SPECIAL CONDITION DISCLOSURES

Summary Info

New Project

 

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[]
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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

 

ENKA UK Construction Ltd., a subsidiary of ENKA Insaat ve Sanayi A.S and GE Steam Power Ltd., has signed a contract for the execution of HPC piping prefabrication and erection works. The project entails complete prefabrication and erection of Turbine Island piping at both units of Hinkley Point Nuclear Power Plant currently being built in Somerset, United Kingdom. Project is worth 184 Million GBP and scheduled to be completed in 56 months.

(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/964623

Summary Info

Namakhvani Project
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[]
Related Funds
[]

 

Material Event Disclosure General
Update Notification Flag
Evet (Yes)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
26/04/2019
Postponed Notification Flag Hayır (No)
Announcement Content
Explanations

 

Our company’s 90% owned subsidiary, ENKA Renewables LLC has notified the State of Georgia to terminate the Build-Operate Agreement that had been signed with the Georgian State within the scope of the development, construction, ownership and operation of the Namakhvani Cascade HEPP Project in Georgia on April 25, 2019 for long-standing breaches of contract and force majeure.

(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/964595

Summary Info

Board Resolution Regarding not to Distribute Advance Dividend
Related Companies
[]
Related Funds
[]

 

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 30.03.2021, 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.

Summary Info

İzmir Combined Cycle Power Plant
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[]
Related Funds
[]

 

Material Event Disclosure General
Update Notification Flag
Evet (Yes)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
05/08/2019
Postponed Notification Flag Hayır (No)
Announcement Content
Explanations

 

As stated in the Special Condition Disclosure dated August 5, 2019, İzmir Combined Cycle Power Plant had suspended its generation. As of July 2, 2021, generation is resumed at the power plant.

 

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/945628

Summary Info

Gebze Combined Cycle Power Plant

 

Related Companies
[]
Related Funds
[]

 

Material Event Disclosure General
Update Notification Flag
Evet (Yes)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
11.02.2019
Postponed Notification Flag Hayır (No)
Announcement Content
Explanations

 

As stated in the Special Condition Disclosure dated February 11, 2019, Gebze Combined Cycle Power Plant had suspended its generation. As of June 02, 2021, generation is resumed at the power plant.

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/939499

Summary Info

Sustainability Report 2020

 

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[]
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[]

 

Sustainability Report
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject

Announcement Content

 

Explanations
Our Company’s sustainability report in Turkish for year 2020 is attached.

ENKA Sürdürülebilirlik Raporu 2020
(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/937355

Summary Info

Adapazarı Combined Cycle Power Plant

 

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[]
Related Funds
[]

 

Material Event Disclosure General
Update Notification Flag
Evet (Yes)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
11/02/2019
Postponed Notification Flag
Hayır (No)

Announcement Content

 

Explanations

As stated in the Special Condition Disclosure dated February 11, 2019, Adapazarı Combined Cycle Power Plant had suspended its generation. As of May 17, 2021, generation is resumed at the power plant.

 

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/936480

Summary Info

Board Resolution Regarding not to Distribute Advance Dividend

 

Related Companies
[]
Related Funds
[]

 

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 30.03.2021, 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/936292

Summary Info

Articles Of Association
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Articles of Association
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject

Explanations

Article 6 of the Articles of Association namely “Share Capital of the Company” has been amended and the amended Articles of Association including the latest version is attached.

(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

 

Chronology Of Changes In Articles Of Association

Article Number
Registry Date of Article Change
Notice Date in Turkish Trade Registry Gazette
Related Turkish Trade Registry Gazette Number
6
09/04/2021
12/04/2021
10307

 

KAP Link: https://www.kap.org.tr/en/Bildirim/926979

Summary Info
Increase Of Authorized Capital – Date of Registry
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date
12.01.2021
Related Authorized Capital Process
Increase Of Authorized Capital
Current Authorized Capital (TL)
6.000.000.000
New Authorized Capital (TL)
10.000.000.000
Due Date For The Authorized Capital (New)
31.12.2025
Number Of Articles Of Association Item To Be Amended
6
Capital Market Board Application Date
13.01.2021
Capital Market Board Application Result
APPROVAL
Capital Market Board Approval Date
14.01.2021
Date of Related General Assembly
30.03.2021
Was The Issue Of Authorized Capital Negotiated? Was It Accepted?
Accepted
Date Of Registry
09.04.2021

 

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/926976

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
01.01.2020
Ending Date Of The Fiscal Period
31.12.2020
Decision Date
04.03.2021
General Assembly Date
30.03.2021
General Assembly Time
14:00
Record Date (Deadline For Participation In The General Assembly)
29.03.2021
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 2020,
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 2020 under the framework of Company’s current Donation and Aid Policy
5 – Approval of Balance Sheet and Income Statement Accounts of 2020,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2020,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 23.000 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 2020 according to the current Profit Distribution Policy of the Company,
11 – Approval of the draft of amendments to the Articles of Association of the Company as prepared in compliance with the Approval No. 241 of the Capital Markets Board of 14.01.2021 and the Approval No. 60882678 of the Ministry of Trade of 22.01.2021 for the amendments to be made in Articles 6 of the Articles of Association.
12 – 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,
13 – Approving the Authorization of the Board of Directors for deciding the distribution of the Advance Dividend for the fiscal year 2021 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,
14 – 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 2021, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2021,
15 – Informing the shareholders about share buybacks in accordance with the disclosure of the Capital Markets Board of Turkey in order to protect the interests of minority shareholders,
16 – 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 2020,
17 – Requests and recommendations.

