Proxy Solicitation & Information Statement • Feb 28, 2025
Proxy Solicitation & Information Statement
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I/we hereby appoint _, whose details are provided below, as
my/our proxy authorized to represent me/us, to vote, and to make proposals in line with the views I/we have expressed herein, and sign the required documents at the 2024 Ordinary General Assembly Meeting of Doğuş Otomotiv Servis ve Ticaret A.Ş., which will convene on Thursday, March 27th, 2025 at 10.00 am at "Bentley-Lamborghini Showroom, Maslak Mahallesi, Ahi Evran Caddesi (Doğuş Center Maslak), No:4, İç Kapı No: 3, Sarıyer /İstanbul."
Name Surname / Trade Name:
TR ID Number/ Tax ID Number, Trade Register Number and MERSIS (Central Registration System) Number: (*) Equivalents of such information, if available, should be provided for proxy holders of foreign nationalities.
The scope of representative power should be defined by choosing one of the options (a), (b) or (c) for the following sections 1 and 2.
| Agenda Topics (*) | Accept Reject Opposing Opinion |
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|---|---|---|
| 1. Opening and election of the general assembly presiding committee, | ||
| 2. Presentation of the Board of Directors' Annual Report for deliberation and approval, | ||
| 3. Presentation of the independent auditor's report, | ||
| 4. Presentation of the financial statements for deliberation and approval, | ||
| 5. Individual release of each member of the Board of Directors of their fiduciary responsibilities for the company's activities in the financial year, |
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| 6. Deliberating and deciding on the Board of Directors' proposal regarding the distribution of profits generated during the fiscal year, |
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| 7. Deliberating and deciding on authorizing the Board of Directors to determine advance dividend distribution in the event of profitability during the fiscal period, |
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| 8. Determining the number of members of the Board of Directors and their terms of office, presenting candidate profiles, and conducting the election of board members, |
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| 9. Resolution of the salaries to be paid to the members of the Board of Directors and determining the remuneration, attendance fees, bonuses and other benefits provided to the member of the Board of Directors, |
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| 10. Reviewing and seeking approval for the appointment of the Independent Audit Firm selected by the Board of Directors as the company's auditor, |
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| 11.Presentation of information to the shareholders about the donations and aids provided in the activity year and approval, |
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| 12. Discussion and decision regarding the proposal of the Board of Directors on the determination of the limit of donations to be made during the year, |
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| 13.Presentation of information to the shareholders regarding the transactions made with related parties in the activity year, |
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| 14. Presentation of information to the shareholders regarding the collaterals, pledges, liens and mortgages granted in favor of third parties and any benefits or income obtained thereof, |
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| 15. Pursuant to Principle 1.3.6 of the Corporate Governance Principles regulated by the Capital Markets Board, providing information on significant business transactions in the operating year that might have caused conflict of interest, |
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| 16. Authorization of the members of the Board of Directors to carry out the tasks and transactions set forth in articles 395 and 396 of the Turkish Commercial Code, |
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| 17. Wishes and closing. |
(*) Each topic is listed individually on the General Assembly agenda. If the minority has a separate draft resolution, this too will be listed separately provided that voting by proxy in allowed.
If the shareholder chooses option (c), instructions for the relevant agenda topic are given by marking one of the options (accept or reject) next to the relevant agenda topic, and if the 'reject' option is selected, by stating the opposing opinion in the minutes of the general meeting.
a) The proxy holder is authorized to vote at his/her discretion.
SPECIAL INSTRUCTIONS: The shareholder's special instructions, if any, to the proxy holder will be specified here.
| a) Issuance and serial number * | : -- |
|---|---|
| b) Number / Group (For the dematerialized shares, information | : |
| about the group, if any, will be included instead of number) | |
| c) Quantity / Nominal value | : |
| ç) Share with privileged voting rights or not | : None |
| d) Bearer or Registered * | : -- |
| e) Ratio of the shareholder's total shares/voting rights | : |
* Such information is not required for the dematerialized shares.
TR ID Number/ Tax ID Number, Trade Register and Number, and MERSIS Number:
Address:
(*) Equivalents of such information, if available, should be provided for proxy holders of foreign nationalities.
SIGNATURE
Note: The proxy statement must be notarized in accordance with the legislation.
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