Summary Info
Registration of Extraordinary General Assembly
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No
General Assembly Invitation
General Assembly Type
Extraordinary
Decision Date
28.11.2024
General Assembly Date
29.12.2024
General Assembly Time
12:00
Record Date (Deadline For Participation In The General Assembly)
28.12.2024
Country
Turkey
City
İSTANBUL
District
ÜSKÜDAR
Address
Kısıklı Mah. Ferah Cad. No:1 B.Çamlıca Üsküdar/İstanbul
Agenda Items
1 - Opening and Election of the Chairmanship of the Meeting
2 - Granting authority for the signing of the General Assembly Meeting Minutes by the Meeting Chairperson.
3 - With respect to the partial demerger process to be discussed under item 4 of the agenda, it is proposed to provide shareholders with information regarding the Examination Right Notice, the Demerger Report, the Demerger Agreement, the Report of the Certified Public Accountant, and the financial statements, in compliance with the provisions of the Turkish Commercial Code No. 6102.
4 - Under item 4 of the agenda, in relation to the partial demerger, it is proposed to inform the shareholders that the right of withdrawal does not apply, in accordance with the Capital Markets Board's Communiqué No. II-23.3 titled 'Principles Governing Significant Transactions and the Right of Withdrawal
5 - Subject to the approval of the Announcement Text by the Capital Markets Board, and in compliance with the provisions of the Turkish Commercial Code, the Corporate Tax Law, the Capital Markets Law, and other relevant regulations, it is proposed that a portion of the foreign subsidiaries of our company, Ülker Bisküvi Sanayi A.Ş., be transferred to Taygeta Gıda Üretim ve Pazarlama A.Ş., in a manner that does not disrupt the integrity of the business. This transfer will take place through a demerger model based on a simplified procedure, with Taygeta Gıda Üretim ve Pazarlama A.Ş. wholly owned by our company. The Demerger Report and Demerger Agreement, dated 18/11 /2024, prepared in relation to this partial demerger, shall be read and approved, and the proposal of the Board of Directors regarding the partial demerger through the simplified procedure shall be discussed and approved.
6 - Closing
Corporate Actions Involved In Agenda
Demerger
General Assembly Results
Was The General Assembly Meeting Executed?
Yes
General Assembly Results

The extraordinary general assembly meeting of our company was held on 29.12.2024, and the minutes of the meeting and the list of attendees are attached



Decisions Regarding Corporate Actions
Demerger
Accepted
General Assembly Registry
Were The Minutes Registered?
Yes
Date of Registry
13.01.2025
General Assembly Result Documents
Appendix: 1
Ülker Büsküvi- Tutanak.pdf - Minute
Appendix: 2
Ülker Büsküvi- Meeting Minutes.pdf - Minute
Appendix: 3
Hazirun.pdf - List of Attendants
Appendix: 4
List of the Attendees.pdf - List of Attendants
Additional Explanations

The registration of extraordinary general assembly meeting of our company has been completed.