Dillon Shepley

Jayson Brayall

Jeff Austin

Jeff Taylor

Benjamin Howard

Turkcell Case Study – Team II

Current SituationEnd of year 2002, Turkcell had total assets of $3.2 billion, revenues of $1.97 billion, net income of $101 million, and more than 2000 employees. They also held More than 60% of the Turkish market with 16.3 million subscribers as of March 31, 2003.

Strategic PostureMission:

No stated mission statement but the implied mission of the company is to continue to hold the majority of the growing Turkish market while expanding to more European countries by differentiating the services provided from competition and maintaining a loyal customer base.

Objectives

• Increase customer base• Retain its current customers• Increase the amount of usage per customer (amount of usage dropped from an average of 100 minutes per month to • 56.2 because of Turkey’s economic crisis in 2001.)• Maintain Good customer relations and social responsibility• Expand to other European Countries

Strategies• Attempt to lower the taxes applied to the Global System for Mobile Communication (GSM) (currently 66% tax on earnings before interest.)• Combat the unfair competition of Aycell. (The Turkish government covers any losses of Aycell. Turkcell has issued concerns to the regulator body in Turkey but can’t do much else.)• Be aware of possible opportunities to merge with or acquire another company. (Aycell, the competition merged with Italian communications giant TIM.) • In an attempt to show social responsibility Turkcell provided 5,000 young girls with scholarships and training in Eastern Turkey. (This is significant because daughters are generally neglected and the family’s limited funds are normally spent on sons. Turkcell received Institute of Public Relations (IPR) excellence awards in the category of Corporate Social Responsibility and the Cystal Obelisk award from the Foundation of Women Executives (WEPR))• To raise the amount of minutes per month educational campaigns are being considered. (Many people in Turkey, especially in the rural areas do not know how to best use mobile communications and are resistant to newer technologies.)• Considering expanding to other European countries. • Be aware of other competitors that may expand to Turkey.• Considering whether they should merge with another company to extend their European market or if it should go at it alone. • Considering introducing 3G technology. (Not sure if the revenues will be enough to cover the costs of implementing such an infrastructure.)

Policies• Have large amounts of consumer services• Stay on the forefront of technology• Promotion from within (Turkcell provides extensive employee training which increases employee loyalty which in turn helps to provide better service because of more experience and a will to do a good job.)• Pay slightly above industry average (This also helps to maintain employee loyalty and provide better service.)• Proactive approach• Result oriented• Minimum hierarchy• Full accountability• Simplicity

Turkcell Management Sec IINYSE (2000) Symbol TKC // Istanbul Stock Exchange -

TCELL

ADRs / ADSs traded on the NYSE- Turkcel's # for its ADSs is 900111204.

American Depositary Receipt- (ADRs) are receipts for the shares of a foreign corp held by a U.S. depositary bank. American depository share (ADS) = certificates representing portions of foreign shares held by the bank, usually by a branch in the country of issue.

Governance Compliance Turkcell Board is composed of 7 members elected by the Annual General Meeting

for max terms of three yrs.

General Assembly Mtgs- held during April. Turkcell's fiscal year is the 12-month calendar yr Jan - Dec.

Turkcell Shares Disclosure Policy

IAW the Capital Markets Board of Turkey (SPK) and its US counterpart, the Securities and Exchange Commission (SEC), Turkcell continues its implementation of Corporate Governance Principles. The company’s “Disclosure Policy” regarding public announcements as prepared IAW domestic and international capital markets regulations.

Dividend Policy The Board may decide whether or with the amount of dividend if any

not to recommend a distribution of profits together and the shareholders, through the general assembly, may accept or reject such proposal.

Financial Rights Board members receive no special rights or privileges & receive no

compensation for their board service. Nor are they eligible for credits or other special favors such as surety-ships .

Turkcell BoardBoard of Directors & Independent Members

As of Apr 05, no independent members sit on Turkcell’s Board of Directors. Information is presented in the “Investor Relations” section of Turkcell’s

website.

Board responsibilities: Building the vision of the Company, local & international business strategies

& determining short- and long-term goals; Approving the Company's annual budget & business plans; Monitoring & controlling the strategic & financial performance of the

Company

Participation of Stakeholders in Mgmt Currently, there is no provision for the participation of the stakeholders in

management. However, info is shared with our business partners & stakeholders.

Board Makeup Turkcell’s board is comprised of members from their business

partners, such as holding companies & those from the inner working of company.

Experience backgrounds range from those that have just joined the organization to those that were there at the inception. This shows the company is dedicated to joining tried and true methods & external / multi- functional competencies.

There is an intentional strong influence of representation gained from the international telecom sector, financial & consumer services industries.

Specifically, there is an exceptionally strong experience base represented from the Nordic based telecom partnerships.

Turkcell ManagersPersonal Development of Managers : Mandatory training tracks provide continuous improvements to

customer value & Turcell’s brand placement & market share enhancement.

Development Program for Leadership and Mgmt (Lider Yönetici Yetifltirme Program)

Coaching / Mentorship Assessment Center Human Resources Training

The DIYET program puts corrective and improvement activities, creativity, effectiveness and teamwork into practice.

Turkcell Human ResourcesTurkcell touts highly-skilled & highly-motivated team of

employees.

States continuous investment in human resource development as a top priority for the company.

Mgmt’s goal is- promote a leading, trustworthy, success-oriented, productive, respectful and customer-driven corporate culture.

Continuous investments to ensure that the employees work in an environment that is flexible, responsive, democratic and supportive of change.

Founding ShareholdersTurkcell's founding shareholders are Sonera Holding,

formerly known as Telecom Finland Ltd. & currently owned by TeliaSonera, Çukurova Group and MV Holding.

Çukurova Group is one of Turkey 's leading conglomerates, active in insurance, media, trade, industrial services, communications, IT & tourism.

TeliaSonera was formed in Dec 02 with the merger of Sonera Corporation, a Finnish telecom provider, and Telia, a telecom operator in Scandinavia. It is a major GSM operator in Scandinavia .

Combining the expertise of Sonera in building GSM networks and Çukurova's local mkt knowledge & experience in marketing / distribution.

Dominant Shareholders Shareholder Number of shares Share (%)

Turkcell Holding A.Ş. 752,066,074,110 51.00

Çukurova Investments N.V. 43,230,288,153 2.93

Çukurova Holding A.Ş. 109,195,314,495 7.40

Yapı ve Kredi Bankası A.Ş. 42,807,402,352 2.90

Shareholder Structure Turkcell shares are listed on the Istanbul Stock Exchange & on the

NYSE as ADS. Currently 2 ADS = 5 tradable shares.   Shareholder Value of Stake (TRY) %

Share

Turkcell Holding A.Ş. 1,122,000,000.238 51.00%

Çukurova Holding A.Ş. 995.509,429 0.05%

Sonera Holding B.V. 287,632,179.557 13.07%

MV Holding A.Ş. 51,021,712.590 2.32%

Other 137.199,575 0.01%