SPECIAL CONDITION DISCLOSURES

Summary Info

Unusual Price and Volume Movements

 

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Unusual Price and Volume Movements
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

 

Our statement regarding the Borsa İstanbul’s letter dated 29.12.2022 regarding unusual price and volume movement is below.
There is no undisclosed material event as per the Article 8 titled “Unusual Price and Volume Movements” of the Capital Markets Board’s Communiqué on Material Events (II-15.1).
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/1091220

Summary Info

Disposal of Buy-Back Shares
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[]
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[]

 

Disposal of Buy-Back Shares
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
Postponed Notification Flag
Hayır (No)
Company Subject to Buy-Back
Enka İnşaat ve Sanayi A.Ş.
Company Performs the Buy-Back
Enka İnşaat ve Sanayi A.Ş.
Date Of Buy-Back Program
Explanations

 

Disposal of Buy-Back Information Table
Code Of Company Subject To Buy-Back
Transaction Date
Nominal Value of Shares Subject to Transaction (TRY)
Ratio Of Shares Subject To Transaction To Capital (%)
Transaction Price (TRY / Unit)
Ratio Of Remaining Shares To Capital (%)
Amount of Realized Earnings/Losses (TRY)
Privileges, If Any, Associated with These Shares
ENKAI
08/12/2022
3.000.000
% 0,05
22,8024
% 2,32
54.127.856

 

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/1086070

Summary Info

Disposal of Buy-Back Shares
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[]
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[]

 

Disposal of Buy-Back Shares
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
Postponed Notification Flag
Hayır (No)
Company Subject to Buy-Back
Enka İnşaat ve Sanayi A.Ş.
Company Performs the Buy-Back
Enka İnşaat ve Sanayi A.Ş.
Date Of Buy-Back Program
Explanations

 

Disposal of Buy-Back Information Table
Code Of Company Subject To Buy-Back
Transaction Date
Nominal Value of Shares Subject to Transaction (TRY)
Ratio Of Shares Subject To Transaction To Capital (%)
Transaction Price (TRY / Unit)
Ratio Of Remaining Shares To Capital (%)
Amount of Realized Earnings/Losses (TRY)
Privileges, If Any, Associated with These Shares
ENKAI
07/12/2022
2.146.501
% 0,04
25,2041
% 2,37
43.883.669

 

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/1085586

Summary Info

Disposal of Buy-Back Shares
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[]
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[]

 

Disposal of Buy-Back Shares
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
Postponed Notification Flag
Hayır (No)
Company Subject to Buy-Back
Enka İnşaat ve Sanayi A.Ş.
Company Performs the Buy-Back
Enka İnşaat ve Sanayi A.Ş.
Date Of Buy-Back Program
Explanations

 

Disposal of Buy-Back Information Table
Code Of Company Subject To Buy-Back
Transaction Date
Nominal Value of Shares Subject to Transaction (TRY)
Ratio Of Shares Subject To Transaction To Capital (%)
Transaction Price (TRY / Unit)
Ratio Of Remaining Shares To Capital (%)
Amount of Realized Earnings/Losses (TRY)
Privileges, If Any, Associated with These Shares
ENKAI
06/12/2022
1966458
% 0,03
27,3044
% 2,41
44.333.069

 

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/1084988

Summary Info

Additional information on the disclosure dated 10.11.2022

 

