AGM Information • May 9, 2024
AGM Information
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Coca-Cola İçecek A.Ş.'s Ordinary General Assembly meeting shall be held on April 5, 2024, at 11:00 at "Dudullu OSB Mah., Deniz Feneri Sok. No: 4 Ümraniye 34776, Istanbul" to discuss the agenda items stated below.
Financial Statements, Independent Auditor's Report, Annual Management Report, the Corporate Governance Principles Compliance Report, Dividend Proposal for the year 2023 as well as the Informative Document for the General Assembly meeting which includes the below agenda items and required explanations as per the Capital Markets Board's regulations shall be made available to the Shareholders at the Company headquarters located at "Dudullu OSB Mah. Deniz Feneri Sok. No: 4 Ümraniye 34776, Istanbul", on the Company website at www.cci.com.tr , on llic Disclosure Platform as well as the Electronic General Assembly System, three weeks prior to the meeting.
With rights and obligations of shareholders who shall participate electronically over the Electronic General Assembly System being reserved, shareholders who are unable to attend the meeting in person have to issue their proxies according to the attached proxy form or obtain the proxy form from the Company headquarters or the Company website at www.cci.com.tr and accordingly submit their proxies bearing their notarised signatures to the Company by fulfilling the conditions set forth in the "Communiqué on Voting by Proxy and Proxy Solicitation" number II-30.1 which took effect upon publication on the Official Gazette dated 24.12.2013 and numbered 28861. A proxy document is not required from a proxy appointed electronically through the Electronic General Meeting System. It shall not be possible to attend the general assembly with a proxy which does not comply with the proxy form required under the aforementioned Communiqué and a copy of which is attached hereto.
Our Shareholders, who will vote through the Electronic General Assembly System, must obtain information from the Central Registry Agency in order to fulfill their obligations under the "Regulation on General Assembly Meetings to be Held Electronically in Joint Stock Companies" and "Communiqué on the Electronic General Assembly System to be Implemented in the General Assembly of Joint Stock Companies" and they are requested to notify their preferences via the Electronic General Assembly System until 1 (one) day before the General Assembly Meeting. Those who want to attend the General Assembly Meeting via Electronic General Assembly System must register with the "e-Investor: Investor Information Center" and have a secure electronic signature in order to directly attend or appoint a proxy to the General Assembly via Electronic General Assembly System. In addition, it is obligatory for the proxies to attend the meeting via Electronic General Assembly System to have a secure electronic signature. In accordance with Article 1526 of the Turkish Commercial Code, the notifications to be made through Electronic General Assembly System on behalf of legal entity partners must be signed with a secure electronic signature produced on behalf of the company on behalf of the legal entity authorized signatory.
Pursuant to paragraph 4 Article 415 of Turkish Commercial Code number 6102 and paragraph 1 Article 30 of Capital Market Law the right to participate and cast votes in general assemblies is not subject to the condition of depositing share certificates. Accordingly, shareholders are not required to block their shares to attend the General Assembly.
Pursuant to Capital Markets Law, shareholders shall not be further sent a registered letter for those shares which are registered and traded on the Stock Exchange.
In the Ordinary General Assembly Meeting, the voting of the agenda items will be exercised by open voting through hand voting, provided that the provisions for electronic voting are reserved.
All right holders and beneficiaries are invited to our General Assembly meeting.
Respectfully submitted to the attention of the Shareholders.
Company Address: Dudullu OSB Mah. Deniz Feneri Sok. No:4 Ümraniye 34776 İstanbul Trade Registration and Number: İstanbul/265859
To the Chair of the General Assembly of Shareholders,
I hereby appoint ___________________________________ as my proxy authorized to represent me, to vote and make proposals in line with the views I express herein below and sign the required papers at the Ordinary General Assembly of Coca-Cola İçecek A.Ş. that will convene on April 5, 2024, at 11:00 at the address of, Dudullu OSB Mah., Deniz Feneri Sk. No:4 Ümraniye 34776 İstanbul.
The Attorney's(*):
Name Surname/ Trade Name:
TR ID Number/ Tax ID Number, Trade Register and Number and MERSIS (Central Registration System) Number: (*) Foreign attorneys should submit the equivalent information mentioned above.
The scope of representative power should be defined after choosing one of the options (a), (b) or (c) in the following sections 1 and 2.
a) The attorney is authorized to vote according to his/her opinion.
b) The attorney is authorized to vote in line with the proposals of the partnership management.
c) The attorney is authorized to vote in accordance with the following instructions stated in the table.
