ADVANCE DIVIDEND DISTRIBUTION TABLE

ENKA İNŞAAT VE SANAYİ A.Ş. 01.01.2023 / 30.09.2023 Period Advanced Dividend Distribution Table (TL)

Additional Explanations

Basing on the power vested in the Board of Directors of our Company by the General Assembly thereof in its Ordinary Meeting held on 28.03.2023, our Company’s Board of Directors resolved by unanimous votes of the attendees of the Board Meeting, to distribute, as of the date of January 3, 2024, a total of TL 3.000.000.000,- from the amount that remains after deduction of the relevant reserves as required, pursuant to the provisions of the Turkish Code of Commerce and the Articles of Association, to be set apart from the net profit of the current period as indicated on the financial statements comprising the interim period from 01.01.2023 to 30.09.2023, as Dividend Advances at a rate of 50% gross and 45% net per share, to the holders of share certificates representing the share capital amounting to TL 6.000.000.000,-.

Net Current Period Profit in line 3 has been calculated by deducting the part corresponding to the non-controlling interests from the net profit for the period.

(Translation into English is just for informational purposes. In case of a discrepancy between the Turkish and the English versions, the Turkish version shall prevail.)

We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.

KAP Link:https://www.kap.org.tr/en/Bildirim/1215963

Summary Info

Non-current Financial Asset Acquisition

Explanations

Our company has purchased 100% shares of Town Up 8 EOOD company, which has a 40 MW capacity photovoltaic power plant implementation and development license in Bulgaria, for 8,400,000 Euros on 27/09/2023

KAP Link:https://www.kap.org.tr/en/Bildirim/1197704

Summary Info

Board Resolution Regarding not to Distribute Advance Dividend

Explanations

Basing on the power vested in the Board of Directors of our Company by the General Assembly thereof in its ordinary meeting held on 28.03.2023, our Company’s Board of Directors resolved not to distribute Dividend Advance for this accounting period.

KAP Link: https://www.kap.org.tr/en/Bildirim/1186186

Summary Info

Sustainability Report 2022

KAP Link: https://www.kap.org.tr/en/Bildirim/1150311

Summary Info
Board Resolution Regarding not to Distribute Advance Dividend

KAP Link:https://www.kap.org.tr/en/Bildirim/1149273

Summary Info

New Project

KAP Link:https://www.kap.org.tr/en/Bildirim/1139513

General Assembly Invitation

Agenda Items

1 – Election of the General Assembly Presidential Board and authorization of the Presidential Board for signing the Minutes of the General Assembly Meeting,
2 – Reading and discussing the Annual Report of the Board of Directors and the Financial Statements for the fiscal year 2022,
3 – Reading and discussing the Report of Independent Auditors,
4 – Regarding the regulations of Capital Markets Board, informing the shareholders about the donations made within the fiscal year 2022 under the framework of Company’s current Donation and Aid Policy
5 – Approval of Balance Sheet and Income Statement Accounts of 2022,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2022,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 70.000 Turkish Liras per month according to the principles set in the Remuneration Policy Applicable to the Board Members and Administratively Responsible Managers,
9 – Approval of the selection of the Independent Auditors recommended as KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. by the Board of Directors,
10 – Regarding the regulations of Capital Markets Board, making decision on distribution of the Balance Sheet profit of 2022 according to the current Profit Distribution Policy of the Company,
11 – Informing the shareholders that there are no guarantees, pledges, mortgages and encumbrances given to the benefit of third parties regarding the regulations of Capital Markets Board,
12 – Approving the Authorization of the Board of Directors for deciding the distribution of the Advance Dividend for the fiscal year 2023 in accordance with the Article No.37 of the Articles of Association and within the scope of Capital Markets Board’s Communiqué No.II-19.1 dated January 23, 2014 for advance dividends,
13 – Discussion and approval of set off of the Advance Dividends to be distributed so, from any distributable resources as given in the annual financial situation statement for the fiscal year 2023, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2023,
14 – Authorization of the Board Members to engage in businesses mentioned in Articles 395 and 396 of the Turkish Code of Commerce and in compliance with the Corporate Governance Principles, informing the General Assembly on any businesses engaged in and performed by the same within such framework during the fiscal year 2023,
15 – Requests and recommendations.

Corporate Actions Involved In Agenda

Dividend Payment
Advance Dividend Payment

General Assembly Results

Decisions Regarding Corporate Actions

General Assembly Registry

Additional Explanations

We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.

KAP Link:https://www.kap.org.tr/en/Bildirim/1137711

Cash Dividend Payment Amount and Rates

Dividend Dates

(1) The date that the dividend will be paid and the share will start trading without dividend right (proposed).
(2) The date that the dividend will be paid and the share will start trading without dividend right (finalized).
(3) Date of entry to the accounts of the shareholders whose shares are traded on the stock exchange.
(4) Date of determination of the right holders of the type of shares traded on the stock exchange.

