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BİM BİRLEŞİK MAĞAZALAR A.Ş.

AGM Information Jul 1, 2025

5896_rns_2025-07-01_850c3589-3d82-4a13-9a5c-8821837de690.html

AGM Information

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Summary Info Registration of the Resolutions of the Extraordinary General Assembly Meeting
Update Notification Flag Yes
Correction Notification Flag No
Postponed Notification Flag No

General Assembly Invitation

General Assembly Type Extraordinary
Decision Date 29.05.2025
General Assembly Date 30.06.2025
General Assembly Time 10:00
Record Date (Deadline For Participation In The General Assembly) 29.06.2025
Country Turkey
City İSTANBUL
District SANCAKTEPE
Address Abdurrahmangazi Mah. Ebubekir Cad. No.73 Sancaktepe-İstanbul

Agenda Items

1 - Opening and establishment of the meeting chairmanship, granting authorization to the Chairmanship to sign the General Assembly documents,

2 - Regarding the partial demerger to be discussed under agenda item 3; informing the shareholders about the Right to Examine, the Partial Demerger Report, the Partial Demerger Agreement, the Certified Public Accountant Report, and the financial reports within the scope of the Turkish Commercial Code No. 6102 ("TCC"), and informing them that no right of separation has arisen pursuant to the Capital Markets Board's ("CMB") Communiqué No. II-23.3 on "Common Principles Regarding Material Transactions and Right of Separation",

3 - Discussion and approval of the Partial Demerger Agreement, Joint Partial Demerger Report, Certified Public Accountant Report, which were prepared in accordance with Articles 159 to 179 of the Turkish Commercial Code regulating the demerger process, the Capital Markets Law, the Capital Markets Board's Communiqué No. II-23.2 on Mergers and Demergers, the Trade Registry Regulation, and other relevant legislation, and which foresee the transfer of the "FİLE Market İşletmesi" registered in our Company's assets to FİLE Market Mağazacılık A.Ş. through a partial demerger via the subsidiary model,

4 - Discussion and approval of the transfer of the "FİLE Market İşletmesi," registered in our Company's assets, to FİLE Market Mağazacılık A.Ş., registered with the Istanbul Trade Registry Office under the registration number 1074994, as a result of the aforementioned partial demerger,

5 - Discussion and approval of the issuance of 564,206,465 new shares, each with a nominal value of 0.01 TL, totaling a nominal value of 5,642,064.65 TL, to be granted to our Company in exchange for the transfer of the FİLE Market İşletmesi as a result of the aforementioned partial demerger, through a capital increase to be carried out in FİLE Market Mağazacılık A.Ş.,

6 - Discussion and approval of issue that no capital decrease is required for our Company due to the fact that the shares to be issued by FİLE Market Mağazacılık A.Ş. will be given to our Company as a result of the aforementioned partial demerger,

7 - Wishes and closing remarks.

Corporate Actions Involved In Agenda

Demerger

General Assembly Results

Was The General Assembly Meeting Executed? Yes
General Assembly Results The minutes of the Extraordinary General Assembly Meeting, which include the resolutions adopted, and the list of attendees are enclosed.

In the event of a contradiction between the Turkish and English versions of this public disclosure, the Turkish version shall prevail.

Decisions Regarding Corporate Actions

Demerger Accepted

General Assembly Registry

Were The Minutes Registered? Yes
Date of Registry 30.06.2025

General Assembly Result Documents

Appendix: 1 Olağanüstü Genel Kurul Toplantı Tutanağı.pdf - Minute
Appendix: 2 Hazirun KAP.pdf - List of Attendants
Appendix: 3 Minutes of Extraordinary General Assembly.pdf - Minute

Additional Explanations

The resolutions of the Extraordinary General Assembly Meeting held on 30.06.2025 have been registered by the Istanbul Trade Registry Directorate on 30.06.2025.

In the event of a contradiction between the Turkish and English versions of this public disclosure, the Turkish version shall prevail.

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