SPECIAL CONDITION DISCLOSURES

Home / Special Condition Disclosures / 2024

02.12.2024- Material Event Disclosure (General)

Summary Info

Namakhvani Project

 

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Material Event Disclosure General
Update Notification Flag
Evet (Yes)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
20/09/2021
Postponed Notification Flag
Hayır (No)
Announcement Content
Explanations

 

On September 20, 2021, we announced in a special condition disclosure that the contract regarding the Namakhvani Cascade HEPP Project in Georgia was terminated by our company’s subsidiary ENKA Renewables LLC. The ongoing international arbitration process regarding the termination has been completed and it has been decided that our subsidiary has terminated the contract rightfully, and the Government of Georgia has been ordered to pay approximately 383.2 million USD in compensation including the interest to our subsidiary. When the compensation amount is collected, it will be disclosed to our investors with a special condition disclosure.

(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/1361647

08.11.2024- Material Event Disclosure (General)

Summary Info

Board Resolution Regarding not to Distribute Advance Dividend

 

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Material Event Disclosure General
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Announcement Content
Explanations

 

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 29.03.2024, our Company’s Board of Directors resolved not to distribute Dividend Advance for this accounting 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/1355866

16.08.2024- Material Event Disclosure (General)

Summary Info

Board Resolution Regarding not to Distribute Advance Dividend

 

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Material Event Disclosure General
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Announcement Content
Explanations

 

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 29.03.2024, our Company’s Board of Directors resolved not to distribute Dividend Advance for this accounting 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/1325827

28.05.2024 - Material Event Disclosure (General)

Summary Info

New Project

 

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Material Event Disclosure General
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Announcement Content
Explanations

 

Explanations

On May 27, 2024, ENKA signed a contract with The Libyan General Electric Company (GECOL) for 1320 MW North Benghazi Simple Cycle Power Plant Project and for the supply of  Electrical Equipment in the northern part of Benghazi city, Libya. The contract amount is 880 million EUR in total, including 40 million EUR for the supply of Electrical Equipment, and the project is planned to be completed in 50 months. 

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/1291827

10.05.2024 - Corporate Governance Compliance Rating

Summary Info

The Corporate Governance Rating Agreement

 

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Corporate Governance Compliance Rating
Announcement Content
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Title of Rating Company
Saha Kurumsal Yönetim ve Kredi Derecelendirme Hizmetleri A.Ş.
Beginning Date of Agreement
10/05/2024
Ending Date of Agreement
10/05/2026
Beginning Date of Rating Note’s Validity

 

Explanations

The Corporate Governance Rating Agreement has been signed on 10 May 2024 between our Company and Saha Kurumsal Yönetim ve Derecelendirme Hizmetleri A.Ş. The agreement covers two periods and will expire on 10 May 2026.

(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.)

Shareholders Public Disclosure and Transparency Stakeholders Board of Directors Corporate Governance Compliance Rating Note
Corporate Governance Compliance Rating Note

 

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/1285159

10.05.2024 - Material Event Disclosure (General)

Summary Info

Board Resolution Regarding not to Distribute Advance Dividend

 

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Material Event Disclosure General
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Announcement Content

 

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 29.03.2024, our Company’s Board of Directors resolved not to distribute Dividend Advance for this accounting 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/1285158

24.04.2024 - Notification Regarding General Assembly Meeting

Summary Info
Ordinary General Assembly Meeting Registration
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No
General Assembly Invitation
General Assembly Type
Annual
Begining of The Fiscal Period
01.01.2023
Ending Date Of The Fiscal Period
31.12.2023
Decision Date
07.03.2024
General Assembly Date
29.03.2024
General Assembly Time
14:00
Record Date (Deadline For Participation In The General Assembly)
28.03.2024
Country
Turkey
City
İSTANBUL
District
BEŞİKTAŞ
Address
Balmumcu Mahallesi, Zincirlikuyu Yolu No:6, Enka Konferans Salonu
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 2023,
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 2023 under the framework of Company’s current Donation and Aid Policy
5 – Approval of Balance Sheet and Income Statement Accounts of 2023,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2023,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 100.000 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 by the Board of Directors,
10 – Regarding the regulations of Capital Markets Board, making decision on distribution of the Balance Sheet profit of 2023 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 2024 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 2024, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2024,
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
Was The General Assembly Meeting Executed? Yes
General Assembly Results The main resolutions taken in the General Assembly of our company is stated below. Minutes of the meeting with the decisions of the General Assembly and list of attendees are enclosed (In Turkish).

