Frequently Asked Questions
REITs are subject to the "Principles of Real Estate Investment Companies" of the Capital Markets Board No III-48.1.
The Company is exempt from corporate income tax in accordance with paragraph d-4 of Article 5 of the Corporate Income Tax Law and in accordance with paragraph 6-a of Article 94 of the Income Tax Law, the earnings of the real estate investment trusts are subject to withholding taxes. According to the Council of Ministers decision, No: 93/5148, the withholding tax rate is determined as "0". Therefore, REITs have no corporate tax obligation.
Akmerkez was established in 1989. The trade name "Akmerkez Gayrimenkul Yatırımı A.Ş." has been changed as "Akmerkez Gayrimenkul Yatırım Ortaklığı A.Ş." in the Extraordinary Shareholders Meeting held on 17 February 2005 and this change has been registered on 24 February 2005 by the Ministry of Trade. With respect to the Board Decision dated 21 June 2005, the trade name of the Company is set as "Akmerkez Alışveriş Merkezi" and this name is certified by the Istanbul Trade Registry as at 1 July 2005. The mission of the Company is to create value through the ownership of real estate's investment property.
The issues capital of the company is TRY 37.264.000 comprised of 3.726.400.000 shares with a nominal value of 1 (one) Kurush each. The share classes representing the issued capital are made up of Class (A) with 407.575.000 registered shares for TL 4.075.750, Class (B) with 284.138.000 registered shares for TL 2.841.380, Class (C) with 239.887.000 registered shares for TL 2.398.870 and Class (D) with 2.794.800.000 bearer shares for TL 27.948.000. Transfer of registered shares may not be restricted.
Click the link below for the shareholder structure of Akmerkez REIT.
Class (A), (B), (C) and (D) shares of the Company have privilege to nominate candidates to the board of directors. 4 members of the board of directors of the Company are elected by the general meeting among the candidates nominated by majority of the owners of the Class (A) registered shares, 3 members among the candidates nominated by majority of the owners of the Class (B) registered shares, 2 members among the candidates nominated by majority of the owners of the Class (C) registered shares and 1 member among the candidates nominated by majority of the owners of the Class (D) bearer shares offered to public, who attended the general meeting.
If, however, the holders of the Class (D) bearer shares offered to public, who attended the general meeting are not able to nominate a candidate and/or agree on a candidate by majority during the general meeting, the Board of Directors of the Company is formed by 9 (nine) members elected by the General Meeting among the candidates 4 of whom were nominated by the majority of the owners of the Class (A) registered shares, 3 by the majority of the owners of the Class (B) registered shares, and 2 by the majority of the Class (C) registered shares.
Apart from the privilege of nominating candidates to the board of directors as described above, there is not any other privilege.
Each shareholder is entitled to cast one vote per share.
Akmerkez REIT's portfolio consists of Akmerkez Shopping mall, Commercial Centre and Residence Complex. Complex has 600 independent parts which 473 of it belonging to Akmerkez REIT. 445 of those independent parts are in Akmerkez Shopping mall, 27 of those independent parts are in Residence and 1 of those independent part is in Commercial Centre.
The “Corporate Governance Committee” which is supposed to monitor the company in terms of compliance with the Corporate Governance Principles, undertake improvement activities and make suggestions to the Board of Directors ascertained whether or not the Company implemented the Corporate Governance Principles, made suggestions to improve the Corporate Governance principles to the Board of Directors and supervised the activities of the Investor Relations Division. The activities related to the grading of the compliance of the Corporate Governance Committee and Investor Relations Division with Corporate Governance Principles were reviewed by Saha Kurumsal Yönetim ve Derecelendirme Hizmetleri A.Ş. (“Saha”) as a result of which our first Rating for Compliance with Corporate Governance Principles was announced in 2016 (9,22) while the periodical revision rating for 2017 was (9,37). In 2018, this rating (9,37) was confirmed again. In 2019 our rating was announced as (9.43), while the periodic revision rating for 2020 was (9.44). In 2021 and 2022, our rating was confirmed as (9.44). In 2023, our rating was updated as (9.48). The rating report and the periodic revision report were announced to investors through Material Event Disclosures on 06.12.2016, 06.12.2017, 06.12.2018, 06.12.2019 07.12.2020, 07.12.2021, 07.12.2022 and 07.12.203 respectively.
Lotus Değerleme ve Danışmanlık A.Ş. was assigned as the appraisal company to provide appraisal services for each asset included in the portfolio of the Company requiring appraisal as well as the assets which might be acquired by the Company in 2023 in a manner that would require appraisal pursuant to article 35.2 of the Communiqué Regarding Principles for Real Estate Investment Trusts (III-48.1) issued by the Capital Market Board.