Turkiye Garanti Bankasi A.S.: About the Ordinary Meeting of the General Assembly

TO: Investment Community

FROM : Garanti BBVA / Investor Relations

SUBJECT: About the Ordinary Meeting of the General Assembly

DATE: March 01, 2024

The Board of Directors of our Bank resolved on March 1st, 2024 that the Ordinary General Meeting of Shareholders of T. Garanti Bankası A.Ş. be held on March 27th, 2024 Wednesday, at 10:00 am at Levent, Nispetiye Mahallesi, Aytar Caddesi No:2, 34340 Besiktas, Istanbul, with the following agenda, and the Head Office be authorized to conduct any and all acts in relation with the Ordinary General Meeting of Shareholders and to determine the persons who will be authorized in this regard.

     AGENDA

1. Opening, formation and authorization of the Board of Presidency for signing the minutes of the Ordinary General Meeting of Shareholders,
2. Reading and discussion of the Board of Directors’ Annual Activity Report,
3. Reading of the Independent Auditor’s Reports,
4. Reading, discussion and ratification of the Financial Statements,
5. Amendment to Article 7 of the Bank’s Articles of Association,
6. Release of the Board Members,
7. Determination of profit usage and the amount of profit to be distributed according to the Board of Directors’ proposal,
8. Informing the shareholders regarding the transfer from Extraordinary Reserves Account to a special reserve account of the surplus amount resulting from the revaluation application within the scope of the Temporary Article No. 32 and paragraph (ç) of the Repeated Article No. 298 of the Tax Procedure Law No. 213,             
9. Determination of the number of the board members, election of the board members including the independent member whose terms of office have expired and informing the shareholders regarding the external duties conducted by the board members and the grounds thereof in accordance with the Corporate Governance Principle no. 4.4.7 promulgated by the Capital Markets Board of Türkiye,
10. Election of the Independent Auditor in accordance with Article 399 of Turkish Commercial Code,
11. Informing the shareholders regarding remuneration principles of the Board Members and directors having the administrative responsibility in accordance with the Corporate Governance Principle no. 4.6.2 promulgated by the Capital Markets Board of Türkiye, 
12. Determination of the remuneration of the Board Members,
13. Informing the shareholders with regard to charitable donations realized in 2023, and determination of an upper limit for the charitable donations to be made in 2024 in accordance with the banking legislation and Capital Markets Board regulations,
14. Authorization of the Board Members to conduct business with the Bank in accordance with Articles 395 and 396 of the Turkish Commercial Code, without prejudice to the provisions of the Banking Law,
15. Informing the shareholders regarding significant transactions executed in 2023 which may cause conflict of interest in accordance with the Corporate Governance Principle no. 1.3.6 promulgated by Capital Markets Board of Türkiye. 

*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: [email protected]

www.garantibbvainvestorrelations.com