ÇHS AR21-ENG-030622
9 Çelebi Ground Handling Inc. 2021 Annual Report ÇELEBİ HAVA SERVİSİ A.Ş. Profit Distribution Table for 2020 (TL) According to CMB legislation According to legal records Net Profit for the Period -169,179,611.00 -157,612,989.62 Prior Year Loss (-) 0.00 0.00 General Legal Reserves 0.00 0.00 Net Distributable Profit for the Period -169,179,611.00 -157,612,989.62 First Dividend to Shareholders 0.00 0.00 Second Dividend to Shareholders 0.00 0.00 Other Funds for Distribution 0.00 0.00 General Legal Reserves 0.00 0.00 Transferred to Extraordinary Reserves 0.00 0.00 In this framework, in compliance with CMB regulations pertaining to profit distribution and with respect to the period beginning on 1 January 2020 and ending on 31 December 2020: - It was unanimously decided not to distribute dividends. - The members of the Board of Directors and the Company’s statutory auditors are acquitted of their fiduciary responsibilities. - Board of Directors members Canan Çelebioğlu, Mehmet Murat Çavuşoğlu, Mehmet Yağız Çekin, and Turgay Kuttaş, whose terms of office have expired, are elected to serve as board members for a period of one year (the period between two consecutive annual general meetings). - Uğur Tevfik Doğan and Halil Yurdakul Yiğitgüden are elected to serve as independent board members for a period of one year (the period between two consecutive annual general meetings). - Independent board members are to be paid a monthly fee/honorarium of gross TL 10,500.00 but no such fees or honoraria are to be paid to board members other than the independent ones. - DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi (“Deloitte”) is designated as the independent audit firm (“Auditor”) to carry out the independent audit of the financial statements for 2021 fiscal year and other activities falling under the arrangements in the said laws. - The Board of Directors will be authorized for a period of 15 months to issue borrowing instruments in an amount of up to TL 500,000,000.00, to determine all matters associated with the issuance and to carry out the related transactions and formalities under the provisions of the Turkish Commercial Code and CMB legislation in force. - An upper limit of TL 500,000.00 is set on charitable donations that are to be made by the Company during 2021 (1 January 2021-31 December 2021). - Shareholders holding management control, the members of the Board of Directors, senior executives and their spouses and relatives by blood or marriage unto the second degree have been authorized, as per Article 395 of the Turkish Commercial Code no. 6102, to deal in transactions with the Company and its subsidiaries that might lead to conflict of interest, and to deal with the Company on their own or others’ behalf. Information was also provided to shareholders about; - the guarantees, pledges, and mortgages granted and the revenues and benefits received by the Company to/from third parties during 2020 fiscal year, - related-party transactions engaged in 2020 fiscal year, and - TL 2,176,265.00 worth of charitable donations to various foundations, associations, professional chambers, and public agencies and organizations during the period beginning on 1 January 2020 and ending on 31 December 2020.
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