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Additional Explanations
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Our Board of Directors has decided that,
1-In order to simplify shareholding structure and reduce operational costs, our 100% owned inactive subsidiary Anadolu Termik Santralleri Elektrik Üretim A.Ş., will be merged with our company through facilitated merger method, in accordance with the Turkish Commercial Code No. 6102, item 155/1-a and other items related with mergers, Corporate Tax Law No. 5520 articles 19 and 20, article 23 of Capital Markets Law and related other provisions, Capital Markets Board's Communique on Merger and Demergers numbered II-23.2 and other communiques, resolutions and other related legislative provisions, 2-The merger to be executed in accordance with the regulations of "Facilitated Merger in Capital Stock Companies" and to benefit from the easiness of legislation of facilitated merger, and in this context complete merger without the obligation of preparing merger report, independent audit report, expert opinion, and approval of merger agreement in general assembly, 3-The merger to be completed based on September 2018-end financials, 4-No capital increase to be made due the merger, 5-Announcement document, merger agreement and other necessary information related with the completion of merger to be prepared as well as legal transactions, permissions and approvals from authorities to be acquired.
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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.