Enka İnşaat ve Sanayi A.Ş. (ENKA) is rated with 9.16 as a result of the Corporate Governance study done by SAHA. Details of this study are presented in the following chapters. Our rating methodology (page 5) is based on the Capital Markets Board’s (CMB) “Corporate Governance Principles” (the Principles). Ratings of main sections and sub-sections are disclosed separately.
We observe that ENKA took the necessary steps to determine its governance risks and made improvements in setting up sound internal controls and management systems. There is still room, on the other hand, for improvements in order to fully comply with the CMB’s Corporate Governance Principles.
In addition, according to World Corporate Governance Index (WCGI) which is revised at 26.06.2012 by SAHA, ENKA is in Group 1. Details about World Corporate Governance Index can be reached at https://www.saharating.com.
Under the Shareholders heading, ENKA scored 8.91. A shareholder relations department is established to ensure that shareholders’ rights to obtain and evaluate information are observed diligently. The processes of preparation for the general shareholders meeting, its conduct and publication of its results comply with the relevant legislation. However; shareholders do not have the right to request appointment of special auditors from the General Shareholders’ Meeting, there is no enlargement of the scope of minority rights (beyond the required 5%) in the Articles of Association of the firm. These are main areas under this heading that need improvement.
On the topic of Public Disclosure and Transparency, ENKA scored a well deserved 9.60. There is a well organized, informative, and comprehensive website that broadly includes information listed in the “Corporate Governance Principles” pertinent to public disclosure. Public announcements are made via all communications channels and are in accordance with the CMB and ISE’s (Istanbul Stock Exchange) rules and regulations. However, the fact that; the statement of responsibility and the declaration of the board of directors on whether the internal control system is working efficiently or not aren’t disclosed to public with the annual report stands out areas of further progress.
ENKA attained 8.94 under the Stakeholders caption. Relations with stakeholders are at a very high and satisfactory level and there is no evidence of any infringements of their rights. The human resources policy is fully comprehensive and duly applied. Requests and needs of clients for company products and services are met diligently. The nature of the company’s relationship with public authorities as well as non-governmental organizations is broad and pleasing. On the other hand; the fact that there is no clause about stakeholders’ participation in management and there is no trade-union in the firm stands out as areas of further progress.
From the perspective of the Principles regarding the Board of Directors, ENKA’s tally is 8.92. There is a well communicated company mission and vision statement. The board of directors consists of broadly experienced, competent, and suitably educated individuals. There are 2 independent members within the board. Nevertheless, the inexistence of a provision in the Articles of Association of the firm that defines procedures for shareholders or stakeholders to invite the board to convene is an area which needs further improvement.