AGM Information • Mar 26, 2025
AGM Information
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| Summary Info | Ordinary General Assembly Results |
| Update Notification Flag | Yes |
| Correction Notification Flag | No |
| Postponed Notification Flag | No |
General Assembly Invitation
| General Assembly Type | Annual |
| Begining of The Fiscal Period | 01.01.2024 |
| Ending Date Of The Fiscal Period | 31.12.2024 |
| Decision Date | 27.02.2025 |
| General Assembly Date | 26.03.2025 |
| General Assembly Time | 15:00 |
| Record Date (Deadline For Participation In The General Assembly) | 25.03.2025 |
| Country | Turkey |
| City | İSTANBUL |
| District | BEŞİKTAŞ |
| Address | Yapı Kredi Plaza D Blok Konferans Salonu, Levent-Beşiktaş-İstanbul |
Agenda Items
1 - Opening and election of the Chairman of the Meeting,
2 - Presentation of the Annual Activity Report of the Board of Directors, Financial Statements and Summary of Report of External Auditors related to 2024 and consideration and approval of Annual Activity Report and Financial Statements for 2024,
3 - Clearing of members of the Board of Directors of liability related to activities of the Bank during 2024,
4 - Approval of transactions regarding liquidation by sale of some Bank receivables that are being followed up on Non-Performing Loan accounts and to clear Board members regarding these transactions,
5 - Determining the number and the term of office of Board members, electing members of the Board of Directors and independent member of the Board of Directors,
6 - Submitting according to Corporate Governance Principles the Remuneration Policy for the Members of Board of Directors and Senior Managers, and the payments made within the scope of the Policy to the shareholders' knowledge and approval of the same,
7 - Determining the gross attendance fees for the Members of the Board of Directors,
8 - Approval, approval with amendments or rejection of the proposal of the Board of Directors regarding the profit distribution date and Profit Distribution for 2024 created as per the Bank's dividend distribution policy,
9 - Approval of the Independent Audit Institution selected by the Board of Directors with the requirement of the Regulation issued by the Banking Regulation and Supervision Agency, the Turkish Commercial Code and regulations of the Public Oversight Accounting and Auditing Standards Authority,
10 - The donations and charities made by the Bank within the scope of the Donation and Sponsorship Policy in 2024 with the aim of social relief to the shareholders' knowledge and determining a ceiling amount for the donations to be made in 2025 in line with the Banking legislation and the regulations of the Capital Markets Board,
11 - Informing the shareholders about the studies in 2024 within the scope of the Bank's transition plan to a low carbon economy,
12 - Granting permission to the shareholders holding the management control, the members of the Board of Directors, the senior managers and their spouses and blood relatives and relatives by virtue of marriage up to second degree in accordance with Articles 395 and 396 of the Turkish Commercial Code and submitting the transactions carried out in this context during 2024 to the shareholders' knowledge in line with the Capital Markets Board Corporate Governance Communique,
13 - Wishes and comments.
