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Pursuant to Article 10 titled "Common and Continuous Transactions" of the Capital Markets Board's Communiqué on Corporate Governance numbered II-17.1, at the beginning of each fiscal year, the Continuous Related Party Transactions foreseen to be realized for the relevant fiscal year are subject to the approval of the Board of Directors, and the summary of the content of the said Board of Directors' resolution, which does not bear the characteristics of a trade secret, must be disclosed to the public.
Furthermore, in addition to the Board of Directors' resolution, if it is foreseen that the amount of widespread and continuous transactions between the Company and its related parties in an accounting period will reach 10% or more of the ratio of the cost of sales in the last annual financial statements for purchase transactions and 10% or more of the ratio of the revenue amount in the last annual financial statements for sales transactions, a report should be prepared regarding the terms of the transactions and their comparison with market conditions and the conclusion part of the relevant report should be disclosed to the public.
Accordingly, our Board of Directors has decided on the following issues with its decision dated 05.04.2024 and numbered 2024/12:
Both from ongoing transactions and from widespread and continuous related party transactions that will take place after the date of this board decision;
In the event that it is foreseen that it will reach a ratio of more than 10%, in addition to the resolution of the board of directors, to prepare a report on the terms of the transactions and their comparison with the market conditions and to disclose the conclusion part of this report on PDP, In this context, since it is foreseen that the ratio of the widespread and continuous sales transactions between our Company and Meditera Medical LTD. to the revenue generated according to our last annual financial statements disclosed to the public will reach a ratio of more than 10%, it has been unanimously resolved to accept the report prepared regarding the terms of the transactions and comparison with the market conditions regarding the related party transactions and to disclose the conclusion part of the report on PDP. The conclusion part of the report prepared by our Board of Directors is stated belo Pursuant to Article 10 titled "Common and Continuous Transactions" of the Corporate Governance Communiqué numbered (II-17.1) published in the Official Gazette dated 03.01.2014 by the Capital Markets Board, within the scope of our Company's consolidated financial planning (budget) for the year 2024, the amount of common and continuous transactions between our Company and its subsidiaries and related parties within the accounting period of 2024 a) For purchase transactions, the ratio to the cost of sales according to the last annual financial statements disclosed to the public; and b) The ratio of the sales transactions to the revenue amount according to the last annual financial statements disclosed to the public, In this report prepared due to the fact that it is foreseen that it will reach a rate of more than 10%, the conditions, price determination method and the reasons for determining this method were explained in the transactions regarding the sale of export sales made between our Company and Meditera Medical LTD. in the accounting period of 2024, and it was concluded that the profit margn applied was determined at a reasonable level in line with the previous years and that the transactions in question were in accordance with market conditions and at arm's length. In this sense, our asset and service purchase-sale and liability transfer transactions with related parties and subsidiaries will continue in the coming years within the framework of the arm's length principle, provided that the healthy sustainability of our Company's activities is taken as a basis. Respectfully Announced to the Public. |
We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.