20.10.2026 01:50
The Capital Markets Board announced that because Tera Yatırım Holding, which took over the management control of Peker GYO, failed to fulfill its obligation to make a mandatory tender offer, the voting rights of the company and its related entities have been frozen. The Board also imposed restrictions on the trading of the relevant shares.
The Capital Markets Board (CMB) has published its announcements, principles, and decisions regarding Tera Yatırım Holding and Peker Gayrimenkul Yatırım Ortaklığı.
VOTING RIGHTS OF TERA YATIRIM HOLDING AND RELATED COMPANIES FROZEN
The Board announced that, due to Tera Yatırım Holding's failure to fulfill its obligation to make a mandatory tender offer after acquiring all of the 314 million 754 thousand 719.80 lira nominal value A-group privileged shares of Peker Gayrimenkul Yatırım Ortaklığı AŞ and gaining management control of the company, the voting rights held by Tera Yatırım Holding AŞ and Tera Yatırım Menkul Değerler AŞ, Tera Portföy Yönetimi AŞ, Tera Portföy Dördüncü Hisse Senedi Serbest (TL) Fon (Hisse Senedi Yoğun Fon), Tera Portföy Üçüncü Hisse Senedi Serbest (TL) Fon (Hisse Senedi Yoğun Fon), Tera Portföy Birinci Serbest Fon, Tera Portföy Algoritmik Stratejiler Serbest Fon, and Tera Portföy Hisse Senedi (TL) Fonu (Hisse Senedi Yoğun Fon) have automatically frozen as of September 16, 2026.
VOTING RIGHTS OF FUNDS DECIDED TO BE LIQUIDATED WILL BE UNFROZEN
The CMB decided that the frozen voting rights of Tera Portföy Dördüncü Hisse Senedi Serbest (TL) Fon (Hisse Senedi Yoğun Fon), Tera Portföy Üçüncü Hisse Senedi Serbest (TL) Fon (Hisse Senedi Yoğun Fon), Tera Portföy Birinci Serbest Fon, and Tera Portföy Hisse Senedi (TL) Fonu (Hisse Senedi Yoğun Fon), whose liquidation had previously been decided, be unfrozen and that this matter be notified to the Ministry of Trade and the Central Registry Agency.
TRADING RESTRICTION ON SHARES WITH FROZEN VOTING RIGHTS
The Board ruled that the Central Registry Agency AŞ be notified that the shares held by Tera Yatırım Holding AŞ, Tera Yatırım Menkul Değerler AŞ, Tera Portföy Yönetimi AŞ, and Tera Portföy Algoritmik Stratejiler Serbest Fon whose voting rights are frozen must be placed in the status of shares that cannot be subject to trading on the stock exchange until the mandatory tender offer obligation is fulfilled, and that this status also applies to persons who will acquire the said shares off-exchange, and decided that the frozen voting rights shall not be taken into account in the general assembly meeting quorum.
JUDICIAL REMEDY FOR INVESTORS FOR COMPENSATION
The CMB decided that, subject to contrary decisions by the Board, the voting rights shall automatically be unfrozen on the first day following the completion of the mandatory tender offer process without the need for any additional action, and ruled that investors who were shareholders of the company on the date when Tera Yatırım Holding AŞ's acquisition of Peker GYO shares was publicly announced due to the failure to fulfill the mandatory tender offer obligation be informed that they may seek judicial remedies against Tera Yatırım Holding AŞ for compensation of any losses incurred.