•The Annual Report of the Board of Directors and the Financial Statements for the fiscal year 2023 and the Report of Independent Auditors have been read and approved.

•The Board Members have been acquitted for the Company’s activities for the fiscal year 2023;

•Agah Mehmet TARA and Cem ÇELİKER have been elected as the executive members of the Board, Erdoğan TURGUT has been elected as the non-executive member of the Board and; Vasıf SAYIL and Nazlı TLABAR GÜLER have been elected as the independent non-executive members of the Board.

• DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. has been selected as the independent audit firm in accordance with the proposal of the Board of Directors.

•The proposal of the Board of Directors regarding the profit distribution has been accepted and the Board of Directors was authorized to determine the distribution date.

•The Board of Directors have been authorized to resolve for the distribution of Dividend Advances for the Fiscal Period 2024.

(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.)
Decisions Regarding Corporate Actions
Dividend Payment
Discussed
Advance Dividend Payment
Authorized
General Assembly Registry
Were The Minutes Registered?
Yes
Date of Registry
24.04.2024
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.

24.04.2024 - Notification Regarding Dividend Payment

Summary Info
Dividend Date
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No
Decision Date
07.03.2024
Date of Related General Assembly
29.03.2024
Was The Issue of Dividend Payment Negotiated?
Discussed
Type of Cash Dividend Payment
Payment In Advance
Currency Unit
TRY
Stock Dividend
Will Not Be Paid
The Reason For Applying A Lower Dividend Withholding Rate Than The Current Rate In Calculating Net Amount
Low rate was applied due to earnings subject to investment discount exemption.
Information Regarding How To Calculate That Lower Dividend Witholding Rate Than The Current Rate
* Of the gross 7.500.000.000 TL to be distributed from 2023 profit, 1.272.011.431 TL is the income within the scope of investment exemption, and no withholding tax is applied to this amount, and 10% withholding tax is applied for the remaining 6.227.988.568 TL.
Cash Dividend Payment Amount and Rates
Share Group Info
Payment
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Gross (TL)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Gross (%)
Withholding Rate (%)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Net (TL)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Net (%)
ENKAI, TREENKA00011
Payment In Advance
1,2500000
125
8,303985
1,1462001
114,62001
Dividend Dates
Payment
Proposed
Ex-Dividend Date
Final
Ex-Dividend Date
Payment Date
Record Date
Payment In Advance
14.05.2024
16.05.2024
15.05.2024
(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
Share Group Info
Amount of Stock Dividend (TL)
Rate of Stock Dividend (%)
ENKAI, TREENKA00011
0
0
Additional Explanations
DIVIDEND DISTRIBUTION TABLE
ENKA İNŞAAT VE SANAYİ A.Ş. 01.01.2023/31.12.2023 Period Dividend Payment Table (TL)
1.Paid-In / Issued Capital
6.000.000.000
2. Total Legal Reserves (According to Legal Records)
2.386.046.977
Information on privileges in dividend distribution, if any, in the Articles of Association:
–
*
Based on CMB Regulations
Based on Legal Records
3. Current Period Profit
21.298.810.893
13.496.235.634
4. Taxes Payable (-)
3.612.282.352
1.275.480.034
5. Net Current Period Profit
16.969.183.268
12.220.755.600
6. Losses in Previous Years (-)
0
0
7. Primary Legal Reserve (-)
0
0
8. Net Distributable Current Period Profit
16.969.183.268
12.220.755.600
Dividend Advance Distributed (-)
3.000.000.000
3.000.000.000
Dividend Advance Less Net Distributable Current Period Profit
13.969.183.268
0
9. Donations Made During The Year ( + )
122.216.785
0
10. Donation-Added Net Distributable Current Period Profit on which First Dividend Is Calculated
17.091.400.053
0
11. First Dividend to Shareholders
10.500.000.000
10.500.000.000
* Cash
10.500.000.000
10.500.000.000
* Stock
0
0
12. Dividend Distributed to Owners of Privileged Shares
0
0
13. Other Dividend Distributed
0
0
* To the Employees
0
0
* To the Members of the Board of Directors
0
0
* To Non-Shareholders
0
0
14. Dividend to Owners of Redeemed Shares
129.056.670
129.056.670
15. Second Dividend to Shareholders
0
0
16. Secondary Legal Reserves
1.032.905.667
0
17. Statutory Reserves
0
0
18. Special Reserves
0
0
19. Extraordinary Reserves
5.307.220.931
558.793.263
20. Other Distributable Resources
0
0
Dividend Payment Rates Table
Share Group
CASH DIVIDEND AMOUNT (TL) – NET
STOCK DIVIDEND AMOUNT (TL)
TOTAL DIVIDEND AMOUNT (TL) / NET DISTRIBUTABLE CURRENT PERIOD PROFIT (%)
DIVIDEND TO BE PAID FOR SHARE WITH PAR VALUE OF 1 TL – NET (TL)
DIVIDEND TO BE PAID FOR SHARE WITH PAR VALUE OF 1 TL – NET (%)
– – –
9.577.201.143,17
0
56,44
1,5962
159,62
TOTAL
9.577.201.143,17
0
56,44
1,5962
159,62
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.

