AGM Information • May 17, 2024
AGM Information
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| Summary Info | Regarding 2023 Ordinary General Assembly Meeting |
| Update Notification Flag | Yes |
| Correction Notification Flag | No |
| Postponed Notification Flag | No |
General Assembly Invitation
| General Assembly Type | Annual |
| Begining of The Fiscal Period | 01.01.2023 |
| Ending Date Of The Fiscal Period | 31.12.2023 |
| Decision Date | 22.04.2024 |
| General Assembly Date | 17.05.2024 |
| General Assembly Time | 10:00 |
| Record Date (Deadline For Participation In The General Assembly) | 16.05.2024 |
| Country | Turkey |
| City | İSTANBUL |
| District | ŞİŞLİ |
| Address | Levent Loft Binası, Büyükdere Caddesi, No: 201 C Blok Kat: 8 Levent İstanbul |
Agenda Items
1 - Opening, the election of the Presidential Board
2 - Authorization of the Chair of the Meeting for signing of the Minutes of the General Assembly Meeting
3 - . Reading the Annual Report for the year 2023 prepared by the Company's Board of Directors and its conclusion
4 - Discussion and approval of the Annual Report for 2023 prepared by the Company's Board of Directors
5 - Reading the Summary of the Independent Audit Report for the fiscal year 2023
6 - Accepting the Financial Statements for the fiscal year 2023 as read and reading the conclusion
7 - Discussion and approval of the Financial Statements for the fiscal year 2023
8 - Informing the Shareholders about the effect of inflation adjustment on the Financial Statements
9 - Separately acquitting the members of the Board of Directors for the activities of the Company for the year 2023
10 - Submitting the Board of Directors' proposal on not distributing dividends to the approval of the General Assembly in line with the Board of Directors' resolution dated April 22, 2024 and numbered 2024/11 and the attached Profit Distribution Table
11 - Submitting the amendment of Article 8 of the Company's Articles of Association titled "Capital and Shares" to the approval of the General Assembly, as attached, based on the approval of the CMB and the Ministry of Trade
12 - Informing the shareholders about the duties of the members nominated to the Board of Directors, including independent members, within and outside the group
13 - Deciding on the terms of office of the members of the Board of Directors
14 - Election of new Board Members
15 - Determining the monthly salaries of the members of the Board of Directors
16 - Pursuant to the decision of the Board of Directors dated 23.01.2024 and numbered 2024/5, in accordance with the Turkish Commercial Code ("TCC") and Capital Markets Board ("CMB") regulations, to submit the issue of determining the valuation company to receive valuation services for the hotels in the Company portfolio as Smart Kurumsal Gayrimenkul Değerleme ve Danışmanlık A.Ş. to the approval of the General Assembly
17 - Submitting the issue of determining the valuation companies Smart Kurumsal Gayrimenkul Değerleme ve Danışmanlık A.Ş. and Epos Gayrimenkul Danışmanlık ve Değerleme A.Ş. as Smart Kurumsal Gayrimenkul Değerleme ve Danışmanlık A.Ş. and Epos Gayrimenkul Danışmanlık ve Değerleme A.Ş. as the valuation companies to receive valuation services for the assets that may be included in the Company's portfolio in 2024 and require valuation in accordance with the decision of the Board of Directors dated 23.01.2024 and numbered 2024/5 in line with the TCC and CMB regulations to the approval of the General Assembly
18 - Submitting the matter of determining KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. as the independent audit firm for the year 2024 in line with the TCC and CMB regulations to the approval of the General Assembly
19 - Pursuant to paragraph 5 of Article 40 of the CMB's Communiqué on Principles Regarding Real Estate Investment Trusts numbered III-48.1 ("Communiqué"), informing the shareholders about the transactions made regarding the investments within the scope of Article 28 of the Communiqué
20 - Informing the shareholders about the donations made by the Company in 2023, setting an upper limit for donations to be made in 2024, and submitting the proposed upper limit to vote
21 - Informing the Shareholders about the guarantees, pledges, mortgages and sureties given in favor of third parties and the income or benefits obtained in 2023 in accordance with the CMB regulations
