Copyright © 2025 KAP
Central Securities Depository & Trade Repository of Türkiye
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Additional Explanations | ||||||||||||||||||||||||||||||||
As may be recalled, our Company filed several disclosures regarding the process of merging all assets and liabilities of Adilbey Holding A.Ş under our Company on; December 23, 2022 (https://www.kap.org.tr/en/Bildirim/1089344), April 06, 2023 (https://www.kap.org.tr/en/Bildirim/1132901), April 13, 2023 (https://www.kap.org.tr/en/Bildirim/1137719) and July 20, 2023 (https://www.kap.org.tr/tr/Bildirim/1173996). Accordingly, the Capital Markets Board has approved "Announcement Text" in relation to the merger and ammendment text to the Article 7, titled "Registered and Issued Capital", of our Company's Articles of Association on July 27, 2023. Information on the aforementioned approval is announced on Capital Markets Board's bulletin numbered 2023/42.
Pursuant to Article 149 of Turkish Commercial Code no.6102, the text, which states that the approved announcement text, merger agreement, merger report, financial reports pertaining to the last three years, expert institution report, expected opening balance sheet after the merger, audit reports for the last three years and real estate valuation reports shall be availabe for review for 30 days, starting from July 28, 2023, before being submitted to the approval of the General Assembly at our Company's headquarters located at Burhaniye Mahallesi, Kısıklı Caddesi, No: 65, Üsküdar, İstanbul and at our corporate website at www.doganholding.com.tr and at the Public Disclosure Platform (www.kap.org.tr), had been announced on the Türkiye Trade Registry Gazette and is available as an attachement to this disclosure (Appendix – 1)
Pursuant to Article 149 of Turkish Commercial Code no.6102 and Article 8 Capital Markets Board's "Communiqué on Mergers and Demergers" numbered II-23.2, the following materials shall be availabe for review for 30 days, starting from July 28, 2023, at our Company's headquarters located at Burhaniye Mahallesi, Kısıklı Caddesi, No: 65, Üsküdar, İstanbul and at our corporate website at www.doganholding.com.tr and at the Public Disclosure Platform (www.kap.org.tr)
- Annoncement Text approved by Capital Markets Board (Appendix - 2), - Merger Agreement (Appendix - 3), - Merger Report (Appendix - 4), - Financial reports and independent auditor report pertaining to the last three year financials (Appendix - 5), - Board of Director's Activity Reports for the last three years (Appendix - 6), - Expert institution report (Appendix - 7), - Expected opening balance sheet after the merger (Appendix - 8),
- Real estate valuation report (Appendix - 9) | ||||||||||||||||||||||||||||||||
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We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.
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