Participation Procedure For Our Shareholders Of İhlas Holding A.Ş. To The General AssemblyTIME OF MEETING:
In accordance with article 18 of aritcles of association, the general assemblies convene Ordinarily or Extraordinarily. Ordinary General Assemblies convene in 3 months after the end of account period and minimum once. In theis meeting, the decisions are taken examining the matters in article 369 in Turkish Commercial Code. Extraordinarily General Assemblies convene when it is necessary according to the legislation and the determinations in the Article of Association and necessary decisions are taken.
Place Of Meeting:
In accordance with article 19 of aritcles of association, the general assemblies convene in the head office or in the convinient place of the city where the head Office is located.
Invitation To The Meeting:
The time of General Assembly Meetings are notified with the announcement to be made as per article 18 of the article of association and arrengements of the Capital Market Board and Turkish Commercial Code.
Participation To The Meeting:
The shareholders who have shares in the public part of our company may participate to the meeting between the dates which will be determined by the company management, having blockage for their shares are recorded in Central Registry Agency and in the form of transmitting their note of blockings to the Investor Relations Management located in the companies’ head Office and getting their admission cards. It will not be possible for our shareholders who are not recorded in the blockage list at Central Registry Agency (MKK) to participate in the General Assembly, and exercise their rights to speak and vote.
The admission cards for our shareholders whose shares are not traded publicly in the stock excgange will be given them in the meeting place of the meeting day.
Announcement Of The Meeting:
According to article 25 of our articles of association; the announcements are made reserving the provisions of paragraph 4, article 37 of Turkish Commercial Code and reserving the provisions of paragraph 4, article 37 of Turkish Commercial Code and complying with minimum and maximum period of the legislation and in accordance with bans, regualtions and restrictions about announcements and advertisments of public authorities issuing in minimum two daily Turkish Newspapers. In the announcements which will be issued are applied the regualtions of Capital Market Board.
The announcements regarding invitation to the General Assembly has to be made minimum 15 days prior to the meeting date.
Moreover; taking into considiration Capital Market Board legislation and the arrangements in the Corportae Governance Principles, the announcements regarding the general assembly meeting are made in a Turkey-wise release of a newspaper which is issued minimum for 1 day, by disclosure of special condition in Special Public Platform and publication in the website of our company at http://www.ihlas.com.tr in the section of Investor Relations, providing that the dates of the meeting and publication are out of the period, at least 15 days prior to the meeting date.
Annual Financial Statetment, Profit and Loss Account, Annual Report, Auditing Report and Independent Auditing Report regarding the operation period of our company should be ready for the examination of our shareholders in the head office at least 15 days prior to the meeting date.
The Meeting And Decision Quorum:
According to article 25 of our articles of association “General Assembly meetings and the decision quorum in that meetings are subject to the legislation of the Turkish Commercial Code. However, in accordance with Capital Market Board Legislations, for the General Assembly meetings for the matters written in the Turkish Commercial Code Article 388, second and third clauses, the meeting quorums of the Turkish Commercial Code, Article 372 are applied.
Voting Right And Voting Procedure:
According to article 22 of our articles of association “In Ordinarily and Extraordinarily General Assemblies of the Company, shareholders or proxies have one right to vote for the each share they represent.
According to article 23 of our articles of association “Shareholders can not vote relative to the matters which are related to the personel cases between usul ve furuu and company or themselves or their spouses.
According to article 26 of our articles of association “In General Assembly meetings, the votes are given by raising hands. However, on demand from the shareholders who have tenth of the capital they represent, secret voting is applied.
Participation By Proxy:
According to article 24 of our articles of association “In General Assembly meetings, shareholders may be represented by other shareholders or a Proxy they appointed from outside. The proxies holding shares in the company are entitled to use the votes of shareholders they represent, other than their own votes.
General Assembly determines and announce the form of certificate of authorities. The regulations of the Capital Market Board on voting by proxy are applied.
Power Of Attorney
TO THE PRESIDENT COMMITTEE OF THE BOARD OF DIRECTORS OF İHLAS HOLDİNG A.Ş.
I hereby empower and authorize…………………………………………….. as my attorney to represent me in accordance with the following opinions, exercise vote, submit proposal and sign the required documents at the Ordinary /Extraordinary General Assembly meeting of İhlas Holding A.Ş. to be held on ……………………, at ………………… at the address of ………………………………………… /İstanbul
A) SCOPE OF THE AUTHORITY OF REPRESENTATION
a) The attorney is authorized to exercise vote for all of the agenda items in line with his opinion.
b) The attorney is authorized to exercise vote in relation with the following agenda items.
Instructions (Special instructions are written here)
c) The attorney is authorized to exercise vote in line with the suggestions of the Company management.
d) The attorney is authorized to exercise vote about the other matters that may arise during the meeting in line with the following instructions.
(If no instruction is available, the attorney may exercise his vote freely)
Instructions (Special instructions are written here)
B) OF THE SHARE CERTIFICATE HELD BY THE SHAREHOLDER
a) Array and Series :
b) Number :
c) Number-Nominal value :
d) Whether it has privileged vote :
e) Whether it is Registered or Bearer :
SHAREHOLDER’S NAME, SURNAME or TITLE
1-In section (A), one of the items (a), (b) or (c) is marked. Explanation is given for the items (b) and (d).
2-The person who has voting right and want to be represented by proxy fills in the proxy form and have the signature certified by Notary Public or encloses the list of authorized signatures certified by Notary Public to the proxy form signed by himself.