annual report

Transkript

annual report

ANNUAL REPORT
2010
ENKA İNŞAAT VE SANAYİ A. Ş.
COMPANIES
ENGINEERING AND CONSTRUCTION
Enka İnşaat ve Sanayi A.Ş.
Çimtaş Çelik İmalat Montaj ve Tesisat A.Ş.
Cimtas Mechanical Contracting B.V.
Cimtas Building Systems Limited
Çimtaş Gemi İnşa Sanayi ve Ticaret A.Ş.
IBH Engineering GmbH
Kasktaş Kayar Kalıp Altyapı Sondaj Kazık ve Tecrit A.Ş.
Kasktash Arabia Ltd.
Senimdi Kurylys L.L.P.
Titaş Toprak İnşaat ve Taahhüt A.Ş.
Enet Proje Araştırma ve Müşavirlik A.Ş.
Enka Teknik Genel Müteahhitlik Bakım İşletme Sevk ve İdare A.Ş.
Limited Liability Company Enmar
Enka Holding B.V.
Enka Construction B.V.
Enka Construction and Development B.V.
AECO Development L.L.C.
Enka L.L.C.
Enka Power Systems B.V.
ENERGY
Adapazarı Elektrik Üretim Ltd. Şti.
Gebze Elektrik Üretim Ltd. Şti.
İzmir Elektrik Üretim Ltd. Şti.
Enka Enerji Üretim A.Ş.
REAL ESTATE
JSC Mosenka
JSC Moskva Krasnye Holmy
City Center Investment B.V.
Limited Liability Company Enka TC
TRADING AND MANUFACTURING
Enka Pazarlama İhracat İthalat A.Ş.
Cimtas Boru İmalatları ve Ticaret Ltd. Şti.
Cimtas (Ningbo) Steel Processing Co. Ltd.
Pimaş Plastik İnşaat Malzemeleri A.Ş.
Enwin Window Systems B.V.
Pimapen Logistic Center S.R.L.
Entaş Nakliyat ve Turizm A.Ş.
Air Enka Hava Taşımacılığı A.Ş.
(The full list of the companies can be found in the consolidated financial statements as of December 31, 2010.)
( 2 ) Annual Report 2010
GENERAL ASSEMBLY MEETING
Date
Time
Venue
: April 21, 2011
: 14:00
: Balmumcu Mahallesi, Zincirlikuyu Yolu,
Enka III. Binası, Konferans Salonu,
Beşiktaş - İstanbul
AGENDA
1- Election of the General Assembly Presidential Board;
2- Authorization of the Presidential Board for signing the Minutes of the General Assembly Meeting;
3- Reading and discussing the Annual Report of the Board of Directors and the Report of Auditors,
and the Balance Sheet and Income Statement for the fiscal year 2010;
4- Reading and discussing the Report of Independent Auditors;
5- Informing the shareholders about the donations made within the fiscal year 2010;
6- Approval of balance sheet and income statement accounts of 2010 and the acquittal of the Board
Members and Auditors from 2010 activities;
7- Election of the Board Members;
8- Election of the Auditors;
9- Determining the salaries to be paid to the Board Members and Auditors;
10- Determining the distribution of the balance sheet profit of 2010;
11- Approving the selection of the Independent Auditing Firm;
12- Informing the shareholders about the total amount of Guarantees, Pledges and Encumbrances given
to the third parties, pursuant to the resolution of CMB dated September 9, 2009 and numbered
28/780;
13- Authorization of the Board Members to engage in businesses mentioned in Articles 334 and 335 of
the Turkish Commercial Code;
14- Requests and recommendations.
Annual Report 2010 ( 3 )
BOARD OF DIRECTORS
Sinan Tara – Chairman of the Board
Haluk Gerçek – Vice Chairman and General Manager
Alp Doğuoğlu - Member
Fikret Güler - Member
Gökhan Sağnaklar - Member
Şan Gürdamar - Member
Burak Özdoğan - Member
Özger İnal - Member
Mehmet Tara - Member
CHAIRMAN’S MESSAGE
Dear Shareholders,
On behalf of the Board of Directors of Enka İnşaat ve
Sanayi A.Ş. we wish to extend our deepest respect to all of
our shareholders and thank you for attending our General
Assembly’s annual meeting which has convened to share
the activities of our Company in 2010, as well as our
expectations for 2011.