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Noncurrent Financial Asset Acquisition
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
Postponed Notification Flag Evet (Yes)
Announcement Content
Board Decision Date for Acquisition
Were Majority of Independent Board Members’ Approved the Board Decision for Acquisition
Title of Non-current Financial Asset Acquired
VERBENA ENERJI SANAYI VE TICARET A.Ş.
Field of Activity of Non-current Financial Asset whose Shares were being Acquired
Establishment, commissioning, leasing of electrical energy production facility, generation of electrical energy, sale of generated electrical energy and/or capacity to customers
Capital of Noncurrent Financial Asset
TL 140,000,000
Acquirement Way
Satın Alma (Purchase)
Date on which the Transaction was/will be Completed
10/11/2022
Acquisition Conditions
Peşin (Cash)
Detailed Conditions if it is a Timed Payment
Nominal Value of Shares Acquired
TL 140,000,000
Purchase Price Per Share
TL equivalent of 92.31 USD.
Total Purchasing Value
TL equivalent of 12.923.751 USD
Ratio of New Shares Acquired to Capital of Non-current Financial Asset (%)
100
Total Ratio of Shares Owned in Capital of Non-current Financial Asset After Transaction (%)
100
Total Voting Right Ratio Owned in Non-current Financial Asset After Transaction (%)
100
Ratio of Non-current Financial Asset Acquired to Total Assets in Latest Disclosed Financial Statements of Company (%)
0,09
Ratio of Transaction Value to Sales in Latest Annual Financial Statements of Company (%)
0,45
Effects on Company Operations
After the completion of the investment, it will contribute to the energy segment.
Did Takeover Bid Obligation Arised?
Hayır (No)
Will Exemption Application be Made, if Takeover Bid Obligation Arised?
Hayır (No)
Title/ Name-Surname of Counter Party
METCAP ENERJİ YATIRIMLARI SANAYİ VE TİCARET A.Ş., Celal Metin, Ayşe Verda Metin, Ayşe İrem Kınay, Ali Kerem Metin
Is Counter Party a Related Party According to CMB Regulations?
Hayır (No)
Relation with Counter Party if any
None
Agreement Signing Date if Exists
10/11/2022
Value Determination Method of Non-current Financial Asset
Bargaining Method
Did Valuation Report be Prepared?
Düzenlenmedi (Not Prepared)
Reason for not Preparing Valuation Report if it was not Prepared
The purchase was made by bargaining method.
Date and Number of Valuation Report
Not prepared
Title of Valuation Company Prepared Report
Not prepared
Value Determined in Valuation Report if Exists
Not prepared
Reasons if Transaction wasn’t/will not be performed in Accordance with Valuation Report
Not prepared
Explanations

 

Our company has purchased 100% shares of Verbena Enerji Sanayi ve Ticaret A.Ş., the licensee of the 890 MW Natural Gas Combined Cycle Power Plant located in Kırklareli province, on 10 November 2022 for USD 12,923,751.

Within the scope of this transaction, despite the fact that the ratio of the financial fixed assets originally acquired within the scope of this transaction to the total assets of our Company is at a negligible level, on 29 August 2022, a Board of Directors Resolution was taken with the participation of all members regarding the postponement of the disclosure of the insider information regarding the transaction in order not to harm the legitimate interests of our Company.

 

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/1079581

Summary Info

 

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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 Evet (Yes)
Announcement Content
Explanations

 

Our company has purchased 100% shares of Verbena Enerji Sanayi ve Ticaret A.Ş., the licensee of the 890 MW Natural Gas Combined Cycle Power Plant located in Kırklareli province, on 10 November 2022 for USD 12,923,751.

Within the scope of this transaction, despite the fact that the ratio of the financial fixed assets originally acquired within the scope of this transaction to the total assets of our Company is at a negligible level, on 29 August 2022, a Board of Directors Resolution was taken with the participation of all members regarding the postponement of the disclosure of the insider information regarding the transaction in order not to harm the legitimate interests of our Company.

 

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/1079282

Summary Info

Disposal of Buy-Back Shares
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[]
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[]

 

Disposal of Buy-Back Shares
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
Postponed Notification Flag
Hayır (No)
Company Subject to Buy-Back
Enka İnşaat ve Sanayi A.Ş.
Company Performs the Buy-Back
Enka İnşaat ve Sanayi A.Ş.
Date Of Buy-Back Program
Explanations

 

Disposal of Buy-Back Information Table
Code Of Company Subject To Buy-Back
Transaction Date
Nominal Value of Shares Subject to Transaction (TRY)
Ratio Of Shares Subject To Transaction To Capital (%)
Transaction Price (TRY / Unit)
Ratio Of Remaining Shares To Capital (%)
Amount of Realized Earnings/Losses (TRY)
Privileges, If Any, Associated with These Shares
ENKAI
15/06/2022
1.648.556
% 0,03
19,15
% 2,44
23.723.046

 

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/1037497

Summary Info

Issue Document Regarding Capital Increase
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[]

 

Issue Document
Update Notification Flag
Hayır (No)
Correction Notification Flag
Hayır (No)
Date Of The Previous Notification About The Same Subject
Announcement Content
Explanations

 

The issue document approved by the Capital Markets Board for shares with a nominal value of TRY 400.000.000 issued within the scope of increasing the issued capital of our company from TRY 5,600,000,000 to TRY 6.000.000.000 , is attached.

