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ÇİMSA ÇİMENTO SANAYİ VE TİCARET A.Ş.

AGM Information Apr 3, 2025

5902_rns_2025-04-03_a2373090-58fb-4a36-b264-f31da36ed9c2.pdf

AGM Information

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ÇİMSA ÇİMENTO SANAYİ VE TİCARET A.Ş. INFORMATION DOCUMENT FOR THE 2024 ORDINARY GENERAL ASSEMBLY MEETING TO BE HELD ON 27 MARCH 2025

AGENDA FOR THE 2024 ORDINARY GENERAL ASSEMBLY MEETING

  • 1. Opening and formation of the Meeting Council,
  • 2. Reading and discussion of the 2024 Annual Report of the Board of Directors,
  • 3. Reading the 2024 Auditor's Reports,
  • 4. Reading, discussion and approval of the 2024 Financial Statements,
  • 5. Release of the members of the Board of Directors with regard to the 2024 activities,
  • 6. Resolution on the Board of Directors' proposal on dividend distribution,
  • 7. Determination of monthly gross salaries payable to the members of the Board of Directors,
  • 8. Election of the Auditor,
  • 9. Discussion and approval of the amendment to Article 6 of the Company's Articles of Association
  • 10.Discussion and approval of authorizing the Board of Directors to distribute advance dividends for the fiscal year 2025,
  • 11.Approval and briefing of the donations and grants made by the Company in 2024,
  • 12.Determination of the upper limit for donations to be made in 2025,
  • 13.Granting permission to the Chairperson and the Members of the Board of Directors for the activities under the Articles 395 and 396 of the Turkish Commercial Code.
  • 14.Wishes and remarks.

AGENDA ITEMS FOR THE 2024 ORDINARY GENERAL ASSEMBLY MEETING TO BE HELD ON 27 MARCH 2025

1- Opening and formation of the Meeting Council

Pursuant to Article 15 of the Articles of Association and the Internal Directive on the Working Principles and Procedures of the General Assembly, the Chairman of the Meeting and the Presiding Committee will be formed to conduct the General Assembly meeting.

2- Reading and discussion of the 2024 Annual Report of the Board of Directors

The Annual Report of the Board of Directors, which will be made available for the review of our shareholders at our Company's Headquarters and on our Company's corporate website at www.cimsa.com.tr for three weeks prior to the General Assembly meeting, will be read out at the General Assembly and submitted to the opinion of our shareholders.

3- Reading the 2024 Auditor's Reports

The Auditors' Reports, which will be made available for the review of our shareholders at our Company's Head Office, on the Electronic General Assembly Platform of the Central Registry Agency and on our Company's corporate website www.cimsa.com.tr for a period of three weeks prior to the General Assembly meeting, will be read out at the General Assembly and submitted to the opinion of our shareholders.

4- Reading, discussion and approval of the 2024 Financial Statements

The financial statements for the year 2024, which were disclosed to the public on 27.02.2025 on the Public Disclosure Platform (PDP) and on our Company's corporate website www.cimsa.com.tr, and which will be made available for the review of our shareholders at our Company's Headquarters and on the Electronic General Assembly Platform of the Central Registry Agency for three weeks prior to the General Assembly meeting, will be submitted for the opinion and approval of our shareholders at the General Assembly.

5- Release of the members of the Board of Directors with regard to the 2024 activities

The release of the members of the Board of Directors for their activities, transactions and accounts for the year 2024 will be submitted to the approval of the General Assembly.

6- Resolution on the Board of Directors' proposal on dividend distribution

According to our financial statements for the accounting period 01.01.2024-31.12.2024 prepared by our Company in accordance with the Capital Markets Board's "Communiqué on Principles Regarding Financial Reporting in Capital Markets" (II-14.1) and independently audited by DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş., a net profit for the period of TL 3.054.336.000,00 TL was obtained.

The profit distribution table regarding the proposal of the board of directors is given in Annex-1.

7- Determination of monthly gross salaries payable to the members of the Board of Directors

Determination of the remuneration of the members of the Board of Directors will be submitted to the approval of the General Assembly.

