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FONET BİLGİ TEKNOLOJİLERİ A.Ş.

Interim / Quarterly Report Sep 2, 2024

8702_rns_2024-09-02_8fc20476-dae9-43a0-9b88-3055d1274732.pdf

Interim / Quarterly Report

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FONET BİLGİ TEKNOLOJİLERİ ANONİM ŞİRKETİ LIMITED REVIEW REPORT ON THE COMPLIANCE OF THE INTERIM ACTIVITY REPORT

(Convenience translation originally issued in Turkish)

To the Board of Directors of Fonet Bilgi Teknolojileri A.Ş.

Introduction

We have reviewed the accompanying interim consolidated statement of financial position of Fonet Bilgi Teknolojileri A.Ş.(the Company) and its subsidiaries (the Group) as of 30 June 2024 and the interim consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and the consolidated statement of cash flows for the six-month period then ended, and a summary of significant accounting policies and other explanatory notes. The Group management is responsible for the preparation and fair presentation of these interim consolidated financial statements in accordance with Turkish Financial Reporting Standards. Our responsibility is to express a conclusion on these interim consolidated financial statements based on our review.

Scope of Review

We conducted our review in accordance with the Standard on Review Engagements (SRE) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review of interim financial information is substantially less in scope than an audit conducted in accordance with Independent Auditing Standards and the objective of which is to express an opinion on the financial statements. Consequently, a review of the consolidated interim financial information does not provide assurance that the audit firm will be aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim consolidated financial statements do not present fairly, in all material respects, the consolidated financial position of the Group as at 30 June 2024, and its consolidated financial performance and its consolidated cash flows for the six-month period then ended in accordance with Turkish Financial Reporting Standards.

EREN Bağımsız Denetim A.Ş. Member Firm of Grant Thornton International

Nazım Hikmet Sorumlu Ortak Baş Denetçi

İstanbul, 2.09.2024

FONET INFORMATION TECHNOLOGIES INC.

INTERIM PERIOD ACTIVITY REPORT OF THE BOARD OF DIRECTORS

01 January 2024 – 30 June 2024

"Strong Accumulation Innovative Technology"

I. ABOUT
US3
II. CAPITAL
STRUCTURE4
III. INFORMATION ON
PRIVILEGED SHARES5
IV. COMPANY MANAGEMENT AND
EMPLOYEE
INFORMATION6
V. CORPORATE
ACTIVITIES
8
VI. FINANCIAL CONDITION OF
THE
COMPANY8
VII. STOCK
INFORMATION
10
VIII. SOURCES
OF
FINANCE
11
IX. AMENDMENTS IN THE COMPANY'S ARTICLES
OF ASSOCIATION
11
X. BENEFITING FROM THE
GOVERNMENT
PROMOTIONS
17
XI. RESEARCH AND
DEVELOPMENT
ACTIVITIES
17
XII. SUBSIDIARIES AND BRANCHES OF
THE COMPANY
17
XIII. OTHER
ISSUES
18

I. ABOUT US

Fonet Information Technology A.Ş (The Company) is subject to the laws of the Republic of Türkiye, Capital Market Law, and the provisions of the Turkish Commercial Code relating to the establishment of joint stock companies. Therefore, it operates in accordance with the provisions contained in the Turkish Commercial Code and Capital Market Law especially the provisions contained in the articles of association of the company, and on the condition that it stays within the scope of business.

Accordingly, the main business issue of The Company is the "Information Technology Sector" and its activity is defined in detail in Article 3 titled purpose and subject of the articles of association.

