AGM Information • Dec 17, 2024
AGM Information
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The Ordinary General Assembly of our company will be held to discuss the agenda items given below at 10.00 on Tuesday, 17th December 2024 at Nidakule Kuzey Ataşehir Barbaros Mahallesi Begonya Sokak No:3 B3 katı 34746 Ataşehir/ İstanbul
The shareholders can participate in the Ordinary General Assembly of our Company physically or electronically, in person or by proxy. Participation in the General Assembly electronically media is possible with the secure electronic signatures of the shareholder or their representatives. To this end, the shareholders that shall carry out transactions in the Electronic General Assembly System (EGKS) have to register to the Central Securities Depository of Turkey (Merkezi Kayıt Kuruluşu A.Ş. (MKK)) e-MKK Bilgi Portalı (Information Portal) and enter their information through a secure electronic signature. It is not possible for the shareholders or their representatives who have not registered to the E-MKK Bilgi Portalı and do not have electronic signatures to participate in the General Assembly over electronically.
Our shareholders who wish to participate in the General Assembly in person can use the rights related to their sharesregistered in the "Shareholders List" included in the MKK system by submitting theiridentification cards.
The shareholders who cannot participate in the meeting personally in either physical or electronically have to issue their powers of attorney in accordance with the example below or obtain an example of the power of attorney form from the Company Headquarters or the Company Web site at www.can2termik.com and they should carry out the other issues stipulated in the "Communiqué on Voting by Proxy and Collection of Powers of Attorney by Invitation" No. II-30-1 of the Capital Market Board that was published in the Official Gazette dated 24 December 2013 and numbered 28861 and submit their powers of attorney,the signatures of which have been certified by a notary public, as attached to the Power of Attorney Form bearing their own signatures.
With the provisions of electronic voting related to the Agenda Items of the Ordinary General Assembly Meeting remaining reserved, open ballot method shall be used through raising hands.
As per article 415 paragraph 4 ofthe Turkish Trade Law numbered 6102 and article 30 paragraph 1 ofthe Capital Market Law numbered 6362, the right to participate and vote in the General Assembly shall not be dependent on the condition ofreservation ofthe share certificates.
The detailed Information Document that comprises of the Board of Directors' Annual Report, Auditor's Report, Financial Statements for the year 2023 prepared within the framework of the provisions of the Capital Market Law and the related legislations, and the explanations and related documents within the framework of mandatory Corporate Governance Principlesrelated to the proposalregarding Profit Distribution shall be made available within the legal period, 3 weeks before the meeting, for review by our Shareholders at the Company Headquarters and the Company Internetsite at www.can2termik.com
The stakeholders are also invited to the General Assembly meeting, but without the right to speak. We submit
this information for our Shareholders and request their attendance.
I hereby assign …………... with the detailed information below as my proxy to represent me, to vote, to make proposals, and to sign the required documents in parallel with the opinions I have specified below in the Ordinary General Meeting of ÇAN2 TERMİK ANONİM ŞİRKETİ for the year 2023 to be held at 10:00 on Tuesday 17th December 2024 at Nidakule Kuzey Ataşehir Barbaros Mahallesi Begonya Sokak No:3 B3 katı 34746 Ataşehir/ İstanbul
The Proxy's(*)
Name Surname/Commercial Title:
(*) For proxies of foreign nationality, the equivalent of the listed information, if any, must be submitted.
For the sections 1 and 2 below, one of the options from (a), (b), or (c) should be chosen to specify the authorization scope.
1. Regarding the Items included in the General Assembly
Agenda: a-) The proxy is authorized to vote as per their opinions.
b-) The proxy is authorized to vote as per the opinions of the corporate
management. c-) The proxy is authorized to vote in accordance with the following
instructions.
In case the shareholder chooses option (c), the instructions for each agenda item is given by checking the options (accept or reject) given against the related general assembly item and, if the reject option is chosen, then by the dissenting opinion requested to be written in the general assembly minutes, if any.
| Agenda Items(-) 1.Opening and Election of the Meeting Chairman |
Accept | Reject | Dissenting Opinion |
|---|---|---|---|
| 2.Authorization of the Meeting Board to sign the Minutes of General Assembly Meeting |
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| 3.Reading, discussion and approval of the 2023 Annual Report prepared by the Board of Directors |
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| 4.Reading, discussion and approval of the Independent Audit Report for the 2023 Accounting Year |
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| 5.Reading, discussion and approval of the Balance Sheet and Profit-Loss Statement for the 2023 Accounting Year |
|||
| 6.Discussion and decision making on the proposal of the Board of Directors on Profit Distribution for the 2023 Accounting Year |
| 7.Individual acquittal of the Board of | ||
|---|---|---|
| Directors members forthe corporate | ||
| activities in 2023 | ||
| 8.In accordance with the Corporate | ||
| Governance Principles, informing the | ||
| Shareholders about the 'Remuneration | ||
| Policy' for the Members of the Board of 9.Determination of Monthly Remunerations Directors and Senior Executives and the |
||
| of Board of Directors Members payments made within the scope of the |
||
| 10. General Assembly's Approval for the policy |
||
| Independent Audit Company suggested by the Board of Directors for auditing the |
||
| Corporate Financial Statements and Board of | ||
| Directors' Reports of 2024 in accordance | ||
| with the Turkish Commercial Code and the | ||
| Capital Market Board Regulation | ||
| 11. Informing the shareholders for the | ||
| donations made by the Company in 2023 | ||
| 12. Decision on the limits of donations and | ||
| grants to be made by the Company in 2024 | ||
| pursuant to Article 19/5 of the Capital | ||
| Markets Law | ||
| 13. Informing the Shareholders on the | ||
| securities, pledges, liens and bails given to | ||
| the third persons in 2023 as per the | ||
| respective regulations of the Capital Market Board, and the consequent incomes and |
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| benefits | ||
| 14. Informing shareholders as part of the | ||
| Capital Market Board Corporate Governance | ||
| Communiqué's Annex clause 1.3.6 | ||
| 15. Informing the shareholders for the |
||
| transactions handled with the related |
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| parties in 2023 within the framework of the | ||
| regulations of the Capital Market Board | ||
| 16. Authorizing the Board of the Directors as | ||
| part of the articles 395 and 396 of Turkish | ||
| Commercial Code | ||
| 17. Wishes and Opinion | ||
(*) The items included in the General Assembly agenda are listed separately. If the minority has a separate draft resolution, this is specified separately to ensure voting by proxy.
Special instruction on the other issues that may arise during the General Assembly meeting and especially on the execution of the minority rights:
SPECIAL INSTRUCTIONS: The special instructionsto be given to the proxy by the shareholder, if any, are stated here.
privileged:
* This information is not required for shares monitored from the registry.
** For shares monitored from the registry, information on the group, if any, shall be given rather than number.
NAME SURNAME or TITLE OF THE SHAREHOLDER(*)
Republic of Turkey ID No/Tax No:
Trade Registry and Number and MERSIS number: Address:
(*) Forshareholders of foreign nationality, the equivalent of the listed information, if any, must be submitted.
SIGNATURE
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