8- Election of the Auditor

The proposal of the Board of Directors for the appointment of DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi as Auditor at the General Assembly in order to audit the financial reports and annual report of our Company for the 2025 activity period, to subject the sustainability reports of our Company for the years 2024 and 2025 to assurance audit within the framework of the sustainability legislation and to carry out other activities within the scope of the relevant regulations in accordance with the principles determined in accordance with the Turkish Commercial Code No. 6102 and the Capital Markets Law No. 6362 will be submitted to the approval of the General Assembly.

9- Discussion and approval of the amendment to Article 6 of the Company's Articles of Association

The application to the Capital Markets Board regarding the planned amendment to Article 6 of the Company's Articles of Association was approved on 20.01.2025 and the application to the Ministry of Trade General Directorate of Domestic Trade was approved on 27.01.2025. The approved draft amendment to the Articles of Association will be submitted to the approval of the shareholders at the 2024 Ordinary General Assembly meeting. The text of the amendment to the Articles of Association is given in Annex-2

10- Discussion and approval of authorizing the Board of Directors to distribute advance dividends for the fiscal year 2025

In accordance with Article 26 of the Company's Articles of Association, the Dividend Distribution Policy and the Capital Markets Board's Dividend Communiqué No. II-19.1, the matter of authorizing the Board of Directors to decide on the distribution of advance dividends limited to the fiscal year 2025 will be submitted to the approval of the

shareholders at the General Assembly.

11- Approval and briefing of the donations and grants made by the Company in 2024

Between January 01, 2024 and December 31, 2024, a total of TL 96.666.000 in cash and in-kind donations were made to various public institutions and organizations. This matter will be submitted for the information of the General Assembly.

12- Determination of the upper limit for donations to be made in 2025

The limit of donations to be made by the Company in 2025 will be decided by our shareholders at the General Assembly will be determined.

13- Granting permission to the Chairperson and the Members of the Board of Directors for the activities under the Articles 395 and 396 of the Turkish Commercial Code

It is only possible for the members of our Board of Directors to carry out transactions within the framework of Articles 395/1 titled "Prohibition of Transactions with the Company and Borrowing from the Company" and 396 titled "Prohibition of Competition" of the TCC only with the approval of the General Assembly. In order to fulfill the requirements of these regulations, the said authorization will be submitted to the approval of our shareholders at the General Assembly, and our shareholders will be informed about the transactions carried out in this nature during the year.

14- Wishes and remarks

The General Assembly meeting will end by sharing wishes and remarks.

DISCLOSURES MADE PURSUANT TO ARTICLE 1.3 GENERAL ASSEMBLY OF THE CAPITAL MARKETS BOARD COMMUNIQUÉ ON CORPORATE GOVERNANCE (II-17.1) ANNEXED CORPORATE GOVERNANCE PRINCIPLES

a) Total number of shares and voting rights reflecting the shareholding structure of the partnership as of the date of disclosure, if there are privileged shares in the partnership capital, the number of shares and voting rights representing each privileged share group and the nature of the privileges;

The shareholding structure of the company is represented int the table below. There is no privileged shares in the company capital.

SHAREHOLDER RATIO (%) AMOUNT (TL)
HACI ÖMER SABANCI HOLDİNG A.Ş.
AKÇANSA ÇİMENTO SANAYİ A.Ş.
54,54
8,98
515.719.405,10
84.913.920,00
OTHERS 36,48 344.957.768,90
TOTAL 100,00 945.591.094,00

b) Information on the changes in the management and activities of the Incorporation and its subsidiaries that occurred in the previous accounting period or planned for the future accounting periods that will significantly affect the operations of the Incorporation and the reasons for these changes;

There are no changes in the management and operations of the Company and its

subsidiaries that have occurred in the previous accounting period or planned in the future accounting periods that will significantly affect the Company's operations.

c) If the agenda of the general shareholders' meeting includes dismissal, replacement or election of board members, the grounds for dismissal and replacement, the backgrounds of the persons whose candidacy for board membership has been submitted to the partnership, the duties they have carried out in the last ten years and the reasons for their departure, the nature and materiality level of their relationship with the partnership and related parties of the partnership, whether they have the qualifications of independence, and information on similar issues that may affect the activities of the partnership in case these persons are elected as board members

There is no election of the members of the Board of Directors whose term of office has expired on the agenda of the Ordinary General Assembly Meeting for the year 2024 to be held on March 27, 2025.

