INTRODUCTION
ACTIVITIES
CORPORATE GOVERNANCE
FINANCIAL INFORMATION AND RISK MANAGEMENT
293
İŞBANK
ANNUAL REPORT 2012
Votes
Article 49 -
At least one share is needed for participating the
Ordinary and Extraordinary General Assembly. Each share provides
one vote to its owner.
Due to the reason that each share must have a minimum nominal
value of 1 New Kurus in accordance with the Law nr. 5274 related
to changing the Turkish Commercial Code, 20 of the Group (A)
shares, each of which previously had a nominal value of TL 500
were grouped together. Each Group (A) share, composed of 20
Group (A) shares each with a nominal value of 1 New Kurus, gives
its shareholder 20 voting rights.
Those to attend the General Assembly shall be required to deliver
to the Board of Directors or to such place as the latter shall
designate, at least one week before the Meeting of the General
Assembly, a list indicating the amount and serial numbers of
shares owned by them. They shall in return receive a card of
admission. On the other hand, registered shareholders’ right to
directly attend the General Assembly remains reserved.
Votes may be cast by proxy. The provisions related to voting by
proxy remain reserved.
Shareholders, who intend to participate in the General Assembly
by giving proxy, shall be required to deliver a power of proxy
together, with the list referred to above, to the Board of Directors,
or to places designated by the latter, not less than one week
before the meeting. In case the shareholder is a government
agency or a company or an institution with legal personality or a
person placed under the care of a guardian, no powers of proxy as
such shall be required beyond the due verification of authority to
represent.
Article 49 -
At least one share is needed for participating the
Ordinary and Extraordinary General Assembly. Each share provides
one vote to its owner.
Due to the reason that each share must have a minimum nominal
value of 1 Kurus in accordance with the Law Nr. 5274 on the
amendment of the Turkish Commercial Code, 20 of the Group (A)
shares, each of which previously had a nominal value of TL 500
(this amount is related to the period prior to the Law Regarding
the Monetary Unit of the Turkish Republic Numbered: 5083 on
which the rate of change has not been applied) were grouped
together. Each Group (A) share, composed of 20 Group (A) shares
each with a nominal value of 1 Kurus, gives its shareholder 20
voting rights.
Those to attend the General Assembly shall be required to deliver
to the Board of Directors or to such place as the latter shall
designate, at least one week before the Meeting of the General
Assembly, a list indicating the amount and serial numbers of
shares owned by them. They shall in return receive a card of
admission. On the other hand, registered shareholders’ right to
directly attend the General Assembly remains reserved.
Votes may be cast by proxy. The provisions related to voting by
proxy remain reserved.
Shareholders, who intend to participate in the General Assembly
by giving proxy, shall be required to deliver a power of proxy
together, with the list referred to above, to the Board of Directors,
or to places designated by the latter, not less than one week prior
to the meeting. In case the shareholder is a government agency
or a company or an institution with legal personality or a person
placed under the care of a guardian, no powers of proxy as such
shall be required beyond the due verification of authority to
represent.
Distribution of
Dividends
Article 58 -
After deducting all general expenses from the income
arising from the operations of the Bank within a year, including
premiums and bonuses and similar payments to the personnel
of the Bank, and funds for all kinds of depreciations, as well as
necessary provisions, the net profit obtained shall partly be set
aside as contingency reserves and partly distributed in the order,
manner and at the rates indicated below:
a) 1 - 5% to statutory reserve fund,
2- 5% as provision for probable future losses,
3- 10% as first contingency reserve
If the cause for setting aside of a provision and fund for a probable
future loss and/or risk doesn’t exist any more, the remaining fund
will be added to first contingency reserve (a/3) after distribution
of net profit referred to in paragraph (a).
b) From the balance of the net profit after the reserve fund
referred to in paragraph (a) above have been set aside, an amount
equal to 6% of the paid up capital represented by Group A, B and C
share certificates, shall be distributed to shareholders as the “first
dividend”.
Should the profit realized in any year be insufficient to provide
for the first dividend of 6% referred to above, the balance shall
be made up and distributed out of the contingency reserve fund.
Provided, however, that any amount thus taken out of the reserve
fund shall constitute a charge to be made up out of the profits to
be realized in the subsequent years.
Article 58 -
After deducting all general expenses from the income
arising from the operations of the Bank within a year, including
premiums and bonuses and similar payments to the personnel
of the Bank, and funds for all kinds of depreciations, as well as
necessary provisions, the net profit obtained shall partly be set
aside as contingency reserves and partly distributed in the order,
manner and at the rates indicated below:
a) 1- 5% to statutory reserve fund,
2- 5% as provision for probable future losses,
3- 10% as first contingency reserve
If the cause for setting aside of a provision and fund for a probable
future loss and/or risk doesn’t exist any more, the remaining fund
will be added to first contingency reserve (a/3) after distribution
of net profit referred to in paragraph (a).
b) From the balance of the net profit after the reserve fund
referred to in paragraph (a) above have been set aside, an amount
equal to 6% of the paid up capital represented by Group A, B and C
share certificates, shall be distributed to shareholders as the “first
dividend”.
Should the profit realized in any year be insufficient to provide
for the first dividend of 6% referred to above, the balance shall
be made up and distributed out of the contingency reserve fund.
Provided, however, that any amount thus taken out of the reserve
fund shall constitute a charge to be made up out of the profits to
be realized in the subsequent years.
Amendments in the Articles of Incorporation in 2012
1...,285,286,287,288,289,290,291,292,293,294 296,297,298,299,300