Pre-Annual General Meeting Information • May 9, 2024
Pre-Annual General Meeting Information
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The 2023 Ordinary General Assembly Meeting will be held at SABANCI CENTER, 4.LEVENT 34330 BEŞİKTAŞ ISTANBUL on Friday, 19 April 2024 at 13:30 to discuss the agenda items below, pursuant to the decision of the Board of Directors dated 22.03.2024 and numbered 2239 and Article 25 of the Company's Articles of Association.
Shareholders, whose shares are monitored in dematerialized form by the Central Registry Agency and are entitled to attend the general assembly meetings, may attend the meeting at the address mentioned above in person or by proxy or, if they wish, they may also attend the meeting electronically in person or by proxy through the Electronic General Assembly system provided by the Central Registry Agency by using their secure electronic signatures.
Shareholders may authorize their proxies via the Electronic General Assembly System, or they may have their proxies represent them at the meeting by filling out the proxy form given below, or the proxy form that can be obtained from the Company's head office or downloaded from http://www.teknosa.com and have their signatures notarized or attach their notarized list of authorized signatures to the proxy form bearing their signatures, in compliance with the CMB Communiqué No. II-30.1.
In order to attend the General Assembly Meeting to be held physically,
Shareholders who will attend the General Assembly meeting electronically via the Electronic General Assembly System may learn about the procedures and principles regarding attendance, appointment of proxies, making proposals, expressing their opinions, and voting by visiting the Central Registry Agency's website at http://www.mkk.com.tr
Shareholders and their proxies, who will be attending the meeting electronically are required to fulfill their obligations under the "Regulation on the Electronic General Assembly of the Joint-Stock Companies" published in the Official Gazette dated 28 August 2012 and numbered 28395 as well as "Communiqué on the Electronic General Assembly System to be Applied in the General Assembly Meeting of the Joint-Stock Companies" published on the Official Gazette dated 29 August 2012 and numbered 28396.
2023 Financial Statements of the Company, Board of Directors' and Independent Auditors' Reports, and General Assembly Information Document will be available at least twenty-one days before the date of the meeting on the Electronic General Assembly System page of the Central Registry Agency's website, on the "Investor Relations" page of the Company's website http://www.teknosa.com , and will also be made available at the Company's head office at the above address.
Shareholders are respectfully requested to honor the meeting on the mentioned day and time.
CHAIRMAN OF THE BOARD OF DIRECTORS MAX ROGER SPEUR
Head Office: CarrefourSA Plaza, Cevizli Mahallesi Tugay Yolu Caddesi No:67 Blok: B 34846 Maltepe / İstanbul
Tel: 0216 468 36 36 Fax: 0216 467 42 84 Web: www.teknosa.com Mersis:0836014439357137
I hereby appoint .............................................................................., whose details are given 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 Meeting of Teknosa İç ve Dış Ticaret A.Ş.. that will convene on 19 April 2024, Friday at 13:30 at İstanbul, Beşiktaş, 4. Levent, Sabancı Center.
Name Surname / Trade Name:
National ID Number/ Tax ID Number, Trade Registry and Registration Number, and MERSİS Number: (*) Foreign shareholders must submit the equivalent information mentioned above.
The scope of the power of representation should be determined by selecting (a), (b), or (c) for sections 1 and 2 below.
| Order | Agenda Items | Accept | Reject | Dissenting |
|---|---|---|---|---|
| No | Opinion | |||
| 1 | Opening and formation of the Meeting Council. | |||
| 2 | Reading and discussion of the 2023 Annual Report of the Board of Directors. |
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| 3 | Reading the summary of the 2023 Auditor's Reports. | |||
| 4 | Reading, discussion, and approval of the 2023 Financial Statements. |
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| 5 | Submission for the approval of the General Assembly the members elected to serve temporarily for the memberships of the Board of Directors that became vacant during the fiscal year. |
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| 6 | Release of the members of the Board of Directors with regard to the activities in 2023. |
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| 7 | Determining of how the 2023 profit/loss will be used. | |||
| 8 | Election of the members of the Board of Directors and determination of their terms of office. |
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| 9 | Deciding on the remuneration of the members of the Board of Directors. |
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| 10 | Election of the Auditor. | |||
| 11 | Submitting the amendment to the Dividend Distribution Policy for the approval of the General Assembly. |
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| 12 | Discussing and approving the authorization of the Board of Directors to distribute advance dividends for the fiscal year 2024. |
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| 13 | Informing the General Assembly regarding the donations and grants made by the Company in 2023. |
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| 14 | Determination of the upper limit for donations to be made by the Company in 2024. |
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| 15 | Granting permission to the Chairman and the Members of the Board of Directors to perform the transactions under the Articles 395 and 396 of the Turkish Commercial Code. |
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| 16 | Petitions and Requests. |
(*) All items in the General Assembly Agenda should be listed. If the minority has a different draft decision, the opinion for this draft decision should also be indicated in the proxy form.
SPECIAL INSTRUCTIONS: Any special instruction to be given by the shareholder to the proxy shall be stated herein.
(*) Such information is not required for dematerialized shares.
(**) For dematerialized shares, information related to the class will be given instead of number.
National ID Number/ Tax ID Number, Trade Registry and Registration Number, and MERSİS Number:
Address: ..............................................................................................................................
.......................................................................................................................................... (*)Foreign shareholders should submit the equivalent information mentioned above.
SIGNATURE
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