As of the end of 2010, Enka İnşaat ve Sanayi A.Ş. realized
an equity of 4.2 billion USD, a consolidated turnover of 4.7
billion USD and a consolidated net profit of 546 million
USD.
Enka is concentrating on the segments of engineering and
construction, power production, real estate investment and
management, and trading and manufacturing.
Although the revenue from the engineering and construction segment was affected from the continuing
impact of the economic crisis in 2010, thanks to the healthy measures taken by our company as well as
the contribution of big scale construction projects, the net profit of the segment has been realized almost
at the same level of 177 million USD.
Our completed or ongoing projects in 2010 are the 415-kilometer motorway project in Romania; the 61kilometer motorway project in Albania; the touristic city project in Oman; in Russia the 400 MW power
plant in Yajva, the Tsvetnoy Boulevard multi-purpose office and residential complex, and within the
Moscow City project, the shopping center on plots 7 and 8, the office and hotel tower project on plot 4;
in Kazakhstan, the offshore civil construction works and artificial islands project in the Bautino Region of
the Caspian Sea; and US Embassy buildings in Sarajevo, Djibouti and Burundi.
In addition to the ongoing projects, newly undertaken projects in 2010 are; the motorway project which
will be constructed together with Bechtel International, Inc. in equal shares with a contract value of 569
million EUR in Kosovo; the US embassy buildings in Equatorial Guinea, Dominique Republic and
Afghanistan with a total contract amount of 618 million USD, which have been undertaken in equal
shares together with Caddell; and Lapino Perinatal Medical Centre with a 78 million USD contract value
in Russia. Apart from these projects, the contract which is approximately 1.8 billion USD with Enka’s
share being 700 million USD for the construction of Muscat International Airport Terminal Project, which
has been heavily worked on in 2010, has been signed in February 2011 between Bechtel & Co. LLC,
Enka & Co. LLC and Bahwan Engineering Company LLC consortium and the job owner. By including
this project, Enka shares of the additions starting from the beginning of 2010 has reached 1.5 billion
USD.
In 2011 we are continuing to work in full force to undertake new projects, particularly in the field of
energy and oil related projects, without compromising our criteria in the construction segment.
In the energy production field, with the power plants that are operated through the Build-Own-Operate
model with a 100% ownership, Enka stands as the largest electricity producer of the private sector in
Turkey. The contribution of the energy segment to the consolidated turnover is 2.7 billion USD in 2010.
The environmental impact assessment approval has been received for the imported coal fired power
plant that is planned to be built in İzmir with an installed capacity of 800 MW, for which the production
license was received earlier from the Energy Market Regulation Board. The final investment decision for
this plant shall be taken depending on economic developments. Apart from this, in the energy segment,
we are continuing our work on the investment opportunities outside of Turkey, and in this direction we
think positive results might be received within 2011.
In the real estate segment, in which we made above 370 million USD revenue last year, we continue
our activities to develop and manage class-A office buildings and shopping centers through our
companies established in Russia. As of the year end, we own 330,000 square meters of rentable classA office space and 227,000 square meters of rentable space in shopping centers and a hotel which are
all located in Moscow except one shopping center. We host leading international companies in all office
buildings that we manage. Our success in real estate development and management increases as
Enka’s name is associated with quality together with the ability to deliver our promises with perfection.
The facts that our investments in this segment were not realized by debt, but with the income generated
from the segment itself and that we do not have any ongoing investment in this field are the main
differences which separates Enka from other real estate development companies. Apart from managing
the shopping centers, supermarket operations are continued by our fully owned Russian subsidiary
Enka TC. According to the decision to concentrate on rental income only, the company will exit from the
supermarket operations when appropriate conditions are reached. The firstly built and owned Kuntsevo
Shopping Center, which has a small rentable space, will be demolished and the construction of a
modern shopping center will start this year in its place. With about 400 million USD of planned
investment, the construction area will be 235,000 square meters and the shopping center will have a
larger rentable space together with office and residential areas. Besides this project, the development
process is continuing for renewing some other shopping centers.
