AGM Information • Apr 14, 2025
AGM Information
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Our Company's Ordinary General Assembly Meeting for 2024 will be held at the company headquarters (Halkalı Merkez Mah. Basın Ekspres Cad. No: 1 Küçükçekmece/Istanbul) at 10:00 on Monday, 14 April, 2025, in order to discuss and decide on the following agenda items.
In addition, pursuant to Article 12 of the Company's Articles of Association, the Ordinary General Assembly Meeting of Privileged Shareholders will be held on the same day and at the same place at 09:30 a.m. in order to ensure the election of two members to the Board of Directors by the privileged shareholders prior to the General Assembly Meeting.
Our shareholders, who will personally attend or be represented by a proxy in the General Assembly meeting do not need to have their shares blocked in the Central Securities Depository ("CSD").
Shareholders of our Company may attend the Ordinary General Assembly Meeting, either physically or electronically, in person or through their representatives. Attending electronically to the meeting is possible with the secure electronic signatures of the shareholders or their representatives. For this reason, the shareholders or their representatives who will make transactions in the Electronic General Assembly System ("EGAS") must have secure electronic signatures and must be registered in the "e-Investor: Investor Information Center" of the CSD.
In addition, shareholders or their representatives who wish to attend the meeting electronically must fulfill their obligations in accordance with the provisions of the "Regulation on General Assemblies to be Held Electronically in Joint Stock Companies" published in the Official Gazette dated 28 August 2012 and numbered 28395 and of the "Communiqué on the Electronic General Assembly System to be Applied in the General Assemblies of Joint Stock Companies" published in the Official Gazette dated 29 August 2012 and numbered 28396.
Shareholders who not be able to attend the meeting in person, either physically or electronically, are required to have the proxy letter (ANNEX-1) approved by the notary public pursuant to the provisions of the Capital Markets Board's Communiqué No. II-30.1 on "Voting by Proxy and Collecting Proxy by Call" and to issue them in accordance with the example below. A copy of the proxy letter can be obtained from the Company Headquarters and the Company website at www.deva.com.tr. Shareholders who wish to attend the General Assembly in person in a physical environment will be able to exercise their rights regarding their shares registered in the "Shareholders List" in the Central Securities Depository (CSD) system, by presenting their identity cards.
Our shareholders who will attend the general assembly electronically via the Electronic General Assembly System be able to obtain information about the procedures and principles regarding participation, appointment of representatives, making suggestions, expressing opinions and voting from the website of the Central Securities Depository at https://www.mkk.com.tr.
Consolidated Financial Statements for 2024, Activity Report of the Board of Directors, Independent Audit Report and Profit Distribution Proposal of the Board of Directors will be made available for the review of the shareholders at least three weeks before the General Assembly Meeting at the Company headquarters and on the "Investor Relations" page of the Company's website at www.deva.com.tr. In addition, together with the aforementioned documents, the information document containing the necessary explanations within the scope of the 'Corporate Governance Communiqué' numbered II-17.1 of the Capital Markets Board will also be available on the Company's website and EGAS.
Reference to Article 29 of the Capital Market Law and in accordance with Article 8/b of General Assembly Working Principles and Procedures of Deva Holding, no separate invitation letter will be sent to the shareholders for the invitation to the General Assembly Meeting.
Submitted to the information of our esteemed shareholders.
(*) On the day of the meeting, a shuttle service will be provided from Taksim Atatürk Cultural Centre at 09:00.