 

İHRAÇ BELGESİ

(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/1035468

Summary Info
Date Of Registry
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date
30.03.2022
Authorized Capital (TL)
10.000.000.000
Paid-in Capital (TL)
5.600.000.000
Target Capital (TL)
6.000.000.000

 

Bonus Issue

Share Group Info
Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
Share Group Issued
New Shares” ISIN
Nevi
ENKAI, TREENKA00011
5.600.000.000
400.000.000,000
7,14285
ENKAI, TREENKA00011
Registered
Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
TOTAL
5.600.000.000
400.000.000,000
7,14285

 

Bonus Issue Ex-Date
06.06.2022

 

Other Aspects To Be Notified

Capital Market Board Application Date
20.04.2022
Capital Market Board Application Result
Approval
Capital Market Board Approval Date
26.05.2022
Payment Date
08.06.2022
Record Date
07.06.2022
Date Of Registry
03.06.2022

 

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/1034766

Summary Info
Bonus Issue Ex-date
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date
30.03.2022
Authorized Capital (TL)
10.000.000.000
Paid-in Capital (TL)
5.600.000.000
Target Capital (TL)
6.000.000.000

 

Bonus Issue

Share Group Info
Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
Share Group Issued
New Shares” ISIN
Nevi
ENKAI, TREENKA00011
5.600.000.000
400.000.000,000
7,14285
ENKAI, TREENKA00011
Registered
Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
TOTAL
5.600.000.000
400.000.000,000
7,14285

 

Bonus Issue Ex-Date
06.06.2022

 

Other Aspects To Be Notified

Capital Market Board Application Date
20.04.2022
Capital Market Board Application Result
Approval
Capital Market Board Approval Date
26.05.2022
Payment Date
08.06.2022
Record Date
07.06.2022

 

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/1033927

Summary Info
Capital Market Board Application Result
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date
30.03.2022
Authorized Capital (TL)
10.000.000.000
Paid-in Capital (TL)
5.600.000.000
Target Capital (TL)
6.000.000.000

 

Bonus Issue

e Group Info
Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
Share Group Issued
New Shares” ISIN
Nevi
ENKAI, TREENKA00011
5.600.000.000
400.000.000,000
7,14285
Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
TOTAL
5.600.000.000
400.000.000,000
7,14285

 

Other Aspects To Be Notified

Capital Market Board Application Date
20.04.2022
Capital Market Board Application Result
Approval
Capital Market Board Approval Date
26.05.2022

 

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/1033020

Summary Info

Sustainability Report 2021
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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 2021 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.)

KAP Link: https://www.kap.org.tr/en/Bildirim/1030616

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
11/05/2022
Ending Date of Agreement
11/05/2022
Beginning Date of Rating Note’s Validity
Explanations

 

The Corporate Governance Rating Agreement has been signed on 11 May 2022 between our Company and Saha Kurumsal Yönetim ve Derecelendirme Hizmetleri A.Ş. The agreement covers two periods and will expire on 11 May 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.)

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/1029155

Summary Info
Capital Market Board Application
Update Notification Flag
Yes
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date30
30.03.2022
Authorized Capital (TL)
10.000.000.000
Paid-in Capital (TL)
5.600.000.000
Target Capital (TL)
6.000.000.000

 

Bonus Issue

Share Group Info
Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
Share Group Issued
Share Group Issued

Nevi
ENKAI, TREENKA00011
5.600.000.000
400.000.000,000
7,14285

 

Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
TOTAL
5.600.000.000
400.000.000,00
7,14285

 

Other Aspects To Be Notified

Capital Market Board Application Date
20.04.2022

 

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/1022371

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
01.01.2021
Ending Date Of The Fiscal Period
31.12.2021
Decision Date
02.03.2022
General Assembly Date
25.03.2022
General Assembly Time
14:00
Record Date (Deadline For Participation In The General Assembly)
24.03.2022
Country
Türkiye
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 2021,
  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 2021 under the framework of Company’s current Donation and Aid Policy,
  5. Approval of Balance Sheet and Income Statement Accounts of 2021,
  6. Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2021,
  7. Election of the Board Members,
  8. Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 34.000 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 2021 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 2022 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 2022, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2022,
  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 2021,
  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 2021 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 2021;

•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; 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 2022.