In the event that the shareholder chooses option (c), the shareholder should mark "Accept" or "Reject" box and if the shareholder marks the "Reject" box, then he/she should write the dissenting opinion to be noted down in the minutes of the general assembly.
| Agenda Items | Accept | Reject | Dissenting Opinion |
|---|---|---|---|
| 1. Opening of the meeting, election of the Chairmanship Council, |
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| 2.Reading and discussion of the Integrated Annual Report prepared by the Board of Directors, |
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| 3.Reading of the Independent Audit Report, | |||
| 4.Reading, discussion and approval of our Company's Financial Statements for the year 2023 prepared in accordance with the Capital Markets legislation, |
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| 5.Release of each and every member of the Board of Directors from liability with regards to the 2023 activities of the Company, |
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| 6.Approval of the Board of Directors' proposal on distribution of profits, |
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| 7. Provided that the necessary permissions have been obtained from the Capital Markets Board and T.C. Ministry of Trade, discussion and approval of the Company Articles of Association numbered 3 and titled "Scope and Objective" on the amendment proposal and available at Annex 1, |
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| 8. Provided that the necessary permissions have been obtained from the Capital Markets Board and T.C. Ministry of Trade, discussion and approval of the Company Articles of Association numbered 6 and titled "Share Capital" on the amendment proposal and available at Annex 2, |
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| 9. Appointment of the Board of Directors and determination of their term of office and fees, |
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| 10.Approval of the appointment of the Independent Audit Firm, selected by the Board of Directors, in accordance with Turkish Commercial Code and Capital Markets Board's regulations, |
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| 11. Informing the General Assembly on the donations made by the Company in 2023, |
| 12. Informing the General Assembly on any guarantees, pledges, mortgages and surety issued by the Company in favour of third parties for the year 2023 and the income or benefit obtained by the Company, in accordance with the Capital Markets Board's regulations, |
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|---|---|---|
| 13.Informing the General Assembly, on the transactions, if any, within the context of Article 1.3.6. of Annex-I of the Corporate Governance Communique (II-17.1.) of the of the Capital Markets Board, |
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| 14.Granting authority to Members of the Board of Directors according to Articles 395 and 396 of Turkish Commercial Code, |
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| 15.Closing. |
No voting on the informative items. If the minority has another draft resolution, necessary arrangements should be made to enable them vote by proxy.
a) The attorney is authorized to vote according to his/her opinion.
b) The attorney is not authorized to vote in these matters.
c) The attorney is authorized to vote for agenda items in accordance with the following instructions:
SPECIAL INSTRUCTIONS: The special instructions (if there is any) to be given by the shareholder to the attorney are stated herein.
B) The shareholder specifies the shares to be represented by the attorney by choosing one of the following.
I hereby confirm that the attorney represents the shares specified in detail as follows:
a) Order and Serial(*)
c) Amount-Nominal Value
d) Share with voting power or not
e) Bearer-Registered(*)
f) Ratio of the total shares/voting rights of the shareholder
*Such information is not required for the shares which are followed up electronically.