The explanations required to be made in accordance with the "Corporate Governance Communiqué" with Serial: II, No: 17.1 are presented below for your information:
Our Company's shareholding structure and voting rights as of 17.03.2025 is presented at the table below for your information:
| Shareholder's Name/Trade Name | Value of Shares (TL) |
Ratio to Capital (%) |
Voting Right | Percent age of Voting Right (%) |
|---|---|---|---|---|
| Eastpharma Sarl | 164.424.760,06 | 82,20 | 16.442.476.006 | 82,20 |
| Eastpharma Sarl (A Grubu) | 0,037 | 37 | ||
| Eastpharma Sarl (B Grubu) | 0,036 | 36 | ||
| Diğer pay sahipleri | 35.594.527,62 | 17,80 | 3.559.452.762 | 17,80 |
| Diğer pay sahipleri (A Grubu) | 0,013 | 13 | ||
| Diğer pay sahipleri (B Grubu) | 0,014 | 14 | ||
| TOTAL | 200.019.287,78 | 100,00 | 20.001.928.868 | 100,00 |
Our Company, which was established in 1958 with a capital of TL 500.000, is a public company subject to the Capital Markets Law No. 6362, and our shares have been traded in the stock market since 1986. The company has accepted the registered capital system in accordance with the provisions of the Capital Markets Law and adopted this system with the 18.3.1983 dated and 68/19 numbered permission of the Capital Markets Board. The registered capital ceiling of the company is TL 500.000.000 (Five Hundred Million Turkish Liras), each divided into 50.000.000.000 (Fifty Billion) shares with a nominal value of 1 (one) Kr. The issued capital of the company consists of 20.001.928.778 shares with a nominal value of 1 (one) Kr each. From this amount, a total of 10 registered shares, 5 of which are group (A) and 5 of which are group (B), and 20.001.928.768 shares of Group (C) are bearer shares.
Each of the A and B group privileged shares has ten times the voting right of the C group shares, and the A group shares also have privileges in the profit share. In addition, two members of the Board of Directors are elected by the A and B Group privileged shareholders among the candidates nominated by the A group privileged shareholders.
There are no management and operational changes that will significantly affect the Company's activities. On the other hand, material events disclosures made by our Company within the scope of the relevant legislation can be accessed from the "Announcements" tab on our website at http://www.deva.com.tr/tr/yatirim-duyurular and from http://www.kap.org.tr/
c) In case of dismissal, replacement or election of the members of the board of directors is on the agenda of the general assembly meeting, grounds of such dismissal or replacement and information with regard to the persons whose candidacy for membership of the board of directors has been submitted to the partnership; their resumes, their duties performed in the last ten years and reasons for leaving, partnership and the nature and level of materiality of the partnership's relationship with its related parties, whether they have independence and similar issues that may affect the partnership activities, in case these persons are elected as members of the board of directors:
Article 8 of the agenda of the Ordinary General Assembly Meeting for the Fiscal Year 2024 includes the election of the members of the Board of Directors. The CVs of Deva Holding A.Ş. Board of Directors member candidates are given in (Annex-2).
ç) The written requests submitted by the shareholders of the partnership to the Investor Relations Department regarding the inclusion of an item on the agenda, the proposals that are not accepted and the reasons for rejection, in cases where the board of directors does not accept the agenda proposals of the partners:
No such request was submitted for the Ordinary General Assembly meeting, where the activities year of 2024 will be discussed.
d) In case of a change in the articles of association on the agenda, both the old and new forms of the amendments to the articles of association and with the decision of the relevant board of directors:
There is no change in the Articles of Association in our agenda.
Election of the Chairman of the Meeting to manage the General Assembly Meeting will be made within the framework of the "Turkish Commercial Code No. 6102 ("TCC") and Regulation ("Regulation") on "The Procedures and Principles of the General Assembly Meetings of Joint Stock Companies and Representatives of the T.R. Ministry of Commerce to be present at this meeting and the provisions of the General Assembly Internal Directive. At least one Minutes Clerk and sufficient number of Vote Collectors will be appointed by the Chairman of the Meeting within the framework of the provisions of the legislation.
Within the framework of the regulations related to the TCC, the Regulation and the Capital Markets Law ("CML"), it will be submitted to the opinion of our shareholders at least three weeks before the general assembly meeting date at our Company's Headquarters, on the Central Securities Depository Electronic General Assembly Portal ("EGAS"), on the Public Disclosure Platform (KAP) and on our Company's corporate website at www.deva.com.tr, by giving information about the 2024 Activity Report, which also includes the corporate governance principles compliance report submitted for the review of the shareholders.
The General Assembly will be informed about the Independent Audit Report prepared in accordance with the regulations of the Turkish Commercial Code and the Capital Markets Board, which is submitted to our shareholders for review at our Company's Headquarters, EGAS, on the Public Disclosure Platform and the Company's corporate website at www.deva.com.tr , at least three weeks before the general assembly meeting date.
