***SERVE*** SERVE FLM PRODKSYON ELENCE A..(Notification for General Assembly transactions)
Summary information About the recording of the minutes of the Extraordinary General Meeting of 30.03.2022.
Does the explanation update? Yes
Is the disclosure corrected? Nope
Is the explanation given a deferred justification? Nope
ars General Assembly
Type of General Meeting Extraordinary General Meeting
Decision date 25.02.2022
Date of the General Meeting 30.03.2022
General Assembly Time 14:00
Deadline to participate in the AGM and be a shareholder 29.03.2022
Address Grsel Mah. marhor Cad. Premier Kamps Office Block A No.50 Kathane / Istanbul
Items on the agenda
1 – Creation of the Ministry of Reception and Encounter.
2 – Articles 136 to 158 of the Turkish Commercial Code No. 6102 (“TCC”), which will be traded in accordance with Article 4 of the Agenda, Articles 23 and 24 of the Capital Markets Law No. 6362 (“CML”), the Merger and Pursuant to the Communique on Sharing (II-23.2), the CMB Communiqué on Significant Transactions and the Right to Separation (II-23.3), other communiqués and decisions and the related legislative provisions, as well as Law No. 1 on corporation tax. 5520 (“KVK”) Our company, within the framework of the provisions of article 19 entitled “Division of transfer and change of shares” and article 20 entitled “Taxation in the event of transfer, division and exchange of shares”, and provisions of corporate tax General Communique No. 1, Regulations on the Commercial Register and other relevant legislations, Informing the General Assembly on the merger process of Gda Anonim Şirketi, by l acquisition of all assets and liabilities of the Company as a whole,
3 – On 11.01.2021, when the Merger operation was announced to the public for the first time in this context, where the Merger operation is one of the significant operations, in accordance with the provisions of the “Announcement on Significant Operations and the Right of Secession” (II-23.3) Shareholders who attend the extraordinary general meeting and vote against the merger will have the right to leave the company by transferring their shares to the company, and the merger process of the right to use the inform shareholders that the shareholders who will exercise their right to resign must be delivered within 6 working days at the latest from the date of the general meeting to be presented, and that the right to resign must be 10 business days, by delivering their shares through the intermediary of the authorized intermediary institution,
4 – The merger agreement signed by the board of directors of our company and Kuvva Gda A.. board of directors on 21.02.2022 and therefore articles 136 to 158 of the ICC, articles 23 and 24 of the CMB, Communiqué on the Division of Mergers (II-23.2), other communiqués and decisions of the CMB, including the Communiqué on Material Transactions and the Right to Secession (II.23.3) and in accordance with the provisions of the relevant legislation, as well as ‘in article 19 of the KVK entitled “Transfer, sharing and exchange of shares” and all assets and liabilities of Kuvva Gda Anonim Şirketi, within the scope of the provisions of article 20 entitled “Taxation in the event of transfer , Division and Change of Shares”, and the General Corporation Tax Announcement Serial No. 1, Commercial Register Regulations and other relevant legislation Submit the merger within our company to the approval of the general meeting taking over the whole,
5 – Subject to the approval of the Merger by the shareholders within the framework of article 4 of the Agenda, the text of modification of article 6 of the articles of association entitled “Capital of the Company”, the letter of the Capital Markets Council dated 02.24.2022 and numbered E -29833736-106.01.01-17758 and TC Ticaret Submission for the approval of the general meeting as approved by letter from the Ministry dated 02.25.2022 and numbered E-50035491-431.02-00072298295,
6 – Wishes and Wishes
Results of the General Assembly
Has the General Assembly taken place? Yes
Results of the General Meeting The results of the extraordinary general meeting of our company held on 30.03.2022 are presented in the appendix.
Decisions regarding periods of use of rights
Capital increase/reduction accepted
Large Transaction Confirmed
Registration of decisions of the General Assembly
Are the resolutions of the General Assembly recorded? Yes
Registration date 14.04.2022
End of General Meeting documents
APPENDIX: 1 Minutes.pdf – Minutes
APPENDIX: 2 Attendees.pdf – List of attendees
APPENDIX: 3 Amendment of the articles of association Article 6.pdf – Other end of general meeting document
The decisions of the extraordinary general meeting of our company held on 03.30.2022 were registered by the Istanbul Commercial Registry Office on 04.14.2022.
M. announced to our shareholders.