AGM Information • Mar 29, 2024
AGM Information
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Ordinary General Assembly of our Company shall take place on 25.04.2024, Thursday at 14:00 hours at the address Divan Istanbul Oteli, Askerocağı Cad. No: 1 Elmadağ-Şişli/Istanbul (Tel: 0212 315 55 00, Fax: 0212 315 55 15) in order to review the activities of year 2023 and to discuss and resolve the following agenda.
Disclosure Note that contains the Financial Statements of year 2023, Independent Audit Report, proposal regarding the distribution of profit and Activity Report and the Corporate Governance Principles Compliance Report attached thereto as well as these agenda items and detailed the explanations necessary for compliance to the regulations of the Capital Markets Board shall be made available for inspection by our esteemed Shareholders at the Company's Head Office, Branches, Company's website at www.tatgida.com and in the Electronic General Assembly system of the Central Registry Agency for three weeks before the meeting, which is the legal period.
Our shareholders, who will not be able to attend the meeting in person, need to supply their power of attorneys according to the attached sample or to get a copy of the power of attorney form from our Company's departments and the website of our company at www.tatgida.com, provided that the rights and liabilities of the shareholders to attend through electronic means shall be reserved, and in this parallel, also to fulfill the issues stipulated in the Communique of the Capital Markets Board, Series: II, No. 30.1 on "Voting By Proxy and Collecting the Powers of Attorney By Call" as published in Official Gazette dated 24.12.2013 and numbered 28861, and to deliver the Company their power of attorneys with notarized signatures. It is not necessary for an attorney appointed through electronic method on the Electronic General Assembly System to submit power of attorney. The power of attorneys, which are obligated in the abovementioned Communique and not conforming to the attached power of attorney sample, shall absolutely not be accepted due to our legal liability.
Our shareholders, who will vote through the Electronic General Assembly System, are kindly asked to receive information from the Central Registry Agency, our Company's website at www.tatgida.com or our Company's Head Office (Tel: 0216 430 00 00) in order to make application according to the provision of the Regulation and the Communique.
Under article 415, item 4 of the New Turkish Commercial Code numbered 6102 and article 30, item 1 of the Capital Markets Law, attendance to general assembly and the right to vote shall not be conditional upon depositing share certificates. Within this framework, our shareholders do not have to block their shares in case they would like to attend the General Assembly Meeting.
Provided that the provisions on voting in electronic environment shall be reserved, open voting shall take place by a raise of hands with respect to voting of the Items on the Agenda during the Ordinary General Assembly Meeting.
Under the Code Regarding the Protection of Personal Data numbered 6698, you can access detailed information on processing of your personal information by our Company in Tat Gıda Sanayi Anonim Şirketi Personal Data Protection and Processing Policy shared with the public on the website at www.tatgida.com.tr.
All the holders of rights and interests and the press-broadcasting organizations are invited to our General Assembly Meeting.
In accordance with the Capital Market Law, the Shareholders shall not be served separate notices by registered mail for the registered shares enlisted in the stock exchange.
The Shareholders are kindly informed.
| Company Address | : Taşdelen Mahallesi Sırrı Çelik Bulvarı No: 7 Çekmeköy/Istanbul |
|---|---|
| Trade Registry No. | : 96638 |
| Mersis No | : 0830003899000011 |
I hereby appoint ___________________________ whose details are provided below, as my true and lawful attorneyin-fact to represent me in parallel with the views submitted below during the Ordinary General Assembly of Tat Gıda Sanayi A.Ş. that takes place on 25.04.2024, Thursday at 14:00 p.m. at Divan Oteli, Askerocağı Cad. No:1 Elmadağ-Şişli/Istanbul, to vote, to give proposal and to sign the necessary documents.
The Representative's(*);
Name & Surname/Title of the Company :
TR Identity No./Tax No., Trade Registry and No, and MERSIS No. :
(*)For the representatives who are other than Turkish in nationality, they should provide the equivalent documents mentioned above.
The scope of the power should be identified by choosing one of the (a), (b) or (c) sections 1 and 2 below.
b) The attorney is authorized to vote in parallel with the suggestions of the company.
c) The attorney is authorized to vote in parallel with the instructions mentioned oh below table.
Instructions:
If the shareholder chooses (c), he/she should specify (Acccepted or Rejected) for each agenda item on the table below, and if Rejected wre chosen and he/she would like to add any objection he/she should specify the objection in the related item.
| Agenda Items (*) | Rejec ted |
Objection | |
|---|---|---|---|
| 1. Opening and appointment of the Chair of the Assembly, | |||
| 2. Presentation, negotiation and approval of Activity Report for year 2023 issued by the Board of Directors of the Company, |
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| 3. Presentation of the Summary Independent Audit Report related to the accounting period 2023 |
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| 4. Presentation, negotiation and approval of the Financial Statements related to the accounting period 2023, |
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| 5. Approval of the changes made in the membership of the Board of Directors during accordance with Article 363 of the Turkish Commercial Code, |
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| 6. Release of each member of the Board of Directors from liability for the Company's activities for the year 2023 |
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| 7. Approval, approval through amendment or refusal of the proposal of the Board of Directors regarding distribution and the date of payment of dividends for year 2023, which is prepared within the framework of the Company's dividend distribution policy, |
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| 8. Determining the number of the Board of Directors and their period in office, election of the determined number of members, election of the Independent Members of the Board of Directors, |
| 9. Informing the Shareholders about the "Remuneration Policy" for Members of the Board of Directors and Senior Managers under the Corporate Governance Principles as well as the payments made under the policy and approval of the same, |
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|---|---|---|
| 10. Determining the yearly gross remunerations for the members of the Board of Directors |
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| 11. Approval of the Independent Audit Company elected by the Board of Directors under the Turkish Commercial Code and the regulations of the Capital Markets Board, |
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| 12. Informing Shareholders about the donations made in 2023 within the scope of the company's donation and sponsorship policy and determining the upper limit for donations to be made in 2024, |
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| 13. Presentation to the shareholders of the collaterals, pledges, mortgages and sureties granted in favor of third parties in the year 2023 and of any benefits or income thereof in accordance with the Capital Markets Board regulations, |
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| 14. Authorization of the shareholders that have management control, the members of the Board of Directors, the senior executives and their spouses and relatives related by blood or affinity up to the second degree as per the provisions of articles 395 and 396 of the Turkish Commercial Code and presentation to the shareholders of the transactions carried out thereof in the year 2023 pursuant to the Corporate Governance Communique of the Capital Markets Board, |
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| 15. Wishes and Comments. |
* The items for information aren't voted.
If there is any separate draft resolution of the minority, it is stated separately after providing the vote by
| a) The attorney is authorized to vote in parallel with his/her own views. | |
|---|---|
| --------------------------------------------------------------------------- | --- |
b) The attorney isn't authorized to vote for these issues.
c) The attorney is authorized to vote in parallel with the instructions mentioned below.
SPECIAL INSTRUCTIONS; Instructions should be provided by the shareholder here.
B) The Shareholder indicates the shares that will be represented by the attorney choosing one of the options below.
I approve that the attorney would represent my shares detailed here below.
a) Issue and serial no :*
ç) Any preemptive rights over the vote :
d) Bearer-Registered Shares :*
e) The ratio to Total Shares of the Shareholder :
*The information isn't required for the registered shares.
**The group information will be provided instead of number for the registered shares.
TR Identity No./Tax No., Trade Registry and No, and MERSIS No.:
Address:
poxy.
(*)For the shareholders who are other than Turkish in nationality, they should provide the equivalent documents mentioned above.
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