Within the framework of TCC, Regulation and CML and related regulations, at least three weeks before the general assembly meeting date, information about our Financial Reports which are submitted for the review of our shareholders at our Company Headquarters, in the EGAS, on the Public Disclosure Platform, and on the Company's corporate website at www.deva.com.tr, will be given and will be submitted for the opinion and approval of our shareholders. (ANNEX-3)
The Board of Directors Membership of Cüneyt Demirgüreş, who was elected by the Board of Directors with the Board of Directors Decision dated 18.09.2024 and numbered 2014/28 in accordance with Article 363 of the Turkish Commercial Code, will be submitted to the approval of the General Assembly.
In accordance with the provisions of the TCC and the Regulation, the release of our Members of the Board of Directors respectively for their activities, transactions and accounts in 2024 will be submitted to the approval of the General Assembly.
The company's fiscal period for 2024;
the proposal of the Board of Directors to submit the question of the non-payment of a dividend to the approval of the shareholders at the Annual General Meeting of 2024 will be discussed and resolved in accordance with the decision of the Board of Directors dated 7 March 2025 and numbered 2025/11. (ANNEX-4)
In accordance with the CMB regulations, the Turkish Commercial Code and the Regulation, new members will be elected in place of the expired members of the Board of Directors by taking into consideration the principles regarding the election of the members of the Board of Directors in our Articles of Association.
Pursuant to Article 12 of the Articles of Association, two of the members of the Board of Directors will be elected by the Group A and B Privileged Shareholders from among the candidates nominated by the Group A Privileged Shareholders.
In accordance with the Capital Markets Board's 'Corporate Governance Communiqué' numbered II-17.1, 2 members of the Board of Directors must fulfil the independence criteria defined in the Communiqué.
Within this framework, with the report of our Corporate Governance Committee, which evaluated the candidates submitted to it, the positive opinion of the Capital Markets Board dated 17.02.2025 and numbered E-29833736- 110.07.07-67939 and the decision of the Board of Directors, Mr. Cüneyt Demirgüreş and Mrs. Sengül Soytaş have been nominated as Independent Board Member candidates. Our candidates fulfil the independence criteria of the CMB and their declarations of independence are presented in (Annex-5).
Within the scope of our Company's Remuneration Policy, the monthly gross salary of the members of the Board of Directors in the 2025 activity year will be decided by the shareholders.
The selection of the Independent Auditing Organisation will be submitted to the approval of the General Assembly.
Pursuant to Article 6 of the Capital Markets Board's Communiqué on Dividends numbered II.19.1, donations made during the year must be submitted to the information of the General Assembly and donations and aids in the amount of TL 2.244.942 (equivalent to TL 2.405.705 in purchasing power as of 31.12.2024) made to public institutions and various institutions and associations in 2024. In addition, the donation amount to be decided by the Board of Directors in accordance with the Donation and Aid Policy was determined as TL 376,318 for the year 2025, taking into account the revaluation coefficient.
Pursuant to the 5th paragraph of the 19th article of the Capital Markets Law numbered 6362 and in accordance with the 6th article of the Capital Markets Board's Dividend Communiqué numbered II.19.1, the limit of donations to be made in 2025 will be determined by the general assembly.
It is possible for our members of the Board of Directors to carry out transactions within the framework of the first paragraph of Article 395 titled "Ban on Transactions with and Indebtedness to Company" and Article 396 titled "Non-Competition" of the TCC, only with the approval of the General Assembly. Grant of the said authorization will be submitted to the approval of the shareholders.
In accordance with the mandatory Corporate Governance Principle no. 1.3.6. of CMB, in the case where shareholders holding management control, members of the board of directors, managers with administrative responsibility and their spouses and relatives by marriage and by blood up to the second degree make a material transaction that may cause a conflict of interest with the partnership or its subsidiaries and/or make a transaction of a commercial business type that is within the scope of the business of the partnership or its subsidiaries on their own or someone else's account or enter as an unlimited liability partner in another partnership dealing with the same type of commercial business; the said transactions are included in the agenda of the general assembly as a separate agenda item and recorded in the minutes of the general assembly in order to give detailed information on the subject at the general assembly.
Our shareholders will be informed about transactions of this type realized during the year.
Pursuant to the provision of Article 12 of the "Corporate Governance Communiqué" of the Capital Markets Board No. II-17.1; income and benefits obtained through sureties, pledges, securities and warranties derived by our company and its subsidiaries in favor of third parties should be included in the agenda of the ordinary general assembly meeting as separate items and this matter is included in footnote 19 of our consolidated financial statements dated 31.12.2024.
