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General Assembly Invitation
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Agenda Items
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1 - Opening and forming of the meeting chairmanship.
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2 - Authorizing the meeting chairman to sign the minutes of general meeting.
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3 - Reading, negotiation and approval of the Activity Report of the Board of Directors for year 2016.
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4 - Reading, negotiation and approval of the Independent Audit Report.
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5 - Reading, negotiation and approval of the financial statements.
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6 - Submitting to the General Board's approval of the the issue of appointment as natural person members of the Board of Directors of Mr. Zeki Şen and Mr. Mahmut Kaya to fulfill the balance tenure as members of the Board of Directors remaining from Mr. Ekrem Nevzat Öztangut, Member and Vice President of Board of Directors, and Mr. Hasan Hüsnü Güzelöz, Member of Board of Directors, as a result of their resignment on 16/05/2016, in due conformity with article 363 of the Turkish Commercial Code.
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7 - Negotiating and concluding of discharge of members of the Board of Directors.
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8 - Negotiating and concluding of the proposal by Board of Directors regarding; (a) Distribution of cash dividend of 1.500.000-TL to allottees out of the net distributable profit of 1.729.767,55-TL after deducting the legal contingency reserves and taxes, funds, fiscal payments, and previous year's losses, if any, from the period income of 1.862.691,12-TL in the income table for the accounting period between 01.01.2016 and 31.12.2016 on condition of gaining from exceptional sources, (b) Distribution of the dividend of 50.000-TL to members of the Board of Directors within the framework of the Capital Markets Board's Corporate Governance Communiqué (II-17.1) regulations, (c) Transferring to contingency reserves the amount remaining after distribution of cash dividend to allottees, (d) Negotiating and concluding the Board of Director's proposal regarding authorizing the Board of Directors on timing of distribution of dividend.
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9 - Presenting information to the General Board about the persons nominated to the membership of the Board of Directors in accordance with the Corporate Governance Principles Communiqué (II-17.1) ANNEX-1 article 1.3.1/c.
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10 - Election of new members of the Board of Directors.
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11 - Determining attendance fee of members of the Board of Directors.
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12 - Approving the fee for KPMG – Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. appointed as independent auditing company by Board of Directors for the accounting year 2017.
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13 - Presenting information to the General Board about deposits, pledges and liens given in favor of third persons.
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14 - In relation with donations and aids, informing the allottees about donations and aids granted within year at general meeting and limiting the donations to be made in 2017 with 5.000.-TL if required to do so.
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15 - Submitting to the General Board's approval such items as the participation by allottees having the management control, members of the board of directors, managers with administrative title and their spouses and blood relatives and relatives by marriage up to the second degree in an important transaction which could result in conflict of interest with the company or affiliate companies and/or a transaction in the nature of business transaction covered under the field of operation of the company or affiliate companies on their or others' behalf or taking part in another partnership involved in another company carrying out the same type of business transactions as partners with unlimited liability in accordance with article 1.3.6. of the Capital Markets Board's Corporate Governance Communiqué (II-17.1) and articles 395 and 396 of the Turkish Commercial Code.
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16 - Regards and Winding Up.
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Corporate Actions Involved In Agenda
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Additional Explanations
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At the Garanti Yatırım Ortaklığı Anonim Şirketi Board of Directors Meeting dated 28/02/2017, numbered 2017-02, it was unanimously decided; 1. to submit to approval of the General Meeting the proposal regarding; (a) Distribution of cash dividend of 1.500.000-TL to allottees out of the net distributable profit of 1.729.767,55-TL after deducting the legal contingency reserves and taxes, funds, fiscal payments, and previous year's losses, if any, from the period income of 1.862.691,12-TL in the income table for the accounting period between 01.01.2016 and 31.12.2016 on condition of gaining from exceptional sources, (b) Distribution of the dividend of 50.000-TL to members of the Board of Directors within the framework of the Capital Markets Board's Corporate Governance Communiqué (II-17.1) regulations, (c) Transferring to contingency reserves the amount remaining after distribution of cash dividend to allottees, (d) Authorizing the Board of Directors on timing of the distribution of dividend; 2. to limit the donations to be made in 2017 with 5.000.-TL if required to do so, and to submit this matter to the approval of the General Meeting; 3. to hold the Ordinary General Meeting on 30 March 2017 at 11.00'de at the Grand Hyatt İstanbul Hotel, Taşkışla Caddesi, No:1, Taksim –İstanbul in order to review the activities in 2016 and discuss and conclude the agenda below.
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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.