The turnover of the trading and manufacturing activities has increased by 15% to 533 million USD in line
with some relief from the economic turmoil in 2010.
With our strong financial structure and with the awareness of responsibilities of being a global company
and together with your trust and support as our valuable shareholders, we are continuing to work hard
with heavy orientation on growth.
We wish health and success to all of our shareholders.
SİNAN TARA
Chairman of the Board
March 22, 2011
ENGINEERING AND CONSTRUCTION
Enka İnşaat ve Sanayi A.Ş.
The total sum of overseas projects undertaken by Enka İnşaat ve Sanayi A.Ş., either single-handedly or
in partnerships, has exceeded 32 billion USD.
According to the Engineering News Record which ranks the world's top 225 companies with respect to
international contracting revenues, Enka has ranked 50th in 2010, maintaining its clear lead as the
number one contracting firm of Turkey.
On a consolidated basis, Enka's turnover in 2010 in the engineering and construction segment is
approximately 1.2 billion USD.
During our work in this segment, our lost time accident rate has reached the level of the leading
companies in the world as a result of the activities we have been maintaining parallel to our company’s
‘zero accident’ policy and in line with the OHSAS 18001 and ISO 14001 certificates which were
obtained in 2002.
Information about the projects that were completed or continued in 2010 have been presented in this
annual report.
Transylvanian Motorway Project
Romania
The Autostrada Transilvania Motorway Project is a modern high speed 2x2 motorway extending 415
kilometers from the city of Brasov in central Romania through the major cities of Targu Mures, ClujNapoca, Zalau and Oradea and terminating at Bors in the north eastern part of the country on the
Romanian - Hungarian border. The alignment passes through varying terrain including plains, hills,
mountains and valleys which will require the construction of 267 structures with a total length of 55.5
kilometers to facilitate the motorways passage. The Romanian National Company of the Motorways is
the job owner and the project is being performed in a 50%-50% partnership with Bechtel International,
Inc. with an estimated value of 6.2 billion EUR.
The Autostrada Transilvania Project is the largest contract undertaken by Enka to date and is currently
the longest single motorway project under construction in Europe.
The project was awarded in June 2004, and is planned to be completed by the end of 2013 in full
compliance with all international quality assurance standards. The Autostrada Transilvania Motorway
will be of critical significance in connecting Romania to Western Europe and will constitute one of the
fundamental parts of the country's motorway system. It will reduce journey times to less than three and
a half hours, which is currently in excess of nine hours, from Bors on the Romanian - Hungarian border
to Brasov in the center of the country. The motorway will play an important role in the integration of the
Romanian economy to the European economic system serving as a major link between the European
and Central Asian markets. During the construction phase and upon completion, the motorway project is
expected to yield substantial economical returns for Romania. A new national highway will bring the
country’s infrastructure in line with that of its new economic partners in the EU zone. The road will ease
traffic jams, improve safety, and open up the country to new possibilities for tourism and trade, likely
becoming the preferred route between the Black Sea and Western Europe.
Transylvanian Motorway Project - Romania
In 2010, upon the request of the Romanian Government, efforts were focused between Câmpia Turzii
and Turda in Section 2b. These efforts culminated on November 13, 2010 when this sub-section was
opened to traffic by the Romanian Prime Minister at a ceremony attended by the Transport and
Infrastructure Minister, President of Cluj County, Mayor of the Cluj Municipality and the Turkish and US
Ambassadors to Romania. During the opening ceremony, the improvement in traffic flow was clearly
proven by the Prime Minister, who drove 52 kilometers along the completed motorway between Gilău
and Câmpia Turzii in 30 minutes which is a significant reduction from the previous travel time of 2 hours.
On the section 3c, between kilometers 4+500 and 28+300; earthworks, fill, drainage channel and pipe,
culvert, construction of reinforced concrete pile caps, pier elevations, pier heads, deck slab and
production of T-beams and laying down pre-cast, pre-stressed U-beams have been continued and 91%
progress has been achieved at the Suplacu Bridge, having almost 2-kilometer in length.
