Torunlar REIC Code of Ethics
1. Objective
The disclosure policy of Torunlar Real Estate Investment Company is to share on an equal basis the past performance and future expectations of the Company with the Capital Market Stakeholders (local/foreign shareholders, investors, capital market specialist, stock brokers, etc. together to be referred as Capital Market Stakeholders) in an accurate, fair, correct, timely and comprehensible manner in accordance with generally acceptable accounting principles and the provisions of the Capital Market Legislation and to ensure an active and transparent communication at all times. While implementing the disclosure policy, it is essential to ensure the communication of necessary information and explanations other than trade secrets to all beneficiaries including shareholders, investors, employees and customers in a timely, correct, complete, comprehensible, easy manner with minimum cost and under equal conditions. Public disclosure policy is executed in accordance with the Capital Market Legislation, the regulations of the Capital Market Board (SPK) and the Istanbul Stock Exchange (IMKB) and the Corporate Management Principles of SPK.
2. Authority and Responsibility
The public disclosure policy of our Company is set and approved by the Board of Directors in accordance with Article 8, Section II, Corporate Management Principles of SPK. The Board of Directors is authorized and responsible for monitoring, surveillance and development of the public disclosure and information policy of our Company. The Board of Directors is entitled to assign this authority to one or more members of the company staff with a decision.
3. Method and Instruments
Provided that the provisions of the Capital Market Legislation and the Turkish Commercial Code are reserved, the disclosure methods and instruments used by the Company are given below. (i) Material disclosures made to IMKB , (ii) PFinancial statement and footnotes, independent audit reports, statements and activity reports and alike periodically communicated to IMKB, (iii) Announcements and notifications (prospectus, circular, call for general assembly, etc.) made through Turkish Commercial Registry Gazette and Daily Newspapers, (iv) Y Press releases made through printed and visual media, (v) Disclosures made to data distribution agencies such as Reuters, Foreks, etc, (vi) Informative and discussion meetings made with Capital Market Stakeholders vis-à-vis or via tele-conference, (vii) Corporate website, ( (viii) Disclosures made via communication methods and means such as telephone, mobile phone (wap and similar technologies), electronic mail and telefax.
4. Public Disclosure of Financial Statements
The financial statements and footnotes of the Company are issued according to the International Financial Reporting Standards (IFRS). They are subject to independent audit and disclosed to public while being communicated to IMKB. Financial statements and independent audit report as well as its attachments are communicated to IMKB by the Accounting Department pursuant to the regulations of SPK and IMKB and notifications of IMKB following the approval of the Board of Directors. Financial statements and independent audit report are also communicated in an electronic environment as a notification of the Public Disclosure Project (KAP) at the time of public disclosure.
5. Public Disclosure of Activity Report
Activity report is issued in accordance with the Capital Market Legislation and the Corporate Governance Principles of SPK; approved by the Board of Directors and disclosed to public through our website (
6. Material Disclosures and Authorized People
Material disclosures of the Company are communicated to IMKB by people authorized by the Board of Directors. Including but not limited to, issues specified in communiqué with Serial No. VIII and No. 54 of the Capital Market Board shall be communicated (i) on the day or the subsequent day on which the relevant Resolution of the Board of Directors is received by the Accounting Department if an important matter on the business activities of the Company emerges and a Resolution on the matter is made by the Board of Directors prior to opening of IMKB, and (ii) developments within the Company which are likely to affect the values of Capital Market instruments shall be communicated by the representatives of the other relevant Company unit as soon as possible to the Assistant General Manager for Finance. The Assistant General Manager for Finance shall send all the disclosures made to IMKB to the Media Advisor, if any, concurrently with sending to IMKB.
7. Printed and Visual Press Releases
The employees assigned by the Board of Directors are responsible for making any printed and visual press releases on the Company's business activities, expectations and current issues. If no assignment is made for this task by the Board of Directors, this task shall be executed by the authorized signatories who represent and bind the company. Company strategies, targets and projects which are not approved by the Board of Directors with a Resolution of Board of Directors shall not be disclosed to public. The staff in charge of making disclosures is liable to comply with the issues included in the relevant communiqués of SPK in relation with any disclosures to be made. If such disclosures are of a material nature required to be notified to IMKB with respect to their content, they must be sent to the Assistant General Manager for Finance to be communicated to IMKB prior to the press release. Other press releases shall also be sent to the Assistant General Manager for Finance as soon as possible following the press release for informative purposes.
8. People Authorized for Public Disclosure
Apart from the disclosures stated above, requests for written and oral information communicated by the Capital Market Stakeholders or any entity/individual, shall be reviewed and answered by the relevant Department Manager if they are related to the area of responsibility of the department which received the request and as to whether they are trade secrets or not and have a nature which may affect investment decisions and the values of capital market instruments pursuant to the Capital Market Board's Communiqué of Principles on Material Disclosures with Serial No. VIII and No. 54. Press releases made to printed and visual media as well as data distribution channels such as Reuters, Foreks, etc. shall only be made by the employees assigned for this task by the Chairman of Board of Directors, General Manager or the Board of Directors. Unless exclusively assigned to do so, the Company employees will not answer any questions raised by Capital Market Stakeholders or any entity/individual apart from those above.
9. Communication with Capital Market Stakeholders
Interviews made by the Capital Market Stakeholders one-on-one or in groups on telephone or on a vis-à-vis basis are important to develop investor relationships. By participating in conferences or one-on-one meetings pursuant to requests from the Capital Market Stakeholders, presentations can be made or questions can be replied addressing many issues ranging from Company strategies to analysis of financial statements. Presentations and/or explanatory notes are published on the Website( yayımlanır. Critical issues affecting operating results, strategic approaches and significant issues intended to get the industry better understood are communicated to the Capital Market Stakeholders.
10. Incorrect News Circulation in Market
As a principle, no opinions shall be disclosed on speculations circulating in the market and/or on Internet. On the other hand, if a request for verification is received from SPK and/or IMKB according to the provisions of the Capital Market Legislation or if the Board of Directors or the Executive Board or the Head Office resolve to make a public disclosure (orally or in writing) on the issue circulating in the market and/or on Internet environment, it is ensured that the necessary disclosures are made to public in coordination with the relevant departments and the Legal Department as necessary.
11. Disclosure of Expectations and Targets

