The resolutions of Vestel Beyaz Eşya's Annual General Meeting for the year 2021, which was held on May 11, 2022, have been registered by the Istanbul Trade Registry Office on May 17, 2022 (today).
At its meeting on 11.05.2022, Vestel Beyaz Eşya Sanayi ve Ticaret Anonim Şirketi's Board of Directors unanimously resolved,
Pursuant to our material event disclosure dated 12 April 2022, Board of Directors' proposal regarding the selection of KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik AŞ as the independent audit firm for auditing the Company's accounts and transactions in 2022 has been accepted at the Company's 2021 Annual General Meeting.
Pursuant to our material event disclosure dated 12 April 2022, the Board of Directors' proposal for dividend distribution for the year 2021 and the date of dividend payment has been accepted and approved by the General Assembly.
Vestel Beyaz Eşya Sanayi ve Ticaret AŞ’s Annual General Meeting for the year 2021 was held on 11 May 2022 at 12:30 am at the address of Levent 199 Büyükdere Caddesi No: 199 34394 Şişli/Istanbul.
Click here for the Minutes of the Meeting.
Click here for the List of Attendees.
Report on the Common and Continuous Transactions between the Company and its related parties, which was prepared in accordance with the Article 10 of the CMB's (II.17.1) Communiqué on Corporate Governance, is provided below:
Within the context of the Company's financial planning for the year 2022,
Vestel Beyaz Eşya reported TL 5,418 mn (EUR 347 mn) of sales revenues and TL 573 mn (EUR 37 mn) of net profit for 1Q22.
Click here for the 1Q22 CMB financials.
Vestel Beyaz Eşya Sanayi ve Ticaret AŞ's Board of Directors decided to apply to the Capital Markets Board to issue up to TL 750 million of debt instruments in single or multiple tranches with varying maturities of maximum 5 years. The instruments will be sold to qualified investors without public offering and/or through private placements in the domestic market and can be issued as all kinds of bonds, convertible bonds, exchangeable bonds, commercial papers and other capital market instruments that are debt instruments by their nature and accepted by the Capital Markets Board.
The Board of Directors of Vestel Beyaz Eşya Sanayi ve Ticaret Anonim Şirketi made the following resolution:
Taking into consideration the assessment made by the Audit Committee on 11 April 2022 for the selection of the independent audit firm, it has been unanimously decided to appoint KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi as the independent audit firm to audit the financial statements of the Company for the fiscal year 2022 in accordance with the principles stipulated by the Turkish Commercial Code No. 6102, the Capital Market Law No. 6362 and other applicable legislation and to carry out other duties specified in the relevant arrangements of the same laws and to submit the selection for the approval of shareholders at the Annual General Meeting for the year 2021.
Board of Directors of Vestel Beyaz Eşya Sanayi ve Ticaret Anonim Şirketi made the following resolutions:
Vestel Beyaz Eşya Sanayi ve Ticaret AŞ recorded TL 1,518,592,000 of net profit in its financial statements prepared within the framework of the Communiqué on the Principles of Financial Reporting in Capital Markets numbered II-14.1 and in compliance with the Turkish Accounting Standards/Turkish Financial Reporting Standards and audited by KPMG Bağımsız Denetim ve Serbest Muhasebecilik Mali Müşavirlik AŞ, and TL 1,470,123,914 of net profit in its statutory financial statements prepared in accordance with the Turkish Commercial Code No. 6102 and Tax Procedure Law No. 213.
After setting aside, as per the Paragraph 1 of the Article 519 of the Turkish Commercial Code, the required amount of TL 73,506,196 for the first legal reserves from the net profit of TL 1,470,123,914 recorded in the Company's statutory financial statements prepared in accordance with the Turkish Commercial Code and Tax Procedure Law, the net distributable profit is calculated as TL 1,396,617,718.
After deducting TL 73,506,196, set aside as the first legal reserve, from the net profit of TL 1,518,592,000 recorded in the CMB financial statements of the Company, the net distributable profit is calculated as TL 1,445,085,804. Following the addition of TL 4,787,860 of donations made in the year to the net distributable profit, the first dividend base is calculated as TL 1,449,873,664.
In accordance with the Company's Articles of Association and Dividend Distribution Policy, the first dividend is determined as TL 362,468,416, which is calculated as 25% of the distributable profit based on the CMB financials. After deducting the first dividend of TL 362,468,416 and TL 61,830,886 of first legal reserve from the net distributable profit of TL 1,396,617,718 based on the Turkish Commercial Code and Tax Procedure Law, the second dividend is determined as TL 335,840,443. Accordingly, the Company's Board of Directors resolved to propose the payment of TL 698,308,859 of cash dividends, including the first and second dividends, to its shareholders which corresponds to a gross cash dividend of TL 0.4364 and a net cash dividend of TL 0.3928 per share, on 30 June 2022 and the addition of the remaining amount of TL 636,477,973, after deducting the TL 698,308,859 of gross distributable profit to be paid to the shareholders and the TL 135,337,082 of first legal reserve from the TL 1,470,123,914 of net profit reported in the statutory tax financials to the extraordinary reserves and to submit these proposals to the approval of shareholders at the Annual General Meeting for the year 2021.
Click here for the Dividend Distribution Table.