Kap Notices

At is meeting on 13.07.2017, the Board of Directors of Vestel Elektronik Sanayi ve Ticaret AŞ (“Vestel Elektronik”) decided to sell some of its shares in its 94.62% owned subsidiary Vestel Beyaz Eşya Sanayi ve Ticaret AŞ (“Vestel Beyaz Eşya”), which were previously bought from the market and are tradable. Shares representing up to 5% of Vestel Beyaz Eşya’s share capital (corresponding to a nominal value of TL 9,500,000) will be sold on Borsa Istanbul and/or on the wholesale market depending on market conditions. Accordingly, the Company applied to the Capital Markets Board of Turkey today for the approval of the Share Sale Information Form regarding the planned share sales which will be made on Borsa İstanbul.

With this transaction, Vestel Elektronik aims to ensure a healthy price formation in Vestel Beyaz Eşya shares by enhancing the share liquidity and investor base through increasing the company’s current free float of 5.38%.

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:

At its meeting on 14 June 2017, the Company’s Board of Directors resolved that within the context of the Company’s financial planning for the year 2017:

• 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 2017 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 have been compatible with the 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 2017 within the context of common and continuous procurement of raw materials, 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. have been compatible with the previous years and are reasonable when compared with the market conditions.

Vestel Elektronik’s fully owned subsidiary, Vestel Ticaret AŞ (“Vestel Ticaret”) will establish a new sales and marketing company in Dubai Multi Commodities Centre (DMCC), which is the free trade zone in Dubai, in order to increase the Company’s sales in the Middle East and Africa region. Vestel Ticaret will be the sole shareholder in the newly founded company, which has a corporate title of Vestel Electronics Gulf DMCC.

Pursuant to our material event disclosure dated 22.05.2017; Mr. Murat Sarpel, the Company’s General Manager responsible for R&D, has been appointed as the General Manager of the Electronics Factory. Mr. Sarpel will continue to serve as the General Manager responsible for R&D along with his new post.

Mr. Sertaç Beller, General Manager of the Electronics Factory, has voluntarily left his position to pursue a different career path.

At its meeting on 10.05.2017; the Company’s Board of Directors resolved to elect Mr. Ahmet Nazif Zorlu as the Chairman of the Board, Mr. Ali Akın Tarı as the Vice Chairman and Mrs. Selen Zorlu Melik, Mr. Mehmet Emre Zorlu, Mr. Olgun Zorlu and Mr. Hacı Ahmet Kılıçoğlu as the other members of the Board.

At its meeting on 10.05.2017, the Company’s Board of Directors resolved to

• Appoint Mr. Ali Akın Tarı, 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. Ali Akın Tarı, Independent Member of the Board, as the Chairman of the Audit Committee and Mr. Hacı Ahmet Kılıçoğlu, Independent Member of the Board, as the Committee Member,
• Appoint Mr. Hacı Ahmet Kılıçoğlu, 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 2016 was held on May 9, 2017 at 10:00 am at the address of Raffles İstanbul Zorlu Center, 34340 Beşiktaş/Istanbul.

Click here for the Minutes of the Meeting.

Click here for the List of Attendees.

Pursuant to our material event disclosure dated 07.04.2017; Vestel Ticaret AŞ, our fully owned subsidiary, initiated a legal action for the cancellation of the administrative fine imposed by the Competition Authority, which amounts to TL 8,024,370.30.

Vestel Elektronik announced consolidated sales revenues of TL 2,383 mn (US$ 646 mn) and net profit of TL 38 mn (US$ 10 mn) in 1Q17.

Click here for 1Q17 CMB financials.