Amendment to the Articles of Association - Coca Cola İçecek

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and objective of the Company; set aside a share from the netprofit to such foundations or other foundations of socialobjectives,In case when the amendment of the Articles ofAssociation is required in order for the Company to engage inother activities not stated hereinabove but deemed directly orindirectly necessary or beneficial for the attainment of theobjective of the Company, the matter will be submitted to theapproval of the General Meeting of Shareholders upon theresolution of the Board of Directors after the required legal andadministrative permissions have been obtained.foundations or other foundations of social objectives, makedonations and additionally, the Company may establish aidorganizations for its executives, employees and workers inaccordance with Article 522 of the Turkish CommercialCode and may set aside reserves for the purposes ofmaintaining of such .In case when the amendment of the Articles ofAssociation is required in order for the Company to engage inother activities not stated hereinabove but deemed directly orindirectly necessary or beneficial for the attainment of theobjective of the Company, the matter will be submitted to theapproval of the General Meeting of Shareholders upon theresolution of the Board of Directors after the required legal andadministrative permissions have been obtained.Head Office and Branches of the CompanyArticle 4:The head office of the Company is in the city of Istanbul. Theaddress of the Company is Esenkent Mahallesi, Deniz FeneriSokak No.4 34776 Umraniye/Istanbul. The Company mayestablish offices, open branches and representation offices in oroutside Turkey informing the Ministry of Customs andCommerce and the General Directorate of Foreign Investmentand the Capital Markets Board. In case of an address change,the new address is registered to the trade registry, published inthe Turkish Trade Registry Gazette, notified to the Ministry ofCustoms and Commerce and the Capital Markets Board andpublished in the website of the Company. Notifications servedto the registered and published address is deemed to be servedto the Company. In the event the Company left its registeredand published address without registering its new address in duetime, this situation will constitute a cause for dissolution of theCompany.Head Office and Branches of the CompanyArticle 4:The head office of the Company is in the city of Istanbul. Theaddress of the Company is Esenkent Mahallesi, Deniz FeneriSokak No.4 34776 Umraniye/Istanbul. The Company mayestablish offices, open branches and representation offices in oroutside Turkey by taking a Board of Directors resolution andin accordance with the relevant legislation. In case of anaddress change, the new address is registered to the traderegistry, published in the Turkish Trade Registry Gazette,notified to the Ministry of Customs and Commerce and theCapital Markets Board and published in the website of theCompany. Notifications served to the registered and publishedaddress is deemed to be served to the Company. In the event theCompany left its registered and published address withoutregistering its new address in due time, this situation willconstitute a cause for dissolution of the Company.CapitalArticle 6:The capital of the Company is 254.370.782.-TL.This capital is divided into 25.437.078.200 shares with anominal value of 1 Kr. These shares are divided into (A), (B)and (C) Group shares.(A) and (B) Group shares are registered shares and these shareshave special rights and privileges stated herein. (C) Groupshares are bearer shares and no special rights or privileges aregranted for such shares .254.370.782.-TL constituting the capital of the Company hasbeen fully paid.In capital increases, in order to represent the increased capital,(A) Group share will be issued pro rata to the (A) Group shares,(B) Group share will be issued pro rata to the (B) Group shares,(C) Group share will be issued pro rata to (C) Group shares.CapitalArticle 6:The capital of the Company is 254.370.782.-TL.This capital is divided into 25.437.078.200 shares with anominal value of 1 Kr. These shares are divided into (A), (B)and (C) Group shares.(A) and (B) Group shares are registered shares. (C) Groupshares are bearer shares .254.370.782.-TL constituting the capital of the Company hasbeen fully paid.In capital increases, in order to represent the increased capital,(A) Group share will be issued pro rata to the (A) Group shares,(B) Group share will be issued pro rata to the (B) Group shares,(C) Group share will be issued pro rata to (C) Group shares.Coca-Cola Icecek Investor Relations I Tel: +90 216 528 4480 I Fax: +90 216 365 8457 I CCI-IR@cci.com.tr I www.cci.com.trPage 4 of 27