Trade Name Fonet Bilgi Teknolojileri A.Ş.
Establishment
Date
10.01.2001
Area of Activity Software/Informatics
Paid –
in Capital
144.000.000 TL
Upper Limit of
Registered Capital
2.500.000.000 TL
Address Kızılırmak Mahallesi 1445. Sokak No: 2B/1
The Paragon Tower
Çankaya /
ANKARA
Phone +90 312 438 59 19
Fax +90 312 440 36 52
Trade Registry
No
350735
E-Mail Address [email protected]
Website www.fonetbt.com

FONET; has been founded in 1997 to serve the IT healthcare sector. It is an IT company that turned into a limited liability Corporation in 2001 and then, turned into a joint-stock company in 2011. It gives services turnkey projects in the Healthcare IT field which are related to Information Management Systems, System Integration, and Consultancy services. Despite healthcare information technology being the main activity subject of Fonet, it is also involved in different information technology projects with field expertise.

Within the scope of the transformation in the health sector in our country in the late 90s and early 2000s, we focused on the health sector in line with the use of information

technologies in the health sector and having Health Institutions serving at international standards and started to produce solutions in this context. It follows improving technology and regarding regulations closely and it keeps itself updated. Fonet's aim is to reach all international standards in all hospitals which has been given service by Fonet in the healthcare informatics system field.

Mission

Developing advanced technology and also develop. In this way, we contribute to Turkey's economy and we intended to strengthen Turkey's position in the global marketplace.

Vision

To be a leader company in its sector that provides development and change with advanced technology in the information sector continuously increases value created for its customers, gives a quality service with knowledge of technology, professional team, entrepreneur, and customer-oriented approach.

II. CAPITAL STRUCTURE

The company, which has adopted the registered capital system, has set its registered authorized capital (upper limit) to 2.500.000.000,00 Turkish Liras until the year 2028 along with the permission of the Capital Markets Board.

The company's issued capital is 144.000.000,00 Turkish Liras which has been paid in full within the upper limit of registered capital.

The company started to be traded in Istanbul stock on May 04, 2017. Details of the shares that form the capital of the company, which has started trading in the BIST ALL SHARES-100 / BIST ALL SHARES/ BIST INFORMATICS / BIST TECHNOLOGY / BIST ANKARA / BIST PARTICIPATION ALL / BIST 500 / BIST MAIN markets, are as shown in the table below;

SHAREHOLDER SHARE IN CAPITAL (TL) RATIO IN CAPITAL (%) VOTING RIGHT
RATIO
(%)
ABDÜLKERİM GAZEN 55.217.999,16 38,35 65,32
OTHER 88.782.000,84 61,65 34,68
TOTAL 144.000.000,00 100 100

III. INFORMATION ON PRIVILEGED SHARES

Privileged Share Amount (Number): 7.999.999,992 A Group Equity

Privileged Share Amount (TL): 7.999.999,992 TL

Explanations on Voting Rights of Privileged Shares

Each share in the General Assembly has 15 Voting Rights. If the company's Board of Directors consists of five members, two board members; consists of six or seven members, three board members; consists of eight or nine members, four board members of the Board of Directors (A) are elected by the General Assembly among the candidates to be determined by the shareholders.

If the shareholders of the group (A) does not nominate to the Board of directors, the election shall be held by the General Assembly within the framework of the Capital Markets legislation and the provisions of the Turkish commercial code.

Articles of Association Article 6:

Group (A) shares have the privilege to determine the members of the Board of Directors and also have the right to vote in the General Assembly.

Group (B) shares have no privileges.

Articles of Association Article 10:

At Ordinary and Extraordinary General Assembly Meetings (A) group shareholders have 15 voting rights for each share, (B) group shareholders have 1 voting rights for each one share.

IV. COMPANY MANAGEMENTANDEMPLOYEEINFORMATION

The management and representation of the Company belong to the Board of Directors. The business and administration of the Company is carried out by 6 Members of the

Board of Directors elected by the General Assembly in accordance with the provisions of the Turkish Commercial Code. Members of the Board of Directors can be elected for a maximum of 3 years. The Board of Director Members whose term of office expires can be elected again.

The chairman of the Board of Directors is elected by the members of the Board of Directors that the (A) group of shareholders offer. The Members of The Board of Directors can also be The Members of The Board of Directors of the other companies.

