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Kap Notices

Sale of Vestel Elektronik shares on Borsa Istanbul 01.04.2021

Zorlu Holding AŞ sold 1,000,000 Vestel Elektronik Sanayi ve Ticaret AŞ ("Vestel Elektronik") shares at a price of TL 36.5 per share on Borsa Istanbul on March 31, 2021 with the aim of increasing the liquidity in the shares, expanding the institutional investor base and thereby ensure that Vestel Elektronik is included in the leading stock market indices at home and abroad. Following the transaction, the Company's share in Vestel Elektronik declined to 66.21%.

Notification Regarding Registered Capital Ceiling Transactions 23.03.2021

Pursuant to our material event disclosure dated 15.03.2021 and 23.03.2021, regarding the amendment of Article 6 of our Company's Articles of Association, approved by the Ministry of Trade.

Capital Markets Board Approval For The Amendment To The Articles Of Association 23.03.2021

Pursuant to our material event disclosure dated 15.03.2021, Capital Markets Board has approved Vestel Elektronik's application to obtain the required permission to amend the Article 6 of the Company's Articles of Association.

Board of Directors’ Proposal Regarding the Selection of the Independent Audit Firm for the Fiscal Year 2021 18.03.2021

Vestel Elektronik Sanayi ve Ticaret AŞ's Board of Directors made the following decision.

Taking into consideration the assessment of the Audit Committee dated 18 March 2021, the Company's Board of Directors resolved to nominate KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi to audit the Company's financial reports for the fiscal year 2021 in accordance with the Turkish Commercial Code, the Capital Market Law and related regulations and to carry out the other duties required under these laws and to submit this selection to the approval of shareholders at the Company's 2020 Annual General Meeting.

2020 Annual General Meeting 18.03.2021

Vestel Elektronik Sanayi ve Ticaret AŞ's Board of Directors made the following decisions.

  • Vestel Elektronik Sanayi ve Ticaret AŞ's Annual General Meeting for the year 2020 will be held on 15 April 2021 at 10:00 pm at the address of Levent 199 Büyükdere Caddesi No: 199 34394 Şişli/Istanbul in order to discuss and resolve the aforementioned agenda items.
  • The Board of Directors is authorized to make the invitation for the Annual General Meeting in accordance with the Company's Articles of Association and related regulations.
  • Pursuant to the Capital Markets Board’s Corporate Governance Principles and Communiqués, the agenda item, the documents and the reports to be discussed at the Annual General meeting will be submitted to the information of the shareholders at the Company’s www.vestelinvestorrelations.com website under the "Information Memorandum for the Annual General Meeting" heading and the Board of Directors is authorized to make the necessary material event disclosures.

Click here for the Agenda.

Board of Directors’ Proposal for Profit Distribution 18.03.2021

At its meeting on 18 March 2021, the Company's Board of Directors made the following decisions.

"Vestel Elektronik Sanayi ve Ticaret AŞ recorded TL 974,308,002 of net profit and has TL 1,620,822,129 of extraordinary reserves and special funds in its 2020 statutory financial statements prepared in accordance with the Turkish Commercial Code and Tax Procedure Law, amounting to TL 2,595,130,131 of total funds available for profit distribution in accordance with the Company's Articles of Association and Dividend Distribution Policy. Accordingly, after setting aside TL 234,396,120 of second legal reserve, the Company's Board of Directors resolved to propose the distribution of TL 2,360,734,011 of gross cash dividends, which corresponds to a gross cash dividend of TL 7.0373 (net cash dividend of TL 5.9818) per share to be distributed in 3 equal installments. The Board of Directors is authorized to determine the distribution dates in accordance with the related regulation, taking into to account the cash projections of the Company. These decisions will be summited to the approval of shareholders at the 2020 Ordinary General Assembly Meeting. "

Click here for the Dividend Distribution Table.

Board’s Resolution for Increasing the Registered Capital Ceiling 15.03.2021

Vestel Elektronik Sanayi ve Ticaret AŞ's Board of Directors took the following decisions at its meeting today:

  • It is determined that, in case there is a need for a cash/bonus capital increase within the next five years, the existing registered capital ceiling will not be sufficient to meet the Company's future targets although the current registered capital ceiling is not fully reached,
  • Accordingly, Vestel Elektronik's registered capital ceiling will be increased from TL 1,000,000,000 to TL 2,000,000,000 for the years of 2021-2025 as per the Article 18 of the Capital Market Law and the CMB's Communiqué on Registered Capital System,
  • The Article 6 of the Company's Articles of Association will be amended within the framework of the proposed increase in the Company's registered capital ceiling,

The management will be authorized to carry out the necessary transactions related with this resolution.

Amendment to the Articles of Association 15.03.2021

Vestel Elektronik Sanayi ve Ticaret AŞ's Board of Directors took the following decisions at its meeting today:

  • It is determined that, in case there is a need for a cash/bonus capital increase within the next five years, the existing registered capital ceiling will not be sufficient to meet the Company's future targets although the current registered capital ceiling is not fully reached,
  • Accordingly, Vestel Elektronik's registered capital ceiling will be increased from TL 1,000,000,000 to TL 2,000,000,000 for the years of 2021-2025 as per the Article 18 of the Capital Market Law and the CMB's Communiqué on Registered Capital System,
  • The Article 6 of the Company's Articles of Association will be amended within the framework of the proposed increase in the Company's registered capital ceiling,

The management will be authorized to carry out the necessary transactions related with this resolution.

Vestel Elektronik announced its financial results for the year ended December 31, 2020 10.03.2021

Vestel Elektronik announced consolidated sales revenues of TL 21,546 mn (US$ 3,075 mn) and net profit of TL 1,773 mn (US$ 253 mn) in 2020.

Click here for FY20 CMB financials.

Notification Regarding Issue Limit 25.02.2021

Vestel Elektronik Sanayi ve Ticaret AŞ's Board of Directors decided to authorize the Company's management to carry out the necessary procedures to issue up to TL 750 mn of debt instruments in single or multiple tranches with varying maturities of maximum 5 years. The instruments will be sold to qualified investors and/or private placements in the domestic market and can be issued as all kinds of bonds, convertible bonds, exchangable bonds, commercial papers and other capital market instruments that are debt instruments by their nature and accepted by the Capital Markets Board. Any two member of the Board of Directors who has first degree signature authority is authorized with a joint signature to carry out the necessary transactions, without any monetary limitation, related with this resolution.