In 2010, the project executed 101,000 cubic meters of reinforced concrete, 178,000 tons of asphalt,
560,000 tons of sub-base, 13,000 meters of piles, 1.51 million cubic meters of borrow excavation and
613,000 cubic meters of excavation. The daily maximum quantities reached by work items are 1,000
cubic meters of reinforced concrete, 6,000 tons of asphalt, 15,000 tons of sub-base, 150 meters of pile
production and placing 12 pre-cast, pre-stressed U-beams each weighing 160 tons.
By the end of 2010, the project has completed 99.8% of Section 2b near Cluj and 35.5% of Section 3c
near Oradea. During 2010 the project had a significant positive impact upon the local economy and
community employing over 1,350 direct personnel, a further 1,000 subcontractor and direct vendor
personnel and a further estimated 4,000 people who were indirectly involved in supplying services,
facilities or resources to the project. During 2010 the project utilized over 1,600 pieces of major
equipment, with over a third of this equipment being procured directly from the local market.
Transylvanian Motorway Project - Romania
The project strived to, and succeeded in, providing a safe place to work with the project team working
over 4.8 million zero-accident work-hours in 2010 and providing over 26,000 hours of work safety
training to the workers within 2010.
Enka is currently working closely with the Romanian Government to establish strategic priorities for the
Autostrada Transilvania Project for the years 2011 and 2012 to ensure an integrated approach to the
execution of this technically challenging but extremely vital project.
Rreshen-Kalimash Motorway Project
Albania
Signed in September 2006 between the Bechtel-Enka Joint Venture and the Ministry of Public Works,
Transportation and Telecommunications of Albania, Rreshen-Kalimash Motorway Project is the most
important part of the Durres-Morine Corridor which will connect Durres Port, Albania’s main port at
Adriatic Sea, to Kosovo. The road is 61 kilometers, the time for completion is 33 months, and the
contract value is 420 million EUR. The contract is the biggest contract ever signed by the Albanian
Government. In conjunction with the completion of the design works and due to the increase in the main
quantities, particularly excavation, the contract value is calculated as 832 million EUR. Enka has a 50%
share in this joint venture.
The alignment of the motorway is located in the mountainous northern region of Albania, between the
cities of Rreshen and Kalimash. The route is divided into three sections of 18.9, 26.5 and 15.6
kilometers in length. The distance from Rreshen to Thirre, which consists of first and second sections,
will follow the valley of Fani Vogel River. At the very beginning of the third section there is a dual-tube
tunnel of 5.6 kilometers each. This tunnel is the second longest motorway tunnel in the Balkan
Peninsula.
The Tunnel of the Rreshen-Kalimash Motorway Project- Albania
For the 4 lane dual carriageway, 29 bridges ranging in heights of 11 to 80 meters with a total length of
4,360 meters is constructed. The number of pre-tension beams used in the construction is 654, weigh
160 tons each; and were produced in five beam plants located on the route.
Designers are Egis-Scetauroute from France for the first and third sections and Italconsult from Italy for
the second section.
In 2010, within the scope of the project, tunnel re-shaping and invert excavation, tunnel reinforced invert
and vault lining concrete, infrastructure, asphalt and tunnel painting works as well as M&E installation
and tests have been done.
As of the end of the year the number of major equipments within the machine park was 225, of which 71
were heavy equipments. Production quantities of major items as of the end of the year stand at 32.5
million cubic meters of excavation, 11.7 million cubic meters of backfilling, 302,000 cubic meters of
structural concrete, 1,059,940 cubic meters of tunnel excavation, 84,842 cubic meters of tunnel
shotcrete and 164,845 cubic meters of tunnel lining concrete.
As of the end of 2010, there were 190 employees of whom 38 were technical and administrative
personnel. In 2010, the south tunnel was opened to public traffic by May 2010 and the north tunnel was
opened to traffic by October 2010, with full completion of M&E installations. 17,000 vehicles passed
through the tunnel per day in July 2010.
The current on-going works are additional slope protection works as a part of the variation order
agreement, targeting the completion by the end of February 2011.
