TeliaSonera | August 11, 2011 | Press Release
At the Turkcell Extraordinary General Shareholders’ Meeting (EGM) held today, TeliaSonera, once again, raised the issue of replacing the Chairman with a truly independent Board member in order to resolve the current deadlock at the Board and focus on restoring Turkcell’s operational excellence as a national champion.
“We are committed to resolving the current deadlock at the Turkcell Board in order to focus the Board’s efforts on restoring Turkcell’s operational excellence. This can only be achieved by replacing the Chairman with a truly independent Board member. Great injustice has, once again, been done by unlawfully rejecting minority shareholder’s rights to address the composition of the Board at the EGM. We regret the outcome, which is not only harmful for TeliaSonera as the largest shareholder, but also for private and institutional shareholders in Turkey and abroad, who represent the second largest shareholder group,” says Cecilia Edström, Senior Vice President and Head of Group Communications.
The EGM could not be completed as minority shareholder rights were not protected. The Turkcell Holding proxy holder therefore abstained from voting on all agenda items, except the election of new independent statutory auditors, in order to protect all shareholders’ legal rights and safeguard good corporate governance in Turkcell.
”The fact that the Board has been in a deadlock for quite some time is clearly having a negative impact on Turkcell’s operational performance. Therefore, replacing Colin J Williams with a truly independent and impartial Board member is crucial for Turkcell. Once this has been completed, we will focus on increasing the number of independent directors, one of which will be the Chairman, in line with the requirements of the Turkish Capital Markets Board and the U.S. Securities and Exchange Commission. Turkcell is, and should continue to be, a national champion. TeliaSonera is a proud founding member and the biggest shareholder In Turkcell. The sooner we can get out of this deadlock and focus on growing the business and restoring Turkcell’s operational excellence the better,” Cecilia Edström continues.
TeliaSonera has put forward several formal requests to the Board of Turkcell to address the board composition at the Shareholders’ Meetings. The Turkcell chairman, Mr Colin J Williams, acting in concert with Cukurova, has repeatedly been blocking these requests at the Board, as well as at the AGM which took place on 21 April 2011 and the EGM held today. He has clearly proven that he is not independent and impartial, by violating the law, to protect his own and Cukurova’s positions at the expense of a majority of the shareholders, including the private and institutional shareholders in Turkey and abroad.