The Members of The Board of Directors do not have activities within the scope of Prohibition of competing with the company through transactions on behalf of the company, itself, or others.

BOARD OF DIRECTORS

NAME & SURNAME ROLE DUTY TERM
Abdülkerim GAZEN Chair 03.04.2022 - 29.03.2025
Yasemin ŞAH Vice Chair 03.04.2022 - 29.03.2025
Dr. Emre SEZGİN Member 03.04.2022 - 29.03.2025
Daniel Anders Henrik WERNER Member 03.04.2022 - 29.03.2025
Nisabeyim GAZEN Member 03.04.2022 - 29.03.2025
Prof. Dr. Muhammet Ali AKCAYOL Independent Member 10.05.2023 – 10.05.2026
Dr. Ali ÖZÖN Independent Member 10.05.2023 – 10.05.2026

COMMITTIEES

In order for the Board of Directors to perform its duties and responsibilities in a sound manner, Pursuant to Article 4.5 of the corporate governance communiqué no: II-17.1 of the Capital Markets Board, the Board of Directors has decided to create the "Audit Committee", "Early Detection of Risk Committee" and "Corporate Governance Committee" and determine job definitions; The board of Directors has decided not to establish a different "Nomination Committee" and "Compensation Committee", in place of this regarding committee's duties have been undertaken by the "Corporate Governance Committee".

Audit Committee

The audit committee supervises the company's accounting system, public disclosure of financial information, independent audit, and the functioning and effectiveness of the company's internal control and internal audit system.

NAME & SURNAME ROLE TITLE
Prof. Dr. Muhammet Ali AKCAYOL Chairman of the Audit Committee Independent Board Member
Dr. Ali ÖZÖN Member of the Audit Committee Independent Board Member

Early Detection of Risk Committee

Early Detection of Risk Committee; it is responsible for early identification of risks that may endanger the existence, development and continuation of the company, taking necessary measures regarding the identified risks, and carrying out activities to manage the risk and it reviews risk management systems. The committee evaluates the situation in its report to the board of directors every two months, points out the dangers, if any, and shows the remedies.

NAME & SURNAME ROLE TITLE
Dr. Ali ÖZÖN Early Detection of Risk Committee Chairman Independent Board Member
Dr. Emre SEZGİN Early Detection of Risk Committee Member Board Member

Corporate Governance Committee

The corporate governance committee determines whether corporate governance principles are applied in the company, if not, its rationale and conflicts of interest that arise from not fully complying with these principles, and advises the board of directors to improve corporate governance practices and it supervises the work of the investor relations department.

NAME & SURNAME ROLE TITLE
Prof. Dr. Muhammet Ali
AKCAYOL
Corporate Governance Committee
Chairman
Independent Board
Member
Dr. Emre SEZGİN Corporate Governance Committee
Member
Board Member
Meltem KAVAK Corporate Governance Committee
Member
Investor Relations
Manager

As of 30th June, 2024, the number of personnel is 498 and the distribution is as follows:

EMPLOYEE DISTRIBUTION NUMBER
Administrative Staff 13
R&D
Staff
128
Company Headquarters Total 141
Techinical Staff * 357
Total 498

* Within the scope of the contracts, they are the personnel working in the hospitals related to the fixed-term employment contract.

V. CORPORATE ACTIVITIES

In the relevant accounting period, there is no legal action taken for the benefit of the company, its parent company and its subsidiary, or its subsidiary with the guidance of the parent company, or any measures taken or avoided for the benefit of the parent partner or its subsidiary.

In the relevant accounting period, all of the commercial activities performed between both its controlling shareholder and its subsidiary were realized in accordance with market conditions. There are no administrative or judicial sanctions imposed on the company and its managers due to practices contrary to the provisions of the law. Detailed information on other activities that are conducted is summarized under "XIII other issues".

VI. FINANCIAL CONDITION OF THE COMPANY

Budget objective has been attained.