22 - Informing the shareholders about the transactions made with Related Parties in 2023 within the framework of the Corporate Governance Communiqué in accordance with the CMB regulations
23 - Authorization of the controlling shareholders, members of the Board of Directors, senior executives and their spouses and relatives by blood or marriage up to second degree within the framework of Articles 395 and 396 of the Turkish Commercial Code and informing the shareholders about the transactions carried out within this scope in 2023 in accordance with the CMB Corporate Governance Communiqué
24 - Wishes and opinions, closure
Corporate Actions Involved In Agenda
| Dividend Payment |
| Authorized Capital |
General Assembly Invitation Documents
| Appendix: 1 | 2023OGK_Vekaletname.pdf - Other Invitation Document |
| Appendix: 2 | 2023OGK_Bilgilendirme_Dokumani.pdf - General Assembly Informing Document |
| Appendix: 3 | 2023OGK_Gundem.pdf - Announcement Document |
| Appendix: 4 | SPK Onaylı Esas Sözleşme Tadil Metni.pdf - Article of Association Amendment Text |
General Assembly Results
| Was The General Assembly Meeting Executed? | Yes |
| General Assembly Results | The Ordinary General Assembly Meeting of AKFEN GAYENKUL YATIRIM ORTAKLIĞI ANONİM ŞİRKETİ for the year 2023 will be held on 17.05.2024 at 10:00 a.m. at the company headquarters, Levent Loft Binası, Büyükdere Caddesi, No: 201 C Blok Kat: 8 Levent Istanbul, the headquarters of the Company, on 17.05.2024 at 10:00 a.m., under the supervision of the Ministry Representative Mrs H. Ö. It was conducted under the supervision of Mrs H. Ö. It was seen that the invitation for the meeting, which was requested to be held pursuant to Article 414 of the Turkish Commercial Code, was made within the time limit as stipulated in the Turkish Commercial Code and the Company's Articles of Association, including the agenda, by being published in the Turkish Trade Registry Gazette dated 25.04.2024 and numbered 11069, on the Company's website, on the Public Disclosure Platform and on the Electronic General Assembly System of the Central Registry Agency. From the examination of the List of Attendants, out of the total capital of the company amounting to TL 3,900,000,000,000, 11,315,949 Group A shares corresponding to TL 11,315,949 shares were represented by proxy, TL 3,899. 9,509,928,282 of the 3,899,966,052,156 Group B shares corresponding to TL 3,899,966,052,156, 9,509,928,282 in person and 2,175,327,280,357 by proxy, and 11,315,949 Group C shares corresponding to TL 11,315,949. 315,949 Group C shares corresponding to 11,315,949-TL shares were represented at the meeting by proxy, 11,315,949 Group D shares corresponding to 11,315,949-TL shares were represented at the meeting by proxy, and a total of 2,184,837,208,639 shares were represented at the meeting, thus it was understood that the minimum meeting quorum stipulated in both the legislation and the articles of association was present. Sıla Cılız İnanç, Member of the Board of Directors of the Company, and N. T. on behalf of KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. were present at the meeting. The Ordinary General Assembly Meeting was opened physically and electronically at the same time by Board Member Sıla Cılız İnanç, who was authorized by the Chairman of the Board of Directors, and the agenda items were discussed. The agenda items were read out by Board Member Sıla Cılız İnanç and since there was no suggestion to change the order of the agenda items, the discussion of the agenda items continued in the order in which they were announced. The resolutions on the Ordinary General Assembly Agenda were adopted as stated in the attached meeting minutes. |
Decisions Regarding Corporate Actions
| Dividend Payment | Discussed |
| Authorized Capital | Accepted |
General Assembly Result Documents
| Appendix: 1 | 17.05.2024 Olagan GK_Toplanti Tutanagi.pdf - Minute |
| Appendix: 2 | 17.05.2024 Olagan GK_Hazir Bulunanlar Listesi.pdf - List of Attendants |
Additional Explanations
The Ordinary General Assembly Meeting of Shareholders of our Company for the year 2023 was held on 17.05.2024 at 10:00 a.m. at the company headquarters, Levent Loft Binası, Büyükdere Caddesi, No: 201 C Blok Kat: 8 Levent Istanbul address.
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