On December 21, 2020 a
Exhibit,Appendix
was filed
involving a dispute between
Yasemin Tekiner,
Yasemin Tekiner
In Her Individual Capacity, As A Beneficiary And A Trustee Of The Yasemin Tekiner 2011 Descendants Trust And Derivatively As A Holder Of Equitable Interests In A Shareholder Or A Member Of The Company Defendants,
and
254-258 W. 35Th St. Llc,
Berrin Tekiner,
Billur Akipek
In Her Capacity As A Trustee Of The Yasemin Tekiner 2011 Descendants Trust,
Bremen House Inc.,
Bremen House Texas, Inc.,
German News Company, Inc.,
German News Texas, Inc.,
Gonca Tekiner,
Zeynep Tekiner,
for Commercial Division
in the District Court of New York County.
Preview
FILED: NEW YORK COUNTY CLERK 06/15/2022 11:57 PM INDEX NO. 657193/2020
NYSCEF DOC. NO. 494 RECEIVED NYSCEF: 06/15/2022
EXHIBIT A
FILED: NEW YORK COUNTY CLERK 06/15/2022 11:57 PM INDEX NO. 657193/2020
NYSCEF DOC. NO. 494 RECEIVED NYSCEF: 06/15/2022
JOINT WRITTEN CONSENT OF THE
SHAREHOLDERS AND UNANIMOUS WRITTEN CONSENT OF THE
BOARD OF DIRECTORS OF
BREMEN HOUSE, INC.
The undersigned, being the shareholders and allof the directors of Bremen House, Inc., a
New York corporation (the "Corporation"), acting by written consent without a meeting pursuant
to Sections 615(a) and 708(b) of the New York Business Corporation Law, do hereby consent to
the adoption of the following resolutions as of the date hereof and direct that this consent be filed
with the minutes of the proceedings of the shareholders and board of directors of the
Corporation:
REMOVAL OF DIRECTOR
RESOLVED, that the following person be removed as a member of the Board of
Directors of the Corporation:
Yasemin Tekiner
; and itis further
REMOVAL OF OFFICER
RESOLVED, that the following person be removed from the offices of the Corporation
set forth next to her name below:
Name Office
Yasemin Tekiner Vice President/Secretary
[The remainder of thispage intentionally left blank; signature page immediately follows]
88447163.I
CONFIDENTIAL Brem00152355
FILED: NEW YORK COUNTY CLERK 06/15/2022 11:57 PM INDEX NO. 657193/2020
NYSCEF DOC. NO. 494 RECEIVED NYSCEF: 06/15/2022
IN WITNESS WHEREOF. the under signed have duh executed this Joint Written
Consent. which consent ma3 be executed in one or more counterparts, each of which shall be
deemed an original and allof which shall constitute one and the same instrument, effectis e as of
this __ day of . 2017.
SHAREHOLDERS: BOARD OF DIRECTORS:
Tekiner Trust u/a dated
February 20. 1990
Berrin Tekiner
By.
Berrin TekiIer, co-Trustee
Billur Aldpe
By
Yuksel Fedayi. co-frustee
Gonja Tekiner
i heGonca 1ekiner 20 i 1 Descendants Trust
Christiana I rust Trustee
Name
Title:
The Yasemin Tekiner 2011 Descendants
Trust, Christiana Trust, Trsstee
Nanie:
Title:
The Zeynep Tekiner thahin 20 ! I
Descendants Trust. Christiana Trum. Trustee
Name:
Title:
884471631
CONFIDENTIAL Brem00152356
FILED: NEW YORK COUNTY CLERK 06/15/2022 11:57 PM INDEX NO. 657193/2020
NYSCEF DOC. NO. 494 RECEIVED NYSCEF: 06/15/2022
IN WITNESS WHEREOF, the undersigned have executed this Joint Written
duly
Consent. which consent may be executed in one or more counterparts, each of which shall be
deerned an original and allof which shall constitute one and the same instrument. effective as of
this__ day of __ , 2017.
