AGM Information • Jun 26, 2024
AGM Information
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The Ordinary General Assembly Meeting of our Company for the 2023 operating year will be held on Monday, 10.06.2024 at 11:00 a.m. in the meeting hall of "Istanbul Province, Beşiktaş District, Levent District, Prof. Ahmet Kemal Aru Sok. No:4 Kaleseramik Building" to discuss and decide on the issues written on the agenda below.
The shareholders of our company will be able to attend the Ordinary General Assembly Meeting in person or through their representatives in physical or electronic environment. Participation in the meeting electronically is possible with the secure electronic signatures of the shareholders or their representatives. For this reason, shareholders or their representatives who will make transactions in the electronic general assembly system ("EGKS") must have a secure electronic signature and register with the "e-Investor: Investor Information Center" of the Central Registry Corporation ("MKK").
In addition, shareholders or their representatives who wish to participate in the meeting electronically are required to fulfill their obligations in accordance with the provisions of the "Regulation on General Assemblies to be Held Electronically in Joint Stock Companies" published in the Official Gazette dated 28 August 2012 and numbered 28395 and the "Communiqué on the Electronic General Assembly System to be Applied in the General Assemblies of Joint Stock Companies" published in the Official Gazette dated 29 August 2012 and numbered 28396.
Shareholders who will not be able to attend the meeting physically or electronically themselves are required to issue their power of attorney in accordance with the example below, either by fulfilling the issues stipulated in the Capital Markets Board's Communiqué No. II-30.1 on "Voting by Proxy and Collecting Proxies by Call", either by notarizing the signature or by attaching the signature statement prepared in the presence of a notary public to the signed power of attorney form. A copy of the power of attorney can also be obtained from the company's website at the Company's Headquarters and www.kale.com.tr . Shareholders who wish to attend the General Assembly in person in a physical environment will be able to exercise their rights regarding their shares registered in the "Shareholders List" in the Central Registry Agency (CRA) system by presenting their identity cards. Powers of attorney that are required in the said Communiqué and do not comply with the attached power of attorney sample will not be accepted.
Our shareholders who will participate in the general assembly electronically through the Electronic General Assembly System can get information about the procedures and principles regarding participation, appointment of representatives, making suggestions, expressing opinions and voting from the website of the Central Registry Agency at https://www.mkk.com.tr.
The Consolidated Financial Statements of our Company for 2023, the Annual Report of the Board of Directors, the Independent Audit Report and the Dividend Distribution Proposal of the Board of Directors and the General Assembly Information document will be made available for the examination of the Honorable Shareholders at least three weeks before the General Assembly Meeting, within the legal period, on the Company's website at the Company's headquarters and www.kale.com.tr address and on the Electronic General Assembly system of the Central Registry Agency.
Pursuant to the Capital Markets Law, Shareholders will not be notified by registered letter for registered shares traded on the stock exchange. It is submitted for the information of Dear Shareholders.
KALESERAMİK, CANAKKALE KALEBODUR CERAMIC INDUSTRY JOINT STOCK COMPANY CHAIRMAN OF THE BOARD OF DIRECTORS
At the 2023 Ordinary General Assembly Meeting of Kaleseramik, Çanakkale Kalebodur Seramik Sanayi Anonim Şirketi, which will be held on Monday, 10.06.2024 at 11:00 a.m. at the address of Prof. Ahmet Kemal Aru Sok. No:4 Kaleseramik Building, Beşiktaş District, Istanbul Province, in line with the opinions I have stated below, to be authorized to represent, vote, make proposals and sign the necessary documents,............................................. .............. I appoint him as a deputy.
Your proxy (*)
Name / Surname / Trade Name :
T.R. Identity Number / Tax Number, Trade Registry and Number and MERSIS number:
(*) For foreign national proxies, it is obligatory to submit the equivalents of the aforementioned information, if any.
For sections 1 and 2 given below, the scope of the power of representation should be determined by selecting one of the options (a), (b) or (c).
If option (c) is selected by the shareholder, instructions specific to the agenda item are given by marking one of the options given opposite the relevant general assembly agenda item (acceptance or rejection) and in case the rejection option is selected, specifying the dissenting opinion requested to be written in the general assembly minutes, if any.
| Agenda items (*) | Acceptance | Rejection Dissenting Opinion |
|---|---|---|
| 1. Opening and election of the Meeting Chairman, | ||
| 2. Reading and discussion of the Annual Report of the Board of Directors for the 2023 financial year, | ||
| 3. Reading the summary of the Independent Audit Company Report for the 2023 financial year, | ||
| 4. Reading, discussing and approving the consolidated CMB and TCC balance sheet and profit and loss accounts for the 2023 financial year, |
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| 5. Discharge of the Members of the Board of Directors individually to the activities and transactions of the 2023 accounting period |
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| 6. Discussing and deciding on the proposal of the Board of Directors regarding the dividend distribution for the 2023 operating year, |
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| 7. Discussing and deciding on the election of Board Members and determination of their terms of office | ||
| 8. Discussing and deciding on the membership fees of the members of the board of directors for the 2024 operating year, |
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| 9. Providing information about the donations and aids made in the 2023 activity year and discussing and deciding on the donation limit for the 01.01.2024-31.12.2024 activity year, |
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| 10. Discussing and deciding on the proposal of the Board of Directors regarding the selection of an independent external audit firm for the audit of the accounts and transactions of the 2024 operating year in accordance with the Turkish Commercial Code and the Capital Markets Law, |
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| 11. Granting permission to the members of the board of directors to carry out the works specified in Articles 395 and 396 of the Turkish Commercial Code, |
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| 12. Within the framework of the regulations of the Capital Markets Board, informing the shareholders about the guarantees, pledges and mortgages given by the Company in favor of 3rd parties and the income or benefit they have obtained, |
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| 13. Closing. |
(*) The items on the agenda of the General Assembly shall be listed one by one. If the minority has a separate draft resolution, this is also indicated separately to ensure proxy voting.
Special instructions to be given by the shareholder to the proxy, if any, shall be stated here.
(**) For dematerialized shares, information regarding the group, if any, will be given instead of the number.
FULL NAME or TITLE of SHAREHOLDER(*) :
REPUBLIC OF TÜRKİYE Identity No / Tax No, Trade Registry and Number and MERSIS number:
ADDRESS :
SIGNATURE :
(*) For foreign shareholders, the equivalent of the aforementioned information, if any, must be submitted
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