Capital Structure Analysis of Cement Industry http www cimsa com tr tr index asp

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Capital Structure Analysis of Cement Industry http www cimsa com tr tr index asp Powered By Docstoc
					  http://www.cimsa.com.tr/tr/index.asp?ID=2
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  Information Policy

1. Purpose
  The administration of Çimsa Cement Industry and Trade Inc. prides itself on its transparent
  and close communication with its shareholders. The main goal is increasing the value of
  Çimsa Cement Industry and Trade Inc. for the existing shareholders and making it an
  attractive investment tool for potential investors. To this end, Çimsa Cement Industry and
  Trade Inc.’s administration applies strategic plans and follows widely recognized accounting
  principles and the rules of the Capital Market Regulation to report the results of these
  strategic plans in a complete, fair, accurate, timely and understandable manner to its
  shareholders, investors and capital market specialists (in other words, the participants of the
  capital market).
  Çimsa Cement Industry and Trade Inc. adheres to the Capital Market Regulation, the rules of
  the Capital Market Board (SPK) and the Istanbul Stock Exchange (IMKB) and seeks to
  ensure that SPK Corporate Management principles are applied.
  The information policy covers all the employees and consultants of Çimsa Cement Industry
  and Trade Inc. and regulates the verbal and written communication of Çimsa Cement Industry
  and Trade Inc. with the participants of the capital market.

  2. Authority and Responsibility

  The information policy has been set by the Board of Directors in line with the SPK Corporate
  Management Principles. The Board of Directors of is responsible for monitoring, supervising
  and improving the policy of Çimsa Cement Industry and Trade Inc. for informing the public.
  The Office of the Deputy Chief Finance Officer has been charged with supervising and
  monitoring the efforts to inform the public.

  3. The Methods and Tools Used to Inform the Public

   Information is provided through special announcements, financial statements and reports,
  annual activity reports, websites, presentations, investor meetings and teleconferences,
  information letters and press releases. Without prejudice to the provisions of the Capital
  Market Regulation and the Turkish Trade Code (TTK), the methods and tools used by Çimsa
  Cement Industry and Trade Inc. to inform the public are specified below:

        Reports sent to IMKB for material disclosures (KAP reports are sent digitally on
         time),
        Financial statements and notes sent to IMKB on a regular basis, independent audit
         report, declarations and activity reports (KAP statements are provided digitally at the
         requested times),
          Announcements and notices made through the Turkish Trade Registry Gazette and
           newspapers (Prospectuses, circulars, call to General Assembly Meeting, etc.),
          Press statements through printed and visual media,
          Notices made to news agencies like Reuters, Forex etc,
          Face-to-face or teleconference meetings with the participants of the capital market to
           brief them,
          Corporate website, (www.cimsa.com.tr),
          Announcements made through telephone, mobile phone (WAP and similar
           technologies) etc.

4. Disclosure and Presentation of the Financial Statements

The financial tables and notes of Çimsa Cement Industry and Trade Inc. are prepared on a
consolidated basis and in line with the International Financial Reporting Standards (UFRS).
They are subjected to independent audit, in line with the International Auditing Standards
(UDS) and sent to IMKB for disclosure to the public. Before the financial statements and
notes are released to the public, they must be approved by the Board of Directors upon the
consent of the Audit Council, pursuant to the Capital Market Legislation.
Financial statements and notes as well as the independent audit report and its appendices are
sent to IMKB within a sealed envelope, in line with the SPK and IMKB regulations,
following the approval of the Board of Directors. Financial tables and notes are also digitally
publicized on the dates requested in the form of Public Information Project (KAP) statement.

5.       Disclosure and Presentation of the Activity Report
The activity report is prepared in line with the Capital Market Legislation and the SPK
Corporate Management Principles. After it is approved by the Board of Directors, it is
disclosed together with the financial statements and published on our website
(www.cimsa.com.tr).

6. Material Disclosures and Authorized Staff
Material disclosures of Çimsa Cement Industry and Trade Inc. are prepared by the Sub-
Division for the Finance Department.
Material disclosures of Çimsa Cement Industry and Trade Inc. are signed by the Chief
Executive Officer and the Deputy Chief Finance Officer and sent to IMKB. If this is not
possible, they are signed by the Chief Finance Officer and/or by other Deputy Chief Officers
and sent to IMKB. Material disclosures are sent to IMKB through the quickest
communication tools. They are also digitally announced in the form of KAP statements.
Any piece of information that can be considered to be significant and special for a reasonable
investor, will be deemed material information.
If any Çimsa Cement Industry and Trade Inc. employee discovers that any piece of
information that should not be in public domain, has been disclosed in an authorized and
undesired manner, he/she shall inform the Office of the Deputy Chief Finance Officer. In such
an event, the Office of the Deputy Chief Finance Officer will prepare a material disclosure in
line with the Capital Market Legislation and submit the same to IMKB.
Çimsa Cement Industry and Trade Inc. shall publish the material disclosures within the next
business day after the material disclosure was made at the latest, on its website
(www.cimsa.com.tr) and keep the same announcements on its website for a minimum of five
years.


