Report of the Board of Directors
Report of the Board of Directors Structure of Partnership Our company, as a result of opening to public on May 27, 2000, increased its paid capital from 2.350.000 YTL to 10.000.000 YTL, with an increase of 7.650.000 YTL. In addition to that, 2 billion shares of the company (20% of the paid capital), at a base value of 0.017 YTL presented to public trade in ISE (Istanbul Stock Exchange). (ISE Code: ZOREN) On October 15, 2001, our partners, <strong>Zorlu</strong> Holding A.fi., Korteks Mensucat Sanayi ve Ticaret A.fi., and <strong>Zorlu</strong> Linen Dokuma Emprime Konfeksiyon Sanayi ve Ticaret A.fi. have sold 2 billion shares in their portfolio, which are equal to 20% of the whole shares unpublicized to Denizbank A.fi., another partner of our company. On August 26,2002, total sum of 70.000.000 YTL (30.160.269 YTL from Emission Premium, 24.258.919 YTL from Revaluation Value Increase Fund, and 15.580.812 YTL from extraordinary Reserves) transferred to Capital account, increase in Capital has been approved by Capital Markets Committee decision no 49/1477 dated November 1, 2002. Related capital increase is registered at Bursa Commercial Registry Office on November 11, 2002, and publicized in Turkish Trade Registry Journal No. 5687 on November 28, 2002. As of December 19,2002, against the number 1 share coupons of stocks, 700% free of charge stock distribution is done. By the decision of Board of Directors, no 2004/12, dated 02.06.2004, issued capital of 80.000.000 YTL has been increased to 81.665.350 YTL, increase to be covered by 2003 profit shares. This decision has been approved by Documents issued by Capital Markets Committee no 113/849, dated 13.07.2004; and, capital increase has been registered by Bursa Commercial Registry Office on 30.09.2004. 2,08168% of shares distributed free of charge to shareholders against the profit share coupons of 2003. On 21.02.2005, 3.361.276 shares equal to 336.127.600 YTL has been transferred from Denizbank to <strong>Zorlu</strong> D›fl Ticaret A.fi. In accordance to Board of Directors’ decision no. 12, dated 22.06.2005, 2.930.478 YTL dividends, net profit of 2004, calculated according to new legal regulations has been distributed in cash, between 24.06.2005 and 08.07.2005. On 18.09.2006, 20.730.000 YTL shares, equal to 2.073.000.000 , has been transferred from Denizbank to <strong>Zorlu</strong> Holding A.fi., and, on 29.12.2006, 19.191.357 shares, equal to 191.914 YTL has been transferred from Vestel Komünikasyon San. ve Tic. A.fi. to <strong>Zorlu</strong> Holding A.fi. Shareholders Number of Shares Nominal Value of Shares (YTL) Share of Capital (%) <strong>Zorlu</strong> Holding A.fi. 3.528.843.300 35.288.433 43,20 Korteks Mensucat A.fi. 1.433.019.800 14.330.198 17,50 Other Partners 3.204.671.900 32.046.719 39,30 Total 8.166.535.000 81.665.350 100,00 <strong>Zorlu</strong> <strong>Enerji</strong> 2006 Annual Report 15