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ARÇELİK A.Ş.

AGM Information Apr 7, 2022

5890_rns_2022-04-07_6c935817-af54-4d74-b6fc-66f217b962b1.html

AGM Information

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Summary Info Registration of Ordinary General Assembly Meeting Decisions for the year 2021
Update Notification Flag Yes
Correction Notification Flag No
Postponed Notification Flag No

General Assembly Invitation

General Assembly Type Annual
Begining of The Fiscal Period 01.01.2021
Ending Date Of The Fiscal Period 31.12.2021
Decision Date 28.02.2022
General Assembly Date 23.03.2022
General Assembly Time 10:00
Record Date (Deadline For Participation In The General Assembly) 22.03.2022
Country Turkey
City İSTANBUL
District ŞİŞLİ
Address Divan İstanbul Oteli, Asker Ocağı Caddesi No:1 34367 Elmadağ Şişli, İstanbul

Agenda Items

1 - Opening and election of the Chairman of the Meeting,

2 - Reading, discussing and approving the 2021 Annual Report prepared by the Company Board of Directors,

3 - Reading the Summary of Independent Audit Report for 2021 accounting period,

4 - Reading, discussing and approving the Financial Statements related to the 2021 accounting period,

5 - Acquittal of each member of the Board of Directors in relation to the activities of Company in 2021,

6 - Approval, approval with amendment or rejection of the proposal of the Board of Directors' in accordance with the Company's profit distribution policy regarding the distribution of the profits of 2021 and the date of the distribution of profits,

7 - Informing the Shareholders on and approval of share buy back transactions carried out in accordance with the decision taken by the Board of Directors,

8 - Determination of the number and duty term of the Members of the Board of Directors, making elections in accordance with the determined number of members, selecting the Independent Members of the Board of Directors,

9 - Informing the Shareholders on and approval of "Remuneration Policy" for Members of the Board of Directors and Top-Level Managers and the payments made within the frame of such policy as required by Corporate Governance Principles,

10 - Determining annual gross remunerations of the Members of the Board of Directors,

11 - Approval of the Independent Auditing Institution selected by the Board of Directors in accordance with the Turkish Commercial Code and the Capital Markets Board regulations,

12 - Informing the Shareholders on donations made by the Company in 2021 and setting an upper limit for donations to be made in 2022,

13 - Informing the Shareholders about the collaterals, pledges, mortgages and surety granted in favour of third parties and the income and benefits obtained in 2021 by the Company and subsidiaries in accordance with Capital Markets Board regulations,

14 - Authorising the Shareholders holding management capacity, the Members of the Board of Directors, top managers and their spouses and relatives by blood and marriage up to the second degree within the framework of the articles 395th and 396th of Turkish Commercial Code and informing shareholders about transactions performed within the scope during 2021 as per the Corporate Governance Communiqué of Capital Markets Board,

15 - Informing the Shareholders about the Company's a low-carbon transition plan,

16 - Wishes and opinions.

Corporate Actions Involved In Agenda

Dividend Payment

General Assembly Results

Was The General Assembly Meeting Executed? Yes
General Assembly Results Arçelik A.Ş. Ordinary General Assembly Meeting for the year 2021 was held on March 23, 2022, at 10:00. Summary of the meeting minutes as follows:

- Annual Report for the year 2021 was approved.

- 2021 Financial Tables was approved.

- Release of members of the Board of Directors separately for 2021 activities was accepted.

- Board of Directors' proposal for profit distribution for the year 2021 and the distribution date was accepted.

- Within the scope of the share buyback program, the transactions carried out until the date of the general assembly was approved. Also, it was approved to authorize the Board of Directors to continue the aforementioned transactions, revise the elements of the buyback program or decide on the new buyback program.

- Number of the members of Board of Directors, together with 4 independent members, is determined as 12 totally. Mr. Mustafa Rahmi Koç, Mrs. Semahat Sevim Arsel, Mr. Mehmet Ömer Koç, Mr. Yıldırım Ali Koç, Mr. Robert Sonman, Mr. Levent Çakıroğlu, Mr. Fatih Kemal Ebiçlioğlu and Mr. Hakan Hamdi Bulgurlu are elected as members of Board of Directors and Mr. Kamil Ömer Bozer, Mrs. Müzeyyen Münire Gülay Barbarosoğlu, Mr. Ahmet Turul and Mr. Tuğrul Fadıllıoğlu are elected as independent members of the Board of Directors in order to serve until the Shareholders Ordinary General Assembly which shall convene for the purpose of examining 2022 accounts.

- As per the Corporate Governance Principles, regarding the "Remuneration Policy" for members of the Board of Directors and the senior executives and payments made under this policy were approved.

- Annual gross fees to be paid to the members of the Board of Directors were determined.

- As per the regulations of the Turkish Commercial Code and Capital Markets Board, PwC Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş (A member of PricewaterhouseCoopers) was approved as the Independent Audit Firm for 2022 accounts and financial reports.

- Upper limit for donations to be made in 2022 was accepted.

- Shareholders informed about the Company's a low-carbon transition plan.

Minutes of Ordinary General Assembly that includes the decisions has been taken and Attendance Sheet is presented enclosed.



This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

Decisions Regarding Corporate Actions

Dividend Payment Discussed

General Assembly Registry

Were The Minutes Registered? Yes
Date of Registry 06.04.2022

General Assembly Result Documents

Appendix: 1 Olağan Genel Kurul Tutanağı.pdf - Minute
Appendix: 2 Hazır Bulunanlar Listesi.pdf - List of Attendants

Additional Explanations

The Minutes of the Ordinary General Assembly Meeting for 2021 which was held on March 23, 2022 have been registered by İstanbul Trade Registry Office on April 6, 2022.

This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.

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