ÜLKER BİSKÜVİ SANAYİ A.Ş.

Pre-Annual General Meeting Information • Nov 22, 2024

Summary Info	EXTRAORDINARY GENERAL ASSEMBLY
Update Notification Flag	No
Correction Notification Flag	Yes
Postponed Notification Flag	No
Reason of Correction	.

General Assembly Invitation

General Assembly Type	Extraordinary
Decision Date	22.11.2024
General Assembly Date	24.12.2024
General Assembly Time	14:00
Record Date (Deadline For Participation In The General Assembly)	23.12.2024
Country	Turkey
City	İSTANBUL
District	ÜSKÜDAR
Address	Kısıklı Mah. Ferah Cad. No:1 B.Çamlıca Üsküdar/İstanbul

Agenda Items

1 - Opening and Election of the Chairmanship of the Meeting

2 - Granting authority for the signing of the General Assembly Meeting Minutes by the Meeting Chairperson.

3 - With respect to the partial demerger process to be discussed under item 4 of the agenda, it is proposed to provide shareholders with information regarding the Examination Right Notice, the Demerger Report, the Demerger Agreement, the Report of the Certified Public Accountant, and the financial statements, in compliance with the provisions of the Turkish Commercial Code No. 6102.

4 - Under item 4 of the agenda, in relation to the partial demerger, it is proposed to inform the shareholders that the right of withdrawal does not apply, in accordance with the Capital Markets Board's Communiqué No. II-23.3 titled 'Principles Governing Significant Transactions and the Right of Withdrawal

5 - Subject to the approval of the Announcement Text by the Capital Markets Board, and in compliance with the provisions of the Turkish Commercial Code, the Corporate Tax Law, the Capital Markets Law, and other relevant regulations, it is proposed that a portion of the foreign subsidiaries of our company, Ülker Bisküvi Sanayi A.Ş., be transferred to Taygeta Gıda Üretim ve Pazarlama A.Ş., in a manner that does not disrupt the integrity of the business. This transfer will take place through a demerger model based on a simplified procedure, with Taygeta Gıda Üretim ve Pazarlama A.Ş. wholly owned by our company. The Demerger Report and Demerger Agreement, dated 18/11 /2024, prepared in relation to this partial demerger, shall be read and approved, and the proposal of the Board of Directors regarding the partial demerger through the simplified procedure shall be discussed and approved.

6 - Closing

Corporate Actions Involved In Agenda

Demerger

General Assembly Invitation Documents

Appendix: 1	UB DAVET ILAN METNİ.pdf - Announcement Document
Appendix: 2	UB MEETING AGENDA INVITATION.pdf - Announcement Document