(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
31.03.2022

 

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/1014669

Summary Info
The Resolution of The Board of Directors Regarding Capital Increase
Update Notification Flag
No
Correction Notification Flag
No
Postponed Notification Flag
No

 

Board Decision Date30
30.03.2022
Authorized Capital (TL)
10.000.000.000
Paid-in Capital (TL)
5.600.000.000
Target Capital (TL)
6.000.000.000

 

Bonus Issue

Share Group Info
Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
Share Group Issued
Share Group Issued

Nevi
ENKAI, TREENKA00011
5.600.000.000
400.000.000,000
7,14285

 

Paid-in Capital (TL)
Amount of Bonus Issue From Internal Resources (TL)
Rate of Bonus Issue From Internal Resources (%)
Amount of Bonus Issue From Dividend (TL)
Rate of Bonus Issue From Dividend (%)
TOTAL
5.600.000.000
400.000.000,00
7,14285

 

Additional Explanations

The Board of Directors of our Company resolved, as a result of the resolutions of the Ordinary General Assembly for the year 2021 of our Company as held on 25.03.2022, to raise the Share Capital of our Company, within the authorized Registered Share Capital Ceiling of TL 10,000,000,000 (Ten Billion Turkish Liras) thereof, from its current level of TL 5,600,000,000 (Five Billion Six Hundred Million Turkish Liras) to TL 6,000,000,000 (Six Billion Turkish Liras) by increasing it 7.14285%; and to cover TL 200,000,000 of such increased amount of TL 400,000,000 (Four Hundred Million Turkish Liras) from the 1st Dividends of 2021, a further total of TL 200,000,000 from the 2nd Dividends and for this purpose, to issue to a total of 5,600,000,000 holders of Registered Nominal Shares, bonus shares free of charge in proportion to their shares at a rate of 7.14285% of each share they hold; and to issue the respective share certificates representing such increased part in the Share Capital as Registered Nominal Shares; and to make the necessary application to the Capital Markets Board for the approval of the Share Issue Certificate for capital increase as prepared for this purpose.

(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/1014126

Summary Info

Board of Directors’ Subcommitees

 

Related Companies
[]
Related Funds
[]

 

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 Bayramoğlu (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/1013644

Summary Info

Chairman of the Board of Directors & CEO

 

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

 

Elected as the Chairman of the Board of Directors at the Company’s Ordinary General Assembly dated 25.03.2022, Mr. Agah Mehmet Tara will continue to carry out his current CEO position in line with the targets of the company.

 

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/1013366

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

 

Decision Date
02.03.2022
Date of Related General Assembly
25.03.2022
Was The Issue of Dividend Payment Negotiated?
Discussed
Type of Cash Dividend Payment
Payment In Advance
Currency Unit
TRY
Stock Dividend
Will 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
0,5000000
50
10
0,4500000
45

 

Dividend Dates

Payment
Proposed
Ex-Dividend Date
Final
Ex-Dividend Date
Payment Date
Record Date
Payment In Advance
13.04.2022
13.04.2022
15.04.2022
14.04.2022

 

(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
400.000.000
7,14285

 

Additional Explanations

Our Board of Directors resolved, after the analysis of Consolidated Balance Sheet and Profit – Loss statements for the year 2021, 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, 2021 to December 31, 2021 as;

Advance Dividend paid to the share certificate holders 1,120,000,000 TL

To the share certificate holders (as Cash) 2,800,000,000 TL

To the bonus certificate holders 61,025,539 TL

To the share certificate holders (as Bonus issue) 400,000,000 TL

to distribute 2,800,000,000 TL cash dividend starting from April 13, 2022, by taking into account the legal status of the shareholders representing the 5,600,000,000 TL equity, as being 50% gross and 45% net dividend

to add 400,000,000 TL which will be distributed as shares dividend to share capital

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. 01.01.2021/31.12.2021 Period Dividend Payment Table (TL)

 