 

Corporate Actions Involved In Agenda

Dividend Payment
Advance Dividend Payment
Authorized Capital

 

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 2020 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 2020;
•Mehmet Sinan TARA and Haluk GERÇEK have been elected as the executive members of the Board, Erdoğan TURGUT has been elected as the non-executive member of the Board and; Mehmet Mete BAŞOL and Fatih Osman TAR have been elected as the independent non-executive members of the Board.
• KPMG 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.
•The Board of Directors have been authorized to resolve for the distribution of Dividend Advances for the Fiscal Period 2021.

 

 

 

(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
Authorized Capital
Accepted
Advance Dividend Payment
Authorized

 

General Assembly Registry

Were The Minutes Registered?
Yes
Date of Registry
09.04.2021


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/926973

Summary Info

Board of Directors’ Subcommitees
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[]
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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;

Fatih Osman Tar (Chairman)

Mehmet Mete Başol (Member)

 

Corporate Governance Committee;

Fatih Osman Tar(Chairman)

Erdoğan Turgut (Member)

Gizem Özsoy (Member)

 

Early Identification of Risks Committee;

Mehmet Mete Başol (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.)

 

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/925981

Summary Info
Completion of Buy-Back
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Company Performs the Buy-Back
ENKA İNŞAAT VE SANAYİ A.Ş.
Company Subject to Buy-Back
ENKA İNŞAAT VE SANAYİ A.Ş.
Type Of Buy-Back
Other
Board Decision Date
07.08.2020
Number Of Shares To Be Acquired
28.000.000
Maximum Amount To Be Paid (TL)
210.000.000

 