*3.000.000.000 TL out of 10.500.000.000 TL cash dividend had been distributed as Advance Dividend of 2023 by applying a witholding tax of 10%. For dividend payments of gross 7.500.000.000 TL and net 6.877.201.143 TL to be distributed from 2023 profits, the withholding tax rate will be applied as 8,303985% due to earnings subject to investment discount exemption.

*The secondary legal reserve of the advance dividend which was distributed within the year is included in secondary legal reserves in line 16.

(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.

24.04.2024 - Material Event Disclosure (General)

Summary Info

New Project

 

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Material Event Disclosure General
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Announcement Content

 

Explanations

Propylene Splitter Project contracts for Izmit Refinery and Izmir Refinery are signed between ENKA and Tüpraş-Türkiye Petrol Rafinerileri A.Ş. on 24.04.2024. The total amount of both contracts is 175 million USD and the projects are planned to be completed in 32 months.

 

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/1276591

29.03.2024 -Board of Directors' Subcommitees

Summary Info

Board of Directors’ Subcommitees
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Board Of Directors’ Subcommitees
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Announcement Content
Explanations

By the resolution of the Board of Directors, committees formed for a tenor of one year are as follows:

Audit Committee;

Vasıf Sayıl (Chairman)

Nazlı Tlabar Güler (Member)

Corporate Governance Committee;

Nazlı Tlabar Güler (Chairman)

Erdoğan Turgut (Member)

Gizem Özsoy Bayramoğlu (Member)

Early Identification of Risks Committee;

Vasıf Sayıl (Chairman)

Erdoğan Turgut (Member)

According to the structure of the Board of Directors, it is decided that scope of activities of Nominating and Compensation Committees will be carried out by the Corporate Governance Committee.

(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.)

29.03.2024 - Determination of Independent Audit Company

Summary Info

Appointment of Independent Auditor for year 2024
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Determination of Independent Audit Company
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Announcement Content
Title of Independent Audit Company
DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş
Audit Period
01/01/2024-31/12/2024
Date of General Meeting in which Audit Company was Approved
29/03/2024
Official Registration Date
–
Date and Number of Official Commercial Registy Newspaper for Registration
–
Explanations
DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. is elected as the independent auditor for the audit of 2024 financial reports at General Assembly Meeting that held on March 29, 2024 .
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.

