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FORMER VERSION
NEW VERSION
Investigation of the Complaints, Informing the General Assembly
and Call for an Extraordinary Meeting of the General Assembly
Article 45 (The amended version with the Ordinary General
Assembly decision dated 24.10.2005)
Auditors investigate the complaints of the shareholders about the
Members of the Board of Directors or managers and if they verify
that the complaints are based on facts; they include the issue in their
annual reports. Auditors must send a copy of their annual reports to
the Directorate General of Foundations and the Ministry of Industry and
Trade.
If the Auditors observe any acts of the members or the Chairman of
the Board of Directors and the Credit Committee of the Bank and the
managers or the employees, against the provisions of the Banking Law
and the Articles of Incorporation, they inform the General Assembly
about the issue submitting their evidences.
Auditors must make a call for an Extraordinary Meeting of the General
Assembly and must have such issues included in the agenda of the
meeting in case shareholders in possession of the one twentieth of the
Bank capital make a request. Shareholders who apply to the auditors to
make a call for an Extraordinary Meeting of the General Assembly have
to deposit their shares with a value equal to one twentieth equal to one
twentieth of the Bank capital to a reputable, solvent bank as a pledge.
If the General Assembly decides to file a lawsuit as a consequence of
the issue mentioned in the paragraph above or for other reasons against
the Members of the Board of Directors, provisions of the Article 341 of
Turkish Code of Commerce are applicable. Provisions of the Article 2 of
the Law Act n.4487 and the 11th Article of the amended Capital Markets
Law are reserved.
Investigation of the Complaints, Informing the General Assembly
and Call for an Extraordinary Meeting of the General Assembly
Article 45
Was abolished with the Ordinary General Assembly decision dated
29.03.2013.
Filing Lawsuits
Article 46 (The amended version with the Extraordinary General
Assembly decision dated 09.10.2000)
If the holders of shares equal to one twentieth of the Bank capital
insist on filing a lawsuit contrary to the General Assembly decision,
against the Members of the Board of Directors , the auditors must file
a lawsuit within one month. In so far as; this minority (of shareholders)
may assign another lawyer other than the auditors and must deposit
their shares to a reputable, solvent bank as a pledge for possible loss
and damage, until the end of the lawsuit (court case). If the lawsuit
is rejected, the minority (of shareholders) who requested to file the
lawsuit must pay for the physical and real loss and damage of the Bank.
If the General Assembly decides to file a lawsuit against the Members
of the Board of Directors for any reason, the auditors will carry out this
decision.
Filing Lawsuits
Article 46
Was abolished with the Ordinary General Assembly decision dated
29.03.2013.
Qualifications of the Members of the Board of Directors
Article 50 (The amended version with the Extraordinary General
Assembly decision dated 24.10.2005)
Provisions of the Banking Law are applicable regarding the Qualifications
the Members of the Board of Directors.
In case any of the circumstances specified in the Second Clause of the
Article 315 of the Turkish Code of Commerce and Banking Law occur, the
Members of the Board of Directors are considered resigned.
Qualifications of the Members of the Board of Directors
Article 50 (The amended version with the Ordinary General
Assembly decision dated 29.03.2013) Provisions of the Banking Law
are applicable regarding the Qualifications of the Members of the
Board of Directors.
In case any of the circumstances specified in the Second Clause of the
Article 363 of the Turkish Code of Commerce and Banking Law occur, the
Members of the Board of Directors are considered resigned.
AMENDMENTS TO THE ARTICLES OF INCORPORATION