SHAREHOLDERS: BOARD OF DIRECTORS:
Tekiner Trust u/a dated
February 20, 1990
Berrin Tekiner
By
Berrin Tekiner, co-Trustee
BiÒur Akipek
Yuksel Fedayi, co-Trustee
Gonja Tekiner
The Gonca Tekiner 201 1 Descencians Frus;
Chî,htiana Trust, Trustee
The Yasentin Tekiner 201 1 Descendants
Trust Christiana Trust, Trustee
Jfhme eg
itlet Ass stanfV eSident
The Zeynep Tekiner Ozaltin 2011
Descendants Trust, Christiana Trust, Trustee
Assist t vice esident
8844716n
CONFIDENTIAL Brem00152357
Document Filed Date
June 15, 2022
Case Filing Date
December 21, 2020
Category
Commercial Division
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FILED: NEW YORK COUNTY CLERK 06/15/2022 11:57 PM INDEX NO. 657193/2020 NYSCEF DOC. NO. 494 RECEIVED NYSCEF: 06/15/2022 EXHIBIT A FILED: NEW YORK COUNTY CLERK 06/15/2022 11:57 PM INDEX NO. 657193/2020 NYSCEF DOC. NO. 494 RECEIVED NYSCEF: 06/15/2022 JOINT WRITTEN CONSENT OF THE SHAREHOLDERS AND UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF BREMEN HOUSE, INC. The undersigned, being the shareholders and allof the directors of Bremen House, Inc., a New York corporation (the "Corporation"), acting by written consent without a meeting pursuant to Sections 615(a) and 708(b) of the New York Business Corporation Law, do hereby consent to the adoption of the following resolutions as of the date hereof and direct that this consent be filed with the minutes of the proceedings of the shareholders and board of directors of the Corporation: REMOVAL OF DIRECTOR RESOLVED, that the following person be removed as a member of the Board of Directors of the Corporation: Yasemin Tekiner ; and itis further REMOVAL OF OFFICER RESOLVED, that the following person be removed from the offices of the Corporation set forth next to her name below: Name Office Yasemin Tekiner Vice President/Secretary [The remainder of thispage intentionally left blank; signature page immediately follows] 88447163.I CONFIDENTIAL Brem00152355 FILED: NEW YORK COUNTY CLERK 06/15/2022 11:57 PM INDEX NO. 657193/2020 NYSCEF DOC. NO. 494 RECEIVED NYSCEF: 06/15/2022 IN WITNESS WHEREOF. the under signed have duh executed this Joint Written Consent. which consent ma3 be executed in one or more counterparts, each of which shall be deemed an original and allof which shall constitute one and the same instrument, effectis e as of this __ day of . 2017. SHAREHOLDERS: BOARD OF DIRECTORS: Tekiner Trust u/a dated February 20. 1990 Berrin Tekiner By. Berrin TekiIer, co-Trustee Billur Aldpe By Yuksel Fedayi. co-frustee Gonja Tekiner i heGonca 1ekiner 20 i 1 Descendants Trust Christiana I rust Trustee Name Title: The Yasemin Tekiner 2011 Descendants Trust, Christiana Trust, Trsstee Nanie: Title: The Zeynep Tekiner thahin 20 ! I Descendants Trust. Christiana Trum. Trustee Name: Title: 884471631 CONFIDENTIAL Brem00152356 FILED: NEW YORK COUNTY CLERK 06/15/2022 11:57 PM INDEX NO. 657193/2020 NYSCEF DOC. NO. 494 RECEIVED NYSCEF: 06/15/2022 IN WITNESS WHEREOF, the undersigned have executed this Joint Written duly Consent. which consent may be executed in one or more counterparts, each of which shall be deerned an original and allof which shall constitute one and the same instrument. effective as of this__ day of __ , 2017. SHAREHOLDERS: BOARD OF DIRECTORS: Tekiner Trust u/a dated February 20, 1990 Berrin Tekiner By Berrin Tekiner, co-Trustee BiÒur Akipek Yuksel Fedayi, co-Trustee Gonja Tekiner The Gonca Tekiner 201 1 Descencians Frus; Chî,htiana Trust, Trustee The Yasentin Tekiner 201 1 Descendants Trust Christiana Trust, Trustee Jfhme eg itlet Ass stanfV eSident The Zeynep Tekiner Ozaltin 2011 Descendants Trust, Christiana Trust, Trustee Assist t vice esident 8844716n CONFIDENTIAL Brem00152357