16. Closing.
ANNEX: 1 Proxy Letter,
We, hereby designate .............................................................. who is described in detail below, as my representative authorized to represent me, to vote, to make proposals and to sign the necessary documents in line with the views I have stated below, at the ordinary general assembly meeting of Deva Holding A.Ş. to be held on Monday, April 14, 2025, at 10:00, at the company headquarters (Halkalı Merkez Mah. Basın Ekspres Cad. No:1 Küçükçekmece/Istanbul).
Name Surname/Trade Title:
TR Identity No/Tax No, Trade Registry and Number and MERSIS number:
(*)For attorneys of foreign nationality, it is obligatory for them to submit the aforementioned information of its equivalents, if any.
For the sections 1 and 2 given below, one of the options (a), (b) or (c) should be chosen to determine the scope of the representation authority.
In case option (c) is chosen by the shareholder, instructions specific to the agenda item are given by marking one of the options (approval or denial) opposite the relevant general assembly agenda item and if the rejection option is selected, the said instructions are given by stating the dissenting opinion, if any, which is requested to be written in the minutes of the general assembly.
| Agenda Items (*) | Approval | Denial | Dissenting Opinion | |
|---|---|---|---|---|
| 1- | Opening and Election of Chairmanship Council | |||
| 2- | Reading and discussion of the activity report of the Board of Directors for the financial year 2024; |
|||
| 3- | Reading of the summary of the Report of the Independent Auditors for the financial year 2024; |
|||
| 4- | Reading, discussion and adoption of the consolidated financial statements for the financial year 2024; |
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| 5- | Approval of the member elected to the Board of Directors to serve for the remaining term of office for the Board of Directors membership vacated during the year, |
| 6- | To discuss and decide on the discharge of the members of the Board of Directors for the period 2024; |
||
|---|---|---|---|
| 7- | To discuss and decide on the proposal of the Board of Directors concerning the profit for the financial year 2024; |
||
| 8- | Election of the members of the Board of Directors and determination of their terms of office; |
||
| 9- | Determination of the remuneration of the members of the Board of Directors; |
||
| 10- | To discuss and decide on the selection of the Independent Auditors; |
||
| 11- | To inform the shareholders about the donations and grants made in 2024; |
||
| 12- | To discuss and decide on the donation limit for the financial year 2025; |
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| 13- | To discuss and decide on the granting of permission to the members of the Board of Directors to carry out the activities specified in Articles 395 and 396 of the Turkish Commercial Code; |
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| 14- | Informing the shareholders within the scope of principle no. 1.3.6 of the CMB II-17.1 Corporate Governance Communiqué; |
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| 15- | Informing the shareholders about the guarantees, pledges, mortgages and sureties given by the Company in favour of third parties and the income or benefits obtained in 2024, |
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| 16- | Closing. |
a) The attorney is authorized to vote in line with his/her own opinion.
b) The attorney is not authorized to represent in these matters.
c) The attorney is authorized to vote in accordance with the following special instructions.
SPECIAL INSTRUCTIONS; Special instructions, if there is any, to be given by the shareholder to the attorney are stated herein. B) The shareholder chooses one of the options below and specifies the shares he/she wants the attorney to represent.
a) Order and serial:*
b) Number/Group:**
c) Quantity-Nominal value:
ç) Whether they have voting privileges:
d) Whether in Bearer-Registered from:*
e) Ratio of shareholder to total shares/voting rights:
* Such information is not required for the dematerialized shares.
** For the dematerialized shares, information about the group, if any, will be given instead of the number.
NAME SURNAME or TITLE OF THE SHAREHOLDER (*)
TR Identity No/Tax No, Trade Registry and Number and MERSIS number:
Address:
(*) For foreign shareholders, it is obligatory to submit the aforementioned information or its equivalents, if any.
Cüneyt Demirgüreş is an Independent Board Member of DEVA Holding. After graduating from METU Electrical and Electronics Engineering Department, he completed his Master's Degree in Business Administration at Boğaziçi University and his PhD in Finance at the University of Alabama between 1990 and 1993. Mr. Demirgüreş has held senior management positions in financial institutions including Eczacıbaşı Menkul Değerler, Demir Yatırım, Demirbank, Swiss Asset Management and Unicredit Menkul Değerler. He is a member of the Board of Directors of Bayraktar Gayrimenkul Geliştirme A.Ş. and Ege Endüstri Holding and a senior lecturer at Koç University.