Details of Buy-Back

Code of Share Subject to Buy-back
Transaction Date
Nominal Value of Shares Subject to Transaction (TRY)
Ratio To Capital (%)
Transaction Price (TRY / Unit)
Privileges, If Any, Associated With These Shares
ENKAI, TREENKA00011
12.08.2020
85.000
0,002
6,42
ENKAI, TREENKA00011
12.08.2020
135.000
0,002
6,43
ENKAI, TREENKA00011
12.08.2020
25.000
0
6,44
ENKAI, TREENKA00011
12.08.2020
43.478
0,001
6,48
ENKAI, TREENKA00011
12.08.2020
161.021
0,003
6,49
ENKAI, TREENKA00011
12.08.2020
406.506
0,007
6,5
ENKAI, TREENKA00011
12.08.2020
80.636
0,001
6,51
ENKAI, TREENKA00011
12.08.2020
63.359
0,001
6,52
ENKAI, TREENKA00011
14.08.2020
50.000
0,001
6,47
ENKAI, TREENKA00011
14.08.2020
68.328
0,001
6,48
ENKAI, TREENKA00011
14.08.2020
96.603
0,002
6,49
ENKAI, TREENKA00011
14.08.2020
95.000
0,002
6,5
ENKAI, TREENKA00011
14.08.2020
43.251
0,001
6,51
ENKAI, TREENKA00011
14.08.2020
186.749
0,003
6,52
ENKAI, TREENKA00011
14.08.2020
62.021
0,001
6,53
ENKAI, TREENKA00011
14.08.2020
203.397
0,004
6,54
ENKAI, TREENKA00011
14.08.2020
194.651
0,003
6,55
ENKAI, TREENKA00011
17.08.2020
5.399
0
6,44
ENKAI, TREENKA00011
17.08.2020
20.000
0
6,45
ENKAI, TREENKA00011
17.08.2020
40.000
0,001
6,46
ENKAI, TREENKA00011
17.08.2020
20.000
0
6,47
ENKAI, TREENKA00011
17.08.2020
329.231
0,006
6,48
ENKAI, TREENKA00011
17.08.2020
194.601
0,003
6,49
ENKAI, TREENKA00011
17.08.2020
390.769
0,007
6,5
ENKAI, TREENKA00011
18.08.2020
20.000
0
6,47
ENKAI, TREENKA00011
18.08.2020
75.000
0,001
6,48
ENKAI, TREENKA00011
18.08.2020
187.575
0,003
6,49
ENKAI, TREENKA00011
18.08.2020
369.556
0,007
6,5
ENKAI, TREENKA00011
18.08.2020
51.605
0,001
6,51
ENKAI, TREENKA00011
18.08.2020
97.425
0,002
6,52
ENKAI, TREENKA00011
18.08.2020
85.444
0,002
6,53
ENKAI, TREENKA00011
18.08.2020
60.000
0,001
6,54
ENKAI, TREENKA00011
18.08.2020
53.395
0,001
6,56
ENKAI, TREENKA00011
19.08.2020
2.770
0
6,57
ENKAI, TREENKA00011
19.08.2020
270.000
0,005
6,58
ENKAI, TREENKA00011
24.08.2020
10.000
0
6,52
ENKAI, TREENKA00011
24.08.2020
10.000
0
6,53
ENKAI, TREENKA00011
24.08.2020
60.906
0,001
6,54
ENKAI, TREENKA00011
24.08.2020
175.808
0,003
6,55
ENKAI, TREENKA00011
24.08.2020
204.094
0,004
6,56
ENKAI, TREENKA00011
25.08.2020
4.455
0
6,55
ENKAI, TREENKA00011
25.08.2020
127.768
0,002
6,56
ENKAI, TREENKA00011
25.08.2020
308.327
0,006
6,57
ENKAI, TREENKA00011
25.08.2020
404.450
0,007
6,58
ENKAI, TREENKA00011
25.08.2020
155.000
0,003
6,59
ENKAI, TREENKA00011
26.08.2020
84.235
0,002
6,56
ENKAI, TREENKA00011
26.08.2020
215.746
0,004
6,57
ENKAI, TREENKA00011
26.08.2020
466.441
0,008
6,58
ENKAI, TREENKA00011
27.08.2020
150.000
0,003
6,56
ENKAI, TREENKA00011
27.08.2020
150.000
0,003
6,57
ENKAI, TREENKA00011
27.08.2020
50.000
0,001
6,58
ENKAI, TREENKA00011
28.08.2020
150.000
0,003
6,49
ENKAI, TREENKA00011
28.08.2020
100.000
0,002
6,5
ENKAI, TREENKA00011
28.08.2020
50.000
0,001
6,51
ENKAI, TREENKA00011
28.08.2020
100.000
0,002
6,52
ENKAI, TREENKA00011
28.08.2020
50.000
0,001
6,53
ENKAI, TREENKA00011
28.08.2020
50.000
0,001
6,54
ENKAI, TREENKA00011
31.08.2020
27.731
0
6,39
ENKAI, TREENKA00011
31.08.2020
94.700
0,002
6,4
ENKAI, TREENKA00011
31.08.2020
293.403
0,005
6,41
ENKAI, TREENKA00011
31.08.2020
364.166
0,007
6,42
ENKAI, TREENKA00011
31.08.2020
75.000
0,001
6,43
ENKAI, TREENKA00011
31.08.2020
145.000
0,003
6,44
ENKAI, TREENKA00011
01.09.2020
50.137
0,001
6,4
ENKAI, TREENKA00011
01.09.2020
125.000
0,002
6,41
ENKAI, TREENKA00011
01.09.2020
220.000
0,004
6,42
ENKAI, TREENKA00011
01.09.2020
145.000
0,003