**For the shares which are followed up electronically, information related to the group will be given instead of number.
TR ID Number/ Tax ID Number, Trade Register and Number and MERSIS (Central Registration System) Number:
Address: (*) Foreign attorneys should submit the equivalent information mentioned above. Signature
(page 1/3)
| OLD VERSION | NEW VERSION |
|---|---|
| Scope and Objective | Scope and Objective |
| Article 3: | Article 3: |
| The purpose of the Company is to produce all kinds of carbonated | The purpose of the Company is to produce all kinds of carbonated |
| and still drinks, fruit and vegetable juices, mineral and drinking | and still drinks, fruit and vegetable juices, mineral and drinking |
| waters, natural mineral waters, natural spring waters, natural | waters, natural mineral waters, natural spring waters, natural |
| mineral carbonated drinks with fruit, flavored natural mineral | mineral carbonated drinks with fruit, flavored natural mineral |
| carbonated drinks, processed waters, all kinds of tea, herbal teas, | carbonated drinks, processed waters, all kinds of tea, herbal teas, |
| all kinds of coffee, cocoa, all kinds of coffee, Establishment and | all kinds of coffee, cocoa, all kinds of coffee, Establishment and |
| operation of facilities for the production, packaging and filling of | operation of facilities for the production, packaging and filling of |
| all kinds of non-alcoholic beverages, including cocoa or | all kinds of non-alcoholic beverages, including cocoa or |
| chocolate-based beverages, buttermilk, yogurt drinks, milk and all | chocolate-based beverages, buttermilk, yogurt drinks, milk and all |
| kinds of milk-based beverages, and their storage, sales and | kinds of milk-based beverages, and their storage, sales and |
| distribution activities. In relation to its field of activity, the | distribution activities. In relation to its field of activity, the |
| Company: | Company: |
| (i) | (i) |
| All kinds of carbonated and non-carbonated drinks, | All kinds of carbonated and non-carbonated drinks, |
| fruit and vegetable juices, mineral and drinking waters, natural | fruit and vegetable juices, mineral and drinking waters, natural |
| mineral waters, natural spring waters, natural mineral carbonated | mineral waters, natural spring waters, natural mineral carbonated |
drinks with fruit, flavored natural mineral carbonated drinks, processed waters, all kinds of tea, herbal teas, all kinds of coffee, cocoa, all kinds of coffee, cocoa or chocolate-based drinks and buttermilk, yogurt drinks, establish, operate or have operated, lease or have leased or have leased the facilities required for the production, storage, sale and distribution of all kinds of nonalcoholic beverages, including but not limited to milk and all kinds of milk-based beverages, and for the production, storage, sale and distribution of all kinds of non-alcoholic beverages in all forms, in various containers or packages, including but not limited to cans and bottles may obtain exploration and operation licenses for all kinds of mineral and drinking waters, natural mineral waters and natural spring waters, establish the necessary facilities and carry out all activities; may produce, sell, import and export pet bottles, glass bottles, recyclable pet bottles, pet bottle preforms, all kinds of plastic, pet, aluminum, metal and glass beverage packaging and all kinds of bottles including plastic and glass carboys and all kinds of packaging materials in paper, glass, metal, plastic and other types;
(ii) It may engage in all kinds of import, export, construction and production, representation, agency, transportation, distribution, marketing, trading of products and services on the internet and other commercial activities;
(iii) In accordance with the Capital Markets legislation, the Company may acquire, sell, lease, rent out all kinds of movable and immovable properties; may carry out subdivision and unification transactions, may make real estate sales promises, may establish usufruct rights and easement rights or accept these rights, may establish condominium ownership, may abandon and donate the pieces of land that fall on green areas and roads for public benefit, may transfer and relinquish the acquired real estates and the facilities on them; Provided that the necessary disclosures stipulated by the Capital Markets Board within the scope of special cases in order to enlighten the investors as required by the Company's business, in favor of its own legal entity and its subsidiaries included in its financial statements within the scope of full consolidation on real estates owned by the Company or third parties and for the purpose of carrying out its ordinary commercial activities, The Company may establish all kinds of real or personal rights, primarily mortgages and pledges, in favor of other third parties, may take mortgages and pledges in its own favor in order to secure its receivables, and may establish other real or personal rights and may release them. The regulations made by the Capital Markets Board shall be complied with in the first place for the Company to provide guarantees, warranties, sureties in favor of third parties or to establish pledge rights including mortgages.
drinks with fruit, flavored natural mineral carbonated drinks, processed waters, all kinds of tea, herbal teas, all kinds of coffee, cocoa, all kinds of coffee, cocoa or chocolate-based drinks and buttermilk, yogurt drinks, establish, operate or have operated, lease or have leased or have leased the facilities required for the production, storage, sale and distribution of all kinds of nonalcoholic beverages, including but not limited to milk and all kinds of milk-based beverages, and for the production, storage, sale and distribution of all kinds of non-alcoholic beverages in all forms, in various containers or packages, including but not limited to cans and bottles may obtain exploration and operation licenses for all kinds of mineral and drinking waters, natural mineral waters and natural spring waters, establish the necessary facilities and carry out all activities; may produce, sell, import and export pet bottles, glass bottles, recyclable pet bottles, pet bottle preforms, all kinds of plastic, pet, aluminum, metal and glass beverage packaging and all kinds of bottles including plastic and glass carboys and all kinds of packaging materials in paper, glass, metal, plastic and other types;
(ii) It may engage in all kinds of import, export, construction and production, representation, agency, transportation, distribution, marketing, trading of products and services on the internet and other commercial activities;
(iii) In accordance with the Capital Markets legislation, the Company may acquire, sell, lease, rent out all kinds of movable and immovable properties; may carry out subdivision and unification transactions, may make real estate sales promises, may establish usufruct rights and easement rights or accept these rights, may establish condominium ownership, may abandon and donate the pieces of land that fall on green areas and roads for public benefit, may transfer and relinquish the acquired real estates and the facilities on them; Provided that the necessary disclosures stipulated by the Capital Markets Board within the scope of special cases in order to enlighten the investors as required by the Company's business, in favor of its own legal entity and its subsidiaries included in its financial statements within the scope of full consolidation on real estates owned by the Company or third parties and for the purpose of carrying out its ordinary commercial activities, The Company may establish all kinds of real or personal rights, primarily mortgages and pledges, in favor of other third parties, may take mortgages and pledges in its own favor in order to secure its receivables, and may establish other real or personal rights and may release them. The regulations made by the Capital Markets Board shall be complied with in the first place for the Company to provide guarantees, warranties, sureties in favor of third parties or to establish pledge rights including mortgages.
