REG-Turkiye Garanti Bankasi A.S. Turkiye Garanti Bankasi A.S.: Information regarding the results of Ordinary General Shareholders' Meeting

Turkiye Garanti Bankasi ASAnnouncement

13/04/2023 15:00

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   Turkiye Garanti Bankasi A.S. (TGBD)
   Turkiye Garanti Bankasi A.S.: Information regarding the results of
   Ordinary General Shareholders' Meeting

   13-Apr-2023 / 14:57 GMT/BST

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   TO: Investment Community

         FROM : Garanti BBVA / Investor Relations

   SUBJECT: Information regarding the results of Ordinary General
   Shareholders' Meeting

    

    

    

   DATE: April 13, 2023

    

    

   The Ordinary General Shareholders’ Meeting of the Bank for 2022 accounting
   period was held on Thursday April 13th, 2023, at 10 a.m. at the address of
   Levent, Nispetiye Mahallesi, Aytar  Caddesi No:2 34340 Beşiktaş,  İSTANBUL
   and it is resolved that;

     • The Board of Directors’ Integrated Annual Activity Report be approved,
     • The Financial Statements for the year 2022 be approved,
     • The Board Members be released for their activities in the year 2022,
     • From the after-tax profit of the Bank for the year 2022 in the  amount
       of TL  58,509,157,847.37  in  accordance   with   Article  45  of  the
       Articles of Association of our Bank titled as the “Distribution of the
       Profit”; the cash gross dividend in the amount of TL  8,776,373,677.11
       be distributed to our Shareholders, dividend distribution be initiated
       on 14.04.2023 and the Head Office be authorized to conduct any and all
       acts regarding the distribution of profit,
     • The surplus amount of 20,893,741,898.80 Turkish Liras occurred as  the
       result of the revaluation of the Bank’s immovable properties and other
       depreciable  assets  (which  is   the  sum  of   (i)  an  amount   of 
       7,703,538,794.65 Turkish  Liras calculated  through revaluation  under
       Provisional Article 32 of the Tax Procedure Law (the “Law”); and  (ii)
       an amount of  13,190,203,104.15 Turkish Liras  calculated through  the
       revaluation under paragraph (ç) of  Repeated Article 298 of the  Law.)
       be transferred  from  Extraordinary  Reserves  Account  to  a  special
       reserve account,
     • Güney Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. (EY)
       be selected as the auditor of the Bank and the group for the year 2023
       accounting period,  in  accordance with  Article  399 of  the  Turkish
       Commercial Code,
     • The net honorarium amount and an upper  limit to be paid to the  Board
       members until the ordinary general shareholders’ meeting to be held in
       2024 be determined,
     • An upper limit  for the  charitable donations to  be made  in 2023  be
       determined in accordance with  the Article 59 of  the Banking Law  No.
       5411, as  not to  exceed four  per  thousand of  equity of  the  Bank,
       excluding the donations to be made to Ministry Of Interior –  Disaster
       And Emergency  Management  Presidency (AFAD)  under  the  Presidential
       Decree dated February 17, 2023 No. 124.
     • The Board Members be  authorized in accordance  with Articles 395  and
       396  of  the  Turkish  Commercial  Code,  without  prejudice  to   the
       provisions of the Banking Law.

    

   Moreover, the Independent Auditor’s Report for the year 2022 was read  and
   the Bank’s shareholders were informed on;

    

     • The undistributed portion of the profit of the year 2022,
     • The remuneration principles of the Board Members and directors  having
       administrative responsibilities, in accordance  with Article 4.6.2  of
       the Capital Markets Board’s Corporate Governance Principles,
     • The charitable donations made to institutions and organizations in the
       amount of 24,589,939  Turkish Liras in  2022 which is  the sum of  tax
       deductible donations in the amount of 16,037,703.80 Turkish Liras  and
       tax non-deductible  donations in  the amount  of 8,552,235.50  Turkish
       Liras,
     • The significant transactions executed in 2022 which may cause conflict
       of interest, in accordance with Article 1.3.6 of  the Capital  Markets
       Board’s Corporate Governance Principles.

   The meeting  minutes, list  of participants  and the  profit  distribution
   table  are  attached   hereto.  (The  meeting   minutes  and  the   profit
   distribution table  are  in  Turkish  and English,  whereas  the  list  of
   participants is in Turkish.)

    

    

    

   In contradiction between the Turkish  and English versions of this  public
   disclosure, the Turkish version shall prevail.

    

    

   We declare that our above statements are in conformity with the principles
   included in the  Board’s Communiqué,  Serial II Nr.15.1,  that it  exactly
   reflects the information we received;  that the information complies  with
   our records,  books and  documents; that  we did  our best  to obtain  the
   correct and complete information relative to this subject and that we  are
   responsible for the declarations made in this regard.

    

   Yours sincerely,

   Garanti BBVA

   Contact Garanti BBVA Investor Relations:

   Tel: +90 212 318 2352

         Fax: +90 212 216 5902

         E-mail:  1 investorrelations@garantibbva.com.tr

          2 www.garantibbvainvestorrelations.com

    

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   Attachment

   File:  3 Information regarding the results of Ordinary General
   Shareholders' Meeting

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   Dissemination of a Regulatory Announcement, transmitted by EQS Group.
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   ISIN:          US9001487019
   Category Code: MSCL
   TIDM:          TGBD
   LEI Code:      5493002XSS7K7RHN1V37
   Sequence No.:  236760
   EQS News ID:   1607223


    
   End of Announcement EQS News Service

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References

   Visible links
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