29.03.2024 - Notification Regarding Dividend Payment

Summary Info
Dividend Distribution
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No
Decision Date
07.03.2024
Date of Related General Assembly
29.03.2024
Was The Issue of Dividend Payment Negotiated?
Discussed
Type of Cash Dividend Payment
Payment In Advance
Currency Unit
TRY
Stock Dividend
Will Not Be Paid
The Reason For Applying A Lower Dividend Withholding Rate Than The Current Rate In Calculating Net Amount
Low rate was applied due to earnings subject to investment discount exemption.
Information Regarding How To Calculate That Lower Dividend Witholding Rate Than The Current Rate
* Of the gross 7.500.000.000 TL to be distributed from 2023 profit, 1.272.011.431 TL is the income within the scope of investment exemption, and no withholding tax is applied to this amount, and 10% withholding tax is applied for the remaining 6.227.988.568 TL.
Cash Dividend Payment Amount and Rates
Share Group Info
Payment
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Gross (TL)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Gross (%)
Withholding Rate (%)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Net (TL)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Net (%)
ENKAI, TREENKA00011
Payment In Advance
1,2500000
125
8,303985
1,1462001
114,62001
Dividend Dates
The company management has been authorized by the general assembly to determine the cash dividend ex-date(s).
Amount and Rate of Cash Dividend Stock Dividend Payment
Share Group Info
Amount of Stock Dividend (TL)
Rate of Stock Dividend (%)
ENKAI, TREENKA00011
0
0
Additional Explanations
DIVIDEND DISTRIBUTION TABLE
ENKA İNŞAAT VE SANAYİ A.Ş. 01.01.2023/31.12.2023 Period Dividend Payment Table (TL)
1.Paid-In / Issued Capital
6.000.000.000
2. Total Legal Reserves (According to Legal Records)
2.386.046.977
Information on privileges in dividend distribution, if any, in the Articles of Association:
–
*
Based on CMB Regulations
Based on Legal Records
3. Current Period Profit
21.298.810.893
13.496.235.634
4. Taxes Payable (-)
3.612.282.352
1.275.480.034
5. Net Current Period Profit
16.969.183.268
12.220.755.600
6. Losses in Previous Years (-)
0
0
7. Primary Legal Reserve (-)
0
0
8. Net Distributable Current Period Profit
16.969.183.268
12.220.755.600
Dividend Advance Distributed (-)
3.000.000.000
3.000.000.000
Dividend Advance Less Net Distributable Current Period Profit
13.969.183.268
0
9. Donations Made During The Year ( + )
122.216.785
0
10. Donation-Added Net Distributable Current Period Profit on which First Dividend Is Calculated
17.091.400.053
0
11. First Dividend to Shareholders
10.500.000.000
10.500.000.000
* Cash
10.500.000.000
10.500.000.000
* Stock
0
0
12. Dividend Distributed to Owners of Privileged Shares
0
0
13. Other Dividend Distributed
0
0
* To the Employees
0
0
* To the Members of the Board of Directors
0
0
* To Non-Shareholders
0
0
14. Dividend to Owners of Redeemed Shares
129.056.670
129.056.670
15. Second Dividend to Shareholders
0
0
16. Secondary Legal Reserves
1.032.905.667
0
17. Statutory Reserves
0
0
18. Special Reserves
0
0
19. Extraordinary Reserves
5.307.220.931
558.793.263
20. Other Distributable Resources
0
0
Dividend Payment Rates Table
Share Group
CASH DIVIDEND AMOUNT (TL) – NET
STOCK DIVIDEND AMOUNT (TL)
TOTAL DIVIDEND AMOUNT (TL) / NET DISTRIBUTABLE CURRENT PERIOD PROFIT (%)
DIVIDEND TO BE PAID FOR SHARE WITH PAR VALUE OF 1 TL – NET (TL)
DIVIDEND TO BE PAID FOR SHARE WITH PAR VALUE OF 1 TL – NET (%)
– – –
9.577.201.143,17
0
56,44
1,5962
159,62
TOTAL
9.577.201.143,17
0
56,44
1,5962
159,62
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.

*3.000.000.000 TL out of 10.500.000.000 TL cash dividend had been distributed as Advance Dividend of 2023 by applying a witholding tax of 10%. For dividend payments of gross 7.500.000.000 TL and net 6.877.201.143 TL to be distributed from 2023 profits, the withholding tax rate will be applied as 8,303985% due to earnings subject to investment discount exemption.

*The secondary legal reserve of the advance dividend which was distributed within the year is included in secondary legal reserves in line 16.

(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.

