Date: November 17, 2023
Kobirate International Credit Rating and Corporate Governance Services Inc. (Kobirate Inc.), a rating agency authorized to conduct corporate governance ratings in compliance with the Capital Markets Board (CMB) Corporate Governance Principles in Turkey, has been revised from 9.54 (95.40) out of 10 to 9.55 (95.51).
In accordance with the CMB Corporate Governance Principles, our corporate governance rating of 9.54 is determined by weighting the sub-categories of "Shareholders" (25%), "Public Disclosure and Transparency" (25%), "Stakeholders" (15%), and "Board of Directors" (35%).
The distribution of our corporate governance rating in these sub-categories is as follows: "Shareholders" (95.51), "Public Disclosure and Transparency" (95.38), "Stakeholders" (97,26), and "Board of Directors" (94.79).
The corporate governance rating of 9.55, provided by Kobirate Inc. based on the Corporate Governance Principles, is of significant importance regarding our company's compliance with these principles. The corresponding report has been published on our company's website at www.pinarsu.com.tr.
Thank you for your attention to this matter.
Best regards,
PINAR SU VE İÇECEK SANAYİ VE TİCARET A.Ş.
Date: October 17, 2023
Following the preliminary investigation conducted by the Competition Board into the packaged water sector, it has been determined that there is no need to initiate an investigation into whether undertakings have violated Article 4 of Law No. 4054 by collectively determining product prices. Additionally, pursuant to Article 41 of Law No. 4054, the complaint has been dismissed.
Respectfully submitted.
Best Regards,
Date: October 12, 2023
The Competition Board has concluded, following its preliminary investigation into the packaged water sector, that there is no need to initiate an investigation into whether undertakings have violated Article 4 of Law No. 4054 by collectively determining product prices. However, it has been decided to open an investigation into whether there has been a violation of Law No. 4054 through the exchange of information among the undertakings, including our company.
The initiation of an investigation by the Competition Board cannot be interpreted as a conclusion that the undertakings under investigation have violated Law No. 4054 or will face penalties under the law.
Updates on the progress of this process will be shared with the public in accordance with the relevant Capital Markets Legislation.
Date: September 12, 2023
In accordance with Article 10 of the Capital Markets Board's Communiqué II-17.1, regarding anticipated widespread and continuous transactions with our company's related parties for the 2023 accounting period, which are expected to exceed the threshold of 10% as determined in the Communiqué, the conclusion section of the report, comparing the terms of the transactions with market conditions, is presented below for your information.
"Based on Article 10 of the Capital Markets Board's Communiqué II-17.1, it is anticipated that the transactions with Yaşar Dış Ticaret A.Ş., a related party of our company, will exceed the threshold of 10% as determined in the Communiqué for the 2023 accounting period. Therefore, in this report, the conditions and pricing method of the transactions with Yaşar Dış Ticaret A.Ş. are explained, along with the rationale for selecting this method, and it is concluded that these transactions comply with market conditions and comparable transactions."
Date: August 11,2023
An agreement has been signed on August 11, 2023 between our company and Kobirate International Credit Rating and Corporate Governance Services Inc., which is authorized to conduct ratings in compliance with the Capital Markets Board Corporate Governance Principles in Turkey, for the renewal of our corporate governance rating. The validity period of the agreement is one year.
Date: April 28, 2023
During the Board of Directors meeting held on April 28, 2023, in accordance with the provisions of the Capital Markets Board's Corporate Governance Communiqué Serial II-17.1 (Communiqué), the following decisions were made:
The Audit Committee will consist of two independent members, with Ms. Nalan Erkarakaş appointed as the chairperson and Ms. Damla Tolga Birol appointed as a member.
The Early Detection of Risk Committee will consist of three members, with Ms. Damla Tolga Birol appointed as the chairperson, and Ms. Nalan Erkarakaş and Mr. Hakkı Hikmet Altan appointed as members.
The Corporate Governance Committee, in compliance with the Communiqué, will also fulfill the responsibilities of the Nomination Committee and Remuneration Committee. It will consist of four members, with Ms. Nalan Erkarakaş appointed as the chairperson, and Ms. Damla Tolga Birol, Mr. Yılmaz Gökoğlu, and Mr. Onur Öztürk appointed as members.
Date: April 12, 2023
As of April 12, 2023, Mr. Mehmet Aktaş, a member of our company's Board of Directors, has resigned from his position. In order to complete the remaining term of the "Board of Directors Membership" and serve until the next general assembly meeting, Mr. Hüseyin Karamehmetoğlu, the Company's General Manager, has been elected to the vacant position. Furthermore, Mr. Koral Kalpaklıoğlu has been appointed to the position of "General Manager," which became vacant due to Mr. Hüseyin Karamehmetoğlu's election to the Board of Directors.
Date: April 7, 2023
The results of our company's Ordinary General Assembly Meeting for the year 2022, which was held on March 29, 2023, have been registered by the Izmir Trade Registry Office on April 7, 2023.
Date: April 4, 2023
During the Board of Directors Meeting held on April 4, 2023, the following decisions were made:
Ms. Emine Feyhan YAŞAR has been elected as the Chairperson of the Board of Directors.
Ms. İdil YİĞİTBAŞI has been elected as the Vice Chairperson of the Board of Directors.
Date: March 29, 2023
During the Annual General Assembly Meeting held on March 29, 2023, it has been decided to skip the agenda item regarding the distribution of dividends for the year 2022, as the company's activities resulted in a loss.
Our company's Annual General Assembly Meeting for the year 2022, held to discuss and resolve the agenda items attached herewith, took place on Wednesday, March 29, 2023, at 10:00 a.m., at Altın Yunus Mahallesi 3215 Sk. No:38 Çeşme/İzmir. The announcement text containing the agenda and a sample proxy form for the General Assembly Meeting is enclosed. The company's issued capital amounts to 94,762,708.45 TL and consists of bearer shares, with each shareholder or proxy having one voting right for each share at the general assembly meetings.
Date: March 28, 2023
Our company's Board of Directors, taking into consideration the opinion of the Audit Committee, in accordance with the provisions of Turkish Commercial Code No. 6102, Capital Markets Law No. 6362, and related legislation, has decided to select KPMG Independent Audit and Certified Public Accountancy Inc. for the auditing of our company's financial statements and reports for the fiscal period covering 2023. This selection will be submitted for approval at the Ordinary General Assembly meeting to be held for the year 2022.
Date: March 3, 2023
During the Board of Directors meeting held on 03.03.2023, it has been decided to submit the non-distribution of profits due to the company's 2022 activities resulting in a loss for the approval of the Ordinary General Assembly.
PINAR SU VE İÇECEK SANAYİ VE TİCARET A.Ş
Our company will hold the Ordinary General Assembly Meeting for the year 2022 to discuss and resolve the agenda items listed in the attachment. The meeting will take place on Wednesday, 29 March 2023, at 10:00 a.m., at Altın Yunus Mahallesi 3215 Sk. No:38 Çeşme/İzmir address.
The invitation announcement, including the agenda and a sample power of attorney, is enclosed herewith.
The company's issued capital amounts to 94,762,708.45 TL and consists of bearer shares. Each shareholder or their proxy present at the general assembly meeting is entitled to one voting right per share.