Morine-Merdare Motorway Project - Kosovo
Morine-Merdare Motorway Project
Kosovo
Being the largest infrastructure project ever undertaken by the Government of Kosovo, the contract was
signed in April 2010 between the Bechtel-Enka General Partnership (BEGP) and the Ministry of
Transport and Communications, MTC. Morine to Merdare Motorway is a 2x2 lane motorway with a
length of 103-kilometer, running through 6 important regions, bringing all of Kosovo together and
providing a faster connection to neighboring countries. The motorway is an important pillar in the
country’s infrastructure to develop and improve the economy and the lives of the people of Kosovo.
Motorway alignment features an extraordinary engineering challenge targeting a project completion
delivery in 36 months with an international standard design speed of 120 kilometers per hour which will
modernize the existing road network to comply with European standards. The total project value is
estimated as 569 million EUR excluding VAT and Enka has a 50% share in this partnership.
Morine to Merdare Motorway is split into 9 sections. BEGP uses the fast-track construction techniques
to safely provide a completed motorway from Morine to the north of Prishtina on time, within budget and
to high quality standards. BEGP’s fast-track execution approach maximizes the benefits by working
side-by-side with the design team and the Ministry of Transport and Communications to quickly develop
appropriate design packages and rapidly progress construction. This enables the execution process to
speed up, whilst ensuring the technical and financial objectives of the project are achieved. BEGP is
currently working in sections 1, 2, 3 and 4 with a total length of 42 kilometers, targeting a completion
and delivery of the first three sections to the client within 18 months from the commencement date of
construction works.
In 2010, within the scope of the project, excavation and backfilling on the alignment, culvert and
retaining wall construction, bridge construction, over-pass and under-pass constructions, beam
productions in beam plant and beam installation, as well as aggregate and concrete production in
various locations have been done.
Production quantities of major items performed during the execution of construction works in 2010 stand
at; 4.4 million cubic meters of excavation, 1.7 million cubic meters of backfilling, 34,443 cubic meters of
structural concrete, 12,441 cubic meters of precast concrete and production of 219 pieces of pretension beams. The overall completion rate for the first three sections is at 30%. The total length of
viaducts in the first three sections is 1,480 meters and there are 8 under-passes and 15 over-passes. as
As of the end of the year the number of equipments within the machine park was 454 pieces.
BEGP continuously follows the Zero Accident Philosophy at every single construction site throughout
the whole alignment and safety equipment and intensive safety training are provided to all of the
employees. It is expected from all employees and all those involved in the project to embrace proactive
safe practices for the protection of the workforce, the communities and the environment where they
work.
The total of technical and administrative personnel working for the project by the end of 2010 was
1,543. The BEGP maximizes the use of Kosovo content in staffing, purchasing, and subcontracting. The
project brings together international experience with local knowledge by hiring and training local Kosovo
employees in positions ranging from management to lowest levels.
Blue City Project
Sultanate of Oman
The Sultanate of Oman is located in the eastern flank of the Arabian Peninsula with a coastline of about
1,700 kilometers running along the Indian Ocean, the Gulf of Oman and the Persian Gulf. It is the third
largest country of the Arabian Peninsula, spreading over an area of approximately 309,500 square
kilometers.
Phase 1 of the Blue City Development Project, a unique 32 square kilometer project and the most
significant metropolitan development in Oman, 90 kilometers away from Muscat, between the towns
Barka and Sohar and surrounding the existing Al Sawadi village, is undertaken by AECO Development
LLC which is a limited liability company established and equally owned with Aktor Ate, the largest
construction company of Greece. Blue City Company 1 S.A.O.C., the employer of the project, has
planned to complete the project in ten phases, with a total investment value of 15 billion USD. The
project can be summarized as the creation of a new city including all of its health, social, educational,
cultural facilities and necessary infrastructure for 250,000 inhabitants. The initial phase of the integrated
complex comprises of mixed use of touristic, leisure, residential, and commercial facilities together with
ancillary facilities and supporting infrastructure within the scope of a master plan.
The main purpose of the Blue City Project is to create a credible world city, which will be the turning
point for Oman for the rest of the 21st century. As such, it will address contemporary issues such as
sustainable development, energy efficiency, environmental considerations, modern urban life standards
and design, together with those aspects of urban life that are particular to Oman that give it its unique
character.
