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General Assembly Invitation
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Agenda Items
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1 - Opening and Determination of the Chairman of General Assembly
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2 - Reading, Discussing and Resolving on the 2024 Annual Report of the Board of Directors
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3 - Reading the summary of the independent audit report for the 2024 accounting period
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4 - Reading, Discussing and Resolving on the Financial Statements prepared in accordance with the regulations of the Capital Markets Board of 2024
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5 - Resolution on the amendments to Article 6 of the Company's Articles of Association titled "Authorized Capital", provided that the necessary approvals have been obtained from the Capital Markets Board and the Ministry of Trade
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6 - Release of the Members of the Board of Directors separately for the 2024 operating year
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7 - Reading, discussing and submitting the proposal of the Board of Directors regarding not making profit distribution for the 2024 accounting period
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8 - Within the framework of the Capital Markets Board legislation; giving information about the donations made by the company in 2024
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9 - Within the framework of the Capital Markets Board legislation; determining the upper limit for donations to be made in 2025
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10 - Election for a total of 2 board memberships, including one vacant board membership and one independent board membership whose independence qualification has expired, and determination of the term of office by taking into consideration the term of office of other members of the Board of Directors,
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11 - Determination of the monthly gross wages of the Members of the Board of Directors and Independent Board Members
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12 - In accordance with the Turkish Commercial Code No. 6102 and the Capital Markets Law No. 6362 and the secondary legislation and other relevant regulations in force in this context, the Independent Audit Firm elected by the Board of Directors for a period of one year and its term of office submitted to the approval of the General Assembly
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13 - Submission of the Sustainability Auditor for the approval of the General Assembly in accordance with the Board Decision on the "Scope of Application of the Turkish Sustainability Reporting Standards (TSRS)" within the framework of the provisions of the Turkish Commercial Code No. 6102 and the Decree Law No. 660 on the Organization and Duties of the Public Oversight, Accounting and Auditing Standards Authority
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14 - Pursuant to Articles 395 and 396 of the Turkish Commercial Code, the Company and the members of the Board of Directors are allowed to do business on behalf of themselves or someone else, to carry out a commercial business type transaction within the scope of our Company's business for their own account or to a company that engages in the same type of commercial business as our Company. decision to allow them to become partners
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15 - Informing the shareholders about the transactions within the scope of the principle no. 1.3.6 of the Capital Markets Board II-17.1 Corporate Governance Communiqué
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16 - Informing the partners about the guarantees, pledges, mortgages and the income and benefits obtained by the Company in 2024 in favor of third parties
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17 - Wishes and Closing
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Corporate Actions Involved In Agenda
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Additional Explanations
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Regarding the Ordinary General Assembly for the year 2024 of Karsan Otomotiv Sanayii ve Ticaret A.Ş. to be held on Tuesday, August 12, 2025 at 10:00; General Assembly Information Document, which includes the General Assembly Call and the necessary explanations for compliance with the CMB regulations and Corporate Governance Principles, is attached; and it can also be accessed from the company website ( www.karsan.com.tr ). I At the Company's Board of Directors meeting held on July 8, 2025, it was decided to nominate Mr. Nezih OLCAY, Mr. M ü fit ATASEVEN, who are still serving on the Independent Board, and Mr. H ü seyin Kaan Ö ZKAN, who was proposed as an Independent Board Member candidate, to be presented to the shareholders' departments at the Ordinary General Assembly meeting to be held on August 12, 2025. The resumes of the Independent Board Member candidates are available for our information in the General Assembly Information Document. It is presented for the information of the public and our investors. Yours faithfully, The English translation of this disclosure is provided and in case of any discrepancy between the Turkish and the English versions of this disclosure, the Turkish version shall prevail. |