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TÜRKİYE SİGORTA A.Ş. — Proxy Solicitation & Information Statement 2026
Mar 13, 2026
5971_rns_2026-03-13_3652884f-771c-4758-9f0c-2fe11bc82544.pdf
Proxy Solicitation & Information Statement
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Invitation Announcement from the Board of Directors regarding the Ordinary General Assembly Meeting
Ordinary General Assembly Meeting will be held on April 9, 2026 at 10.00, at Levent Mahallesi, Çayırçimen Sokagı No:7 34330 BEŞİKTAŞ / İSTANBUL
We kindly request our esteemed shareholders to attend the Ordinary General Assembly Meeting of our Company either physically or electronically, by themselves or their representatives.
Individual shareholders must submit their identity documents to the General Assembly Meeting; Legal entity shareholders are required to submit their authorization documents along with the identity documents of the persons authorized to represent and bind the legal entity. Representatives of real or legal persons attending the meeting in physical environment can also attend the meeting by presenting their representation documents and signing the list of those present.
In accordance with Article 1527 of the Turkish Commercial Code No. 6102, shareholders may participate in the General Assembly in person or electronically and cast their votes. Shareholders wishing to participate electronically must complete their procedures in accordance with the provisions of the "Regulation on General Assemblies to be Held Electronically in Joint Stock Companies" and the "Communiqué on the Electronic General Assembly System to be Applied in General Assemblies of Joint Stock Companies". Otherwise, they will not be able to participate in the meeting electronically. Shareholders or their representatives wishing to participate in our Company's Ordinary General Assembly Meeting electronically will participate in the meeting via e-GKS (Electronic General Meeting System) and must have a secure electronic signature and register their contact information on the Central Registry Agency (MKK) e-Investor Information Portal. Shareholders or their representatives who do not have a secure electronic signature and are not registered on the e-Investor Information Portal will not be able to participate in the General Assembly electronically.
In the General Assembly Meeting, the voting of the agenda items will be used by open voting by show of hands, provided that the provisions for electronic voting are reserved.
Shareholders who are unable to attend the meeting physically or electronically, whether they are legal entities or individuals, may be represented by a proxy. The proxy is appointed electronically via the e-GKS system, and no separate power of attorney document is required. For physical participation, shareholders must prepare their proxies according to the form in Appendix 1 and submit them to our Company, either by having them notarized or by attaching a notarized signature circular to their power of attorney, in accordance with the provisions of the Capital Markets Board's "Communiqué on Voting by Proxy and Collection of Proxies by Call (II-30.1)". A sample proxy form (Annex 1) can be obtained from our General Directorate or from the website www.turkiyesigorta.com.tr
Annual report, financial statements, independent auditor's report, dividend distribution, and the final version of our company's articles of association for the fiscal year 2025 will be available for shareholders' review at our Head Office for three weeks prior to the meeting date. This information is also accessible on our website at www.turkiyesigorta.com.tr
In accordance with the Capital Market Law, shareholders will not be notified by registered mail since the shares are traded on the stock exchange.
Regards,
TÜRKİYE SİGORTA A.Ş.
| Address | Büyükdere Cad. No:110 P.K. 34394 Esentepe-Şişli/İSTANBUL |
|---|---|
| Website | http://www.turkiyesigorta.com.tr/ |
| Telephone | 0 (850) 202 2020 |
| [email protected] |
Türkiye Sigorta A.Ş. 2025 Ordinary General Assembly Invitation Announcement | 1
Türkiye Sigorta A.Ş. 2025 Ordinary General Assembly Invitation Announcement | 2
TÜRKİYE SİGORTA A.Ş.’ AGENDA OF THE ORDINARY GENERAL ASSEMBLY MEETING DATED APRIL 9, 2026
- Opening and Establishment of the Meeting Chair,
- Review and discussion of the Board of Directors' Annual Report for the 2025 fiscal year,
- Review of the Independent Auditor's Report prepared by the Independent Auditing Firm for the 2025 fiscal year,
- Review, discussion and approval of the Financial Statements for the 2025 fiscal year,
- Review, discussion and approval of the sustainability reports compliant with Turkish Sustainability Reporting Standards (TSRS) for the years 2024 and 2025,
- Review, discussion and submission for approval of the Board of Directors' profit distribution proposal for the 2025 fiscal year,
- Release of the Board of Directors from liability for the activities of the 2025 fiscal year,
- Election of Board members and determination of their terms of office,
- Determination of the remuneration for the members of the Board of Directors,
- Authorizing the members of the Board of Directors to perform the transactions specified in Articles 395 and 396 of the Turkish Commercial Code,
- Appointment of the independent audit firm,
- Providing information regarding share buyback transactions,
- Informing the General Assembly about the donations and charitable contributions made in 2025,
- Discussion and approval of setting an upper limit for donations and charitable contributions until the next Ordinary General Assembly Meeting, which will discuss the Company's activities and accounts for the period between January 1, 2026, and December 31, 2026, and granting authority to the Board of Directors,
- Wishes and closing remarks
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ATTACHMENTS
Annex 1: TÜRKİYE SİGORTA A.Ş. PROXY FORM
PROXY FORM
TÜRKİYE SİGORTA A.Ş.
