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BİM BİRLEŞİK MAĞAZALAR A.Ş.

Pre-Annual General Meeting Information Jul 4, 2022

5896_rns_2022-07-04_4a242248-f154-4fae-b289-c15e0bb27e7b.html

Pre-Annual General Meeting Information

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Summary Info Registry of General Assembly
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 29.04.2022
General Assembly Date 07.06.2022
General Assembly Time 11:00
Record Date (Deadline For Participation In The General Assembly) 06.06.2022
Country Turkey
City İSTANBUL
District SANCAKTEPE
Address Abdurrahmangazi Mah. Ebubekir Cad. No.73 Sancaktepe-İstanbul

Agenda Items

1 - Opening, Election of Moderator and Authorization of the Moderator to Sign the Ordinary General Assembly Meeting Minutes.

2 - Reading and negotiating the Annual Report for the year 2021.

3 - Reading and negotiating the auditor's reports for the year 2021.

4 - Review, negotiation and approval of the financial statements for the year 2021.

5 - Decision on acquittal of members of the Board of Directors due to their activities in the year 2021.

6 - Discussion and resolution of recommendation of the Board of Directors regarding profit distribution for the year 2021.

7 - Discussion and resolution on the enclosed amendment draft of Company's Articles of Association.

8 - Election of the New Board Members and determination of their monthly participation fee.

9 - Grant of authorization to the members of the Board of Directors so that they can carry out the duties specified in Articles 395 and 396 of the Turkish Commercial Code and in compliance with the Corporate Governance Principles issued by Capital Market Board, informing the General Assembly on transactions performed with related parties in 2021.

10 - Informing the General Assembly on the share buyback program that began on 6 December 2021 and on the share buyback transactions.

11 - Presentation of the donations and aids by the Company in 2021 for the General Assembly's information.

12 - Informing shareholders that no pledge, guarantee and hypothec were granted by the Company in favor of third parties based on the Corporate Governance Communiqué of the Capital Markets Board.

13 - Ratifying the election of independent auditor by the Board of Directors as per the Turkish Commercial Law and regulations of the Capital Markets Board.

14 - Wishes and closing.

Corporate Actions Involved In Agenda

Dividend Payment

General Assembly Results

Was The General Assembly Meeting Executed? Yes
General Assembly Results It is approved that;

1. - to distribute the gross TL 1.821.600.000, which corresponds to 300% of the paid-in capital, in cash, to cover the distributed amount from the profits of the year 2021 and previous years' profits,

- 1st legal reserve fund shall not be allocated because the limits specified in Article 519 of the TCC have been reached,

- 179.124.000 TL shall be allocated as 2nd legal reserve,

- in calculation of the distributable profit in cash, the equation of "TL 1.- Nominal value = 1 piece = 1 Lot" shall be used and therefore for each fully paid bearer share of TL 1.- shall be paid a gross=net dividend of TL 3,0 to shareholders whose dividends are not subject to withholding tax and shall be paid a net dividend of TL 2,70 (gross TL 3,0) for each share of TL 1 for other shareholders

- distribution of cash dividend to be implemented in two installments, first installment be distributed as gross TL 1,5 for each share from 15th June 2022 and second installment as TL 1,5 for each share from 14th December 2022.

2. Updating Article 4 of the Articles of Association, titled "Purpose and Subject", to cover new product and service sales,

3. Mustafa Latif TOPBAŞ, Mahmud Pyarali MERALI, Ömer Hulusi TOPBAŞ, Karl-Heinz HOLLAND, Ahmet AKÇA (Independent) and Paul Michael FOLEY (Independent) to be elected as member of the Board of Directors for 1 year and to be paid TRY 20.000 honoraria per month,

4. The independent audit service for the year 2021 decided to be outsourced from Independent Audit Firm Güney Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi.
Are There Articles Of Association Amendment Relating To Company Head Office In Minutes Yes

Decisions Regarding Corporate Actions

Dividend Payment Discussed

General Assembly Registry

Were The Minutes Registered? Yes
Date of Registry 30.06.2022

Additional Explanations

Resolutions of the Ordinary General Assembly Meeting held on 07.06.2022 have been registered by the Istanbul Trade Registry Directorate on 30.06.2022.

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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