6,43
ENKAI, TREENKA00011
01.09.2020
125.000
0,002
6,44
ENKAI, TREENKA00011
01.09.2020
39.070
0,001
6,45
ENKAI, TREENKA00011
01.09.2020
25.000
0
6,46
ENKAI, TREENKA00011
02.09.2020
159.014
0,003
6,45
ENKAI, TREENKA00011
02.09.2020
245.800
0,004
6,46
ENKAI, TREENKA00011
02.09.2020
100.000
0,002
6,47
ENKAI, TREENKA00011
02.09.2020
75.793
0,001
6,48
ENKAI, TREENKA00011
02.09.2020
30.000
0,001
6,49
ENKAI, TREENKA00011
02.09.2020
50.000
0,001
6,5
ENKAI, TREENKA00011
03.09.2020
181.170
0,003
6,46
ENKAI, TREENKA00011
03.09.2020
135.000
0,002
6,47
ENKAI, TREENKA00011
03.09.2020
60.000
0,001
6,48
ENKAI, TREENKA00011
03.09.2020
139.123
0,002
6,49
ENKAI, TREENKA00011
03.09.2020
50.000
0,001
6,5
ENKAI, TREENKA00011
04.09.2020
10.945
0
6,54
ENKAI, TREENKA00011
04.09.2020
55.000
0,001
6,55
ENKAI, TREENKA00011
04.09.2020
351
0
6,57
ENKAI, TREENKA00011
04.09.2020
99.254
0,002
6,58
ENKAI, TREENKA00011
04.09.2020
158.948
0,003
6,59
ENKAI, TREENKA00011
04.09.2020
120.000
0,002
6,6
ENKAI, TREENKA00011
07.09.2020
20.000
0
6,66
ENKAI, TREENKA00011
08.09.2020
45.267
0,001
6,62
ENKAI, TREENKA00011
08.09.2020
20.452
0
6,63
ENKAI, TREENKA00011
08.09.2020
174.057
0,003
6,64
ENKAI, TREENKA00011
08.09.2020
135.000
0,002
6,65
ENKAI, TREENKA00011
08.09.2020
145.395
0,003
6,66
ENKAI, TREENKA00011
09.09.2020
95.224
0,002
6,68
ENKAI, TREENKA00011
11.09.2020
53.831
0,001
6,65
ENKAI, TREENKA00011
11.09.2020
168.369
0,003
6,66
ENKAI, TREENKA00011
14.09.2020
30.000
0,001
6,65
ENKAI, TREENKA00011
14.09.2020
60.120
0,001
6,66
ENKAI, TREENKA00011
17.09.2020
20.803
0
6,7
ENKAI, TREENKA00011
18.09.2020
24.036
0
6,73
ENKAI, TREENKA00011
18.09.2020
48.631
0,001
6,74
ENKAI, TREENKA00011
23.09.2020
54.999
0,001
6,84
ENKAI, TREENKA00011
23.09.2020
337.211
0,006
6,85
ENKAI, TREENKA00011
24.09.2020
40.000
0,001
6,79
ENKAI, TREENKA00011
24.09.2020
232.000
0,004
6,8
ENKAI, TREENKA00011
24.09.2020
260.000
0,005
6,81
ENKAI, TREENKA00011
24.09.2020
155.000
0,003
6,82
ENKAI, TREENKA00011
24.09.2020
80.000
0,001
6,83
ENKAI, TREENKA00011
24.09.2020
30.000
0,001
6,84
ENKAI, TREENKA00011
24.09.2020
20.000
0
6,85
ENKAI, TREENKA00011
25.09.2020
60.000
0,001
6,7
ENKAI, TREENKA00011
25.09.2020
30.000
0,001
6,71
ENKAI, TREENKA00011
25.09.2020
150.000
0,003
6,72
ENKAI, TREENKA00011
25.09.2020
22.285
0
6,73
ENKAI, TREENKA00011
25.09.2020
3.525
0
6,74
ENKAI, TREENKA00011
25.09.2020
100.000
0,002
6,75
ENKAI, TREENKA00011
25.09.2020
90.000
0,002
6,76
ENKAI, TREENKA00011
28.09.2020
37.289
0,001
6,69
ENKAI, TREENKA00011
28.09.2020
285.000
0,005
6,7
ENKAI, TREENKA00011
28.09.2020
270.000
0,005
6,71
ENKAI, TREENKA00011
28.09.2020
170.273
0,003
6,72
ENKAI, TREENKA00011
28.09.2020
75.000
0,001
6,73
ENKAI, TREENKA00011
28.09.2020
45.000
0,001
6,74
ENKAI, TREENKA00011
28.09.2020
9.012
0
6,75
ENKAI, TREENKA00011
29.09.2020
20.313
0
6,84
ENKAI, TREENKA00011
29.09.2020
143.662
0,003
6,85
ENKAI, TREENKA00011
29.09.2020
90.000
0,002
6,86
ENKAI, TREENKA00011
29.09.2020
20.000
0
6,87
ENKAI, TREENKA00011
29.09.2020
59.687
0,001
6,88
ENKAI, TREENKA00011
29.09.2020
40.000
0,001
6,89
ENKAI, TREENKA00011
29.09.2020
190.000
0,003
6,9
ENKAI, TREENKA00011
29.09.2020
139.664
0,002
6,91
ENKAI, TREENKA00011
29.09.2020
190.000
0,003
6,92
ENKAI, TREENKA00011
01.10.2020
30.000
0,001
6,92
ENKAI, TREENKA00011
02.10.2020
148.717
0,003
6,88
ENKAI, TREENKA00011
02.10.2020
239.840
0,004
6,89
ENKAI, TREENKA00011
02.10.2020
120.000
0,002
6,9
ENKAI, TREENKA00011
02.10.2020
140.000
0,003
6,91
ENKAI, TREENKA00011
02.10.2020
