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Corporate Governance


In mid-March 2008 ACT Airlines Inc. (the Company) launched an action plan aimed at implementing corporate governance within the Company.

With this in mind, a "Corporate Governance (CG)" working group was established to draft the general principles of corporate governance for the Company to be presented and discussed by the Board.

The initial focus of the working group was to draw up a CG framework text that would be in line with the CG principles published by the Capital Markets Board of Turkey (CMB).

CMB, being the independent public authority responsible for regulating and supervising the Turkish securities market, issued CG principles with the aim of increasing CG standards in Turkey for listed companies. The CMB Principles were formulated in line with the Organization of Economic Cooperation & Development (OECD) CG Principles of 1999 and take into account other worldwide generally accepted CG standards with a view to increasing corporate accountability, transparency, responsibility, integrity, ethics and equality.

The CMB Principles are considered to be a code of best practice rather than legal rules. Although the CMB Principles are not binding, a "comply or explain" method is applied. Publicly held companies are encouraged to apply these principles and inform the investors and other stakeholders in their annual report of their compliance with these standards (rules), or their reason for non-compliance.

According to our knowledge, ACT Airlines Inc. is the only non-listed company in the Turkish aviation sector that will implement CG principles within its structure.

The company's rapid growth coupled with aggressive plans for the future are in preparation for the Company to become listed on the Istanbul Stock Exchange.

The implementation of Corporate Governance within the Company is also a part of these preparations. CG in ACT Airlines will cover, in a broad sense, the organization of the control and management of the company; in a narrower sense, the relationship between shareholders and management, and in particular the operation of the Company's Board.

It is important for the Company to develop effective corporate governance that will enable it to be prepared prior to applying to the Istanbul Stock Exchange. ACT Airlines believes that the rules and standards of corporate governance are important factors in the creating an optimum valuation of the Company.

The main objective of ACT Airlines corporate governance is to contribute to the creation of long-term value for the Company, as well as providing efficiency and effectiveness in the running of the Company's operations, thus strengthening investors confidence and increasing its ability to access low-cost external financing.
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