Corporate Governance Compliance Report - Zorlu Enerji

Zorlu Enerji Elektrik Üretim A.fi. Corporate Governance Compliance Report
SECTION I – Shareholders
2- Department of Relations with Shareholders
By making the plan of forming Department of
Relations with Shareholders real, Zorlu Enerji Elektrik
Üretim A.fi., has formed Department of Relations
with Shareholders in 2006 as one step of the project
of Corporate Management started in 2005.
In managerial unit formed in 2006 to follow the
activities related to investors, Fatih Y›lmaz is on duty,
investors can get all kind of information about the
company through phone lines: 0212 4562300, 0212
4562196, 0212 4562199 as well as the company’s
website, also by sending an email to
yatirimci@zoren.com.tr.
In this period, 30 questions by email and 80
questions by phone are directed to the department.
All the questions asked are replied meticulously
verbal and/or written, in consideration of policy of
giving information and following the principles of
confidentiality.
3- Utilization of Shareholders Right of Getting
Information
In 2006, 110 requests for information were received
by Zorlu Enerji Accounting Department, and all are
replied in details. Details about the number of
requests received are as follows:
Request of Information by Number
E-Mail 30
Fax -
Mail -
Telephone 80
Total 110
In 2006, Zorlu Enerji Department of Relations with
Investors replied all 110 requests for information in
details. 90% of the requests received by the
department were about activities and financial
performance of the Company, 10% were about
investments, changes in share values, information
about General Board Meeting of Shareholders, etc. In
order to present most possible information in shortest
time, correct, fast, complete and in an understandable
way to investors, Company reorganized its website.
Special attention is given to Website including detailed
information in accordance to investors’ right of being
informed, also all subjects covered in Capital Markets
Committee Principles of Corporate Management are
presented in company’s website.
At the year 2006 Periodic General Board Meeting of
Shareholders, the amended article of Main Contract
about assigning a special auditor is as “Shareholders
representing the 5% of the public shares of the
Company may request from General Board Meeting
of Shareholders to assign special auditor for
investigation of a specific financial situation. In case
that request is rejected by the General Board Meeting
of Shareholders, shareholders representing the 1/20
of Company capital will have the right to go to the
competent court with the request of assigning an
auditor to investigate the specific situation and reach
a result”; in this period, there was no request for
assigning a special auditor.
4- Information about the General Board Meeting of
Shareholders
For year 2005, Periodic General Board Meeting of
Shareholders has been held in Bursa Organized
Industrial Zone on May 16, 2006 at 13:00 o’clock.
Invitation for the meeting has been done in time in
accordance to the related laws and as stated in the
Main Contract, call for the meeting including the
agenda has been published in Turkish Trade Registry
Journal no.6546, dated 01.05.2006, Dünya
Newspaper dated 02.05.2006 and Bursa Hakimiyet
Newspaper dated 02.05.2006; shareholders which
have issued stocks on their name and shareholders
which has bearers bond, who have their addresses in
the records are informed by registered letters.
Although the General Board Meeting of Shareholders
is open to public and media, beneficiaries and media
did not attend the meeting.
54.790.835.990 YTL of the company capital
representing 5.479.083.599 shares, representing 67%
of total 8.166.535.000 shares equal to 81.665.350
YTL of company capital, 4.662.430.099 acting as
32 Zorlu Enerji 2006 Annual Report