AGM Information • Mar 30, 2023
AGM Information
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| Summary Info | 2022 Ordinary Annual General Meeting |
| Update Notification Flag | No |
| Correction Notification Flag | No |
| Postponed Notification Flag | No |
General Assembly Invitation
| General Assembly Type | Annual |
| Begining of The Fiscal Period | 01.01.2022 |
| Ending Date Of The Fiscal Period | 31.12.2022 |
| Decision Date | 30.03.2023 |
| General Assembly Date | 25.04.2023 |
| General Assembly Time | 10:00 |
| Record Date (Deadline For Participation In The General Assembly) | 24.04.2023 |
| Country | Turkey |
| City | DENİZLİ |
| District | PAMUKKALE |
| Address | Denizli North Point Otel, Fevzi Çakmak Bulvarı No:129/ Denizli |
Agenda Items
1 - Opening and formation of the Presidential and Authorization of the Presidential Board to sign the Ordinary General Assembly Meeting Minutes;
2 - Reading and discussing the Board of Directors' Activity Report for the year 2022,
3 - Reading the Independent Audit Report prepared by the Independent Audit Firm for the year 2022,
4 - Reading, discussing, and approving the financial statements for the 2022 accounting period,
5 - Release of the members of the Board of Directors separately for their activities in 2022,
6 - Determining the use of 2022 profit, dividend distribution and dividend distribution ratios,
7 - Determining and deciding on all kinds of remuneration such as wages and attendance fees of the members of the board of directors in accordance with the Company's Remuneration Policy,
8 - Election of Independent Board Members in order to comply with Corporate Governance Principles,
9 - Discussing and deciding on the proposal of the Board of Directors regarding the selection of an Independent Auditing Firm for the audit of accounts and transactions for the year 2023 in accordance with the Turkish Commercial Code and the Capital Markets Law,
10 - In accordance with the Turkish Commercial Code and Capital Markets Board regulations; Informing the shareholders about the income or benefits obtained from the guarantees, pledges, mortgages and sureties given in favor of third parties in 2022 by the Company and its subsidiaries,
11 - Informing and discussing the "Remuneration Policy" determined for the members of the Board of Directors and senior executives in accordance with the regulations of the Capital Markets Board,
12 - Discussing and approving the "Dividend Distribution Policy" created in accordance with the Capital Markets Board regulations,
13 - Giving information and discussing the "Disclosure Policy" established in accordance with the Capital Markets Board regulations,
14 - Discussing and approving the "Donations and Aid Policy" created in accordance with the Capital Markets Board regulations,
15 - Pursuant to the decision of the Capital Markets Board's Decision Body dated 09/02/2023 and numbered 8/174, approving the decision of the Board of Directors dated 15.02.2023 regarding the donations and aid made in relation to the earthquakes that occurred on 06.02.2023, the epicenter of which was Kahramanmaraş and affected 10 provinces.
16 - Providing information about the donations and aids made by the Company in 2022 in accordance with the Corporate Governance Principles and determining the upper limit for donations and aids to be made in the remainder of the year 2023,
17 - Informing the shareholders about the important transactions that may cause conflict of interest in 2022 in accordance with the principle number 1.3.6 of the Corporate Governance Principles,
18 - Discussing and submitting for approval the draft amendment of the Articles of Association, which is prepared and attached to amend the Articles 3, titled "Purpose and Subject", and Article 20, titled "Donations", of the Company's Articles of Association,
19 - Allowing the Members of the Board of Directors to carry out the transactions found under Articles 395 and 396 of the Turkish Commercial Code,
20 - Wishes and Comments.
Corporate Actions Involved In Agenda
Dividend Payment
General Assembly Invitation Documents
| Appendix: 1 | 2022 Olağan Genel Kurul Bilgilendirme Dökümanı.pdf - General Assembly Informing Document |
| Appendix: 2 | 2022 Olağan Genel Kurul Vekaletname.pdf - General Assembly Informing Document |
| Appendix: 3 | 2022 Olağan Genel Kurul Davet.pdf - General Assembly Informing Document |
| Appendix: 4 | 2022 _ AGM_Invitation.pdf - General Assembly Informing Document |
| Appendix: 5 | 2022 _ Sample_Proxy_Form.pdf - General Assembly Informing Document |
Additional Explanations
In accordance with the decision of the Board of Directors numbered 30 March 2023/10, the agenda of our Company's Ordinary Annual General Meeting for 2022 is determined as above. It has been decided to invite our shareholders to the 2022 Fiscal Year Ordinary General Meeting at the address of Point Hotel, Fevzi Çakmak Bulvarı No:129/ Denizli to discuss these agenda items and take the necessary decisions.
The information, documents and reports that need to be disclosed at our Company's 2022 Ordinary Annual General Assembly Meeting are presented to our shareholders for their information and evaluation, on the "Investor Relations" page of our Company website at www.kocaersteel.com and on the Public Disclosure Platform.
It is announced to the public with respect.
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