ÜLKER BİSKÜVİ SANAYİ A.Ş.

Pre-Annual General Meeting Information • Nov 28, 2024

Summary Info	Change in the date and time of Extraordinary General Assembly Meeting
Update Notification Flag	No
Correction Notification Flag	Yes
Postponed Notification Flag	No
Reason of Correction	Change in the date and time of the extraordinary general assembly

General Assembly Invitation

General Assembly Type	Extraordinary
Decision Date	28.11.2024
General Assembly Date	29.12.2024
General Assembly Time	12:00
Record Date (Deadline For Participation In The General Assembly)	28.12.2024
Country	Turkey
City	İSTANBUL
District	ÜSKÜDAR
Address	Kısıklı Mah. Ferah Cad. No:1 B.Çamlıca Üsküdar/İstanbul

Agenda Items

1 - Opening and Election of the Chairmanship of the Meeting

2 - Granting authority for the signing of the General Assembly Meeting Minutes by the Meeting Chairperson.

3 - With respect to the partial demerger process to be discussed under item 4 of the agenda, it is proposed to provide shareholders with information regarding the Examination Right Notice, the Demerger Report, the Demerger Agreement, the Report of the Certified Public Accountant, and the financial statements, in compliance with the provisions of the Turkish Commercial Code No. 6102.

4 - Under item 4 of the agenda, in relation to the partial demerger, it is proposed to inform the shareholders that the right of withdrawal does not apply, in accordance with the Capital Markets Board's Communiqué No. II-23.3 titled 'Principles Governing Significant Transactions and the Right of Withdrawal

5 - Subject to the approval of the Announcement Text by the Capital Markets Board, and in compliance with the provisions of the Turkish Commercial Code, the Corporate Tax Law, the Capital Markets Law, and other relevant regulations, it is proposed that a portion of the foreign subsidiaries of our company, Ülker Bisküvi Sanayi A.Ş., be transferred to Taygeta Gıda Üretim ve Pazarlama A.Ş., in a manner that does not disrupt the integrity of the business. This transfer will take place through a demerger model based on a simplified procedure, with Taygeta Gıda Üretim ve Pazarlama A.Ş. wholly owned by our company. The Demerger Report and Demerger Agreement, dated 18/11 /2024, prepared in relation to this partial demerger, shall be read and approved, and the proposal of the Board of Directors regarding the partial demerger through the simplified procedure shall be discussed and approved.

6 - Closing

Corporate Actions Involved In Agenda

Demerger

General Assembly Invitation Documents

Appendix: 1	IMZALI BOLUNME RAPORU MERGED_compressed.pdf - Other Invitation Document
Appendix: 2	Onaylı Duruyu Metni_compressed.pdf - Other Invitation Document
Appendix: 3	BOLUNME SOZLESMESI_compressed_compressed.pdf - Other Invitation Document
Appendix: 4	Bilgilendirme Dökümanı Information Document.pdf - General Assembly Informing Document
Appendix: 5	UB DAVET ILAN METNİ MEETING AGENDA .pdf - Announcement Document

Additional Explanations

To comply with the procedural requirements stipulated by the regulations, it has been decided to cancel the Board of Directors' resolution dated 22/11/2024 and numbered 2024/42 regarding the Extraordinary General Assembly meeting scheduled for 24/12/2024. Instead, the Extraordinary General Assembly meeting will be held with the same agenda on 29/12/2024 at 12:00 PM at the address "Kısıklı Mah. Ferah Cad. No:1 B. Çamlıca Üsküdar/İstanbul".