Sengül Soytaş, an Independent Board Member of DEVA Holding, holds a bachelor's degree in Business Administration from Middle East Technical University and a master's degree in Business Administration from Indiana State University, where she graduated first in her class. She started her professional career as a research assistant at Indiana State University's Small Business Development Centre and worked as an Export Specialist at Emek Elektrik A.Ş. for a short time after returning to Turkey. She then worked as Marketing Specialist, Marketing Officer and International Marketing Manager at Vestel Ticaret A.Ş., where she managed many large-scale marketing projects and project groups. Since June 2015, she has been providing consultancy services in the fields of international marketing and business development to companies in different sectors to operate in foreign markets.
Available from the link below. https://www.deva.com.tr/uploads/pdf_files/31-December-2024.pdf
| 2024 Profit Distribution Table (TL) | ||||||
|---|---|---|---|---|---|---|
| 1 | Issued Capital | 200.019.287,78 | ||||
| 2 | General Legal Reserve (based on legal records) | 40.003.857.56 | ||||
| If privilege exists in profit distribution in accordance | 10% of the profit amount to be determined in accordance with the the | |||||
| with the Articles of Association, information on such | Articles of Association is distributed to privileged shareholders of A group. |
|||||
| privilege | ||||||
| Based on CMB | Based on Legal Records | |||||
| (LR) | ||||||
| 3 | Profit for the Period | 369.357.622.00 | -1.854.886.761.62 | |||
| 4 | Taxes (-) | -299.937.976.00 | 0 | |||
| 5 | Net Profit for the Period | 69.419.646,00 | -1.854.886.761,62 | |||
| б | Losses from the Previous Periods (-) | 0.00 | 0.00 | |||
| 7 | General Legal Reserve (-) | 0.00 | 0.00 | |||
| 8 | Net Distributable Profit/Loss for the Period | 69.419.646,00 | -1.854.886.761,62 | |||
| 9 | Donations made within the year (+) | 2.405.705.37 | ||||
| 10 | Net Distributable Profit for the Period with | 71.825.351.37 | ||||
| Donations added | ||||||
| 11 | First Profit to Shareholders | 0.00 | 0.00 | |||
| -Cash | 0.00 | 0.00 | ||||
| -Without charge | ||||||
| -Total | ||||||
| 12 | Profit distributed to Privileged Shareholders | 0.00 | 0.00 | |||
| 13 | Other Profit Distributed | |||||
| - To the Members of the Board of Directors | 0.00 | 0.00 | ||||
| - To the Employees | ||||||
| - To persons other than Shareholders | ||||||
| 14 | Profit distributed to Dividend Shareholders | 0.00 | 0.00 | |||
| ો ર | Second Profit to Shareholders | 0.00 | 0.00 | |||
| 16 | General Legal Reserve | 0.00 | 0.00 | |||
| 17 | Statutory Reserves | 0.00 | 0.00 | |||
| 18 | Special Reserves | 0.00 | 0.00 | |||
| 19 | Extraordinary Reserves | 69.419.646,00 | 0.00 | |||
| 20 | Other Resources Foreseen to be Distributed | |||||
| -Previous Years Profit | ||||||
| -Extraordinary Reserves | ||||||
| -Other Distributed in accordance with Law | ||||||
| and Articles of Association |
| TOTAL PROFIT | ||||||
|---|---|---|---|---|---|---|
| DISTRIBUTED/NET | ||||||
| TOTAL PROFITI | DISTRIBUTABLE | PROFIT CORRESPONDING | ||||
| PROFIT FOR THE | TO SHARE WITH | |||||
| GROUP | DISTRIBUTED | PERIOD | NOMINAL VALUE OF TL 1 | |||
| Cash (TL) | Free | Rate (%) | Amount (TL) | Rate (%) | ||
| (TL) | ||||||
| GROSS | A | 0.00 | 0 | 0.00 | 0.00 | 0.00 |
| B | 0.00 | 0 | 0.00 | 0.00 | 0.00 | |
| C | 0.00 | 0 | 0.00 | 0.00 | 0.00 | |
| TOTAL | 0.00 | 0 |
Since I have been nominated as an independent member of the Board of Directors candidate to be discussed at DEVA's ordinary general assembly meeting for the 2021 accounting period, I have fulfilled the conditions stated in the principles below within the scope of article 4.3.6 in the principles part of the Capital Markets Board's Covernance Communiqué No. II.17.1 and I comply with these principles. I confirm, declare and undertake that I will act accordingly.
