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General Assembly Invitation
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Agenda Items
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1 - Opening and election of the President,
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2 - Reading, discussing, and approving the Annual Report of 2023 prepared by the Company's Board of Directors,
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3 - Reading the summary of the Independent Audit Report related to the accounting year of 2023,
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4 - Reading, discussing, and approving the Financial Statements related to the accounting period of the year 2023,
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5 - Acquitting the members of the Board of Directors due to the activities of the company for the year 2023,
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6 - Acceptance, acceptance by making changes or rejection of the Board of Directors' proposal with respect to the distribution of the profit for the year 2023 prepared in line with the company's dividend policy and date of such profit distribution,
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7 - Determining the number of members of the Board of Directors and their terms of office, electing the members of the Board of Directors according to the determined number of members, electing the Independent Board Members,
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8 - Informing the shareholders and approving both the "Remuneration Policy" and the payments made according to this policy to the Members of the Board of Directors and Senior Managers due to the Corporate Governance Principles.
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9 - Determining the of annual gross remunerations of Board of Directors' members,
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10 - Approval of the selection of the Independent Auditing Company proposed by the Board of Director in connection with the provisions of Turkish Commercial Code and Capital Markets Board,
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11 - Informing the shareholders about the donations made by the Company in 2023 within the scope of the Company's Donation and Sponsorship Policy and determining an upper limit for donations to be made in 2024,
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12 - Obtaining information to the shareholders about the guarantee, pledge, mortgage, and bails given in 2023 infavor of third parties by the company and its subsidiaries within the context of Capital Markets Board regulation,
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13 - Granting of permission to shareholders having managerial control, shareholder board members, top managers, and up to the second-degree blood or affinity relatives in accordance with articles 395 and 396 of Turkish Commercial Code, Capital Markets Board legislation and obtaining information to the shareholders concerning the transactions done in the year 2023 in line with Corporate Governance Principles,
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14 - Obtaining information to the shareholders about the Company's sustainability strategy announced in 2022 and the activities carried out in line with the sustainability targets announced in 2023 within the scope of transition to a low carbon economy,
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15 - Wishes.
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Corporate Actions Involved In Agenda
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General Assembly Results
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Decisions Regarding Corporate Actions
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Additional Explanations
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Türk Traktör ve Ziraat Makineleri A.Ş.'s Ordinary General Assembly Meeting was held today at 13:00.
The major resolutions taken at the meeting are as follows:
- Financial statements and the annual report for 2023 were approved.
- Release of the members of the Board of Directors separately for the activities of the company for the year 2023 was approved.
- The Board of Directors' profit distribution proposal for the year 2023 and date of the distribution were approved.
- The total number of members of the Board of Directors is determined as 12, together with 2 independent members. It is resolved to elect Mr. Levent Çakıroğlu, Mr. Haydar Yenigün, Mr. Osman Turgay Durak, Mr. İbrahim Aykut Özüner, Mr. Özgür Burak Akkol, Mr. Carlo Alberto Sisto, Mr. Derek James Neilson, Mr. Matthieu Jean-Marie Bernard Séjourné, Mr. Marco Votta and Ms. Luisa Fenoglio as members of the Board of Directors; and Ms. Mine Yıldız Günay and Ms. Nilüfer Günhan as independent members of Board of Directors in order to serve until the Ordinary General Assembly which shall convene for the purpose of examining 2024 accounts.
- The "Remuneration Policy" and the payments made to the members of the Board of Directors and the senior executives within the scope of this policy were approved.
- Annual gross remuneration to be paid to the members of the Board of Directors was determined.
- Güney Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. was elected as the independent auditor for the review of 2024 financial reports.
- An upper limit for donations to be made in 2024 was approved.
Attached are the signed copies of minutes of the meeting and the list of attendants available in Turkish.
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.
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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.