Amount and Rate of Cash Dividend Stock Dividend Payment

Additional Explanations

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DIVIDEND DISTRIBUTION TABLE

ENKA İNŞAAT VE SANAYİ A.Ş. 01.01.2022/31.12.2022 Period Dividend Payment Table (TL)

Dividend Payment Rates Table

Dividend Rate Table Explanations

*Net Current Period Profit in line 5 has been calculated by deducting the part corresponding to the non-controlling interests from the net profit for the period.

*The Primary Legal Reserve in line 7 is calculated as the amount up to one fifth of the paid/issued capital in accordance with the first paragraph of Article 519 of the TCC.

*For dividend payments of gross 1.680.000.000 TL and net 1.544.517.798 TL to be distributed from 2022 profits, the withholding tax rate will be applied as 8,064% due to earnings subject to investment discount exemption.

*The additional amount to be distributed from Other Distributable Resources in line 20 will be distributed from previous years’ profits, and the dividend payment amounting to TL 500.000.000 in gross and TL 450.000.000 in net is not included in the Dividend Payment Rates Table. The withholding tax rate of 10% will be applied for this amount and the secondary legal reserves to be set aside are calculated and shown in the legal records on line 16.

*The withholding tax rate of 8.508358% will be applied for a total cash dividend payment of 2,180,000,000 TL to be distributed.

We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.

KAP Link:https://www.kap.org.tr/en/Bildirim/1128734

Summary Info

Corporate Governance Committee;

KAP Link: https://www.kap.org.tr/en/Bildirim/1128641

General Assembly Invitation

Agenda Items

1 – Election of the General Assembly Presidential Board and authorization of the Presidential Board for signing the Minutes of the General Assembly Meeting,
2 – Reading and discussing the Annual Report of the Board of Directors and the Financial Statements for the fiscal year 2022,
3 – Reading and discussing the Report of Independent Auditors,
4 – Regarding the regulations of Capital Markets Board, informing the shareholders about the donations made within the fiscal year 2022 under the framework of Company’s current Donation and Aid Policy
5 – Approval of Balance Sheet and Income Statement Accounts of 2022,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2022,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 70.000 Turkish Liras per month according to the principles set in the Remuneration Policy Applicable to the Board Members and Administratively Responsible Managers,
9 – Approval of the selection of the Independent Auditors recommended as KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. by the Board of Directors,
10 – Regarding the regulations of Capital Markets Board, making decision on distribution of the Balance Sheet profit of 2022 according to the current Profit Distribution Policy of the Company,
11 – Informing the shareholders that there are no guarantees, pledges, mortgages and encumbrances given to the benefit of third parties regarding the regulations of Capital Markets Board,
12 – Approving the Authorization of the Board of Directors for deciding the distribution of the Advance Dividend for the fiscal year 2023 in accordance with the Article No.37 of the Articles of Association and within the scope of Capital Markets Board’s Communiqué No.II-19.1 dated January 23, 2014 for advance dividends,
13 – Discussion and approval of set off of the Advance Dividends to be distributed so, from any distributable resources as given in the annual financial situation statement for the fiscal year 2023, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2023,
14 – Authorization of the Board Members to engage in businesses mentioned in Articles 395 and 396 of the Turkish Code of Commerce and in compliance with the Corporate Governance Principles, informing the General Assembly on any businesses engaged in and performed by the same within such framework during the fiscal year 2023,
15 – Requests and recommendations.

Corporate Actions Involved In Agenda

General Assembly Results

Decisions Regarding Corporate Actions

General Assembly Result Documents

Additional Explanations

We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.

KAP Link:https://www.kap.org.tr/en/Bildirim/1128637

Summary Info

KAP Link:https://www.kap.org.tr/en/Bildirim/1124658

Summary Info

New Project

KAP Link:https://www.kap.org.tr/en/Bildirim/1121553

Summary Info
Appointment of Independent Auditor for year 2023

The Board of Directors has resolved to select the auditing firm KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. as the independent auditor of our Company for auditing 2023 financial statements in accordance with the opinion of our Company’s Audit Committee and as pursuant to the regulations of the Capital Markets Board of Turkey as well as other related regulations and to present such selection to the approval of the General Assembly.

(Translation into English is just for informational purposes. In case of a discrepancy between the Turkish and the English versions, the Turkish version shall prevail.)

We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.

KAP Link: https://www.kap.org.tr/en/Bildirim/1120620

Cash Dividend Payment Amount and Rates

Dividend Dates

(1) The date that the dividend will be paid and the share will start trading without dividend right (proposed).
(2) The date that the dividend will be paid and the share will start trading without dividend right (finalized).
(3) Date of entry to the accounts of the shareholders whose shares are traded on the stock exchange.
(4) Date of determination of the right holders of the type of shares traded on the stock exchange.