a) No employment, capital or trade relation was established of a significant nature either directly, within the past five years between myself, my spouse and blood relatives up to second degree, or relatives by marriage and DEVA Holding, A. S., any of the related parties of DEVA Holding A.S., or legal persons with which shareholders holding a share of 5% or more in the capital of DEVA Holding. A.S. have relationship
b) I have not worked nor performed duty as the member of the board of directors in companies carrying on the operation and organization of the company wholly within the framework of agreements made, mainly in companies carrying out auditing, rating and consultancy of DEVA Holding, A. S. within the past five years,
c) I have the sufficient professional education, knowledge and experience to perform duly the tasks I will assume as an independent member of the board of directors,
d) I will not work full-time at public institutions and establishments after being elected as a member, except for academic membership of university in accordance with the legislation.
e) I am resident of Türkiye in accordance with the Income Tax Law dated 31.12.1960 no. 193.
f) I have the strong ethical standards, professional reputation and experience to be able to make positive contributions to the operations of DEVA Holding A.Ş., to protect my independence in conflicts of interest between shareholders and to take decision freely taking into consideration benefit rights,
g) I will allocate sufficient time to follow-up the functioning of the activities of DEVA Holding A. S. and to fully meet the requirements of my duties,
h) I have not served as a member of the Board of Directors for more than 6 years,
i) I do not serve as an independent member of the Board of Directors of more than three companies the management control of which is held by the shareholders who have the control of the Company, or of more than a total of five companies that are publicly traded.
i) I have not been registered and announced on behalf of the legal person elected as a member of Directors.
I kindly submit to the knowledge of our board of directors, partners and all related parties.
Yours truly Date: 05.02.2025 Name, surname: Cüneyt Demirgüres
Since I have been nominated as an independent member of the Board of Directors candidate to be discussed at DEVA 's ordinary general assembly meeting for the 2021 accounting period, I have fulfilled the conditions stated in the principles below within the scope of article 4.3.6 in the principles part of the Capital Markets Board's Corporate Governance Communiqué No. II.17.1 and I comply with these principles. I confirm, declare and undertake that I will act accordingly.
a) No employment, capital or trade relation was established of a significant nature ether directly, within the past five years between myself, my spouse and blood relatives up to second degree, or relatives by marrage and DEVA Holding, A. \$., any of the related parties of DEVA Holding A.Ş., or legal persons with which shareholders holding a share of 5% or more in the capital of DEVA Holding, A.Ş. have relationship
b) I have not worked nor performed duty as the member of the board of directors in companies carrying on the operation and organization of the company wholly within the framework of agreements made, mainly in companies carrying out auditing, rating and consultancy of DEVA Holding, A. S. within the past five years,
c) I have the sufficient professional education, knowledge and experience to perform duly the tasks I will assume as an independent member of the board of directors,
d) I will not work full-time at public institutions and establishments after being elected as a member, except for academic membership of university in accordance with the legislation.
e) I am resident of Türkiye in accordance with the Income Tax Law dated 31.12.1960 no. 193.
f) I have the strong ethical standards, professional reputation and experience to be able to make positive contributions to the operations of DEVA Holding A.S., to protect my independence in conflicts of interest between shareholders and to take decision freely taking into consideration benefit rights,
g) I will allocate sufficient time to follow-up the functioning of the activities of DEVA Holding A. S. and to fully meet the requirements of my duties,
h) I have not served as a member of the Board of Directors for more than 6 years within the last 10 years,
i) I do not serve as an independent member of the Board of Directors of more than three companies the management control of which is held by the shareholders who have the control of the Company, or of more than a total of five companies that are publicly traded.
() I have not been registered and announced on behalf of the legal person elected as a member of the Board of Directors.
I kindly submit to the knowledge of our board of directors, partners and all related parties.
Yours truly Date: 04.02.2025 Name, surname: Sengül Soytaş
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