29.03.2024 - Notification Regarding General Assembly Meeting

Summary Info
Ordinary General Assembly Meeting Resolutions
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No
General Assembly Invitation
General Assembly Type
Annual
Begining of The Fiscal Period
01.01.2023
Ending Date Of The Fiscal Period
31.12.2023
Decision Date
07.03.2024
General Assembly Date
29.03.2024
General Assembly Time
14:00
Record Date (Deadline For Participation In The General Assembly)
28.03.2024
Country
Turkey
City
İSTANBUL
District
BEŞİKTAŞ
Address
Balmumcu Mahallesi, Zincirlikuyu Yolu No:6, Enka Konferans Salonu
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 2023,
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 2023 under the framework of Company’s current Donation and Aid Policy
5 – Approval of Balance Sheet and Income Statement Accounts of 2023,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2023,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 100.000 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 by the Board of Directors,
10 – Regarding the regulations of Capital Markets Board, making decision on distribution of the Balance Sheet profit of 2023 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 2024 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 2024, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2024,
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
Was The General Assembly Meeting Executed? Yes
General Assembly Results The main resolutions taken in the General Assembly of our company is stated below. Minutes of the meeting with the decisions of the General Assembly and list of attendees are enclosed (In Turkish).

•The Annual Report of the Board of Directors and the Financial Statements for the fiscal year 2023 and the Report of Independent Auditors have been read and approved.

•The Board Members have been acquitted for the Company’s activities for the fiscal year 2023;

•Agah Mehmet TARA and Cem ÇELİKER have been elected as the executive members of the Board, Erdoğan TURGUT has been elected as the non-executive member of the Board and; Vasıf SAYIL and Nazlı TLABAR GÜLER have been elected as the independent non-executive members of the Board.

• DRT Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. has been selected as the independent audit firm in accordance with the proposal of the Board of Directors.

•The proposal of the Board of Directors regarding the profit distribution has been accepted and the Board of Directors was authorized to determine the distribution date.

•The Board of Directors have been authorized to resolve for the distribution of Dividend Advances for the Fiscal Period 2024.

(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.)
Decisions Regarding Corporate Actions
Dividend Payment
Discussed
Advance Dividend Payment
Authorized
General Assembly Result Documents
Appendix: 1
ENKA TUTANAK 29032024.pdf – Minute
Appendix: 2
ENKA HAZIRUN 29032024.pdf – List of Attendants
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.

07.03.2024 - Notification Regarding Dividend Payment

Summary Info
Dividend Distribution Proposal
Update Notification Flag
No
Correction Notification Flag
No
Postponed Notification Flag
No
Decision Date
07.03.2024
Type of Cash Dividend Payment
Payment In Advance
Currency Unit
TRY
Stock Dividend
Will Not Be Paid
The Reason For Applying A Lower Dividend Withholding Rate Than The Current Rate In Calculating Net Amount
Low rate was applied due to earnings subject to investment discount exemption.
Information Regarding How To Calculate That Lower Dividend Witholding Rate Than The Current Rate
* Of the gross 7.500.000.000 TL to be distributed from 2023 profit, 1.272.011.431 TL is the income within the scope of investment exemption, and no withholding tax is applied to this amount, and 10% withholding tax is applied for the remaining 6.227.988.568 TL.
Cash Dividend Payment Amount and Rates
Share Group Info
Payment
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Gross (TL)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Gross (%)
Withholding Rate (%)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Net (TL)
Cash Dividend To Be Paid For Share With Par Value of 1 TL – Net (%)
ENKAI, TREENKA00011
Payment In Advance
1,2500000
125
8,303985
1,1462001
114,62001
Amount and Rate of Cash Dividend Stock Dividend Payment
Share Group Info
Amount of Stock Dividend (TL)
Rate of Stock Dividend (%)
ENKAI, TREENKA00011
0
0
Additional Explanations
–
DIVIDEND DISTRIBUTION TABLE
ENKA İNŞAAT VE SANAYİ A.Ş. 01.01.2023/31.12.2023 Period Dividend Payment Table (TL)
1.Paid-In / Issued Capital
6.000.000.000
2. Total Legal Reserves (According to Legal Records)
2.386.046.977
Information on privileges in dividend distribution, if any, in the Articles of Association:
–
*
Based on CMB Regulations
Based on Legal Records
3. Current Period Profit
21.298.810.893
13.496.235.634
4. Taxes Payable (-)
3.612.282.352
1.275.480.034
5. Net Current Period Profit
16.969.183.268
12.220.755.600
6. Losses in Previous Years (-)
0
0
7. Primary Legal Reserve (-)
0
0
8. Net Distributable Current Period Profit
16.969.183.268
12.220.755.600
Dividend Advance Distributed (-)
3.000.000.000
3.000.000.000
Dividend Advance Less Net Distributable Current Period Profit
13.969.183.268
0
9. Donations Made During The Year ( + )
122.216.785
0
10. Donation-Added Net Distributable Current Period Profit on which First Dividend Is Calculated
17.091.400.053
0
11. First Dividend to Shareholders
10.500.000.000
10.500.000.000
* Cash
10.500.000.000
10.500.000.000
* Stock
0
0
12. Dividend Distributed to Owners of Privileged Shares
0
0
13. Other Dividend Distributed
0
0
* To the Employees
0
0
* To the Members of the Board of Directors
0
0
* To Non-Shareholders
0
0
14. Dividend to Owners of Redeemed Shares
129.056.670
129.056.670
15. Second Dividend to Shareholders
0
0
16. Secondary Legal Reserves
1.032.905.667
0
17. Statutory Reserves
0
0
18. Special Reserves
0
0
19. Extraordinary Reserves
5.307.220.931
558.793.263
20. Other Distributable Resources
0
0
Dividend Payment Rates Table
Share Group
CASH DIVIDEND AMOUNT (TL) – NET
STOCK DIVIDEND AMOUNT (TL)
TOTAL DIVIDEND AMOUNT (TL) / NET DISTRIBUTABLE CURRENT PERIOD PROFIT (%)
DIVIDEND TO BE PAID FOR SHARE WITH PAR VALUE OF 1 TL – NET (TL)
DIVIDEND TO BE PAID FOR SHARE WITH PAR VALUE OF 1 TL – NET (%)
– – –
9.577.201.143,17
0
56,44
1,5962
159,62
TOTAL
9.577.201.143,17
0
56,44
1,5962
159,62
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.