  • The net profit of our company for the period of 1st January 2024 30th June 2024 is 70.422.329 Turkish Lira; the size of assets is 982.266.358 Turkish Lira and the total equity is 910.482.275 Turkish Lira.
  • The financial statements of the company for the period of 1st January 2024 30th June 2024 are presented below:

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

30 June 2024 30 June 2023
CONTINUING OPERATIONS
Revenue 236.580.580 168.556.676
Cost of Sales (-) -154.040.926 -115.120.372
GrossProfit(Loss)FromCommercial
Operations
82.539.654 53.436.304
General Administrative Expenses (-) -24.592.291 -29.458.832
Marketing Expenses (-) -2.354.011 -2.068.720
Research and Development Expense (-) -1.615.217 -724.916
Other Income from Operating Activities 44.122.812 12.258.796
Other Expenses from Operating Activities (-) -11.318.082 -1.980.724
PROFIT (LOSS) FROM OPER. ACTIVITY (-) 86.782.865 31.461.908
Investment Activity Income 3.615.262 -
Investment Activity Costs - -444.552
PROFIT (LOSS) BEF. FIN. INCOME (EXPENSE) 90.398.127 31.017.356
Finance Incomes 863.383 1.355.082
Finance Costs (-) -3.053.115 -747.216
Monetary Loss / Gain due to Inflation -2.605.490 -7.469.485
PROFIT (LOSS) FROM CONTINUING
OPERATIONS, BEFORE TAX
85.602.905 24.155.737
Tax (Expense) Income, Continuing Ops. (-) -15.180.576 -17.030.004
Current Income Tax Expense - -
Deferred Tax (Expense) Income (-) -15.180.576 -17.030.004
PROFIT (LOSS) FROM CONTINUING OPS. 70.422.329 7.125.733
PROFIT (LOSS) 70.422.329 7.125.733

STATEMENT OF FINANCIAL POSITION (BALANCE SHEET)

ASSETS 30 June 2024 31 December 2023
Current Assets 101.696.883 52.776.444
Nun-Current Assets 880.569.475 861.683.307
TOTAL ASSETS 982.266.358 914.459.751
LIABILITIES 30 June 2024 31 December 2023
Current Liabilities 59.229.069 64.009.478
Non-Current Liabilities 12.609.014 10.384.307
Equity 910.428.275 840.065.966

RATIOS

LIQUIDITY RATIOS 30 June 2024 31 December 2023
Current Ratio 1,72 0,82
Liquid Ratio 1,72 0,78
Cash Ratio 0,19 0,23
FINANCIAL STRUCTURE RATIOS 30 June 2024 31 December 2023
Leverage Ratio 0,07 0,08
Financing Ratio 12,67 11,29
Debt Equity Ratio 0,08 0,09
PROFITABILITY RATIOS 30 June 2024 31 December 2023
Asset Profitability 0,07 0,20
Equity Profitability 0,08 0,22

VII. STOCK INFORMATION

Public Offering Date: 27-28 April 2017 Total Equity: 144.000.000,00 TL (Nominal worth of each share is 1 TL). Free Float Rate: %61,65 StockMarketCode:FONET Code:TREFONT00028

Involving Group in Stock Market: BIST MAIN Involving Index: BIST ALL SHARES-100 / BIST ALL SHARES / BIST INFORMATICS / BIST TECHNOLOGY / BIST ANKARA / BIST MAIN / BIST PARTICIPATION ALL / BIST 500

The public offering date of the company's shares is 27-28 April 2017. The shares are started to be traded on Borsa Istanbul as of May 04, 2017. The market price of our company's shares is 17,40 TL as of 30 June, 2024.

VIII. SOURCES OF FINANCE

The finance sources of the company are its own equity and bank loans.

IX. CHANGES IN THE COMPANY'S ARTICLES OF ASSOCIATION

After obtaining the necessary legal permissions from the Capital Markets Board and the Republic of Turkey Ministry of Trade for the amendment of Article 6 of the Articles of Association of the Company titled "Capital of the Company and Type of Shares" by the Board of Directors of our Company, and after being discussed and resolved at the Ordinary General Assembly Meeting of our Company held on 24.07.2024, it was registered on 26.07.2024 and published in the Turkish Trade Registry Gazette dated 26.07.2024 and numbered 11130.

