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AYGAZ A.Ş.

AGM Information Jul 18, 2023

9033_rns_2023-07-18_8cc14687-9f10-40fb-80c8-98c58e946891.html

AGM Information

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Summary Info Extraordinary General Assembly Meeting invitation and Information Document for the Partial Demerger Transaction
Update Notification Flag No
Correction Notification Flag No
Postponed Notification Flag No

General Assembly Invitation

General Assembly Type Extraordinary
Decision Date 18.07.2023
General Assembly Date 24.08.2023
General Assembly Time 10:00
Record Date (Deadline For Participation In The General Assembly) 23.08.2023
Country Turkey
City İSTANBUL
District ÜSKÜDAR
Address Kuzguncuk Mahallesi Azizbey Sok. No:1

Agenda Items

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

2 - Informing the shareholders within the scope of Turkish Commercial Code and Capital Markets Board Regulations regarding the partial demerger transaction to be discussed in the 3rd item of the agenda,

3 - In accordance with the Turkish Commercial Code, the Corporate Tax Law, the Capital Markets Law and the regulations related to these laws, as well as the provisions of the Trade Registry Regulation and other relevant legislation; approval or rejection of the proposal regarding the transfer of Koç Finansal Hizmetler A.Ş. shares with a total nominal value of 15.001.230,08- TL, owned by our Company, to Koç Holding A.Ş. through a partial demerger transaction through share transfer model to its shareholders, and the Partial Demerger Agreement and the Partial Demerger Report prepared in this regard,

4 - Acceptance, acceptance after amendment or refusal of the Board of Directors' offer for amending Article 6 entitled "Capital" of the Company Articles of Association provided that all necessary approvals are received from relevant institutions,

5 - Wishes and opinions.

Corporate Actions Involved In Agenda

Demerger
Capital Increase/Decrease

General Assembly Invitation Documents

Appendix: 1 Aygaz GK İlan Metni_24082023.pdf - Announcement Document
Appendix: 2 AYGAZ GM Invitation 24082023.pdf - Announcement Document
Appendix: 3 Aygaz Genel Kurul Bilgilendirme Notu_24082023.pdf - General Assembly Informing Document
Appendix: 4 Aygaz GM Information Document_24082023.pdf - General Assembly Informing Document

Additional Explanations

On 30.05.2023 Aygaz Board of Directors resolved to transfer Koç Finansal Hizmetler A.Ş. ("KFS") shares corresponding to 3.93% of the registered Koç Finansal Hizmetler capital in our company's assets, to Koç Holding A.Ş. ("Koç Holding") through a partial demerger transaction through the model of share transfer to Aygaz shareholders.The issued capital of Aygaz will be decreased from TL 219.800.767 to TL 205.905.619 due to the transaction.

Following the approval of the transaction by the Capital Markets Board on 13.07.2023, Aygaz A.Ş.'s Extraordinary General Assembly Meeting shall convene on 24 August 2023 Thursday at 10:00 at the address of Kuzguncuk Mahallesi Azizbey Sok. No:1 Üsküdar/İstanbul to discuss the partial demerger transaction with the attached agenda.

The invitation letter that includes the agenda and the proxy form and information document that includes agenda items and disclosures required by Capital Markets Board's legislations are attached.

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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