100.000
0,002
6,92
ENKAI, TREENKA00011
02.10.2020
100.000
0,002
6,93
ENKAI, TREENKA00011
02.10.2020
80.000
0,001
6,94
ENKAI, TREENKA00011
05.10.2020
30.000
0,001
6,9
ENKAI, TREENKA00011
05.10.2020
133.087
0,002
6,91
ENKAI, TREENKA00011
05.10.2020
131.165
0,002
6,92
ENKAI, TREENKA00011
15.10.2020
16.128
0
7,1
ENKAI, TREENKA00011
26.10.2020
93.283
0,002
7
ENKAI, TREENKA00011
26.10.2020
101.854
0,002
7,01
ENKAI, TREENKA00011
26.10.2020
100.000
0,002
7,02
ENKAI, TREENKA00011
26.10.2020
65.000
0,001
7,03
ENKAI, TREENKA00011
26.10.2020
100.000
0,002
7,04
ENKAI, TREENKA00011
26.10.2020
180.000
0,003
7,05
ENKAI, TREENKA00011
26.10.2020
353.341
0,006
7,06
ENKAI, TREENKA00011
26.10.2020
174.805
0,003
7,07
ENKAI, TREENKA00011
26.10.2020
165.353
0,003
7,08
ENKAI, TREENKA00011
26.10.2020
220.000
0,004
7,09
ENKAI, TREENKA00011
26.10.2020
256.717
0,005
7,1
ENKAI, TREENKA00011
26.10.2020
180.000
0,003
7,11
ENKAI, TREENKA00011
27.10.2020
32.152
0,001
7,13
ENKAI, TREENKA00011
27.10.2020
215.398
0,004
7,14
ENKAI, TREENKA00011
27.10.2020
170.000
0,003
7,15
ENKAI, TREENKA00011
27.10.2020
334.210
0,006
7,16
ENKAI, TREENKA00011
27.10.2020
50.000
0,001
7,17
ENKAI, TREENKA00011
27.10.2020
117.059
0,002
7,2
ENKAI, TREENKA00011
28.10.2020
55.474
0,001
7,2
ENKAI, TREENKA00011
28.10.2020
165.779
0,003
7,21
ENKAI, TREENKA00011
28.10.2020
225.000
0,004
7,23
ENKAI, TREENKA00011
28.10.2020
225.000
0,004
7,24
ENKAI, TREENKA00011
30.10.2020
4.446
0
7,15
ENKAI, TREENKA00011
30.10.2020
30.000
0,001
7,16
ENKAI, TREENKA00011
30.10.2020
37.410
0,001
7,17
ENKAI, TREENKA00011
30.10.2020
174.459
0,003
7,18
ENKAI, TREENKA00011
30.10.2020
512.670
0,009
7,19
ENKAI, TREENKA00011
30.10.2020
130.000
0,002
7,2
ENKAI, TREENKA00011
30.10.2020
200.000
0,004
7,21
ENKAI, TREENKA00011
30.10.2020
100.000
0,002
7,22
ENKAI, TREENKA00011
30.10.2020
102.590
0,002
7,23
ENKAI, TREENKA00011
02.11.2020
323.812
0,006
7,18
ENKAI, TREENKA00011
02.11.2020
475.000
0,008
7,19
ENKAI, TREENKA00011
02.11.2020
575.000
0,01
7,2
ENKAI, TREENKA00011
02.11.2020
130.000
0,002
7,21
ENKAI, TREENKA00011
03.11.2020
146.745
0,003
7,16
ENKAI, TREENKA00011
03.11.2020
326.183
0,006
7,17
ENKAI, TREENKA00011
03.11.2020
347.208
0,006
7,18
ENKAI, TREENKA00011
03.11.2020
170.000
0,003
7,19
ENKAI, TREENKA00011
03.11.2020
305.000
0,005
7,2
ENKAI, TREENKA00011
03.11.2020
30.000
0,001
7,21
ENKAI, TREENKA00011
03.11.2020
153.292
0,003
7,22
ENKAI, TREENKA00011
03.11.2020
212.072
0,004
7,23
ENKAI, TREENKA00011
03.11.2020
129.500
0,002
7,24
ENKAI, TREENKA00011
03.11.2020
100.000
0,002
7,25
ENKAI, TREENKA00011
03.11.2020
80.000
0,001
7,26
ENKAI, TREENKA00011
04.11.2020
1.831
0
7,17
ENKAI, TREENKA00011
04.11.2020
30.000
0,001
7,18
ENKAI, TREENKA00011
04.11.2020
39.500
0,001
7,19
ENKAI, TREENKA00011
04.11.2020
1.014
0
7,2
ENKAI, TREENKA00011
04.11.2020
87.303
0,002
7,21
ENKAI, TREENKA00011
04.11.2020
165.000
0,003
7,22
ENKAI, TREENKA00011
04.11.2020
304.414
0,005
7,23
ENKAI, TREENKA00011
04.11.2020
175.000
0,003
7,24
ENKAI, TREENKA00011
04.11.2020
165.000
0,003
7,25
ENKAI, TREENKA00011
04.11.2020
53.669
0,001
7,26
ENKAI, TREENKA00011
05.11.2020
979
0
7,39
ENKAI, TREENKA00011
05.11.2020
30.000
0,001
7,4
ENKAI, TREENKA00011
05.11.2020
30.961
0,001
7,45
ENKAI, TREENKA00011
06.11.2020
2.283
0
7,47
ENKAI, TREENKA00011
06.11.2020
70
0
7,49
ENKAI, TREENKA00011
06.11.2020
45.000
0,001
7,5
ENKAI, TREENKA00011
06.11.2020
30.000
0,001
7,52
ENKAI, TREENKA00011
06.11.2020
41.182
0,001
7,53
ENKAI, TREENKA00011
06.11.2020
25.000
0
7,55