Current Version Amended Version
Same as Turkish Trade Registry Gazette
dated 27.12.2023 and numbered 10988.
Company's Capital and Type of Shares: Company's Capital and Type of Shares:
Article 6 Article 6
The registered capital ceiling of the
Company is 400.000.000.-
(Four hundred
million) Turkish Liras, divided into
400.000.000.-
(Four hundred million)
shares, each with a nominal value of 1
(One) Turkish Lira.
The Company has accepted the registered
capital system in accordance with the
provisions of the Capital Markets Law and has
switched to the registered capital system with
the permission of the Capital Markets Board
dated 27/02/2015 and numbered 5/253.
The registered capital ceiling permission
granted by the Capital Markets Board is
valid for the years 2022-2026 (5 years). At
the end of 2026, even if the permitted
equity ceiling has not been reached, in
order for the board of directors to take a
capital increase decision after 2026, it is
The equity ceiling of the Company is
2.500.000.000.-
(two billion five hundred
million) Turkish Liras and is divided into
2.500.000.000.000.-
(two billion five hundred
million) shares each with a nominal value of 1
(One) Turkish Lira.
obligatory to obtain authorization from the
general assembly for a new period not
exceeding 5 years by obtaining permission
from the Capital Markets Board for the
previously permitted ceiling or a new
ceiling amount. If the said authorization is
not obtained, no capital increase can be
made by the board of directors.
The equity ceiling permission granted by the
Capital Markets Board is valid for the years
2024-2028 (5 years). At the end of 2028, even if
the permitted equity ceiling has not been
reached, in order for the board of directors to
take a capital increase decision after 2028, it is
obligatory to obtain authorization from the
general assembly for a new period not
exceeding 5 years by obtaining permission from
The registered capital ceiling permission
granted by the Capital Markets Board is
valid for the years 2022-2026 (5 years). At
the end of 2026, even if the permitted
equity ceiling has not been reached, in
the Capital Markets Board for the previously
permitted ceiling or a new ceiling amount. If the
said authorization is not obtained, no capital
increase can be made by the board of directors.
order for the board of directors to take a
capital increase decision after 2026; it is
obligatory to obtain authorization from the
general assembly for a new period not
exceeding 5 years by obtaining permission
from the Capital Markets Board for the
previously permitted ceiling or a new
ceiling amount. If the said authorization is
not obtained, no capital increase can be
made by the Board of Directors.
The issued capital of the Company is TL
144,000,000 (one hundred and forty-four
million) and the said issued capital has been
paid in full free of collusion. This capital is
divided into 144,000,000 (one hundred and
forty-four million) shares with a nominal value
of TL 1 (one) each. Of these shares, 8,000,000
(eight million) are Class A registered shares and
136,000,000 (one hundred thirty-six million)
are Class B bearer shares.
The share capital of the Company is
144,000,000 Turkish Liras. This capital is
divided into 144,000,000 shares with a
value of 1.00 Turkish Liras each and
divided into A and B group shares.
No new shares may be issued unless the issued
shares are fully sold and their consideration is
paid or the unsold shares are canceled.
Shares representing the capital are monitored
in dematerialized form within the framework of

dematerialization principles.

Group A: 8,000,000 Turkish Liras for 8,000,000 shares,

Group B: 136,000,000 Turkish Liras for 136,000,000 shares,

Total: 144,000,000 Turkish Liras for 144,000,000 shares,

The Company has accepted the registered capital system in accordance with the provisions of the Capital Markets Law and has switched to the registered capital system with the permission of the Capital Markets Board dated 27/02/2015 and numbered 5/253.

The equity ceiling of the Company is 400.000.000.- (Four hundred million) Turkish Liras, divided into 400.000.000.- (Four hundred million) shares, each with a nominal value of 1 (One) Turkish Lira.