The scope of AECO Development LLC, a 50% joint venture of Enka, which has undertaken Phase 1 of
the project, covers the design, procurement and construction within a maximum guaranteed price on
cost plus fee basis. For Blue City Project, having a high strategic importance on the Oman economy,
2010 has been a year of continuous studies on the revision of master plan in accordance with the
changing needs and associated feasibility reports generated with due consideration of the regional and
global economical conditions. According to these revision studies, AECO Development LLC will build
2,110 apartments, 681 villas, 326 town houses, three 5-star hotels with total 670 keys, shopping
centers, public amenities, and an 18-hole golf course of 800,000 square meters area including all the
related landscaping and infrastructural works over a total area of 2.2 square kilometers, until the end of
2017 with a workforce of 5,000 people at the peak.
Anantara Hotel - Blue City Project - Sultanate of Oman
At Blue City Project, by the end of 2010, a benchmark quality camp settlement comprising of worker,
foremen, engineer dormitories, family houses, dining halls, recreation centers, sports fields, laundry,
supermarket, bank and ATM, by pouring 32,600 cubic meters of concrete, with total building area of
100,000 square meters on a gross site area of 386,912 square meters has been completed;
construction works have been carried out for 400 apartments, 202 villas and one five star hotel together
with the associated infrastructure and soil improvement works. 716,000 cubic meters excavation,
1,280,000 cubic meters fill, 468,000 square meters soil improvement, 137,750 cubic meters concrete
and 20,000 tons reinforcing steel are the major production figures at Blue City by the end of 2010.
Offshore Civil Construction Works and Artificial Islands Project
Bautino, Kazakhstan
Starting in 1998 the Bechtel-Enka Joint Venture undertook many projects together for the development
of the Kashagan Oil Field in Kazakhstan, the world’s largest oil field discovered in the last 30 years.
The Offshore Civil Works Contract which was signed between Enka and Agip KCO in April 2005 for
building artificial islands and miscellaneous offshore civil structures at Kashagan Oil Field reached end
of its primary period in October 2008. However, Agip KCO used their option in the contract and
extended the contract until October 2011 with an optional one year extension.
Offshore Civil Construction Works and Artificial Islands Project - Kazakhstan
In 2010 season, Enka continued civil works on artificial islands named as A-Block, D-Complex, EPC-2,
EPC-3, EPC-4, DC-01, DC-04 and DC-05 in the basin of Kashagan Oil Field which is 180 nautical miles
away from Bautino Supply Base. Enka, managed to work all offshore locations efficiently during the
2010 season and as in the last four years carried on transfering approximately 2 million tons of filling
material 180 nautical miles away from Bautino to Kashagan, thus kept on shaping the Kashagan Oil
Field. In previous years, considering the increasing number of islands and the distances between work
locations, the number of floating hostels was increased to three and those three accommodations
served a total of 600 bed spaces. On the other hand, in the 2010 season the number of vessels used
have exceeded 64. Over the 240 days construction season restricted by severe ice in winter, along with
fill works, 19,000 tons of sheet piles were driven and 75,000 tons pre-cast concrete elements were
installed offshore in multi contractors’ environment with managing interfaces at various levels.
In the huge Kashagan Oil Field Project, Enka’s manpower has increased and exceeded beyond 1,800
in 2010. On the other hand, the number of citizens of Republic of Kazakhstan reached 1,000 within the
2010 season. During 2010 with the growing marine and construction fleet and manpower Enka
production reached its peaks in the history of Kashagan Project as well as HSE success. Enka team
achieved 5.2 million man hours without Lost Time Incident and 365 days free from accident in 2010.
The US Embassy Projects
Sarajevo, Djibouti, Burundi, Equatorial Guinea, Afghanistan and Dominique Republic
Following the collaboration between Enka and Caddell Construction Co. of USA during the new US
Consulate building project in İstinye İstanbul, which was completed in 2003, the two companies agreed
to jointly carry out the construction of the US Embassy buildings in Cameroon, Mali, Guinea, and Sierra
Leone in 2003, and in Algeria and Nepal in 2004.
