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SASA POLYESTER SANAYİ A.Ş. — Proxy Solicitation & Information Statement 2025
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.