General Meeting 2012
The Ordinary General Meeting Anouncement
The annual ordinary general assembly meeting of Alkim Kagit A.S. is to be held on March 27, 2013, Wednesday, at 14:00 at our head office: Kemalpasa Organize Sanayi Bolgesi, Kirovasi Mevkii, Kemalpasa Izmir; for discussing and deciding on the following agenda :
AGENDA FOR THE ANNUAL ORDINARY GENERAL ASSEMBLY MEETING OF ALKIM KAGIT SANAYI VE TICARET A.S TO BE HELD 27 MARCH 2013
1. Opening and establishment of the Chairmanship Committee
2. Authorization of the Chairmanship Committee to sign the meeting minutes of the General Assembly of Shareholders on behalf of the shareholders.
3. Approval of the new Board Member Mr. Hakki Pinar Kiliç, elected by the Board of Directors, as for the replacement of the member resigned within the term, as required for the Turkish Commercial Code with Article 25,
4. The reading and discussion of the Board of Directors’ Report regarding 2012 activities and accounts, the Statutory Auditor’s Report and the summary of the audit report prepared by Independent Audit Firm Güney Bagimsiz Denetim ve Serbest Muhasebeci Mali Müsavirlik Anonim Sirketi (A member firm of Ernst & Young Global Limited), on 2012 activities and accounts;
5. The reading and discussion of 2012 Balance Sheet and Income Statement, and approval of these financial Statements.
6. Release of the members of the Board of Directors and the Statutory Auditors from liability with regard to the 2012 activities and accounts of the Company,
7. Approval, approval with modifications, or disapproval of the Board of Directors’ proposal on distribution of year 2012 profits and distribution date,
8. Election of the Board Members and their term of office.
9. As per the regulations of the Capital Markets Board, informing the shareholders regarding the “Remuneration Policy” for members of the Board of Directors; the senior executives and payments made under this policy and approval of the “Remuneration Policy” and related payments.
10. Determination of the monthly fees to be paid to the members of the Board of Directors.
11. As per the regulations of the Turkish Commercial Code and Capital Markets Board, approval of the Board of Directors’ election for the Independent Audit Firm.
12. Resolving for necessary amendments in Company Articles of Association in line with the approval of the Capital Market Board and the permission of Turkish Ministry of Customs and Trade,
13. Approval or approval with amendments or refusal of the Board of Directors’ proposal for
“Internal Directive of the General Assembly” which includes principles and procedures for the conduct of the General Assembly,
14. Giving information to the shareholders regarding the donations and contributions made by the Company to the foundations and societies in 2012, in accordance with the regulations of the Capital Markets Board.
15. Informing General Assembly of Collaterals, Encumbrances, and Hypothecs granted to 3rd persons in 2012.
16. Under Articles 395 and 396 of Turkish Commercial Code and the regulations of the Capital Markets Board, authorizing: shareholders with management control, members of the Board of Directors who are also a shareholder, senior executives and their spouses and relatives related by blood or affinity up to the third degree, to enter into transactions with the company or its subsidiaries, which may cause a conflict of interest; to compete; to enter into transactions with the company on their own or third parties’ behalf; to conduct the activities within the fields of business of the Company on their own or third parties’ behalf; and to participate in other companies engaged in the same fields of business of the Company as a partner with unlimited liability; and to do other transactions; and also informing the shareholders regarding the transactions made in this extent in 2012 pursuant to the Corporate Governance Principles.
17. Wishes and opinions.