The equity ceiling permission granted by the Capital Markets Board is valid for the years 2022-2026 (5 years). At the end of 2026, even if the permitted equity ceiling has not been reached, in order for the board of directors to take a capital increase decision after 2026, it is obligatory to obtain authorization from the general assembly for a new period not exceeding 5 years by obtaining permission from the Capital Markets Board for the previously permitted ceiling or a new ceiling amount. If the said authorization is not obtained, no capital increase can be made by the board of directors.

The issued capital of the Company is TL 144,000,000 (one hundred and forty-four million) and the said issued capital has been paid in full free of collusion.This capital is divided into 144,000,000 (one hundred and forty-four million) shares with a nominal value of TL 1 (one) each.Of these shares, 8,000,000 (eight million) are Class A registered shares and 136,000,000 (one hundred thirty six million) are Class B bearer shares.

No new shares may be issued unless the issued shares are fully sold and their

The capital of the Company may be increased or decreased, if necessary, in accordance with the provisions of the Turkish Commercial Code and Capital Markets Legislation.

Group (A) shares have privileges in determining the members of the board of directors and exercising voting rights in the general assembly. Group (B) shares do not have privileges.

In capital increases, Group (A) shares in proportion to Group (A) shares and Group (B) shares in proportion to Group (B) shares shall be issued to represent the increased capital. In the event that it is decided to issue only Group (B) shares in capital increases through rights issues without restricting the right to acquire new shares, Group (A) shareholders shall be entitled to acquire Group (B) shares in proportion to their shares in the capital. In case of restriction of new share purchase rights, the shares to be issued will be Group (B) shares.

In capital increases, bonus shares are distributed to the existing shares on the date of the increase.

The Board of Directors is authorized to increase the issued capital by issuing (A) group registered shares and/or (B) group bearer shares up to the registered capital ceiling whenever it deems necessary in accordance with the provisions of the Capital Markets Law.

The board of directors may resolve to issue shares above or below the nominal value and to partially or completely restrict the shareholders' rights to acquire new shares or to restrict the rights of privileged shareholders.

The authorization to restrict the right to purchase new shares may not be used in a way to cause inequality among the shareholders. The decisions taken by the board of directors within the scope of this paragraph shall be announced to the public within the framework of the principles determined by the Capital Markets Board.

Explanation regarding privileges:

A total of 8,000,000 shares are privileged.

consideration is paid or the unsold shares
are canceled.
Shares representing the capital are
monitored in dematerialized form within
the framework of dematerialization
principles.
Group (A) shareholders have 15 voting rights
for each share and Group (B) shareholders have
1 voting right for each share in the ordinary and
extraordinary general assembly meetings of the
Company.
The capital of the Company may be
increased or decreased, if necessary, in
accordance with the provisions of the
Turkish Commercial Code and Capital
Markets Legislation.
Group (A) shares have privileges in
determining the members of the board of
directors and exercising voting rights in the
general assembly. Group (B) shares do not
have privileges.
In capital increases, Group (A) shares in
proportion to Group (A) shares and Group
(B) shares in proportion to Group (B)
shares shall be issued to represent the
increased capital. In the event that it is
decided to issue only Group (B) shares in
capital increases through rights issues
without restricting the right to acquire new
shares, Group (A) shareholders shall be
entitled to acquire Group (B) shares in
proportion to their shares in the capital. In
case of restriction of new share purchase
rights, the shares to be issued will be Group
(B) shares.
In capital increases, bonus shares are
distributed to the existing shares on the
date of the increase.
The Board of Directors is authorized to
increase the issued capital by issuing (A)
group registered shares and/or (B) group
bearer shares up to the registered capital
ceiling whenever it deems necessary in
accordance with the provisions of the
Capital Markets Law.
The board of directors may resolve to issue
shares above or below the nominal value
and to restrict the rights of shareholders to
acquire new shares partially or completely
or to restrict the rights of privileged
shareholders.
The authority to restrict the
rightto buy new shares cannot be used to
cause inequality amang the shareholders.
Decisions taken by the Board of Directors
within the scope of this clause are
announced to the public within the
framework of the principles determined by
the Capital Markets
Board.
Explanation regarding privileges:
A total of 8000000 shares are privileged.
Group (A) shareholders have 15 voting
rights for each share and Group (B)
shareholders have 1 voting right for each
share in the ordinary and extraordinary
general assembly meetings of the
Company.