ç) Requests submitted in writing to the Investor Relations Department by the Company's shareholders for the inclusion of items on the agenda, and in cases where the Board of Directors does not accept the shareholders' agenda proposals, the rejected proposals and the reasons for rejection;

There is no request within the scope of the Article 1.3.1 subparagraph (ç) of the CMB "Corporate Governance Communiqué" numbered II-17.1.

d) In case there is an amendment to the articles of association on the agenda, the old and new versions of the amendments to the articles of association together with the relevant board resolution

There is an amendment to the Articles of Association on the agenda of the Ordinary General Assembly Meeting for the year 2024 to be held on March 27, 2025. The amendment text of the Articles of Association is given in Annex-2.

ÇİMSA ÇİMENTO SANAYİ VE TİCARET
A.Ş.
DIVIDEND DISTRIBUTION TABLE FOR THE YEAR 2024 (TRY)
1. Paid-in Capital 945.591.094,00
2. General Legal Reserves (As per Turkish GAAP) 331.922.238,62
Information privilege in dividend distribution in accordance with the articles of association No
As per IFRS As per Turkish GAAP
3. Profit 3.904.509.000,00 713.804.600,44
4. Taxes (-) 850.173.000,00 34.622.234,20
5. Net Profit For the Period (=) 2.687.840.000,00 679.182.366,24
6. Previous Years' Losses (-)
7. General Legal Reserves (-) 33.959.118,31 33.959.118,31
8. NET DISTRIBUTABLE PROFIT FOR THE PERIOD 2.653.880.881,69 645.223.247,93
9. Donations Granted During The Year (+) 96.666.000,00
10. NET DISTRIBUTABLE PROFIT INCLUDING DONATIONS 2.750.546.881,69
11. First Category Dividend For Shareholders 47.279.554,70 47.279.554,70
-Cash 47.279.554,70 47.279.554,70
-Share
-Total 47.279.554,70
12. Dividends Distributed to the Privileged Shareholders
13. Other Didivdens Distributed
- Members of the Board of Directors
- Employees
- Non Shareholders
14. Dividens Distributed to the Holders of Usufruct Right
Certificates
15. Second Category Dividend For Shareholders 552.720.445,30 540.135.586,35
16. General Legal Reserves 55.272.044,53
17. Status Reserves
18. Special Reserves 2.536.062,35
19. Extraordinary Reserves 1.998.608.837,16
20. Other Resource Planned for Distribution 12.584.858,95
- Previous Years' Profit 12.584.858,95
- Extraordinary Reserve
- Other Distributable Reserves As Per The Legislation and the
Articles of Association
DIVIDEND RATES TABLE FOR THE YEAR 2024
TOTAL DIVIDEND AMOUNT TOTAL DIVIDEND AMOUNT /
NET DISTRIBUTABLE PROFIT
FOR THE PERIOD
DIVIDEND PER SHARE OF TRY 1
NOMINAL VALUE
CASH (TRY) SHARES (TRY) RATIO (%) AMOUNT (TL) RATIO (%)
GROSS 600.000.000,00 22,61 0,6345 63,45
NET (*) 510.000.000,00 19,22 0,5393 53,93
(*) Net amount is calculated by assuming 15% withholding tax will apply.