1.Paid-In / Issued Capital
5.600.000.000
2. Total Legal Reserves (According to Legal Records)
2.264.879.521
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
6.966.044.666
5.193.340.895
4. Taxes Payable (-)
1.890.088.057
0
5. Net Current Period Profit
5.159.042.438
5.193.340.895
6. Losses in Previous Years (-)
0
0
7. Primary Legal Reserve (-)
259.667.045
259.667.045
8. Net Distributable Current Period Profit
4.899.375.393
4.933.673.850
Dividend Advance Distributed (-)
1.120.000.000
0
Dividend Advance Less Net Distributable Current Period Profit
3.779.375.393
0
9. Donations Made During The Year ( + )
28.214.833
0
10. Donation-Added Net Distributable Current Period Profit on which First Dividend Is Calculated
4.927.590.226
0
11. First Dividend to Shareholders
4.120.000.000
0
* Cash
3.920.000.000
0
* Stock
200.000.000
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
61.025.539
0
15. Second Dividend to Shareholders
200.000.000
0
16. Secondary Legal Reserves
370.102.554
0
17. Statutory Reserves
0
0
18. Special Reserves
0
0
19. Extraordinary Reserves
148.247.301
182.545.758
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 (%)
– – –
3.528.000.000
400.000.000
80,173485
0,7014285
70,14
TOTAL
3.528.000.000
400.000.000
80,17
0,7014285
70,14

 

Dividend Rate Table Explanations

1.120.000.000 TL out of 3.920.000.000TL cash dividend had been distributed as Advance Dividend of 2021 by applying a witholding tax of 10%. For 2.800.000.000 TL gross, and 2.520.000.000TL net dividend which will be distributed from the year end profit, at a rate of 50,00% gross and 45% net for each 1 TL nominal valued share, a witholding tax of 10% will be applied.

To the holders dividend would be given in a rate of 7,14%; as total amount 400.000.000 TL bonus share.

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

The 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/1013211

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
01.01.2021
Ending Date Of The Fiscal Period
31.12.2021
Decision Date
02.03.2022
General Assembly Date
25.03.2022
General Assembly Time
14:00
Record Date (Deadline For Participation In The General Assembly)
24.03.2022
Country
Türkiye
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 2021,
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 2021 under the framework of Company’s current Donation and Aid Policy,
5 – Approval of Balance Sheet and Income Statement Accounts of 2021,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2021,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 34.000 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 2021 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 2022 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 2022, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2022,
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 2021,
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 2021 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 2021;

•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; 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 2022.

(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
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/1013170

Summary Info
Appointment of Independent Auditor for year 2022

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
2022
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 2022 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 Türkiye as well as other related regulations and to present such selection to the approval of the General Assembly.

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

 

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

KAP Link: https://www.kap.org.tr/en/Bildirim/1006965

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
01.01.2021
Ending Date Of The Fiscal Period
31.12.2021
Decision Date
02.03.2022
General Assembly Date
25.03.2022
General Assembly Time
14:00
Record Date (Deadline For Participation In The General Assembly)
24.03.2022
Country
Türkiye
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 2021,
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 2021 under the framework of Company’s current Donation and Aid Policy,
5 – Approval of Balance Sheet and Income Statement Accounts of 2021,
6 – Acquittal and release of the Board Members due to the Company’s activities for the fiscal year 2021,
7 – Election of the Board Members,
8 – Regarding the regulations of Capital Markets Board, determining the attendance fee for the Board Members as 34.000 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 2021 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 2022 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 2022, if no sufficient profits are realized or even losses are suffered at the end of the fiscal year 2022,
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 2021,
15 – Requests and recommendations.

