Kap Notices

Vestel Elektronik announced consolidated sales revenues of TL 7,826 mn (US$ 1,395 mn) and net profit of TL 35.5 mn (US$ 6.3 mn) in 1H19.

Click here for 1H19 CMB financials

Pursuant to our material event disclosures dated 05.08.2015, 10.11.2016, 28.08.2018 and 14.12.2018, the Ankara 6th Administrative Court has rejected the annulment of the administrative fine imposed by the Competition Authority on Vestel Ticaret AŞ, our fully owned subsidiary. Vestel Ticaret AŞ has appealed against the decision and the appeal is rejected by the Ankara 8th Administrative Court (“Court”). Vestel Ticaret AŞ will appeal against the Court’s decision within the legal period and the judicial process continues.

Pursuant to the article numbered 4.2.8 of Capital Markets Board’s Communiqué on Corporate Governance, Vestel Elektronik has renewed its existing Directors and Officers Liability Policy for one year. The annual insurance limit of the policy exceeds 25% of the Company’s share capital.

Zorlu Holding AŞ sold 6,500,000 Vestel Elektronik Sanayi ve Ticaret AŞ ("Vestel Elektronik") shares at a price of TL 11.4 per share on Borsa Istanbul on June 21, 2019 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 73.66%.

Our company commits not to sell any additional Vestel Elektronik shares for 6 months from this date.

The conclusion section of the "Report on the Common and Continuous Transactions" between the Company (including consolidated subsidiaries) 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 2019:

• Total revenues to be generated by Vestel Elektronik Sanayi ve Ticaret AŞ (“Company”) and its subsidiary Vestel Beyaz Eşya Sanayi ve Ticaret AŞ from the sale of products to Vestel Ticaret AŞ in 2019 are foreseen to exceed 10% of the Company’s revenues reported in its latest annual consolidated financial statements. It is concluded that the terms of the sales transactions to Vestel Ticaret AŞ are compatible with previous years and are reasonable when compared with the market conditions,
• Total amount of raw material purchases to be made by Vestel Elektronik Sanayi ve Ticaret AŞ and its subsidiaries Vestel Beyaz Eşya Sanayi ve Ticaret AŞ and Vestel Ticaret AŞ from Vestel Holland B.V. in 2019 within the context of common and continuous raw material procurement transactions, are foreseen to exceed 10% of the Company’s cost of sales reported in its latest annual consolidated financial statements. It is concluded that the terms of the purchase transactions with Vestel Holland B.V. are compatible with previous years and are reasonable when compared with the market conditions.

Vestel Elektronik Sanayi ve Ticaret AŞ’s Ordinary General Assembly Meeting for the year 2018, which was held on May 8, 2019, has been registered by Istanbul Trade Registry Office on May 14, 2019 (today).

Vestel Elektronik reported TL 3,563 mn (USD 664 mn) of sales revenues and TL 274.4 mn (USD 51.2 mn) of net loss for 1Q19.

Click here for the 1Q19 CMB financials.

At its meeting held on 09.05.2019; the Company’s Board of Directors resolved to elect Mr. Ahmet Nazif Zorlu as the Chairman of the Board, Mr. Bekir Ağırdır as the Vice Chairman and Mr. Olgun Zorlu, Mrs. Mehmet Emre Zorlu, Mrs. Selen Zorlu Melik, Mr. Elmas Melih Araz and Ms. Ayşegül İldeniz as the other members of the Board.

At its meeting on 09.05.2019, the Company’s Board of Directors resolved to Appoint Mr. Bekir Ağırdır, Independent Member of the Board, as the Chairman of the Corporate Governance Committee and Mr. Mehmet Emre Zorlu, Board Member, and Ms. Serap Mutlu, Investor Relations Director, as the Committee members, Appoint Mr.Elmas Melih Araz, Independent Member of the Board, as the Chairman of the Audit Committee and Mr. Bekir Ağırdır, Independent Member of the Board, as the Committee Member, Appoint Mr. Elmas Melih Araz, Independent Member of the Board, as the Chairman of the Early Detection of Risk Committee and Mrs. Selen Zorlu Melik, Board Member, as the Committee Member.

Vestel Elektronik Sanayi ve Ticaret AŞ’s Ordinary General Assembly Meeting for the year 2018 was held on May 8, 2019 at 10:00 am at the address of Raffles Istanbul Zorlu Center, 34340 Beşiktaş/Istanbul.

Click here for the Minutes of the Meeting.

Click here for the List of Attendees.