(page 2/3)
| OLD VERSION (Continued) | NEW VERSION (Continued) |
|---|---|
| (iv) | (iv) |
| The Company may enter into long, medium and short | The Company may enter into long, medium and short |
| term loan agreements with domestic and foreign organizations, | term loan agreements with domestic and foreign organizations, |
| institutions and banks and may obtain loans for the activities | institutions and banks and may obtain loans for the activities |
| falling within the scope of the Company's field of activity, | falling within the scope of the Company's field of activity, |
| provided that such agreements are not in the nature of intermediary | provided that such agreements are not in the nature of intermediary |
| activities; Issue, purchase, sell, pledge and collateralize share | activities; Issue, purchase, sell, pledge and collateralize share |
| certificates, bonds, debt securities and other securities, financial | certificates, bonds, debt securities and other securities, financial |
| derivative instruments, structured instruments and/or other capital | derivative instruments, structured instruments and/or other capital |
| market instruments in accordance with the provisions of the | market instruments in accordance with the provisions of the |
| Turkish Commercial Code, the Capital Markets Law and the | Turkish Commercial Code, the Capital Markets Law and the |
| relevant legislation, provided that they do not constitute | relevant legislation, provided that they do not constitute |
| investment services and activities; | investment services and activities; |
| (v) | (v) |
| It may enter into dealership, agency, subcontracting, | It may enter into dealership, agency, subcontracting, |
| brokerage, distributorship and representation agreements and | brokerage, distributorship and representation agreements and |
| enter into commitments; | enter into commitments; |
| (vi) | (vi) |
| It may acquire, use, sell, transfer, lease all kinds of | It may acquire, use, sell, transfer, lease all kinds of |
| intellectual rights, inventions, licenses, concessions, trademarks, | intellectual rights, inventions, licenses, concessions, trademarks, |
| models, | models, |
| know-how, | know-how, |
| trade | trade |
| names, | names, |
| copyrights, | copyrights, |
| special | special |
| manufacturing and production methods and similar intangible | manufacturing and production methods and similar intangible |
| rights, or acquire rights to use these rights from third parties; it | rights, or acquire rights to use these rights from third parties; it |
| may develop computer software and programs, and may perform | may develop computer software and programs, and may perform |
| their software, development, use, exploitation, use, sale, lease, | their software, development, use, exploitation, use, sale, lease, |
| transfer and licensing; | transfer and licensing; |
| (vii) | (vii) |
| Without prejudice to Article 21/1 of the Capital | Without prejudice to Article 21/1 of the Capital |
| Markets Law, the Company may participate in other domestic and | Markets Law, the Company may participate in other domestic and |
| foreign enterprises and companies engaged in or assisting in the | foreign enterprises and companies engaged in or assisting in the |
| achievement of the foregoing, establish new companies and | achievement of the foregoing, establish new companies and |
| subsidiaries of any kind, take over existing companies, join or | subsidiaries of any kind, take over existing companies, join or |
| become a member of professional organizations, provided that it | become a member of professional organizations, provided that it |
| obtains the necessary permits required by all applicable legislation | obtains the necessary permits required by all applicable legislation |
| obligations; | obligations; |
| (viii) | (viii) |
| The Company may establish foundations for social | The Company may establish foundations for social |
| purposes in a manner and to the extent that will not prevent the | purposes in a manner and to the extent that will not prevent the |
| realization of its field of activity and within the framework of the | realization of its field of activity and within the framework of the |
| Capital Markets legislation; and may allocate shares from the | Capital Markets legislation; and may allocate shares from the |
| profit to these foundations and other foundations for social | profit to these foundations and other foundations for social |
| purposes, provided that they do not exceed the 5% of the corporate | purposes, provided that they do not exceed the 5% of the corporate |
| income calculated in accordance with the tax laws for that year, | income calculated in accordance with the tax laws for that year, |
| which is allowed to be deducted from the Corporate Tax base. It | which is allowed to be deducted from the Corporate Tax base. It |
| is essential that the donations made are added to the distributable | is essential that the donations made are added to the distributable |
| profit base, that the donations made during the year are presented | profit base, that the donations made during the year are presented |
| to the shareholders at the General Assembly, that the donations do | to the shareholders at the General Assembly, that the donations do |
