Pre-Annual General Meeting Information • May 28, 2025
Pre-Annual General Meeting Information
Open in ViewerOpens in native device viewer
Our company's 2024 Ordinary General Assembly Meeting will be held on Tuesday, May 27, 2025, at 10:30 at the Beytepe Hall of Akrones Thermal Hotel, located at Dörtyol Mah. Turgut Özal Cad. No:38, Merkez, Afyonkarahisar, to discuss and resolve the agenda items listed below.
Our shareholders may attend the 2024 Annual Ordinary General Meeting personally or via electronic media, and they may also appoint representatives to attend the meeting. Shareholders who wish to attend the General Meeting physically, are required to present their ID which is registered in the Central Registry Agency A.Ş. (MKK)'s "shareholders list" to exercise their shareholder rights at the Meeting. Attendance to General Assembly electronically is possible with secure electronic signatures of shareholders or their representatives. Therefore, shareholders are required to register to Central Registry Agency A.Ş. (MKK) and e-MKK Information Portal and record their contact details and to possess secure e-signatures. Shareholders or their representatives who are not registered at e-MKK Information Portal or who do not possess secure electronic signatures will not be able to attend the General Assembly Meeting electronically via Electronic General Assembly System (e-GKS). Detailed information on participation in the General Assembly via electronic means can be found on the Central Registry Agency A.Ş. (MKK)'s web site (www.mkk.com.tr).
Furthermore, shareholders or their representatives who wish to attend the meeting electronically must fulfill their obligations in accordance with the provisions of the "Regulation on General Assemblies of Joint Stock Companies to Be Held in Electronic Environment" published in the Official Gazette dated August 28, 2012 and numbered 28395, and the "Communiqué on the Electronic General Assembly System to Be Used in General Assemblies of Joint Stock Companies" published in the Official Gazette dated August 29, 2012 and numbered 28396.
Shareholders who will not be able to attend the meeting in person, either physically or electronically, must prepare their proxy statements in accordance with the attached sample and the provisions set forth in the "Communiqué on Proxy Voting and Proxy Collection by Call" (Communiqué II-30-1 of Capital Markets Board) published in the Official Gazette dated December 24, 2013 and numbered 28862. The proxy form must either bear a notarized signature or be accompanied by a notarized statement of signature executed in the presence of a notary public, as specified in the proxy form.A sample proxy form can be obtained from the Company Headquarters, the company's website at https://www.marblesystemstureks.com.tr, or as an annex to the announcement published on the Public Disclosure Platform (KAP) at www.kap.org.tr. Proxies appointed electronically via the Electronic General Assembly System are not required to submit a physical proxy form. Proxy forms that do not comply with the mandatory format specified in the aforementioned Communiqué and attached sample will not be accepted.
Shareholders who will attend the Ordinary General Assembly electronically via the Electronic General Assembly System may obtain the necessary information regarding electronic participation from the Central Registry Agency and its website at www.mkk.com.tr.
The Financial Statements for the fiscal period 01.01.2024 – 31.12.2024, the Annual Report of the Board of Directors, and the Independent Auditor's Report will be made available for our shareholders' review within the legal timeframe on the Public Disclosure Platform (www.kap.org.tr), the website of the Central Registry Agency (e-GKS page), and our company website at www.marblesystemstureks.com.tr.
We respectfully invite our esteemed shareholders to attend the meeting on the date, time, and at the location stated above.
Annex: 1- 2024 Annual General Meeting Agenda 2- Power of Attorney Sample
1.Opening and formation of Meeting Chairmanship,
2.Granting authorization to the Meeting Chairmanship to sign the minutes of the General Assembly meeting,
3. Reading and discussion of the Annual Report of the Board of Directors for the fiscal year 2024,
4. Reading of the summary of the Independent Auditors Report's for the fiscal year 2024,
5. Reading, discussion, and approval of the Financial Statements for the fiscal year 2024,
6. Release of the Members of the Board of Directors individually for their activities and transactions in 2024,
7. Discussion and approval on the proposal of the Board of Directors regarding profit distribution for the year 2024,
8. Approval of the amendment of Article 3 titled "Business Purpose" of the Company's Articles of Association,
9. Discussion and determination regarding the remuneration of the Members of the Board of Directors for the year 2025,
10. Approval of the Independent Audit Firm proposed by the Board of Directors in accordance with the Turkish Commercial Code, Capital Markets Board, and Public Oversight Accounting and Auditing Standards Authority regulations,
11. Informing shareholders about donations and aids made in 2024 and discussion and resolution regarding the limit of donations and aids to be made in 2025,
12. Discussion and resolution on granting permission to the Members of the Board of Directors to carry out transactions as per Articles 395 and 396 of the Turkish Commercial Code,
13. Informing shareholders, in accordance with Article 12, paragraph 4 of the Capital Markets Board's Communiqué on Corporate Governance (II-17.1), about guarantees, pledges, mortgages, and sureties given in favor of third parties and the income or benefits obtained therefrom
14. Informing the Shareholders regarding transactions the Company performed with related parties withing the fiscal year 2024 in accordance with the regulations of the Capital Markets Board, 15. Wishes and opinions.
