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RAY SİGORTA A.Ş. Share Issue/Capital Change 2024

Jul 12, 2024

8871_rns_2024-07-12_9c40aa8d-8310-495d-ad41-e9a6d49b6386.pdf

Share Issue/Capital Change

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ARTICLE 7
CURRENT VERSION REVISED VERSION
SHARE CAPITAL AND TRANSFER OF SHARES SHARE CAPITAL AND TRANSFER OF SHARES
ARTICLE 7 - The Company has adopted the registered ARTICLE 7 - The Company has adopted the registered
share capital system according to the provisions of the share capital system according to the provisions of the
Law 2499 and has started to implement the said system Law 2499 and has started to implement the said system
in virtue of the authorization 20/497, dated 13.04.1995, in virtue of the authorization 20/497, dated 13.04.1995,
of the Capital Markets Board. The registered share capital of the Capital Markets Board. The registered share capital
of the Company amounts to TL 200,000,000.-
(Two
of the Company amounts to TL 200,000,000.-
(Two
hundred
million
Turkish
Liras)
and
consists
of
hundred
million
Turkish
Liras)
and
consists
of
20,000,000,000 (twenty billion) shares, all of which are in 20,000,000,000 (twenty billion) shares, all of which are in
registered form, and the nominal value of each of which
amounts to 1- (One) Kurush . The authorization for the
registered form, and the nominal value of each of which
amounts to 1- (One) Kurush . The authorization for the
registered share capital ceiling by the Capital Markets registered share capital ceiling by the Capital Markets
Board shall remain in effect between 2019 and 2023 (for Board shall remain in effect between 2023 and 2028 (for
a period of 5 years) . Even in the event the authorized a period of 5 years) . Even in the event the authorized
registered share capital ceiling cannot be reached by the registered share capital ceiling cannot be reached by the
end of 2023, the Board of Directors, in order to resolve end of 2028, the Board of Directors, in order to resolve
on share capital increase after 2023, shall have to be on share capital increase after 2028, shall have to be
authorized by the General Assembly for a further period authorized by the General Assembly for a further period
following the permission of the Capital Markets Board, following the permission of the Capital Markets Board,
for increasing the share capital up to the currently for increasing the share capital up to the currently
applicable ceiling of TL 200,000,000.-
(Two hundred
applicable ceiling of TL 200,000,000.-
(Two hundred
million Turkish Liras) or for determining a new ceiling. million Turkish Liras) or for determining a new ceiling.
The issued share capital of the Company amounts to TL The issued share capital of the Company amounts to TL
163,069,856.-, being fully paid in, and consists of
16,306,985,600.- registered shares, the nominal value of
163,069,856.-, being fully paid in, and consists of
16,306,985,600.- registered shares, the nominal value of
each of which amounts to 1- (One) Kurush. The Board of each of which amounts to 1- (One) Kurush. The Board of
Directors is, between 2019 and 2023, authorized to Directors is, between 2024 and 2028, authorized to
resolve upon increase the issued share capital by means resolve upon increase the issued share capital by means
of issuance of registered shares up to the registered of issuance of registered shares up to the registered
capital ceiling, where it may deem necessary, in capital ceiling, where it may deem necessary, in
accordance with the provisions of the Capital Markets accordance with the provisions of the Capital Markets
Law. No further new shares may be issued unless the Law. No further new shares may be issued unless the
then currently issued shares are entirely sold and then currently issued shares are entirely sold and
amounts thereof are collected or unsold shares are amounts thereof are collected or unsold shares are
cancelled. Acquisition of shares by anyone directly or cancelled. Acquisition of shares by anyone directly or
indirectly in the amount of or exceeding 10 %, 20 %, 33 % indirectly in the amount of or exceeding 10 %, 20 %, 33 %
and 50 % of the Company's share capital and any transfer and 50 % of the Company's share capital and any transfer
of shares, which would end up with the shareholding of
any shareholder equals to or decreases to be less than
of shares, which would end up with the shareholding of
any shareholder equals to or decreases to be less than
the said percentages, shall be subject to an authorization the said percentages, shall be subject to an authorization
by the Undersecretariat of Treasury. Any entries made by the Insurance and Private Pension Regulation and
into the share book contrary to the provision herein shall Supervision Agency. Any entries made into the share
be null and void. The provisions of the foregoing book contrary to the provision herein shall be null and
paragraph shall also be applied for the entitlement to the void. The provisions of the foregoing paragraph shall also
usufruct right and the right to vote. Shares representing be applied for the entitlement to the usufruct right and
the share capital shall be monitored in book-entry form the right to vote. Shares representing the share capital
in accordance with the principles of dematerialization. shall be monitored in book-entry form in accordance with
the principles of dematerialization