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OYAK YATIRIM MENKUL DEĞERLER A.Ş.

Pre-Annual General Meeting Information Feb 25, 2025

8678_rns_2025-02-25_b451938c-6e27-456a-9d0b-1eca5c259af7.pdf

Pre-Annual General Meeting Information

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ORDINARY GENERAL ASSEMBLY MEETING INVITATION

FROM THE BOARD OF DIRECTORS OF OYAK YATIRIM MENKUL DEĞERLER A.Ş.

The Ordinary General Assembly Meeting of our Company pertaining to year 2024, shall be held to discuss and conclude the written subjects in the agenda stated below on Monday, 24 March 2025 at 11:00 at Ayazağa Mahallesi Kemerburgaz Caddesi Vadi İstanbul Park 7B Blok No:7C Kat:18 Sarıyer – İstanbul.

Pursuant to article 30 of Capital Markets Law, in order for shareholders to attend the General Assembly, they must be registered in the "Shareholders List" prepared by Central Securities Depository Institution (MKK). Whether the persons physically attending the meeting are shareholders or representatives will be checked through the list of shareholders.

Attendance of our shareholders or their representatives in electronic media is possible by their secure electronic signature.

Hence our shareholders, who will use Electronic General Assembly Meeting System, should sign up or login to Central Securities Depository Institution (MKK) e-MKK Information Portal, submit their contact information and possess electronic signature. It is not possible to attend the general assembly meeting in electronic media for shareholders or their representatives without signing up and logging in the e-MKK Information Portal and having electronic signature. Moreover, those shareholders or their representatives who want to attend General Assembly Meetings in the electronic environment must fulfil their liabilities in accordance with "Regulation Regarding Participation to General Assembly Meetings of Joint Stock Companies on Electronic Medium" until 21:00 one day before the General Assembly Meeting date.

It is possible to change the previous registration regarding the method of participation to the meeting until 9 pm the day before the general assembly meeting date. Shareholders who will the General Assembly Meeting electronically must sign the Electronic Attendee List on the day of the meeting. Since this action can be taken in one hour before the start and five minutes before the end of the meeting, it is advised to pay attention to the timing. Detailed information on electronic participation in the General Assembly is available on the website of the Central Registry Agency (https://www.mkk.com.tr).

Shareholders who will participate in the meeting through their proxies due to that they shall not be able to attend inperson, physically or electronically are obliged to prepare a power of attorney in line with the sample given below or to obtain a sample of power of attorney form from our Company's Head Office or from our Company's website https://www.oyakyatirim.com.tr/and to submit their proxy forms whose signatures have been authenticated by a notary or their power of attorneys to which they will add their signature declarations prepared in the presence of a notary public, as well as fulfilling the requirements stated in the "Communiqué II-30.1 on Voting by Proxy and Proxy Solicitation" of the Capital Markets Board(CMB).

In accordance with the Corporate Governance Principles and Communiqués of the Capital Markets Board (CMB), the following documents and information related to the agenda of our company's Ordinary General Assembly Meeting will be made available for shareholders' review at the Company's Head Office, on our website (https://www.oyakyatirim.com.tr/), and on KAP. These include the General Assembly Meeting agenda, the 2024 balance sheet, the profit and loss statement, the Board of Directors' dividend distribution proposal, the Board of Directors' Activity Report, the Independent Audit Report, and the shareholding structure. Additionally, planned changes in management and operations that may significantly impact the company's activities in 2024 or future accounting periods, along with the reasons for these changes, will be disclosed. Justifications for the dismissal or replacement of board members, shareholders' requests to add items to the agenda and, if rejected, the reasons for rejection, as well as resumes of Board Member candidates, will also be made available to ensure transparency and accessibility for all shareholders. Respectfully announced to Our Esteemed Shareholders. With Our Regards,