ANNEX-2

OLD VERSION NEW VERSION
PAID CAPITAL : PAID CAPITAL:
Article 6 –
The Company has adopted the
registered capital system in accordance with
the provisions of the Capital Markets Law
and has switched to this system with the
permission of the Capital Markets Board
dated 30.03.1989 and numbered 17/155.
Article 6 –
The Company has adopted the
registered capital system in accordance with
the provisions of the Capital Markets Law and
has
switched
to
this
system
with
the
permission of the Capital Markets Board
dated 30.03.1989 and numbered 17/155.
The registered capital ceiling of the Company
is
350.000.000.000
(Three
hundred
and
fifty million)
Turkish Liras, divided into
35.000.000.000.000
(Thirty-five
billion)
shares with a nominal value of 1 (One) Kurus
each.
The registered capital ceiling of the Company
is 10.000.000.000.000 (Ten Billion)
Turkish
Liras,
divided
into
1.000.000.000.000.000
(One Trillion)
shares with a nominal value of
1 (One) Kuruş each.
The
registered
capital
ceiling
permission
granted by the Capital Markets Board is valid
for the years 2021-2025
(5 years). Even if by
the end of 2025
the permitted registered
capital ceiling has not been reached, in order
for the Board of Directors to take a capital
increase decision after 2025, it is obligatory to
obtain
authorization
from
the
General
Assembly for a new period not exceeding 5
years
by
obtaining
permission
from
the
Capital Markets Board for the previously
permitted ceiling or a new ceiling amount. In
case the said authorization is not obtained, the
Company cannot increase its capital by a
resolution of the Board of Directors.
The
registered
capital
ceiling
permission
granted by the Capital Markets Board is valid
for the years 2025-2029
(5 years). Even if by
the end of 2029
the permitted registered
capital ceiling has not been reached, in order
for the Board of Directors to take a capital
increase decision after 2029, it is obligatory to
obtain
authorization
from
the
General
Assembly for a new period not exceeding 5
years
by
obtaining
permission
from
the
Capital Markets Board for the previously
permitted ceiling or a new ceiling amount. In
case the said authorization is not obtained, the
Company cannot increase its capital by a
resolution of the Board of Directors.
The issued and fully paid-in capital of the
Company
is
945,591,094
(Nine
Hundred
Forty-Five Million Five Hundred Ninety-One
Thousand and Ninety-Four) Turkish Liras,
divided
into
94,559,109,400
(Ninety-Four
Billion Five Hundred Fifty-Nine Million One
Hundred
Nine
Thousand
Four
Hundred)
bearer shares with a nominal value of 1 (One)
Kurus each. In the last capital increase, the
Company's capital of TL 135,084,442 was
increased
by
TL
810,506,652
to
TL
945,591,094, all of which was funded from
The issued and fully paid-in capital of the
Company
is
945,591,094
(Nine
Hundred
Forty-Five Million Five Hundred Ninety-One
Thousand and Ninety-Four) Turkish Liras,
divided
into
94,559,109,400
(Ninety-Four
Billion Five Hundred Fifty-Nine Million One
Hundred
Nine
Thousand
Four
Hundred)
bearer shares with a nominal value of 1 (One)
Kurus each. In the last capital increase, the
Company's capital of TL 135,084,442 was
increased
by
TL
810,506,652
to
TL
945,591,094, all of which was funded from
internal resources. internal resources.
The Board of Directors is authorized to The Board of Directors is authorized to
increase increase
the the
issued issued
capital capital
by by
issuing issuing
registered and/or bearer shares between 2021 registered and/or bearer shares between 2025-
and 2025 2029
in accordance with the provisions in accordance with the provisions of the
of the Capital Markets Law, whenever it Capital Markets Law, whenever it deems
deems necessary, provided that it remains necessary, provided that it remains within the
within the registered capital ceiling. registered capital ceiling.
The Board of Directors may decide that the The Board of Directors may decide that the
value of newly issued shares shall be higher value of newly issued shares shall be higher
than their nominal value. The share amounts than their nominal value. The share amounts
corresponding to the capital subscribed in corresponding to the capital subscribed in
cash shall be paid in advance and in full at the cash shall be paid in advance and in full at the
time of subscription. time of subscription.
In the increase of the issued capital, the In the increase of the issued capital, the
shareholders shall exercise their pre-emptive shareholders shall exercise their pre-emptive
rights in proportion to the increase in the rights in proportion to the increase in the
issued issued
capital. capital.
However, However,
the the
Board Board
of of
Directors may restrict the exercise of pre Directors may restrict the exercise of pre
emptive rights. emptive rights.
Shares Shares
representing representing
the the
capital capital
shall shall
be be
monitored in dematerialized form within the monitored in dematerialized form within the
framework of dematerialization principles. framework of dematerialization principles.

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