I, the undersigned, hereby appoint, empower and delegate ___________________________, as identified in details hereinbelow, as my proxy holder fully authorized to represent me, and vote and make proposals and sign the required documents on my behalf, in accordance with my opinions cited below, in the 2024 Annual Ordinary General Meeting of the shareholders of Tureks Turunç Madencilik Ve Dış Ticaret A.Ş. to be held on Tuesday, May 27, 2025, at 10:30 at the Beytepe Hall of Akrones Thermal Hotel, located at Dörtyol Mah. Turgut Özal Cad. No:38, Merkez, Afyonkarahisar, to discuss and resolve the agenda items listed below.
| Proxy Holder's (*) | ||
|---|---|---|
| Name & Surname / Title | : | |
| TR Identity No. / Tax Identity No. | : | |
| Trade Registry and Number (If it is a legal person) | : | |
| MERSİS No. : Signature | : |
(*) For foreign proxy holders, the equivalents, if any, of such information should be provided
Scope of the power of representation should be determined by choosing one of the options (a), (b) and (c) for the sections 1 and 2 hereinbelow.
a) Proxy holder is authorized to vote in line with his/her own opinions
b) Proxy holder is authorized to vote in line with proposals of the corporation management
c) Proxy holder is authorized to vote in line with the instructions given in the following table.
Instructions: If the shareholder chooses the option (c), instructions on the relevant agenda topic are given by marking one of the options (acceptance or rejection) shown beside the relevant agenda topic and if the 'rejection' option is chosen, by stating the dissention requested to be included in the minutes of the general assembly meeting.
| Meeting Agenda | Accep | Reject | Dissenting Opinion |
|---|---|---|---|
| 1. Opening and formation of Meeting Chairmanship, |
|||
| 2. Granting authorization to the Meeting Chairmanship to sign the minutes of the General Assembly meeting, |
|||
| 3. Reading and discussion of the Annual Report of the Board of Directors for the fiscal year 2024, |
|||
| 4. Reading of the summary of the Independent Auditors Report's for the fiscal year 2024, |
|||
| 5. Reading, discussion, and approval of the Financial Statements for the fiscal year 2024, |
|||
| 6. Release of the Members of the Board of Directors individually for their activities and transactions in 2024, |
|||
| 7. Discussion and approval on the proposal of the Board of Directors regarding profit distribution for the year 2024, |
| 8. Approval of the amendment of Article 3 titled "Business Purpose" of the Company's Articles of Association, |
||
|---|---|---|
| 9. Discussion and determination regarding the remuneration of the Members of the Board of Directors for the year 2025, |
||
| 10. Approval of the Independent Audit Firm proposed by the Board of Directors in accordance with the Turkish Commercial Code, Capital Markets Board, and Public Oversight Accounting and Auditing Standards Authority regulations, |
||
| 11. Informing shareholders about donations and aids made in 2024 and discussion and resolution regarding the limit of donations and aids to be made in 2025, |
||
| 12. Discussion and resolution on granting permission to the Members of the Board of Directors to carry out transactions as per Articles 395 and 396 of the Turkish Commercial Code, |
||
| 13. Informing shareholders, in accordance with Article 12, paragraph 4 of the Capital Markets Board's Communiqué on Corporate Governance (II 17.1), about guarantees, pledges, mortgages, and sureties given in favor of third parties and the income or benefits obtained therefrom |
||
| 14. Informing the Shareholders regarding transactions the Company performed with related parties withing the fiscal year 2024 in accordance with the regulations of the Capital Markets Board, |
||
| 15. Wishes and opinions. |
(*) The items included in the General Assembly agenda are listed separately. If the minority has a separate draft resolution, this is specified separately to ensure voting by proxy.
Special instruction on the other issues that may arise during the General Assembly meeting and especially on the execution of the minority rights:
a) The proxy is authorized to vote as per their opinions.
b) The proxy is not authorized to represent in these issues.
c) The proxy is authorized to vote in accordance with the following special instructions.
The special instructions to be given to the proxy by the shareholder, if any, are stated here.
B) The shareholder chooses one of the following options to specify the shares to be represented by the Proxy
a) Issue and series *:
b) Number /Group**:
c) Number of shares-Nominal value:
d) Whether the vote is privileged:
e) Whether they are bearer or registered shares:*
f) Their ratio to the total number of shares/voting rights held by the shareholder:
* This information is not required for shares monitored from the registry.
** For shares monitored from the registry, information on the group, if any, shall be given rather than number.
NAME SURNAME or TITLE OF THE SHAREHOLDER(*):
Republic of Turkey ID No/Tax No:
Trade Registry and Number and MERSIS number:
Address:
(*) For shareholders of foreign nationality, the equivalent of the listed information, if any, must be submitted.
Signature:
This statement has been translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.