TÜRKİYE SİGORTA A.Ş. April 9, 2026, at 10.00 Levent Mahallesi, Çayır Çimen Sokağı No:7 34330 BEŞİKTAŞ / İSTANBUL be made at the Ordinary General Meeting to represent me in line with the views I expressed following the vote to give, to sign and documents required to propose I appoint ……………………………………………………………………………………, which is described in detail below, to be authorized.
Attorney's (*);
| Name Surname / Trade Name: | |
|---|---|
| TR Identity Number / Tax Number, Trade Registry and Number and MERISIS number: |
(*) For foreign attorneys, the aforementioned information, if any, must be presented in its equivalent.
A) SCOPE OF REPRESENTATION
The scope of representation power should be determined by choosing one of the options (a), (b) or (c) for the sections 1 and 2 given below.
1. About the Matters in the General Assembly Agenda;
a) The proxy is authorized to vote in line with her own opinion.
b) The proxy is authorized to vote in line with the suggestions of the partnership management.
c) The proxy is authorized to vote in line with the instructions given in the table below.
Instructions: In the event that option (c) is chosen by the shareholder, instructions specific to the agenda item are given by marking one of the options (acceptance or rejection) opposite the relevant General Assembly agenda item and, if the rejection option is selected, by stating the opposition annotation requested to be written in the minutes of the general assembly.
| Agenda Items (*) | Acceptance | Rejection | Dissenting Annotation |
|---|---|---|---|
| 1. Opening and Establishment of the Meeting Chair, | |||
| 2. Review and discussion of the Board of Directors' Annual Report for the 2025 fiscal year, | |||
| 3. Review of the Independent Auditor's Report prepared by the Independent Auditing Firm for the 2025 fiscal year, | |||
| 4. Review, discussion and approval of the Financial Statements for the 2025 fiscal year, | |||
| 5. Review, discussion and approval of the sustainability reports compliant with Turkish Sustainability Reporting Standards (TSRS) for the years 2024 and 2025, | |||
| 6. Review, discussion and submission for approval of the Board of Directors' profit distribution proposal for the 2025 fiscal year, | |||
| 7. Release of the Board of Directors from liability for the activities of the 2025 fiscal year, | |||
| 8. Election of Board members and determination of their terms of office, | |||
| 9. Determination of the remuneration for the members of the Board of Directors, | |||
| 10. Authorizing the members of the Board of Directors to perform the transactions specified in Articles 395 and 396 of the Turkish Commercial Code, |
Türkiye Sigorta A.Ş. 2025 Ordinary General Assembly Invitation Announcement | 4
| 11. Appointment of the independent audit firm, | |||
|---|---|---|---|
| 12. Providing information regarding share buyback transactions, | |||
| 13. Informing the General Assembly about the donations and charitable contributions made in 2025, | |||
| 14. Discussion and approval of setting an upper limit for donations and charitable contributions until the next Ordinary General Assembly Meeting, which will discuss the Company's activities and accounts for the period between January 1, 2026, and December 31, 2026, and granting authority to the Board of Directors, | |||
| 15. Wishes and closing remarks |
(*) The matters included in the agenda of the General Assembly are listed one by one. If the minority has a separate draft resolution, this is also indicated separately to ensure voting by proxy.
- Special instruction regarding other issues that may arise during the General Assembly meeting and especially the use of minority rights:
a) The proxy is authorized to vote in line with her own opinion.
b) The attorney is not authorized to represent in these matters.
c) The proxy is authorized to vote in line with the special instructions below.
SPECIAL INSTRUCTIONS; Special instructions, if any, to be given by the shareholder to the attorney are stated here.
B) The shareholder specifies the shares to be represented by the attorney by choosing one of the following options.
- I approve the representation of my shares, detailed below, by the proxy.
a) Order and series: *
b) Number / Group**
c) Number-Nominal Value:
d) Whether there is a privilege in voting:
e) Bearer stock or Registered Shares: *
f) The ratio of the total shares / voting rights owned by the shareholder
-
This information is not requested for the shares that are monitored dematerialized.
** For dematerialized shares, information about the group, if available, will be given instead of the number. -
I approve the representation of all of my shares in the list of shareholders who can attend the general meeting prepared by MKK one day before the day of the general assembly by the proxy.
| Name, surname or title of the shareholder* | |
|---|---|
| TR Identity Number/Tax Number, Trade Registry and Number and MERSIS Number | |
| Address |
(*) For foreign shareholders, the aforementioned information must be provided in the equivalent, if any.
SIGNATURE
(If the certificate of attorney is not notarized, the notarized signature circular of the person giving the power of attorney will be attached to the certificate of attorney.)