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General Assembly Invitation
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Agenda Items
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1 - Opening, the election of the Presidential Board
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2 - Authorization of the Chair of the Meeting for signing of the Minutes of the General Assembly Meeting
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3 - Reading the Annual Report for the year 2024 prepared by the Company's Board of Directors and its conclusion
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4 - Discussion and approval of the Annual Report for 2024 prepared by the Company's Board of Directors
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5 - Reading the Summary of the Independent Audit Report for the fiscal year 2024
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6 - Accepting the Financial Statements for the fiscal year 2024 as read and reading the conclusion
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7 - Discussion and approval of the Financial Statements for the fiscal year 2024
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8 - Separately acquitting the members of the Board of Directors for the activities of the Company for the year 2024
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9 - In accordance with the Board of Directors' resolution dated April 18, 2025 and numbered 2025/5 and the attached Profit Distribution Table, submission of the Board of Directors' proposal not to distribute profit to the approval of the General Assembly
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10 - Determination of monthly salaries of the members of the Board of Directors
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11 - Pursuant to the decision of the Board of Directors dated 27.01.2025 and numbered 2025/1, in accordance with the Turkish Commercial Code ("TCC") and Capital Markets Board ("CMB") regulations, to submit the issue of determining the valuation company to receive valuation services for the hotels in the Company portfolio as Smart Kurumsal Gayrimenkul Değerleme ve Danışmanlık A.Ş. to the approval of the General Assembly
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12 - Pursuant to the resolution of the Board of Directors dated 27.01.2025 and numbered 2025/1 in line with the regulations of the Turkish Commercial Code and the Capital Markets Board, determination of the appraisal companies Smart Kurumsal Gayrimenkul Değerleme ve Danışmanlık A.Ş. and Epos Gayrimenkul Danışmanlık ve Değerleme A.Ş. as the appraisal companies that will provide appraisal services for the assets that may be included in the Company's portfolio in 2025 and that require appraisal, to be submitted to the approval of the General Assembly
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13 - Pursuant to paragraph 4 of Article 35 of the Communiqué on Principles Regarding Real Estate Investment Trusts numbered III-48.1, Akfen Bafra Gayrimenkul Ticareti ve İnşaat A.Ş., a 100% subsidiary of our Company established for special purposes. which is a 100% subsidiary of Akfen Bafra Gayrimenkul Ticareti ve İnşaat A.Ş., established for special purposes, directly or indirectly through special purpose companies in which the Company owns 100% of the shares, and which may be included in the Company's portfolio in the United States of America directly or indirectly through special purpose companies within the year 2025, the issue of obtaining appraisal services from Moody Williams Appraisal Group, LLC, which provides appraisal services through appraisers authorized by the State of Florida for real estate appraisal, for each asset that needs to be appraised
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14 - Submitting the matter of determining DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. as the independent audit firm for the year 2025 in line with the TCC and CMB regulations to the approval of the General Assembly
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15 - Informing the shareholders about the donations made by the Company in 2024, setting an upper limit for donations to be made in 2025, and submitting the proposed upper limit to vote
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16 - Informing the Shareholders about the guarantees, pledges, mortgages and sureties given in favor of third parties and the income or benefits obtained in 2024 in accordance with the CMB regulations
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17 - Informing the shareholders about the transactions made with Related Parties in 2024 within the framework of the Corporate Governance Communiqué in accordance with the CMB regulation
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18 - Informing the shareholders about the transactions carried out within the scope of the share buy-back program initiated within the scope of our Company's Board of Directors' Resolution dated March 25, 2025 and numbered 2025/3, which was taken within the framework of the CMB Resolution i-SPK.22.9 (dated March 19, 2025 and numbered 16/531 p.k.) and Resolution dated March 23, 2025 and numbered 18/574 and the provisions of the Communiqué on Buy-Back Shares numbered II-22.1
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19 - Pursuant to paragraph 5 of Article 40 of the CMB's Communiqué on Principles Regarding Real Estate Investment Trusts numbered III-48.1 ("Communiqué"), informing the shareholders about the transactions made regarding the investments within the scope of Article 28 of the Communiqué
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20 - Akfen Bafra Gayrimenkul Ticareti ve İnşaat A.Ş., a 100% subsidiary of our Company, for the purpose of investing indirectly 43% of the shares of EOA AT FOUNTAINS LLC, which owns 70% of the shares of EOA FOUNTAINS, LLC, which owns the immovable property known as "Fountains East", at a price of USD 4,686,932.45. and that the Valuation Report appraised a value of USD 8,840,000 for the said immovable property, and that in this context, the amount of capital advance decided to be sent to Akfen Bafra was determined according to the priority sharing principles within the scope of developing a real estate project on the immovable property
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21 - Authorization of the controlling shareholders, members of the Board of Directors, senior executives and their spouses and relatives by blood or marriage up to second degree within the framework of Articles 395 and 396 of the Turkish Commercial Code and informing the shareholders about the transactions carried out within this scope in 2024 in accordance with the CMB Corporate Governance Communiqué
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22 - Wishes and opinions, closure
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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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General Assembly Registry
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Additional Explanations
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The matters subject to registration among the resolutions adopted at the Ordinary General Assembly Meeting of Shareholders for the year 2024 held on 13.05.2025 were registered by the Istanbul Trade Registry Office on May 22, 2025.
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