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General Assembly Invitation
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Agenda Items
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1 - Opening, the moment of silence and election of the Assembly Presidential Board,
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2 - Reading and discussion of the Annual Report of the Board of Directors for the fiscal year 2024,
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3 - Reading the Summary Statement of the Independent Audit Report for the fiscal year 2024,
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4 - Reading, discussion and approval of the Consolidated Financial Statements for the fiscal year 2024,
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5 - Informing the General Assembly about the Board's resolution that no profit distribution could be made for the fiscal year 2024 due to accumulated losses from previous years in line with the related regulations,
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6 - Acquittal of the members of the Board of Directors of their liabilities for the Company's activities and transactions in the fiscal year 2024,
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7 - Determination of the number and the term of office for the members of the Board of Directors and election of the Board members including the Independent Directors,
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8 - Discussion and resolution of the remuneration to be paid to the members of the Board of Directors for the year 2025,
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9 - Discussion and resolving on the selection of an Independent Audit Firm in accordance with the Turkish Commercial Code, Capital Markets Board and Public Oversight, Accounting and Auditing Standards Authority regulations,
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10 - Discussion and resolution on the amendment of the Articles of Association of the Company by amending the attached Articles 3, 6, 7, 10, 15 and adding temporary Article 1, subject to legal permissions,
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11 - Giving information to the General Assembly about the donations and aids made in 2024; discussion and resolution of the upper limit for the donations to be made in the period of 1 January - 31 December 2025,
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12 - Discussion and resolution of the authority to be granted to Board members for performing the transactions specified in the Articles 395 and 396 of the Turkish Commercial Code,
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13 - Giving information to shareholders about the collaterals, pledges, mortgages and sureties granted in favor of third parties by the Company and its subsidiaries and the income and benefits generated therefrom in 2024 in accordance with the CMB regulations,
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14 - Closing.
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Corporate Actions Involved In Agenda
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Additional Explanations
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Board of Directors of Zorlu Enerji Elektrik Üretim A.Ş. ("Company") made the following resolution
It was unanimously resolved by those present at the meeting that:
1- The 2024 Ordinary General Assembly Meeting of our Company shall be held on Monday, May 26, 2025, at 1:00 p.m. at Raffles Istanbul, Levazım Mah. Vadi Cad. Zorlu Center No: 2, İç Kapı No: 170, 34340 Beşiktaş/Istanbul;
2- The agenda of the meeting shall be determined as stated below;
3- The Board of Directors shall be authorized to carry out the necessary procedures for the convocation of the Ordinary General Assembly Meeting and fulfillment of other requirements in accordance with the relevant legislation and the Articles of Association;
4- In accordance with the CMB Corporate Governance Principles and CMB Communiqués, the information, documents, and reports required to be disclosed regarding the matters to be discussed at the Ordinary General Assembly Meeting shall be made available to the shareholders on the Company's website under the title "General Assembly Information Document," and the Board of Directors shall be authorized to carry out the material event disclosure to inform shareholders accordingly.
This statement was translated into English for informational purposes. In case of a discrepancy between the Turkish and the English versions of this disclosure statement, the Turkish version shall prevail.
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