OYAK YATIRIM MENKUL DEĞERLER ANONİM ŞİRKETİ

BOARD OF DIRECTORS

OYAK YATIRIM MENKUL DEĞERLER ANONİM ŞİRKETİ THE AGENDA OF THE ORDINARY GENERAL ASSEMBLY MEETING FOR YEAR 2023

    1. Opening, establishment of the meeting chairmanship and a moment of silence,
    1. Authorizing the meeting chairman to sign the minutes and other documents of the general assembly meeting,
    1. Reading and discussing the "Board of Directors Annual Report" for the fiscal year 2024 and submitting it for approval,
    1. Reading the "Independent Audit Report" for the fiscal year 2024,
    1. Reading, discussing and submitting for approval the 2024 Financial Report, Profit Loss accounts for the fiscal year 2024,
    1. Discussing and deciding on the release of the members of the Board of Directors for the fiscal year 2024,
    1. Discussing and decision on the Board of Directors' proposal regarding distribution of the dividend and the date of dividend to fiscal year 2024,
    1. Election of Members of the Board of Directors and determination of their terms of office in accordance with the provisions of the relevant legislation
    1. Determining the remuneration of the members of the Board of Directors,
    1. Submission to Voting and Resolving for Granting Authority to the Members of the Board of Directors in Accordance with Article 395 and Article 396 of the Turkish Commercial Code,
    1. Discussing and deciding on the proposal of the Board of Directors regarding the selection of an External Auditor for Auditing of Company's Accounts and Transactions for 2025 in accordance with the Turkish Commercial Law and the Capital Markets Law,
    1. . Informing the General Assembly on Guarantee, Pledge and Mortgages Granted in Favor of the Third Parties and of Any Benefits or Income thereof,
    1. Providing information about the grants and donations made in 2024 and deciding on the donation limit for the fiscal period 01.01.2025- 31.12.2025,
    1. Discussion and approval of the Board of Directors Decision No. 2025/4 regarding the possibility of allocating venture capital funds,
    1. Closing

POWER OF ATTORNEY

OYAK YATIRIM MENKUL DEĞERLER A.Ş.

I hereby appoint ..., who is introduced in detail below, as my proxy with the authority to represent me, vote, make proposals and sign necessary documents in accordance with the opinions I have stated below, at the Ordinary General Assembly meeting of OYAK Yatırım MENKUL DEĞERLER A.Ş. which will be held on 24 March 2025 on Monday at 11:00, at the address Ayazağa Mahallesi Kemerburgaz Caddesi Vadi İstanbul Park 7B Blok No:7C Kat:18 Sarıyer - İstanbul

Information about the proxy (*);

Name Surname/ Trade Name:

Republic of Turkey Identity No/Tax No, Trade Registry Number and MERSIS Number:

(*) For proxies with foreign nationality, the equivalent of the aforementioned information, if any, must be submitted.

A) SCOPE OF THE REPRESENTATION AUTHORITY

The scope of the representative authority must be determined by selecting one of the (a), (b) or (c) options for the sections 1 and 2 below.

1.Regarding the Issues on the General Assembly's Agenda;

a) The proxy is authorized to vote in line with his/her own opinion.

b) The proxy is authorized to vote in line with the recommendations of the management of the partnership.

c) The proxy is authorized to vote in line with the instructions specified in the following table

Instructions:

If the shareholder selects the option (c), instructions specific to the agenda item shall be given by marking one of the options (accept or reject) provided next to the related general assembly agenda

item and if the reject option is selected, it is given by specifying the dissent demanded to be written

in the general assembly minutes, if any.

Agenda Items
(*)
Accept Reject Dissent
1.
2.
3.

(*) Matters in the agenda of the General Assembly are listed one by one. If the minority has a separate draft decision, this is also indicated separately to ensure voting by proxy.

2. Special instruction on other issues that may arise at the General Assembly meeting, and especially on the exercise of minority rights:

a) The proxy is authorized to vote in line with his/her own opinion.

b) The proxy does not have representation authority in these matters.

c) The proxy is authorized to vote in line with the specific instructions below.

SPECIFIC INSTRUCTIONS; Specific instructions to be given by the shareholder to the proxy, if any, are specified here.

B) The shareholder specifies the shares to be represented by the proxy by selecting one of the following options.

1. I approve the representation of my shares detailed below by the proxy.

a) Quantity-Nominal value:

  • b) Whether there is voting privilege:
  • c) Ratio to the total shares/voting rights owned by the shareholder:

2. I approve the representation by the proxy of all of my shares in the list of shareholders who can attend the general assembly prepared by CSD the day before the general assembly day.

SHAREHOLDER'S NAME SURNAME or TITLE (*)

TC Identity No/Tax No, Trade Registry and Number and MERSIS Number: Address:

(*) For shareholders with foreign nationality, the equivalent of the aforementioned information, if any, must be submitted.

SIGNATURE

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