X. BENEFITINGFROM THEGOVERNMENT PROMOTIONS

Being R&D Center

As a result of the evaluation made by the Ministry of Science, Industry and Technology Evaluation and Audit Commission, it was deemed appropriate to certify as R&DCenter. Thus, the company has been entitled to benefit from promotions and exemptions provided to R&D Centers within the scope of Law No. 5746.

Gaining R&D Center status, in addition to the fact that the company creates cost advantages in production activities, will increase cooperation with universities and other R&D institutions, this will clear the way for the company to focus its R&D efforts for the use of innovative and advanced technology and we believe that it will positively contribute to turnover and profitability by creating an important competitive advantage in the markets.

XI. RESEARCH AND DEVELOPMENTACTIVITIES

Within the scope of e-Transformation Information Management Systems in Health, e-Insurance Information Management Systems, Personal Health Record Information System and Hospital Information Management System (HIMS) projects running on Java-based Cloud Architecture R&D activities continue.

XII. SUBSIDIARIESAND BRANCHESOFTHE COMPANY

Subsidiaries

Pidata Information Technologies Inc. has been founded as a wholly-owned subsidiary by Fonet Information Technologies Inc. in 2018 to develop projects, other than HIMS and to realize other information technology investment targets.

Activity Areas of PiData:

  • To make R&D research,
  • To research and develop value-added products which are needed in the market,
  • To develop value added products other than HIMS (expert system, hardware components, etc.) in the Healthcare IT sector,
  • To develop informatics solutions for the private sector,
  • To develop ''e-Devlet'' projects.

Branches

We have three branches in Istanbul, Şanlıurfa and Hacettepe Teknokent and a liaison office in Stockholm, Sweden.

Hacettepe Teknokent Branch:

Üniversiteler Mahallesi 1596. Cad. Hacettepe Teknokent 6. Ar-Ge Binası E Blok Kat :5 No:29 Çankaya / ANKARA Phone: +90.312 438 59 19

İstanbul Branch:

Büyükdere Cad. Emlak Kredi BloklarıNo:33/4 Levent, İSTANBUL Phone: +90.212 284 18 61 Fax: +90 212 284 18 63

Şanlıurfa Branch:

İpekyol Cad. No:12/1 ŞANLIURFA Phone: +90.414 312 72 52 Fax: +90.414 315 76 04

Liaison Office:

Klarabergsviadukten 70 D4, 111 64 Stockholm Sweden Phone: +46-8-506 36 194

XIII. OTHER ISSUES

After the end of the activity period, the particular importance issues that realized in the company and that may affect the rights of partners, creditors and other relevant persons and organizations are presented below for your information;

- The Ordinary General Assembly Meeting of our Company for 2023 was held on Wednesday, July 24, 2024, at 10:00, at Kızılırmak Mahallesi 1445. Sokak No: 2B / 18 The Paragon Tower Çankaya / ANKARA.

- Our Company's Ordinary General Assembly Meeting for 2023, held on 24.07.2024, was registered on 26 July 2024 and announced in the Trade Registry Gazette dated 26 July 2024 and numbered 11130.