Corporate Actions Involved In Agenda
Dividend Payment
General Assembly Results
| Was The General Assembly Meeting Executed? | Yes |
| General Assembly Results | The following resolutions were adopted at the Ordinary General Assembly Meeting held on 26 March 2025. - Annual Report and Financial Statements for the year 2024 have been approved. - Members of the Board of Directors of the Bank have been released relating to activities of the Bank during the year 2024. - Transactions regarding liquidation by sale of some of the Bank's receivables that are being followed up in nonperforming loans accounts, have been approved and the members of the Board of Directors of the Bank have been released regarding these transactions. - Total number of members of the Board of Directors, including independent member, has been determined as 9; Mr. Yıldırım Ali KOÇ, Mr. Levent ÇAKIROĞLU, Mr. Gökhan ERÜN, Mr. Ahmet Fadıl ASHABOĞLU, Mr. Aykut Ümit TAFTALI, Mr. Ahmet ÇİMENOĞLU, Mrs. Nevin İPEK and Mr. Polat ŞEN have been selected as the members of the Board of Directors and Mrs. Virma SÖKMEN has been selected as independent member of the Board of Directors within the framework of the "Communiqué on Corporate Governance" issued by the Capital Markets Board, to serve for 1 year until the General Assembly to convene in order to examine 2025 activities. - The remuneration policy, which was determined by the Board of Directors and finally approved at the General Assembly meeting dated 29.03.2024 and in accordance to the Corporate Governance Principles regarding the remuneration principles of the members of the Board of Directors and senior executives should be written and also the amount of 640.350 thousand TL has been made to the senior management of the Bank in 2024 within the frame of aforementioned policy has been approved by General Assembly. - Within the framework of the Remuneration Policy, it has been decided that the members of the Board of Directors shall be paid an annual gross fee of 2.898.000 TL and that the payment of this arrangement shall be made monthly basis as equally installments to commence the following month of the General Assembly. - In accordance with the Banking Law, Capital Markets Law and related regulations, Article 20 of the Bank's Articles of Association and Profit Distribution Policy; The 2024 Profit Distribution Table was approved by General Assembly regarding the general legal reserve fund of 5% which should be allocated from the net period profit of 29.016.822.553,42 TL in the unconsolidated financial statements of the Bank prepared in accordance with the BRSA Regulations considering Yapı Kredi's growth target within the sector, its long term strategy, domestic and international economic developments required to be allocated in accordance with Article 519 of the Turkish Commercial Code is not allocated for the year 2024 since the amount of general legal reserves in the records as of 31.12.2024 has reached the limit of 20% of the capital, and 52.307.633,05 TL of the 29.016.822.553,42 TL net distributable profit would be set aside as special reserves from real estate sales income within the framework of Article 5 clause 1/e of Corporate Tax Law No:5520 and the remaining 28.964.514.920,37 TL would be transferred to extraordinary reserves. - In accordance with the relevant regulation of the Banking Regulation and Supervision Agency and the Turkish Commercial Code; and in accordance with the proposal of the Audit Committee and with the Board of Directors decision, Güney Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. was assigned as the independent audit company to audit of financial statements for the 2025 fiscal period, as well as other activities within the scope of relevant regulations, including but not limited to the mandatory sustainability assurance audit of reports to be prepared in compliance with the Sustainability Reporting Standards published by the Public Oversight, Accounting and Auditing Standards Authority of Turkey for the years 2024 and 2025, will be carried out and to conduct other activities within the scope of related regulations and signing an agreement is accepted by the General Assembly. - Information has been given to the General Assembly regarding the fact that, in accordance with our Bank's donation and sponsorship policy; in 2024, donations in the total amount of 136.503.133 TL and the major donations have been made by the Bank to foundations and associations and within the framework of Banking legislation and the regulations of the Capital Markets Board, it has been resolved that the upper limit for donations to be made in 2025, shall be 0.4% of the Bank's nonconsolidated shareholders equity amount in accordance with the legal limits set by the BRSA. - Informed the shareholders about the studies in 2024 within the scope of the Bank's transition plan to a low carbon economy. - Granting permission to the shareholders holding the management control, the members of the Board of Directors, the senior managers and their spouses and blood relatives and relatives by virtue of marriage up to second degree in accordance with Articles 395 and 396 of the Turkish Commercial Code was approved. In contradiction between the Turkish and English versions of this public disclosure, the Turkish version shall prevail. |
Decisions Regarding Corporate Actions
| Dividend Payment | Discussed |
General Assembly Result Documents
| Appendix: 1 | YapıKrediToplantıTutanağı26032025.pdf - Minute |
| Appendix: 2 | YapiKrediHazırBulunanlarListesi26032025.pdf - List of Attendants |
Additional Explanations
Minutes and the list of attendees of the Ordinary General Meeting are attached.
Attached are the signed copies of minutes of the meeting and the list of attendees available in Turkish.
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