| not contradict the regulations on disguised profit transfer regulated | not contradict the regulations on disguised profit transfer regulated |
| by the Capital Markets Law, that the necessary material event | by the Capital Markets Law, that the necessary material event |
| disclosures are made and that the donations made during the year | disclosures are made and that the donations made during the year |
| are realized in a way that does not hinder the purpose and subject | are realized in a way that does not hinder the purpose and subject |
| of the company. In addition, in accordance with Article 522 of the | of the company. In addition, in accordance with Article 522 of the |
| Turkish Commercial Code, the Company may establish charitable | Turkish Commercial Code, the Company may establish charitable |
| organizations for the Company's executives, employees and | organizations for the Company's executives, employees and |
| workers, or set aside reserves for their maintenance. | workers, or set aside reserves for their maintenance. |
(page 3/3)
| OLD VERSION (Continued) | NEW VERSION (Continued) |
|---|---|
| (ix) | (ix) |
| The Company may engage in the production and trade | The Company may engage in the production and trade |
| of natural food ingredients based on fruits and vegetables | of natural food ingredients based on fruits and vegetables |
| (including but not limited to fruit juice concentrates and purees, | (including but not limited to fruit juice concentrates and purees, |
| vegetable extracts and concentrates, colorants and preservatives), | vegetable extracts and concentrates, colorants and preservatives), |
| agro-industrial investments, production and trade of processed and | agro-industrial investments, production and trade of processed and |
| packaged agricultural products (processed fruit, vegetable | packaged agricultural products (processed fruit, vegetable |
| products and preserves) worldwide for the purpose of realizing its | products and preserves) worldwide for the purpose of realizing its |
| purpose and subject matter; | purpose and subject matter; |
| (x) | (x) |
| Establishment, commissioning, leasing of solar or | Establishment, commissioning, leasing of solar or |
| wind electric energy production facilities in order to provide the | wind electric energy production facilities in order to provide the |
| electrical energy needed in production activities, construction, | electrical energy needed in production activities, construction, |
| commissioning, taking over, taking over, leasing, leasing of all | commissioning, taking over, taking over, leasing, leasing of all |
| kinds of facilities and infrastructure for the production of electrical | kinds of facilities and infrastructure for the production of electrical |
| energy, sale of the produced electrical energy and / or capacity to | energy, sale of the produced electrical energy and / or capacity to |
| customers, With or without the necessary license from the Energy | customers, With or without the necessary license from the Energy |
| Market Regulatory Board, it may operate in the fields of | Market Regulatory Board, it may operate in the fields of |
| establishing electricity generation facilities with all kinds of | establishing electricity generation facilities with all kinds of |
| renewable energy resources, especially solar and/or wind energy, | renewable energy resources, especially solar and/or wind energy, |
| for the conversion of renewable energy resources into electrical | for the conversion of renewable energy resources into electrical |
| energy in production facilities, production of electrical energy, | energy in production facilities, production of electrical energy, |
| distribution and sale of the produced electrical energy in the | distribution and sale of the produced electrical energy in the |
| manner and to the extent permitted by the legislation; | manner and to the extent permitted by the legislation; |
| (xi) Wholesale and retail trading of beverages and all kinds of other beverages and food products, electronics, textiles, accessories, personal hygiene and consumer products, creating online marketplaces with different categories for the sale of all kinds of goods and services, publishing, building, operating websites over the internet and establishing infrastructure for these services, developing software in the field of information technologies and granting license rights to third parties, providing software and hardware support and consultancy services, including all kinds of computer systems, systems, databases, networks, websites, etc. The Company may engage in commercial activities for the purposes of providing software and hardware support and consultancy services, including the coding of software and customer-specific software; |
(xi) Wholesale and retail trading of beverages and all kinds of other beverages and food products, electronics, textiles, accessories, personal hygiene and consumer products, creating online marketplaces with different categories for the sale of all kinds of goods and services, publishing, building, operating websites over the internet and establishing infrastructure for these services, developing software in the field of information technologies and granting license rights to third parties, providing software and hardware support and consultancy services, including all kinds of computer systems, systems, databases, networks, websites, etc. The Company may engage in commercial activities for the purposes of providing software and hardware support and consultancy services, including the coding of software and customer-specific software; |