In accordance with the disclosure policy and as necessary from time to time, expectations and targets on issues stated below and alike can be disclosed in consideration of the Company's budget data.

  • Turnover
  • Number and cost of staff
  • Capex amount and items
  • Foreign Exchange / Parity expectation
  • Rate of decrease/increase expected/targeted in expenses
  • Targeted EBIT and EBITDA

The principles of and grounds on which the expectations are based are disclosed along with data in written documents where expectations are disclosed. In such disclosures, it is expressly stated that the accrual results may significantly deviate from the expectations due to uncertainties and other factors. Information disclosed in expectations shall not involve any exaggerative assumptions or anticipations without foundation or be misleading. If it is understood that forecasts will not come true afterwards, this is disclosed to public and such information is revised.

Managers authorized to make public disclosures must give due care to avoid disclosing any issues involving Company operations and strategies which are not resolved by the Board of Directors.

12. Analyst Reports
Analyst reports are considered as the property of the firm that issues the analyst report and not published on the Website ( reports or income models shall not be reviewed, verified, approved, undertaken or published. On the other hand, in certain and limited cases and upon request and in order to prevent misleading the public, analyst reports can be reviewed provided that they use only public domain and past information and are limited to a specific issue. The Company can disclose to public on its Website the analysts who have issued reports on it during the last year and the firms they work for. (
13. TRGYO Website (
In public disclosure, The Company's Website ( is actively used. Disclosures made on the website of the Company shall not supersede the announcements and material disclosures required to be made in accordance with the provisions of the Capital Market Legislation. Any disclosures made to public by the Company shall be accessed via website. The Website shall be arranged with a content and form provided by the Corporate Governance Principles of SPK in Turkish and English languages.