Amount and Rate of Cash Dividend Stock Dividend Payment

Additional Explanations

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DIVIDEND DISTRIBUTION TABLE

ENKA İNŞAAT VE SANAYİ A.Ş.  01.01.2022/31.12.2022 Period Dividend Payment Table (TL)

Dividend Payment Rates Table

Dividend Rate Table Explanations

*Net Current Period Profit in line 5 has been calculated by deducting the part corresponding to the non-controlling interests from the net profit for the period.

*The Primary Legal Reserve in line 7 is calculated as the amount up to one fifth of the paid/issued capital in accordance with the first paragraph of Article 519 of the TCC.

*For dividend payments of gross 1.680.000.000 TL and net 1.544.517.798 TL to be distributed from 2022 profits, the withholding tax rate will be applied as 8,064% due to earnings subject to investment discount exemption.

*The additional amount to be distributed from Other Distributable Resources in line 20 will be distributed from previous years’ profits, and the dividend payment amounting to TL 500.000.000 in gross and TL 450.000.000 in net is not included in the Dividend Payment Rates Table. The withholding tax rate of 10% will be applied for this amount and the secondary legal reserves to be set aside are calculated and shown in the legal records on line 16.

*The withholding tax rate of 8.508358% will be applied for a total cash dividend payment of 2,180,000,000 TL to be distributed.

We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.

KAP Link: https://www.kap.org.tr/en/Bildirim/1120619

General Assembly Invitation

Agenda Items

Corporate Actions Involved In Agenda

General Assembly Invitation Documents

Additional Explanations

The Ordinary General Assembly of the Holders of Ordinary Share Certificates of our Company will be held on March 28, 2023 Tuesday at 14:00 p.m. at Balmumcu Mahallesi, Zincirlikuyu Yolu No:6 ENKA Konferans Salonu, Beşiktaş–İstanbul for the purpose of discussing on the business activities of our Company as performed by the same within 2022 as well as the above-mentioned items of the Agenda of such General Assembly Meetings.

There is no necessity for our shareholders for blocking their shares at Central Securities Depository Institution (MKK = Merkezi Kayıt Kuruluşu) for attending the Ordinary General Meeting and voting as well. Any shareholders of our Company who are entitled to attend or take part in the General Assembly Meetings thereof and the shares of whom are being traced by the “Central Securities Depository Institution” (MKK) on the basis of the records thereof are authorized to attend physically or electronically as well as by proxy in such General Assembly meetings.

Shareholders intend to attend physically such General Assembly Meetings are entitled, by submitting their identity cards, to exercise their rights arising out of their shares recorded in the “Shareholders List” kept by the “Central Securities Depository Institution” (MKK). However, any shareholders who have previously provided to their stock brokers any restrictions for the provisioning and communication to our Company of any information on their identities and on the shares kept in their accounts, are required to apply to their relevant stock brokers for the abolishment of such restrictions and provisioning and communication by such stock brokers to our Company of the information on their identities and on the shares kept in their accounts, until at the latest one day before the General Assembly Meeting, should they intend and request to be enlisted in the “General Assembly Shareholders List”.

Taking part online in such General Assembly Meetings by the shareholders themselves in person or by their proxies is allowed only by secure electronic signatures. Any shareholders are allowed to authorize their proxies by whom they will be represented in the General Assembly, either online in electronic environment by virtue of the Electronic Online (General Assembly) Meeting Teleconference System or by providing them an authenticated (notarized) Official Power of Attorney as provided in the Communiqué: II-30.1 of the Capital Market Board, or a non-authenticated Formal Power of Attorney bearing their duly signatures in the accompaniment of their authenticated (notarized) Official Signature Sample Statement as an integral part thereof.

Our Company’s “Board of Directors’ Annual Report” and “Independent Audit Report” for the fiscal year 2022, the Consolidated Financial Statements such as “Balance Sheet” and the “Income Statement” of our Company, and our “Board of Director’s Proposal for Distribution of Profit” of our Company will be available online in Public Disclosure Platform and on the page “Investors Relations” in the website of our Company accessible at the address www.enka.com as well as physically in hardcopy format at the head office of our Company to the order of our shareholders, three weeks before the date of the assembly.

We proclaim that our above disclosure is in conformity with the principles set down in “Material Events Communiqué” of Capital Markets Board, and it fully reflects all information coming to our knowledge on the subject matter thereof, and it is in conformity with our books, records and documents, and all reasonable efforts have been shown by our Company in order to obtain all information fully and accurately about the subject matter thereof, and we’re personally liable for the disclosures.

KAP Link: https://www.kap.org.tr/en/Bildirim/1120617

Summary Info

Credit Rating Note

Explanations

KAP Link:https://www.kap.org.tr/en/Bildirim/1105960