US Embassy Building - Djibouti
The employer for all these projects is the Bureau of Overseas Construction Operations of the US State
Department. The construction of the US Embassy building in Cameroon was completed in 2005, and
the embassy buildings in Guinea, Mali and Sierra Leone in 2006. The embassy buildings in Algeria and
Nepal were completed in 2007.
The embassy buildings in Sarajevo, Djibouti and Burundi were added in 2007, 2008 and 2009
respectively. The total of these three projects have a value of over 312 million USD. Sarajevo project
has been completed in November 2010. As of end of 2010 overall completion is 90% for Djibouti and
38% for Burundi. Djibouti project will be completed in August 2011 and Burundi project will be
completed in June 2012. As of end of 2010 there were 718 employees working on both projects in total.
In year 2010, three new contracts have been awarded to Enka-Caddell with a total value of over 618
million USD. Performance duration is 24 months for Equatorial Guinea, 33 months for Dominique
Republic and 48 months for Afghanistan. Limited Notice to Proceed for all three projects have been
recently received. Project works include all design, construction and commissioning works for
infrastructure, structural, mechanical, electrical, architectural works of a total of 125,000 square meters
of building area and 247,000 square meters of project site area.
Yajva Power Plant - Russia
400 MW Yajva Power Plant Project
Yajva, Russia
The project in the Russian Federation, Perm Region, Aleksandrovsk town, Yajva settlement, is the first
power plant project that Enka has undertaken to build in the Russian Federation on a turnkey basis. The
contract was signed in July 2008 between the consortium formed by Enka İnşaat ve Sanayi A.Ş. and
Enka Power Systems B.V. and the OGK-4 of the wholesale market of power and energy. The contract
price is 327 million EUR and the completion for the project is August 2011.
During the implementation of this contract the contractor, which is the consortium formed by Enka
İnşaat ve Sanayi A.Ş. and Enka Power Systems B.V., has been carrying out on a turnkey basis,
engineering, procurement, construction and commissioning of a single-shaft combined cycle power
plant with a nominal capacity of 400 MW.
As of the end of year 2010, most civil, structural, architectural works including the cladding works have
been completed, all equipments have been erected, a significant portion of the electrical and
mechanical works have been executed, the commissioning of the equipments has started and
procurement and design works have been completed. The work force of the project as of the end of
2010 was at a total of 807 people and the overall project progress was at 90%.
As of the end of 2010, the safety man-hour without lost time for the project was at 1,155,320 hours.
Tsvetnoy Boulevard Project - Russia
Tsvetnoy Boulevard Project
Moscow, Russia
The project, whose employer is Capital Group, covers an area of 120,296 square meters and located in
a prominent city center of Moscow.
The total construction area of 120,296 square meters is divided into two main zones consisting of
87,078 square meters of above ground area and 33,218 square meters of underground area. The
complex consists of A-class office accommodations, three residential towers, a separate building for the
Presidential Administration and commercial areas in 16 floors. Underground part of the building consists
of parking area in three basement floors. The floors from 1st to 7th are designed as office floors, 8th
floor is technical floor and above are residence floors.
The project commenced in August 2007. The contract is based on ’shell & core’ structure and Enka’s
scope comprises civil, architectural, electrical, mechanical works, facade, roofing and landscaping
works.
As of December 31, 2010, the total number of employees was 401 and 98.9% of the overall project
completion was achieved. As a result of the changes, the project with a contract value of 134 million
USD is planned to be completed in March 2011.
Moscow City Plot 7-8b Shopping Center Project - Russia
Moscow City Plot 7-8b Shopping Center Project
Moscow, Russia
The job owner of the shopping center project, also known as MIBC Central Core Project comprising
179,000 square meters of construction area, is Bellgate Construction Ltd. Located in Moscow City the
shopping center’s glazed part of the roof has a space frame system. The total value of the contract is
236 million USD.
The project started in January 2007 and Enka’s scope of works included detailed design, partial
structural works, lifts and escalators, mechanical, electrical and plumbing works above level 124, glazed
dome, and finishing works of service corridors, technical areas and staircases. These works have been
completed and handed over to the job owner in January 2010.
