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SASA POLYESTER SANAYİ A.Ş.

Proxy Solicitation & Information Statement Mar 27, 2025

5949_rns_2025-03-27_44844ede-ce19-4764-a5ad-191e95bea98d.pdf

Proxy Solicitation & Information Statement

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PROXY FORM

TO THE BOARD OF DIRECTORS OF SASA POLYESTER SANAYİ A.Ş.

I hereby appoint ……………………..………………………………..introduced as detailed below as my proxy authorized to represent me, to vote, to make proposals and to sign the required papers in line with the views I express below at the Ordinary General Assembly of Sasa Polyester Sanayi A.Ş. that will convene on 24 April 2025, Thursday at 11:00 at the address of Sheraton Grand Adana Hotel, Sinanpaşa Mahallesi, Hacı Sabancı Bulvarı, No:7, Yüreğir / Adana.

The Attorney's (*);

Name Surname / Trade Name : TR ID Number/ Tax ID Number, Trade Register and Number and MERSİS Number :

(*)Foreign shareholders should submit the equivalent information mentioned above.

A) SCOPE OF REPRESENTATION

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.

1. About the agenda items of General Assembly;

  • a) The attorney is authorized to vote according to his/her opinion.
  • b) The attorney is authorized to vote on proposals of the attorney partnership management.
  • c) The attorney is authorized to vote in accordance with the following instructions stated in the table.

Instructions:

In the event that the shareholder chooses the (c) option, 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.

Dissenting
No Agenda Items (*) Accept Reject Opinion
1. Opening and election of Meeting Chairmanship,
2. Reading, discussion and approval of the Annual Report of the Board of
Directors for the year 2024,
3. Reading the summary of the Auditor's Reports for 2024 accounting period,
4. Reading, discussion and approval of the Financial Statements for 2024
accounting period,
5. Acquittal of each Board Member for 2024 activities of the Company,
6. Determination of the use of 2024 profit and the dividend and earnings share
rates to be distributed,
7. Determination of the number and office term of the members of the Board
of Directors, election of Board members according to the determined
number of members, election of the Independent Board Members,,
8. Determination of the wages of the members of the Board of Directors and
their
rights including remunerations, bonuses and premiums,
9. Deciding on the selection of the Independent Audit Firm in accordance with
the Turkish
Commercial Code and the Capital Markets Board regulations,
10 Provided that the necessary permissions are obtained from the Capital
Markets Board and the Ministry of Trade; deciding on the Amendment
Draft of the Company's Articles of Association
regarding the amendment
of Article 3, titled "Purpose and Field of Activities"; Article 7, titled
"Amendments to the Articles of Association"; the title of Part II and Article
8, titled "Capital"; Article 13, titled "Meetings of the
Board of Directors"
and the addition of Article 39, titled "Merger and Demerger" and Article
40, titled "Transfer of Shares or Share Certificates"
to the Articles of
Association,
Dissenting
No Agenda Items (*) Accept Reject Opinion
11. Providing information to the General Assembly about share buy-back
transactions executed
by the company in 2024,
12. Submission of the Share Buy-Back Program prepared by the Board of
Directors for the approval of the General Assembly, and discussion and
resolution on granting authority to the Board of Directors within the
scope of the said program,
13. Providing information to the General Assembly about the donations and
grants made in 2024,
14. Determining the upper limit for donations to be made by the company
in 2025,
15. Providing information to the General Assembly about securities, pledge,
mortgage and surety granted in favor of third parties in the year 2024
and the income and benefits thereof,
16. Granting permission to the chairman and members of the Board of
Directors to perform the transactions stipulated under the Articles 395
and 396 of the Turkish Commercial Code.

2. Special instruction related to other issues that may come up during General Assembly meeting and rights of minority:

  • a) The attorney is authorized to vote according to his/her opinion.
  • b) The attorney is not authorized to vote on these matters.
  • c) The attorney is authorized to vote for the items in accordance with the special instruction.

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.

1. I hereby confirm that the attorney represents the shares specified in detail as below

  • a) Order and Serial (*):
  • b) Number/Group (**):
  • c) Amount-Nominal Value :
  • ç) Privilege on Vote or not:
  • d) Bearer- Registered (*):
  • e) Ratio of the total shares/voting rights of the shareholder:

(*)Such information is not required for dematerialized shares.

(**)For dematerialized shares, information related to the group will be given instead of numbers.

2. I hereby confirm that the attorney represents all my shares on the list, prepared by MKK (Central Registry Agency) the day before the Meeting, concerning the shareholders who could attend the General Assembly meeting.

SHAREHOLDER'S NAME SURNAME OR TITTLE: (*)

TR ID Number/ Tax ID Number, Trade Register and Number and MERSİS Number: Address:

(*)Foreign shareholders should submit the equivalent information mentioned above.

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