7. People authorized to make public statements

In addition to the above statements, written and verbal information requests of the participants
of the Capital Market Board or any organization/person, will be considered by the Office of
the Deputy Chief Finance Officer. The Office will verify whether the information can be
considered a trade secret and if it can affect investment decisions and the value of the capital
market tools in line with the Communiqué of the Capital Market Board, serial no VIII and no
54. Requests for written and verbal information will be executed by the relevant department,
after the evaluation of the Office of the Deputy Chief Finance Officer .
Press releases made for the printed and visual media and data distribution channels such as
Reuters and Forex, will be subject to the approval of the Chairman of the Board of the
Directors or the Chief Executive Officer.
Other than that, unless specially charged to do so, the staff of Çimsa Cement Industry and
Trade Inc. will not be authorized to respond to questions from participants in the capital
market. Information requests are forwarded to the Office of the Deputy Chief Finance Officer.

8. People with Administrative Responsibility
People with administrative responsibility are those who have direct or indirect access to
internal information on Çimsa Cement Industry and Trade Inc. and who are authorized to
make administrative decisions that will affect the future development and commercial targets
of the company.

9. Communication with the Capital Market Participants
Çimsa Cement Industry and Trade Inc. does not provide information that could lead to
assumptions about the interval period and the annual activity reports of the company. It
prefers instead to communicate the critical points, strategic approaches and important factors
that facilitate a better understanding of the industry, to the participants of the capital market.
Unless otherwise indicated, its communication with the participants of the capital market can
be performed only by people authorized to make public statements on behalf of Çimsa
Cement Industry and Trade Inc.


10. Groundless Information Circulating in the Market
As a principle, Çimsa Cement Industry and Trade Inc. does not make statements about market
rumors or speculations. News and rumors about Çimsa Cement Industry and Trade Inc. in the
media are monitored, and the Office of the Chief Executive Officer evaluates whether such
rumors and news will have an impact on the capital tools.
The Office of the Deputy Chief Finance Officer decides whether a material disclosure should
be made or not according to the 18th article of the Communiqué of the Capital Markets Board
serial no VIII and no 54.
       Also, when SPK and/or IMKB requests confirmation in line with the Capital Markets Board,
       or when the administration decides that it is necessary and suitable to make a statement, a
       statement will be made about any rumors circulating in the market.


       11. Meetings with Investors and Analysts

       The Office of the Chief Executive Officer is responsible for maintaining relationships with
       existing and potential shareholders in Çimsa Cement Industry and Trade Inc. in a regular
       manner and to reply to investors’ questions in the most efficient manner and to carry out the
       works intended to increase the company’s value.
       The Deputy Chief Finance Officer, reporting directly to the Chief Executive Officer, and the
       Strategy and Business Development Manager, utilize roadshows, teleconferences, e-mail, fax,
       analyst presentations, and announcements/releases to increase Çimsa’s appeal in international
       markets and to draw attention to the advantages it offers compared to its rivals. All meeting
       requests of the shareholders are accepted and meetings are held with the attendance of the
       highest possible level of representatives.
       Çimsa Cement Industry and Trade Inc. considers analyst reports the property of the company
       that prepares the analysis and will not publish them on its website (www.cimsa.com.tr).
       Çimsa Cement Industry and Trade Inc. does not review, verify, approve, assume
       responsibility for or disburse the analyst reports or income models. However, in some certain
       and limited situations and when requested, in order to prevent the provision of misinformation
       to the public, it may review the analyst reports provided that historical data are used, and
       provided that it is not limited to a specific subject.

       12. Mute Period
       Çimsa Cement Industry and Trade Inc. Çimento Sanayi ve Ticaret A.Ş. avoids discussing
       with the participants of the capital board the financial statements and other relevant subjects
       in certain periods of the calendar year, in order to prevent asymmetrical information
       distribution and unauthorized disclosures about its financial results. This period is called the
       ‘mute period.’ The mute period starts on the 15th of the month following the end of three-
       month interval and the annual fiscal period, and ends one business day after disclosure of the
       financial statements and notes. During the mute period,
·   In one to one or group meetings with participants of the capital market, except for publicized
       information, the financial situation of Çimsa Cement Industry and Trade Inc. will not be
       discussed.
·   Unless considered necessary, and without prejudice to the provisions of the Capital Market Board,
       the company will not express its views on its activities and financial standing.
·   Except for information publicized regarding the financial results, neither direct questions asked
       nor questions from groups will be answered and no response will be given to such groups. In
       such a case, the statements will be published on the website (www.cimsa.com.tr).

 13. The website of Çimsa Cement Industry and Trade Inc (www.cimsa.com.tr)
       For informing the public, in line with the recommendations of the SPK Corporate
       Management Principles, the website of Çimsa Cement Industry and Trade Inc will be actively
       used. The statements on the website of Çimsa Cement Industry and Trade Inc. will not be a
       substitute for the material disclosures or statements that have to be done in line with the
       Capital Market Board regulations. All the public statements made by Çimsa Cement Industry
and Trade Inc. will be available on its website. The website will be structured and mapped
accordingly. Measures will be taken to ensure the security of the website. It will have Turkish
content in line with the SPK Corporate Management Principles. The announcements for
General Assembly Meetings, the agenda, the agenda document, methods for participation in
the General Assembly Meeting must be paid particular attention on the website. The website
is continually updated. Some of the important content that will be on the website is listed
below:


      Detailed information about corporate identity
      Vision and main strategies
      Information about the members of the Board of Directors and the senior
       administration
      The organization of the company and the shareholding structure
      The Articles of the Association of the company
      Trade Registration Data
      Financial statements
      Press releases
      SPK Material Disclosures
      General Assembly Meeting Date, agenda
      General Assembly Meeting Minutes and List of Attendants
      Sample Power of Attorney
      Corporate Management Applications and compliance report
      Profit distribution policy, history and capital increases
      Information policy
      Frequently asked questions

				
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