The company has announced the following developments to the public between 31st March 2024 and 30th June 2024 through the "Public Disclosure Platform" (KAP):

  • - 03.04.2024: The contract that "36 months Health Information Management System (HIMS) Service Procurement" has been signed with Mardin Provincial Health Directorate on the date of 03.04.2024 with the amount of 55.980.390,00 Turkish Liras.
  • - 03.05.2024: 2023 Term IV. Independent Audit Report has been announced to the public.
  • - 03.05.2024: 2023 Annual Activity Report has been announced to the public.
  • - 03.05.2024: 2023 Term IV. Statement of Responsibility has been announced to the public.
  • - 03.05.2024: 2023 Corporate Governance Compliant Report has been announced to the public.
  • - 03.05.2024: 2023 Corporate Governance Information Form has been announced to the public.
  • - 03.05.2024: 2023 Sustainability Compliance Report has been announced to the public.
  • - 06.05.2024: Our Company participated in a tender of "36 months Health Information Management System (HIMS) Service Procurement" that was made by Tokat Provincial Health Directorate on the date of 06.05.2024. There were 4 (four) companies participated in regarding tender that the best offer has been given by our company with the amount of 73.950.768,00 Turkish Liras.
  • - 06.05.2024: 2023 Participation Finance Principles Information Form has been announced to the public.
  • - 21.05.2024: 2023 Participation Finance Principles Information Form (Update) has been announced to the public.
  • - 22.05.2024: At the meeting of our Board of Directors;
    1. To increase the authorized share capital from 400.000.000-TL to 2.500.000.000- TL and to extend our permit period until the end of 2028 by the Capital Markets Board,
    1. To amend the authorized share capital in the annex of article 6 of our articles associated with the principles of the Registered Capital System Communiqué No. II-18.1 of the Capital Markets Board,
    1. To apply to the Capital Markets Board and the Ministry of Commerce to obtain the necessary permits,
    1. To submit the amendments to the articles of interest for the approval of the first held General Assembly

were decided. Our Company has applied to the Capital Markets Board as of today (22.05.2024).

  • - 22.05.2024: The Income Statement which is not presented in accordance with the Capital Market Legislation was submitted to the Tax Office in the annex of the Agency's Temporary Tax Declaration for the period of 01.01.2024 - 31.03.2024. This document is presented to the public.
  • - 29.05.2024: Mr. Mahmut İbiş, Member of the Board of Directors of our company, has resigned from his position.
  • - 29.05.2024: Company General Info Form has been updated.
  • - 03.06.2024: As a result of the examinations and audits accomplished within the scope of the Industrial Capability Assessment and Support program carried out by the Secretariat of Defense Industry in order to become a supplier of software products and technologies that will be needed in Defense Industry Projects, our company has been directly included in the approved supplier list by obtaining the EYDEP-B certificate according to SSB - EYDEP Standards.
  • - 04.06.2024: Company General Info Form has been updated.
  • - 04.06.2024: In accordance with the principles determined by Turkish Commercial Code No. 6102 and the Capital Market Law No. 6362, our Board of Directors, taking the opinion of the Audit Committee, it was decided to choose Eren Bağımsız Denetim ve Yeminli Mali Müşavirlik Anonim Şirketi (Grant Thornton) to carry other activities under the relevant regulations in these laws and Auditing of the financial reports of our company in the 2024 accounting period, and it was decided to submit this election to the approval of the General Assembly.
  • - 20.06.2024: 2024 I. Term Independent Audit Report has been announced to the public.
  • - 20.06.2024: 2024 I. Term Activity Report has been announced to the public.
  • - 20.06.2024: 2024 I. Term Responsibility Statement has been announced to the public.
  • - 27.06.2024: The Capital Markets Board's letter dated 26.06.2024 and numbered E-29833736-110.04.04-55877 and dated 26.06.2024 approves the increase of the registered equity ceiling of our Company to TL 2,500,000,000 to be valid for the years 2024-2028 and the amendment of Article 6 of the Articles of Association of the Company titled "Capital of the Company and Type of Shares".
  • - 28.06.2024: The contract that "18 months Health Information Management System (HIMS) Service Procurement" has been signed with Harran University Hospital on the date of 28.06.2024 with the amount of 8.161.407,00 Turkish Lira.

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