 

Completion of Buy-Back

Code of Share Subject to Buy-back
The Maximum Price Paid For The Buy-Backed Shares (TRY / Unit)
The Average Price Paid For The Buy-Backed Shares (TRY / Unit)
The Cost-Of Buy-Back Program (TRY)
Source Used in the Buy-Back Process
Total Number Of Buy-Backed Shares
Ratio Of Buy-Backed Shares To Capital (%)
ENKAI, TREENKA00011
7,55
6,818
178.038.143,41
Şirket kaynakları / Company sources
26.113.665
0,47

 

Additional Explanations

Buyback transactions executed based on the resolution of Board of Directors dated 07.08.2020 have been completed and the remaining 1,886,335 shares will not be purchased.

 

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/921952

Summary Info
Increase Of Authorized Capital – General Assembly Approval
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date
12.01.2021
Related Authorized Capital Process
Increase Of Authorized Capital
Current Authorized Capital (TL)
6.000.000.000
New Authorized Capital (TL)
10.000.000.000
Due Date For The Authorized Capital (New)
31.12.2025
Number Of Articles Of Association Item To Be Amended
6
Capital Market Board Application Date
13.01.2021
Capital Market Board Application Result
APPROVAL
Capital Market Board Approval Date
14.01.2021
Date of Related General Assembly
30.03.2021
Was The Issue Of Authorized Capital Negotiated? Was It Accepted?
Accepted

 

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/921950

Summary Info
Dividend Distribution Proposal
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Decision Date
04.03.2021
Date of Related General Assembly
30.03.2021
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


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
0,3571428
35,71428
15
0,3035713
30,35713

 

Dividend Dates

Payment
Proposed
Ex-Dividend Date
Final
Ex-Dividend Date
Payment Date
Record Date
Payment In Advance
13.04.2021
13.04.2021
15.04.2021
14.04.2021

 

(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

Our Board of Directors resolved, after the analysis of Consolidated Balance Sheet and Profit – Loss statements for the year 2020, prepared in accordance with the Turkish Accounting Standards, to propose to the General Assembly to prepare the dividend distribution table from the Net Distributable Profit for the period from January 01, 2020 to December 31, 2020 as;

To the share certificate holders (as Cash, as First Dividend) 1,700,000,000 TL

To the share certificate holders (as Cash, as Second Dividend) 300,000,000 TL

To the bonus certificate holders 41,902,793 TL

to distribute 2,000,000,000 TL cash dividend starting from April 13, 2021, by taking into account the legal status of the shareholders representing the 5,600,000,000 TL equity, as being 35.714286% gross and 30.357143% net dividend

to allocate the remaining as extraordinary reserve fund after retaining the legal reserve.

This proposal has been approved by 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.)

 

DIVIDEND DISTRIBUTION TABLE

ENKA İNŞAAT VE SANAYİ A.Ş. 01.01.2020/31.12.2020 Period Dividend Payment Table (TL)

1.Paid-In / Issued Capital
5.600.000.000
2. Total Legal Reserves (According to Legal Records)
1.969.810.089
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
5.299.917.363
2.553.899.889
4. Taxes Payable (-)
781.757.945
176.316.834
5. Net Current Period Profit
4.505.059.709
2.377.583.055
6. Losses in Previous Years (-)
0
0
7. Primary Legal Reserve (-)
118.879.153
118.879.153
8. Net Distributable Current Period Profit
4.386.180.556
2.258.703.903
Dividend Advance Distributed (-)
0
0
Dividend Advance Less Net Distributable Current Period Profit
4.386.180.556
0
9. Donations Made During The Year ( + )
45.164.939
0
10. Donation-Added Net Distributable Current Period Profit on which First Dividend Is Calculated
4.431.345.495
0
11. First Dividend to Shareholders
0
0
* Cash
1.700.000.000
0
* 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
41.902.793
0
15. Second Dividend to Shareholders
300.000.000
0
16. Secondary Legal Reserves
176.190.279
0
17. Statutory Reserves
0
0
18. Special Reserves
0
0
19. Extraordinary Reserves
2.168.087.484
40.610.831
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 (%)
– – –
1.700.000.000
0
38,76
0,3035714
30,35714
TOTAL
1.700.000.000
0
38,76
0,3035714
30,35714

 

Dividend Rate Table Explanations

For 2,000,000,000 TL gross, and 1,700,000,000 TL net dividend which will be distributed from the year end profit, at a rate of 35.714286% gross and 30.357143% net for each 1 TL nominal valued share, a witholding tax of 15% will be applied.

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.

(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/921949

Summary Info
Ordinary General Assembly Meeting Resolutions
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

General Assembly Invitation

Type of General Assembly
Annual
Begining of The Fiscal Period
01.01.2020
End of The Fiscal Period
31.12.2020
Decision Date
04.03.2021
General Assembly Date
30.03.2021
General Assembly Time
14:00
Record Date
29.03.2021
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 2020,
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 2020 under the framework of Company’s current Donation and Aid Policy
5 – Approval of Balance Sheet and Income Statement Accounts of 2020,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2020,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 23.000 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 2020 according to the current Profit Distribution Policy of the Company,
11 – Approval of the draft of amendments to the Articles of Association of the Company as prepared in compliance with the Approval No. 241 of the Capital Markets Board of 14.01.2021 and the Approval No. 60882678 of the Ministry of Trade of 22.01.2021 for the amendments to be made in Articles 6 of the Articles of Association.
12 – 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,
13 – Approving the Authorization of the Board of Directors for deciding the distribution of the Advance Dividend for the fiscal year 2021 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,
14 – 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 2021, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2021,
15 – Informing the shareholders about share buybacks in accordance with the disclosure of the Capital Markets Board of Turkey in order to protect the interests of minority shareholders,
16 – 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 2020,
17 – Requests and recommendations.

