TEE: TeliaSonera AB: Statement by TeliaSonera CEO Per-Arne Blomquist, following a failed shareholders’ meeting (AGM) in

  TEE: TeliaSonera AB: Statement by TeliaSonera CEO Per-Arne Blomquist,
  following a failed shareholders’ meeting (AGM) in Turkcell on June 24

UK Regulatory Announcement


“TeliaSonera regrets that the ownership disputes in Turkcell, which are long
overdue and should have been resolved a long time ago, have resulted in
another failed Turkcell AGM. We have done our utmost to reach an agreement
between the major shareholders, but since Altimo and Çukurova have been unable
to resolve their deadlock, we have failed in our attempts. This is
unfortunately not an issue we can resolve on our own, as it requires the
support of the other two shareholders”, said Per-Arne Blomquist, President and

“We are very disappointed at the outcome of the AGM, and we are not happy with
the current structure, where a minority shareholder can block majority
decision due to a complex holding company structure. However, I would like to
emphasize that this is a conflict between private companies, and should be
dealt with as such and through legal procedures. Therefore, any attempts to
“nationalize” the company, by excluding TeliaSonera from the Board and
appointing a Board, which solely consists of CMB appointed members, are
unacceptable and against the Turkish Commercial Code as well as international
investment treaties. Turkcell is listed on the Istanbul Stock Exchange, as
well as the NYSE, and the approach of CMB in resolving the deadlock at the
Turkcell Board will be closely monitored by other foreign investors. We have
no doubt that the CMB will come up with a fair solution”, Per-Arne Blomquist

“Excluding directors nominated by the shareholders is clearly not in the
interest of any shareholders, either in Turkey or abroad. On the contrary, it
would be a clear negative signal to foreign investors in Turkey, affecting
their appetite to invest in the country. One must not forget that the second
largest shareholder group in Turkcell is the “free float”, represented by
Turkish and international investors. TeliaSonera would welcome any shareholder
who, together with us, is willing to cooperate and support good corporate
governance and further development of Turkcell, both in Turkey and abroad”,
Per-Arne Blomquist concluded.


TeliaSonera (OSE:TEL)(STO:TLSN)(HEX:TLS1V)(LSE:TEE)(Nasdaq:TLSN) has for a
long time been striving to increase the number of independent Board members,
in order to improve corporate governance and introduce a well-functioning
board structure, in line with Turkish and international standards. TeliaSonera
believes that the best solution would be a direct Board representation, based
on actual ownership.

TeliaSonera is one of the founders of Turkcell and a long term, strategic
investor, with a 38 percent direct and indirect ownership, and will continue
to make every effort to resolve the deadlock between the shareholders.

The current deadlock is primarily caused by the pending Privy Council decision
related to the ownership disputes between Altimo and Çukurova. The quorum in
the AGM was not reached due to the fact that the shareholders couldn’t agree
on the representation of Turkcell Holding, which accounts for 51 percent of
the shares in the listed company Turkcell Iletişim

TeliaSonera is by far the largest minority shareholder of Turkcell, hence it
is clear that any further delay in appointing a new Board and of delaying
dividend distribution is not in our favour. Turkcell holds close to USD 3
billion in accrued dividends since 2010 and TeliaSonera fully supports the
distribution of dividends in line with the company’s dividend policy.

TeliaSonera’s goal and approach are to provide maximum contribution to the
process which would make Turkcell a stronger and more efficient entity through
new investments to be made in Turkey and other countries with big growth

TeliaSonera operates with transparency and integrity in line with solid
corporate governance principles. We have always acted in a fair manner towards
our partners and will continue to do so in the future. TeliaSonera AB
discloses the information provided herein pursuant to the Swedish Securities
Markets Act and/or the Swedish Financial Instrument Trading Act. The
information was submitted for publication at 11.00 CET on June 24, 2013.

Forward-Looking Statements Statements made in the press release relating to
future status or circumstances, including future performance and other trend
projections are forward-looking statements. By their nature, forward-looking
statements involve risk and uncertainty because they relate to events and
depend on circumstances that will occur in the future. There can be no
assurance that actual results will not differ materially from those expressed
or implied by these forward-looking statements due to many factors, many of
which are outside the control of TeliaSonera. TeliaSonera provides network
access and telecommunication services in the Nordic and Baltic countries, the
emerging markets of Eurasia, including Russia and Turkey, and in Spain.
TeliaSonera helps people and companies communicate in an easy, efficient and
environmentally friendly way. Our ambition is to be number one or two in all
our markets, providing the best customer experience, high quality networks and
cost efficient operations. TeliaSonera is also the leading European wholesale
provider with a wholly-owned international carrier network. In 2012, net sales
amounted to SEK 105 billion, EBITDA to SEK 36.1 billion and earnings per share
to SEK 4.59. The TeliaSonera share is listed on NASDAQ OMX Stockholm and
NASDAQ OMX Helsinki. Read more at www.teliasonera.com.

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