Summary Info
Vestel Elektronik Sanayi ve Ticaret AŞ's Annual General Meeting for the year 2019
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No
General Assembly Invitation
General Assembly Type
Annual
Begining of The Fiscal Period
01.01.2019
Ending Date Of The Fiscal Period
31.12.2019
Decision Date
03.06.2020
General Assembly Date
30.06.2020
General Assembly Time
10:00
Record Date (Deadline For Participation In The General Assembly)
29.06.2020
Country
Turkey
City
İSTANBUL
District
ŞİŞLİ
Address
Levent 199 Büyükdere Cad. No:199 34394 Şişli/İstanbul
Agenda Items
1 - Opening, the moment of silence and election of the Presidential Board
2 - Authorization of the Presidential Board for signing the minutes of the Annual General Meeting
3 - Reading and discussion of the Annual Report of the Board of Directors for the fiscal year 2019
4 - Reading the Summary Statement of the Independent Auditor's Report for the fiscal year 2019
5 - Reading, discussion and approval of the Consolidated Financial Statements for the fiscal year 2019
6 - Acquittal of each member of the Board of Directors in relation to the Company's activities and transactions in 2019
7 - Determination of the number and the term of office for the members of the Board of Directors and selection of the Board members including the Independent Directors
8 - Determination of the remuneration to be paid to the members of the Board of Directors for the year 2020
9 - Discussion and approval of the Board of Directors' proposal for no dividend distribution for the fiscal year 2019
10 - Granting authorization to the members of the Board of Directors for performing the transactions stated in the Articles 395 and 396 of the Turkish Commercial Code
11 - Discussion and approval of the Board of Directors' proposal regarding the selection of the independent audit company for auditing the Company's accounts and transactions for the fiscal year 2020 in accordance with the Capital Market Law and the Turkish Commercial Code
12 - Informing the General Assembly about the donations made in 2019; discussion and approval of the upper limit for the donations to be made during the period of 1 January-31 December 2020
13 - Informing the General Assembly about the collaterals, pledges, mortgages and sureties granted by the Company and its subsidiaries in favor of third parties and the income and benefits generated therefrom in 2019 in accordance with the CMB regulations
14 - Discussion and approval of the amendment of the Article 6 of the Company's Articles of Association, for which the necessary approvals have been obtained from the Capital Markets Board and the Ministry of Trade
15 - Closing
Corporate Actions Involved In Agenda
Dividend Payment
Authorized Capital
General Assembly Invitation Documents
Appendix: 1
Vestel Elektronik 2019 OGK Davet İlanı.pdf - Announcement Document
Appendix: 2
Vestel Elektronik 2019 OGK Bilgilendirme Dokümanı.pdf - General Assembly Informing Document
Appendix: 3
Vestel Elektronik Invitation for the 2019 Annual General Meeting.pdf - Announcement Document
General Assembly Results
Was The General Assembly Meeting Executed?
Yes
General Assembly Results

Vestel Elektronik Sanayi ve Ticaret AŞ's Annual General Meeting for the year 2019 was held on 30 June 2020 at 10:00 am at the address of Levent 199 Büyükdere Caddesi No: 199 34394 Şişli/Istanbul. At the Annual General Meeting of the Company;

• The Consolidated Financial Statements for the fiscal year 2019 have been accepted,

• The Board members were severally acquitted from their liabilities for the Company's activities and transactions in 2019,

• The number of the Board members was determined as seven and Mr. Ahmet Nazif Zorlu, Mr. Mehmet Emre Zorlu, Mrs. Selen Zorlu Melik and Mr. Olgun Zorlu'nun were elected as board members and Mr.Bekir Ağırdır, Ms. Ayşegül İldeniz and Mr. Elmas Melih Araz as independent board members to serve for three years,

• The Board of Directors' proposal for paying a net TL 182,160.00 of annual remuneration (TL 15,180 per month) to each independent Board member and making no payment to other Board members has been accepted,

• The Board of Directors' proposal for making no dividend distribution for the fiscal year 2019 has been accepted,

• The Board Members were given permission to carry out businesses as per the Articles 395 and 396 of the Turkish Commercial Code,

• KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik AŞ was selected as the independent audit firm to audit the Company's financial reports for the fiscal year 2020,

• The upper limit for the donations to be made by the Company during the year 2020 was set as 1.2% of the Company's earnings before interest, tax and depreciation (EBITDA) calculated based on the Company's consolidated financial statements for the year 2019,

• The amendment of Article 6 of the Company's Articles of Association has been accepted.

Minutes of the Annual General Meeting and List of Attendees are disclosed in the attachment.


Decisions Regarding Corporate Actions
Dividend Payment
Discussed
Authorized Capital
Accepted
General Assembly Result Documents
Appendix: 1
Vestel Elektronik 2019 OGK Toplantı Tutanağı.pdf - Minute
Appendix: 2
Vestel Elektronik_Minutes of the 2019 Annual General Meeting.pdf - Minute
Appendix: 3
Vestel Elektronik 2019 OGK Hazır Bulunanlar Listesi.pdf - List of Attendants
Additional Explanations
Vestel Elektronik Sanayi ve Ticaret AŞ's Board of Directors made the following decisions.
Vestel Elektronik Sanayi ve Ticaret AŞ's Annual General Meeting for the year 2019 will be held on 30 June 2020 at 10:00 am at the address of Levent 199 Büyükdere Caddesi No: 199 34394 Şişli/Istanbul in order to discuss and resolve the aforementioned agenda items.
The Board of Directors is authorized to make the invitation for the Annual General Meeting in accordance with the Company's Articles of Association and related regulations.
Pursuant to the Capital Markets Board's Corporate Governance Principles and Communiqués, the agenda item, the documents and the reports to be discussed at the Annual General meeting will be submitted to the information of the shareholders at the Company's www.vestelinvestorrelations.com website under the "Information Memorandum for the Annual General Meeting" heading and the Board of Directors is authorized to make the necessary material event disclosures.