 

Corporate Actions Involved In Agenda

Dividend Payment
Advance Dividend Payment

Authorized Capital

 

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 2020 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 2020;
•Mehmet Sinan TARA and Haluk GERÇEK have been elected as the executive members of the Board, Erdoğan TURGUT has been elected as the non-executive member of the Board and; Mehmet Mete BAŞOL and Fatih Osman TAR have been elected as the independent non-executive members of the Board.
• KPMG 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.
•The Board of Directors have been authorized to resolve for the distribution of Dividend Advances for the Fiscal Period 2021.

(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
Authorized Capital
Accepted
Advance Dividend Payment
Authorized

 

General Assembly Result Documents

Appendix: 1

ENKA HAZIRUN 30032021.pdf – List of Attendants
Appendix: 2


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/921867

Summary Info
Dividend Distribution Proposal
Update Notification Flag
No
Correction Notification Flag
No
Postponed Notification Flag
No

 

Decision Date
04.03.2021
Type of Cash Dividend Payment
Payment In Advance
Currency Unit
TRY
Stock Dividend
Will Not Be Paid

 

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
0,3571428
35,71428
15
0,3035713
30,35713

 

Dividend Dates

Payment
Proposed
Ex-Dividend Date
Final
Ex-Dividend Date
Payment Date
Record Date
Payment In Advance
13.04.2021
15.04.2021
14.04.2021
(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

Our Board of Directors resolved, after the analysis of Consolidated Balance Sheet and Profit – Loss statements for the year 2020, prepared in accordance with the Turkish Accounting Standards, to propose to the General Assembly to prepare the dividend distribution table from the Net Distributable Profit for the period from January 01, 2020 to December 31, 2020 as;

To the share certificate holders (as Cash, as First Dividend) 1,700,000,000 TL

To the share certificate holders (as Cash, as Second Dividend) 300,000,000 TL

To the bonus certificate holders 41,902,793 TL

to distribute 2,000,000,000 TL cash dividend starting from April 13, 2021, by taking into account the legal status of the shareholders representing the 5,600,000,000 TL equity, as being 35.714286% gross and 30.357143% net dividend

to allocate the remaining as extraordinary reserve fund after retaining the legal reserve.

(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.)

 

DIVIDEND DISTRIBUTION TABLE

ENKA İNŞAAT VE SANAYİ A.Ş. 01.01.2020/31.12.2020 Period Dividend Payment Table (TL)

1.Paid-In / Issued Capital
5.600.000.000
2. Total Legal Reserves (According to Legal Records)
1.969.810.089
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
5.299.917.363
2.553.899.889
4. Taxes Payable (-)
781.757.945
176.316.834
5. Net Current Period Profit
4.505.059.709
2.377.583.055
6. Losses in Previous Years (-)
0
0
7. Primary Legal Reserve (-)
118.879.153
118.879.153
8. Net Distributable Current Period Profit
4.386.180.556
2.258.703.903
Dividend Advance Distributed (-)
0
0
Dividend Advance Less Net Distributable Current Period Profit
4.386.180.556
0
9. Donations Made During The Year ( + )
45.164.939
0
10. Donation-Added Net Distributable Current Period Profit on which First Dividend Is Calculated
4.431.345.495
0
11. First Dividend to Shareholders
0
0
* Cash
1.700.000.000
0
* 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
41.902.793
0
15. Second Dividend to Shareholders
300.000.000
0
16. Secondary Legal Reserves
176.190.279
0
17. Statutory Reserves
0
0
18. Special Reserves
0
0
19. Extraordinary Reserves
2.168.087.484
40.610.831
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 (%)
– – –
1.700.000.000
0
38,76
0,3035714
30,35714
TOTAL
1.700.000.000
0
38,76
0,3035714
30,35714

 

Dividend Rate Table Explanations

For 2,000,000,000 TL gross, and 1,700,000,000 TL net dividend which will be distributed from the year end profit, at a rate of 35.714286% gross and 30.357143% net for each 1 TL nominal valued share, a witholding tax of 15% will be applied.

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.

(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/915504

Summary Info

Appointment of Independent Auditor for year 2021
Related Companies
[]
Related Funds
[]

 

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
KPMG Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş.
Audit Period
2021
Date of General Meeting in which Audit Company was Approved
Official Registration Date
Date and Number of Official Commercial Registy Newspaper for Registration
Explanations
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 2021 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.)