*3.000.000.000 TL out of 10.500.000.000 TL cash dividend had been distributed as Advance Dividend of 2023 by applying a witholding tax of 10%. For dividend payments of gross 7.500.000.000 TL and net 6.877.201.143 TL to be distributed from 2023 profits, the withholding tax rate will be applied as 8,303985% due to earnings subject to investment discount exemption.

*The secondary legal reserve of the advance dividend which was distributed within the year is included in secondary legal reserves in line 16.

(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/1256465

07.03.2024 - Notification Regarding General Assembly Meeting

Summary Info
Ordinary General Assembly Notice
Update Notification Flag
No
Correction Notification Flag
No
Postponed Notification Flag
No
General Assembly Invitation
General Assembly Type
Annual
Begining of The Fiscal Period
01.01.2023
Ending Date Of The Fiscal Period
31.12.2023
Decision Date
07.03.2024
General Assembly Date
29.03.2024
General Assembly Time
14:00
Record Date (Deadline For Participation In The General Assembly)
28.03.2024
Country
Turkey
City
İSTANBUL
District
BEŞİKTAŞ
Address
Balmumcu Mahallesi, Zincirlikuyu Yolu No:6, Enka Konferans Salonu
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 2023,
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 2023 under the framework of Company’s current Donation and Aid Policy
5 – Approval of Balance Sheet and Income Statement Accounts of 2023,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2023,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 100.000 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 by the Board of Directors,
10 – Regarding the regulations of Capital Markets Board, making decision on distribution of the Balance Sheet profit of 2023 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 2024 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 2024, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2024,
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 Invitation Documents
Appendix: 1
VEKALETNAME.pdf – Other Invitation Document
Appendix: 2
BİLGİLENDİRME DOKÜMANI 29.03.2024.pdf – General Assembly Informing Document
Appendix: 3
DISCLOSURE FOR GENERAL ASSEMBLY NOTICE 29.03.2024.pdf – General Assembly Informing Document
Additional Explanations
The Ordinary General Assembly of the Holders of Ordinary Share Certificates of our Company will be held on March 29, 2024 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 2023 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 2023, 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/1256463

30.01.2024 - Credit Rating

Summary Info

Credit Rating Note

 

Related Companies
[]
Related Funds
[]

 

Credit Rating
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
–
Postponed Notification Flag
Hayır (No)
Announcement Content

 

Explanations

Credit Rating Agency JCR Eurasia, has affirmed the credit ratings to our company of “BB+” for Long-Term International Foreign and Local Currency Ratings and “AAA (Tr)” for Long-Term National Rating and “J1+ (Tr)” for Short-Term National Rating.

(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/1244021