All the shares remaining after the use of the preemptive rights orall the shares newly issued by restricting the use of thepreemptive rights will be (C) Group bearer shares and will beoffered to the public at the market price, which will not bebelow the nominal value, in accordance with the communiquésof the Capital Markets Board, provided that this issue isincluded in the agenda of the general meeting of shareholderduring capital increases and an explicit decision is taken to thiseffect.The shares representing the capital are monitored electronicallywithin the framework of dematerialization principles.Types of Shares and Share AllocationArticle 7:The total capital in the amount of 254.370.782.-TL is composedof:80.000.000,0000-TL A Group registered shares,51.114.298,6310-TL B Group registered shares,123.256.483,369-TL C Group bearer shares.All the shares remaining after the use of the preemptive rights orall the shares newly issued by restricting the use of thepreemptive rights will be (C) Group bearer shares and will beoffered to the public at the market price, which will not bebelow the nominal value, in accordance with the communiquésof the Capital Markets Board, provided that this issue isincluded in the agenda of the general meeting of shareholderduring capital increases and an explicit decision is taken to thiseffect.The shares representing the capital are monitored electronicallyat the Central Registry Agency within the framework ofdematerialization principles.Types of Shares and Share AllocationArticle 7:The total capital in the amount of 254.370.782.-TL is composedof:80.000.000,0000-TL A Group registered shares,51.114.298,6310-TL B Group registered shares,123.256.483,369-TL C Group bearer shares.(A) and (B) Group shares have special rights and privilegesstated herein. No special rights and privileges are grantedfor the (C) Group shares.The shares are allocated among the shareholders as follows:The shares are allocated among the shareholders as follows:ShareholderShareRatioNumber of SharesNumberof SharesRepresented byFractionReceiptsGroup/TypeSharesofAmount ofShare (TL)ShareholderShareRatioNumber of SharesNumberof SharesRepresented byFractionReceiptsGroup/TypeSharesofAmount ofShare (TL)Anadolu EfesBiracılık veMalt SanayiiA.Ş 31,057 7.900.000.000 0.00The Coca-ColaExportCorporation20,0945.111.427.9780.60Efes Pazarlamave DağıtımTicaret A.Ş. 0,393 100.000.000 0.00Cemal Ahmet 0,0000.50Bozer1.884Anadolu EfesBiracılık veMalt SanayiiA.Ş 9,061 2.304.730.774 0.60A GroupRegisteredSharesB GroupRegisteredSharesA GroupRegisteredSharesB GroupRegisteredSharesC GroupBearerShares79.000.000,000051.114.279,78601.000.000,000018,845023.047.307,75Anadolu EfesBiracılık veMalt SanayiiA.Ş 31,057 7.900.000.000 0.00The Coca-ColaExportCorporation20,0945.111.427.9780.60Efes Pazarlamave DağıtımTicaret A.Ş. 0,393 100.000.000 0.00Cemal Ahmet 0,0000.50Bozer1.884Anadolu EfesBiracılık veMalt SanayiiA.Ş 9,061 2.304.730.774 0.60A GroupRegisteredShares 79.000.000,0000B GroupRegisteredShares51.114.279,7860A GroupRegisteredShares1.000.000,0000B GroupRegisteredShares18,8450C GroupBearerShares23.047.307,75Efes Pazarlamave DağıtımTicaret A.Ş. 9,745 2.478.805.132 0.60ÖzgörkeyHolding A.Ş.ArmağanÖzgörkey4,0210,0001.022.701.0611.0000.000.50C GroupBearerSharesC GroupBearerSharesC GroupBearerShares24.788.051,3310.227.010,6110,01Efes Pazarlamave DağıtımTicaret A.Ş. 9,745 2.478.805.132 0.60ÖzgörkeyHolding A.Ş.ArmağanÖzgörkey4,0210,0001.022.701.0611.0000.000.50C GroupBearerSharesC GroupBearerSharesC GroupBearerShares24.788.051,3310.227.010,6110,01HALKAAÇIK25,6306.519.410.3680.20C GroupBearerShares65.194.103,68HALKAAÇIK25,6306.519.410.3680.20C GroupBearerShares65.194.103,68TOTAL 100 25.437.078.200 3 254.370.782,00TOTAL 100 25.437.078.200 3 254.370.782,00Coca-Cola Icecek Investor Relations I Tel: +90 216 528 4480 I Fax: +90 216 365 8457 I CCI-IR@cci.com.tr I www.cci.com.trPage 5 of 27
Page 1 and 2: FOR GENERAL RELEASE TO THE PUBLICAp
Page 3: security over the assets of the Com
Page 7 and 8: a replacement from among candidates
Page 9 and 10: (x) Decisions on capital expenditur
Page 11 and 12: dismissal, the members of the Board
Page 13 and 14: In order for all documents, notes,
Page 15 and 16: matters set forth in Article 369 of
Page 17 and 18: Determination and Distribution of P
Page 19 and 20: forth in Article 8.3.5 having in th
Page 21 and 22: (i) occurrence of any of the causes
Page 23 and 24: accordance with the relevant provis
Page 25 and 26: give written notification to the ot
Page 27: 18.4. EncumbrancesThe shareholders

Amendment to the Articles of Association - Coca Cola İçecek

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