 

Corporate Actions Involved In Agenda

Appendix: 1
VEKALETNAME.pdf – Other Invitation Document
Appendix: 2
GENEL KURUL İLANI BİLGİLENDİRME DOKÜMANI 25.03.2022.pdf – General Assembly Informing Document
Appendix: 3
DISCLOSURE FOR GENERAL ASSEMBLY NOTICE 25.03.2022.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 25, 2022 Friday 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 2021 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 2021, 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/1006962

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

 

Decision Date
02.03.2022
Date of Related General Assembly
25.03.2022
Type of Cash Dividend Payment
Payment In Advance
Currency Unit
TRY
Stock Dividend
Will 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
0,5000000
50
10
0,4500000
45

 

Dividend Dates

Payment
Proposed
Ex-Dividend Date
Final
Ex-Dividend Date
Payment Date
Record Date
Payment In Advance
13.04.2022
15.04.2022
14.04.2022

 

(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
400.000.000
7,14285

 

Additional Explanations

Our Board of Directors resolved, after the analysis of Consolidated Balance Sheet and Profit – Loss statements for the year 2021, 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, 2021 to December 31, 2021 as;

Advance Dividend paid to the share certificate holders 1,120,000,000 TL

To the share certificate holders (as Cash) 2,800,000,000 TL

To the bonus certificate holders 61,025,539 TL

To the share certificate holders (as Bonus issue) 400,000,000 TL

to distribute 2,800,000,000 TL cash dividend starting from April 13, 2022, by taking into account the legal status of the shareholders representing the 5,600,000,000 TL equity, as being 50% gross and 45% net dividend

to add 400,000,000 TL which will be distributed as shares dividend to share capital

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. 01.01.2021/31.12.2021 Period Dividend Payment Table (TL)

1.Paid-In / Issued Capital
5.600.000.000
2. Total Legal Reserves (According to Legal Records)
2.264.879.521
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
6.966.044.666
5.193.340.895
4. Taxes Payable (-)
1.890.088.057
0
5. Net Current Period Profit
5.159.042.438
5.193.340.895
6. Losses in Previous Years (-)
0
0
7. Primary Legal Reserve (-)
259.667.045
259.667.045
8. Net Distributable Current Period Profit
4.899.375.393
4.933.673.850
Dividend Advance Distributed (-)
1.120.000.000
0
Dividend Advance Less Net Distributable Current Period Profit
3.779.375.393
0
9. Donations Made During The Year ( + )
28.214.833
0
10. Donation-Added Net Distributable Current Period Profit on which First Dividend Is Calculated
4.927.590.226
0
11. First Dividend to Shareholders
4.120.000.000
0
* Cash
3.920.000.000
0
* Stock
200.000.000
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
61.025.539
0
15. Second Dividend to Shareholders
200.000.000
0
16. Secondary Legal Reserves
370.102.554
0
17. Statutory Reserves
0
0
18. Special Reserves
0
0
19. Extraordinary Reserves
148.247.301
182.545.758
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 (%)
– – –
3.528.000.000
400.000.000
80,173485
0,7014285
70,14
TOTAL
3.528.000.000
400.000.000
80,17
0,7014285
70,14

 

Dividend Rate Table Explanations

1.120.000.000 TL out of 3.920.000.000TL cash dividend had been distributed as Advance Dividend of 2021 by applying a witholding tax of 10%. For 2.800.000.000 TL gross, and 2.520.000.000TL net dividend which will be distributed from the year end profit, at a rate of 50,00% gross and 45% net for each 1 TL nominal valued share, a witholding tax of 10% will be applied.

To the holders dividend would be given in a rate of 7,14%; as total amount 400.000.000 TL bonus share.

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

The 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/1006982

Summary Info

Disclosure on the developments between Ukraine and Russia

 

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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

 

Our company is closely following the developments between Ukraine and Russia. We do not have any investments in Ukraine. Although we have business agreements and investments in the construction and real estate sectors in Russia for many years, there is no disruption in our business processes at this stage. It is considered that the short-term impact of the current actual situation will remain at a minimum level.

 

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/1004002

Summary Info

Submission Of Financial Statements To Any Authorities

 

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[]

 

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
01012021 – 31122021
Government Authority To Which Financial Statement Was Submitted
Large Taxpayers Office
Submission Reason
Temporary Tax Declaration
Submission Date Of Financial Statement
16/02/2022

 

Explanations

The attached Income Statement of our company for the period 01.01.2021 – 31.12.2021 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/1002122

Summary Info

Credit Rating Note

 

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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 assigned credit ratings to our company of “BBB-” for Long-Term International Foreign and Local Currency Ratings and “A-3” for Short-Term International Foreign and Local Currency Ratings; as well as “AAA (Trk)” for Long-Term National Rating and “A-1+ (Trk)” 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/996260