| (xii) The Company may engage in information technologies and software programs, and may also provide all kinds of management support services to its subsidiaries or affiliates, |
|
| In such cases requiring amendments to the Articles of Association | In such cases requiring amendments to the Articles of Association |
| in order for the Company to engage in other activities not | in order for the Company to engage in other activities not |
| mentioned above but deemed necessary or beneficial directly or | mentioned above but deemed necessary or beneficial directly or |
| indirectly to its field of activity, such amendments shall be | indirectly to its field of activity, such amendments shall be |
| submitted to the approval of the General Assembly upon the | submitted to the approval of the General Assembly upon the |
| decision of the Board of Directors after obtaining the necessary | decision of the Board of Directors after obtaining the necessary |
| legal and administrative permissions. | legal and administrative permissions. |
| OLD VERSION | NEW VERSION | |
|---|---|---|
| Share Capital: Article 6: |
Share Capital Article 6: |
|
| The Company's share capital is TL 254,370,782. | The Company has adopted the registered capital system in accordance with the provisions of Law No. 6362 and the registered |
|
| This capital is divided into 25,437,078,200 shares, each with a nominal value of 1Kr. These shares are divided into (A), (B) and (C) Group shares. |
capital system was adopted with the permission of the Capital Markets Board dated …./…./… and numbered … |
|
| Group (A) and (B) shares are registered shares, Group (C) shares are bearer shares. |
The registered capital ceiling of the Company is TL 6,000,000,000. The authorized capital ceiling granted by the Capital Markets |
|
| TL 254,370,782, which constitutes the capital of the Company, has been fully paid free of collusion. |
Board is valid for 5 years between 2024 and 2028. At the end of 2029, even if the permitted registered capital ceiling has not been reached, it is obligatory to obtain authorization from the general assembly |
|
| In capital increases, Group (A) shares in proportion to Group (A) shares, Group (B) shares in proportion to Group (B) shares, and Group (C) shares in proportion to Group (C) shares will be issued to represent the increased capital. |
for a new period not exceeding 5 years by obtaining permission from the Capital Markets Board for the permitted ceiling or a new ceiling amount. If the said authorization is not obtained, no capital increase can be made with the decision of the board of directors. |
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| In capital increases, provided that it is on the agenda of the general | The issued capital of the Company is TL 254,370,782. | |
| assembly and an explicit decision is taken in this direction, the shares remaining after the use of the pre-emptive right or in cases where the use of the pre-emptive right is restricted, all newly issued shares will be (C) Group bearer shares and will be offered to the public at the market |
This capital is divided into 25,437,078,200 shares, each with a nominal value of 1Kr. These shares are divided into (A), (B) and (C) Group shares. |
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| price, not below the nominal value, in accordance with the communiqués of the Capital Markets Board. |
Group (A) and (B) shares are registered shares, Group (C) shares are bearer shares. |
|
| The shares representing the capital are monitored in dematerialized form at the Central Securities Depository within the framework of dematerialization principles. |
TL 254,370,782, which constitutes the capital of the Company, has been fully paid free of collusion. |
|
| In capital increases, Group (A) shares in proportion to Group (A) shares, Group (B) shares in proportion to Group (B) shares, and Group (C) shares in proportion to Group (C) shares will be issued to represent the increased capital. |
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| In capital increases, provided that it is on the agenda of the general assembly and an explicit decision is taken in this direction, the shares remaining after the use of the pre-emptive right or in cases where the use of the pre-emptive right is restricted, all newly issued shares will be Group (C) bearer shares and will be offered to the public in accordance with the communiqués of the Capital Markets Board at the market price, not below the nominal value. |
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| Shares representing the capital are monitored in dematerialized form within the framework of dematerialization principles. |
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| The capital of the Company may be increased or decreased, if necessary, in accordance with the provisions of the Turkish Commercial Code and Capital Market Legislation. |
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