AGM Information • Nov 1, 2024
AGM Information
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The Extraordinary General Assembly Meeting of our Company will be held on Thursday, October 24, 2024 at 10:30 am at the Company headquarters located at Maslak Mah., Eski Büyükdere Cad., Giz 2000 Plaza, No:7, K:14, D:55- 56, Sarıyer, İstanbul and will convene to discuss the following agenda items.
Shareholders listed on the Shareholders List obtained through the Electronic General Assembly System ("EGAS") of the Merkezi Kayıt Kuruluşu A.Ş. ("MKK") on the day of the meeting may attend the meeting physically or electronically, either in person, or by proxy. Shareholders who will attend general meetings in person or by proxy physically need to present their identification at the meeting.
In accordance with Article 1527 paragraph 4 of the Turkish Commercial Code No 6102, Our shareholders who wish to attend the General Assembly Meeting may attend the General Assembly Meeting electronically, in person or through their representatives.
Our shareholders who wish to attend the meeting electronically are required to fulfil their obligations in accordance with the provisions of the Regulation on General Assemblies of Joint Stock Companies to be Held Electronically and Communiqué on the Electronic General Assembly System to be applied in the General Assemblies of Joint Stock Companies. Otherwise, it will not be possible for them to attend the general assembly meeting. Those who wish to attend the General Assembly Meeting in person or electronically through their representatives are required to notify their preferences via EGAS provided by MKK until 1 (one) day prior to the date of the General Assembly Meeting. Those who wish to attend the General Assembly Meeting via EGAS must register to the e-Investor Investor Information Center in order to exercise their shareholding rights without any problems, and must have a "secure electronic signature" in order to directly attend the General Assembly Meeting via EGAS or to appoint a proxy, and must log in to the system with their secure electronic signature from 06.00 am on the day of the meeting until 5 minutes before the meeting time of the general assembly. In addition, proxies who will attend the meeting via EGAS must also have a "secure electronic signature". According to Article 1526 of the Turkish Commercial Code, notifications to be made through EGAS on behalf of legal entity shareholders must be signed by the authorized signatory of the legal entity using a secure electronic signature generated in their own name on behalf of the company. Comprehensive and current information can be accessed through the MKK's official website at https://egk.mkk.com.tr/egkweb/.
Shareholders who will participate in meetings via proxy in person are required to have the power of attorney issued by a notary public for third parties, as exemplified below and on the Company's website, or to attach the signed declaration of signature made in the presence of a notary public to the power of attorney form and submit it to the General Assembly.
The proxy appointed electronically through the Electronic General Assembly System is not required to submit a power of attorney document. The proxy appointed through EGAS may attend the General Assembly Meeting physically or through EGAS. The proxy who will attend the meeting physically and by proxy, whether appointed by a notarised power of attorney or through EGAS, is obliged to show his/her ID card at the meeting. Power of attorneys that are not in compliance with the sample power of attorney required by the Communiqué and attached to this invitation announcement will not be accepted due to our legal liability.
Shareholders who register to attend the meeting via EGAS will not be able to physically attend the meeting. There is no difference in terms of the ability to exercise rights arising from shareholding between physical attendance and attendance through EGAS; all shareholder rights, such as live viewing of the meeting, participation in voting, asking questions, and submitting motions, can be exercised through EGAS.
The Information Document containing our explanations regarding the agenda items of the Extraordinary General Assembly Meeting, within the legal timeframe, made available for the review of our shareholders, starting from three weeks prior to the meeting, at our Company headquarters, at our corporate website www.liderfilo.com.tr and the Electronic General Assembly Portal of the Merkezi Kayıt Kuruluşu A.Ş..
Dear Shareholders are kindly invited to attend the meeting on the above-mentioned day and time.
Sincerely,
Trade Register No: 744414-0
I/we hereby appoint .............................................................., further identified below, as my/our representative to represent me/us and vote, submit proposals and sign documents on my/our behalf, within the framework of the instructions below, at the extraordinary general assembly meeting of LDR Turizm A.Ş., scheduled for 10:30 am on October 24, 2024 and to be held at the Company headquarters located at Maslak Mah., Eski Büyükdere Cad., Giz 2000 Plaza, No:7, K:14, D:55-56, Sarıyer / İstanbul.
Turkish Identification / Tax Number, Trade Registration No. and MERSIS No. of the Proxy
(*) For foreign proxies, equivalent of the required information must be provided.
If the Shareholder chooses option (c) above, the Shareholder will provide instructions to the Proxy by indicating its vote on each agenda item and by also indicating its dissenting opinion, if any, for the agenda items voted against.
| No | Agenda Items | In Favor |
Against | Dissenting Opinion |
|---|---|---|---|---|
| 1 | Opening statement and appointment of the Meeting Chairman, authorising the Meeting Chairman to sign the minutes of the General Assembly Meeting and the list of attendees, |
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| 2 | Determination of the number, election and term of office of the members of the Board of Directors, |
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| 3 | Determination and discussion of the salary, honorarium, bonus and similar financial rights of the Board of Directors during their term of office and reaching a decision on these matters. |
*There is no voting on information items.
(*)Special instructions to the Proxy, if any, will be indicated here
………………………………………………………………………………………………
*Not required for dematerialized shares.
**For dematerialized shares group information will be provided instead of number.
2. I approve the representation of all my shares indicated in the list of attendees to be prepared by the Merkezi Kayıt Kuruluşu A.Ş. one day prior to the General Assembly by the Proxy.
Turkish Identification / Tax Number, Trade Registration No. and MERSIS No. of the Shareholder: Address:
(*) For foreign shareholders equivalent of the required information must be provided.
SIGNATURE DATE
.../…/2024
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