 

KAP Link: https://www.kap.org.tr/en/Bildirim/915485

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
01.01.2020
Ending Date Of The Fiscal Period
31.12.2020
Decision Date
04.03.2021
General Assembly Date
30.03.2021
General Assembly Time
14:00
Record Date (Deadline For Participation In The General Assembly)
29.03.2021
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 2020,
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 2020 under the framework of Company’s current Donation and Aid Policy
5 – Approval of Balance Sheet and Income Statement Accounts of 2020,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2020,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 23.000 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 2020 according to the current Profit Distribution Policy of the Company,
11 – Approval of the draft of amendments to the Articles of Association of the Company as prepared in compliance with the Approval No. 241 of the Capital Markets Board of 14.01.2021 and the Approval No. 60882678 of the Ministry of Trade of 22.01.2021 for the amendments to be made in Articles 6 of the Articles of Association.
12 – 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,
13 – Approving the Authorization of the Board of Directors for deciding the distribution of the Advance Dividend for the fiscal year 2021 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,
14 – 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 2021, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2021,
15 – Informing the shareholders about share buybacks in accordance with the disclosure of the Capital Markets Board of Turkey in order to protect the interests of minority shareholders,
16 – 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 2020,
17 – Requests and recommendations.

 

Corporate Actions Involved In Agenda

Dividend Payment
Advance Dividend Payment
Authorized Capital

 

General Assembly Invitation Documents

Appendix: 1
VEKALETNAME.pdf – Other Invitation Document
Appendix: 2
Appendix: 3
DISCLOSURE FOR GENERAL ASSEMBLY NOTICE 30.03.2021.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 30, 2021 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 2020 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 2020, 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/915484

Summary Info

Submission Of Financial Statements To Any Authorities
Related Companies
[]
Related Funds
[]

 

Submission Of Financial Statements To Any Authorities
    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
    Period Covered In Financial Statement 01012020 – 31122020
    Government Authority To Which Financial Statement Was Submitted Large Taxpayers Office
    Submission Reason
Temporary Tax Declaration
    Submission Date Of Financial Statement
16/02/2021
Explanations

 

The attached Income Statement of our company for the period 01.01.2020 – 31.12.2020 which has not been prepared in accordance with the Capital Markets Regulations, has been submitted in the Provisional Tax Declaration.

 

 

KAP Link: https://www.kap.org.tr/en/Bildirim/910195

 

Summary Info

Capital Markets Board Approval for the Amendment to the Articles of Association
Related Companies
[]
Related Funds
[]

 

Change in Articles of Association
Update Notification Flag
Evet (Yes)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
13.01.2021
Postponed Notification Flag
Hayır (No)
Announcement Content
Explanations

 

The board of directors ,with its resolution dated 12.01.2021,had resolved to amend the Articles 6 of the Articles of Association of the Company    regarding the share capital    as attached and to apply to the Capital Markets Board and the Ministry of Trade for the necessary authorizations.The aplication made to the Capital Markets Board was approved on 14.01.2021.

 

 

 

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/902213

Summary Info
Increase Of Authorized Capital – Capital Market Board Application Result
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date
12.01.2021
Related Authorized Capital Process
Increase Of Authorized Capital
Current Authorized Capital (TL)
6.000.000.000
New Authorized Capital (TL)
10.000.000.000
Due Date For The Authorized Capital (New)
31.12.2025
Number Of Articles Of Association Item To Be Amended
6
Capital Market Board Application Date
13.01.2021
Capital Market Board Application Result
APPROVAL
Capital Market Board Approval Date
14.01.2021

 

 

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/902212

Summary Info

Capital Market Board Application Date Regarding the Amendment of the Articles
Related Companies
[]
Related Funds
[]

 

Change in Articles of Association
Update Notification Flag
Evet (Yes)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
12.01.2021
Postponed Notification Flag
Hayır (No)
Announcement Content
Explanations

 

The board of directors ,with its resolution dated 12.01.2021,had resolved to amend the Articles 6 of the Articles of Association of the Company  regarding the share capital  as attached and to apply to the Capital Markets Board and the Ministry of Trade for the necessary authorizations.The aplication was made to the Capital Markets Board on 13.01.2021.

 

 

 

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/901939

Summary Info
Increase Of Authorized Capital – Capital Market Board Application Date
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date
12.01.2021
Related Authorized Capital Process
Increase Of Authorized Capital
Current Authorized Capital (TL)
6.000.000.000
New Authorized Capital (TL)
10.000.000.000
Due Date For The Authorized Capital (New)
31.12.2025
Number Of Articles Of Association Item To Be Amended
6
Capital Market Board Application Date
13.01.2021

 

 

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/901938

Summary Info

Board Resolution Regarding the Amendments of the Articles of Association
Related Companies
[]
Related Funds
[]

 

Change in Articles of Association
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

 

The board of directors has resolved to amend the Articles 6 of the Articles of Association of the Company regarding the share capital as attached and to apply to the Capital Markets Board and the Ministry of Trade for the necessary authorizations.

 

 

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/901589

Summary Info
Board Resolution Regarding Increase Of Authorized Capital
Update Notification Flag
No
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date
12.01.2021
Related Authorized Capital Process
Increase Of Authorized Capital
Current Authorized Capital (TL)
6.000.000.000
New Authorized Capital (TL)
10.000.000.000
Due Date For The Authorized Capital (New)
31.12.2025
Number Of Articles Of Association Item To Be Amended
6

 

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/901588