Yılmaz has been appointed as members of the Early Identification of Risks Committee with Ahmet Fadıl Ashaboğlu as the chairman of the committee.

9 August 2017Analyst Meeting Presentation

Please find the presentation used at our Analyst Meeting held on Aug.8, 2017 attached and also on our company website (mavicompany.com).

27 July 2017Appointment of Investor Relations Director

In accordance with the requirements of the Capital Markets Board's Corporate Governance Communiqué No. II-17.1, Duygu İnceöz (yatirimciliskileri@mavi.com) appointed to the duty of the Company's Investor Relations Director since date 26.07.2017. Respectfully announced to the public.

17 July 2017Appointment of Independent Board Members

On July 17, 2017, our board of directors has resolved on (i) cancellation of signatory authorities of Arif Kerem Onursal and Hatice Hale Özsoy Bıyıklı due to resignation from their offices; (ii) appointment of Nevzat Aydın ve Ahmet Fadıl Ashaboğlu as independent board members to the vacant seats in the board and submission of new memberships for approval in the upcoming general assembly; and (iii) distribution of the board members' duties.

28 June 2017Notification of Q1 Results

Mavi Giyim Sanayi ve Ticaret A.Ş. will announce its First Quarter Results for the three months to April 30 on 6 July 2017

The Results will be published through the Public Disclosure Platform and the company's website (www.maviyatirimciliskileri.com ; www.mavicompany.com).