There are 449 retail areas including shops and restaurants. The shopping center aims to be the upscale
shopping area of Moscow.
Moscow City Plot 4 Office and Hotel Tower - Russia
Moscow City Plot 4 Office and Hotel Tower
Moscow, Russia
The project for which a contract has been signed with Flainer City consists of a multi-functional tower
with offices, a hotel, flats, underground floors and parking areas which spreads over 218,405 square
meters of construction area with 306 million USD contract value. Having 59 above ground and five
underground stories the tower is 239 meters in height. The building is planned to be completed in July
2011 and will have parking space for 1,012 vehicles. When completed, the building will provide 350
apartment flats offering splendid view of Moscow and Kremlin Palace, and 70,353 square meters of
leasable office area for premier class tenants and a 5-star hotel with 30,000 square meters.
By the end of 2010, the overall completion is at 98.5% level. Concrete works have been completed and
the progress of items are; architectural works 96%, mechanical works 98%, electrical works 98% and
facade works 99%. At peak a total of 1,500 personnel, including technical and administrative staff have
been employed for the project. Currently 400 personnel are working for ongoing works.
Lapino Perinatal Medical Centre Project
Moscow, Russia
The project for which the job owner is HAVEN Ltd., is a maternity hospital comprising 42,000 square
meters of construction area having 6 floors together with the basement. Total contract price of the
project which will be located in Moscow Region, Odintsovo District is 78 Million US Dollars.
The project was awarded in September 2010 and Enka’s scope of works includes detailed design,
structural works, lifts, mechanical, electrical and plumbing, facade, architectural and finishing works.
Project completion is planned at the end of 2012.
Lapino Perinatal Medical Centre Project - Russia
The hospital is designed as a modern complex providing family-oriented alternative to inpatient
technologies for health rehabilitation at all stages.
The hospital is being constructed consisting of 3 blocks with 87 beds of inpatient departments such as
obstetrician department, neonatal center including rehabilitation department for elder children,
probationary department and gynecology department. Apart from these the hospital also comprises of
consultancy-diagnostic center for children designed for 150 visits per shift and consultancy-diagnostic
center for adults designed for 250 visits per shift, laboratory, SPA-center, rehabilitation therapy, and
cosmetology department with swimming pool.
Çimtaş Çelik İmalat Montaj ve Tesisat A.Ş.
The main activities of Çimtaş companies include the supply and fabrication of pressure vessels,
structural steel, steel wind towers, cylindrical and spherical tanks, process equipment, heat recovery
steam generators and power-process-turbine piping systems along with the associated design and
engineering services as well as the execution of structural and mechanical installation works on a global
scale. In 2010, Çimtaş fabricated 26,000 tons of welded products in its facilities located in Turkey and in
the People’s Republic of China. The installation performance in the year amounts to 17,000 tons
including various steel structures, mechanical equipment and piping systems at the construction sites
located in Germany, Saudi Arabia and Russian Federation.
Hot Bending Process at Çimtaş Works - Turkey
Çimtaş Gemlik Works fabricated 18,000 tons of steelwork including mainly steel wind towers and highrise building structural steel in 2010. A pressure vessel package as ordered by Tüpraş was delivered
within the year including an oxidation tower with a diameter and weight of 7 meters and 310 tons
respectively.
The HP-IP-LP power piping installation works within the scope of Steag-EVN’s 725 MW Walsum Block10 Coal Fired Power Plant Project in Germany for Hitachi Europe-Hitachi Power Europe consortium was
completed in 2010. The SSC certified Walsum Project reached its zero accident targets, and the
extremely successful performance throughout the execution period was honored by a "Recognition
Award" from the employer and the main contractor of the power plant – Hitachi.
Walsum 725 MW Power Plant - Germany
The works related to the DOKAAE Makkah Clock Tower located in Saudi Arabia continued during 2010
with 14,000 tons of structural steel installation for the top 250 meters of the tower. The site installation of
the project commenced during the second half of 2009 with a planned completion within first quarter of
2011. When completed, with 601-meter height, the clock tower will be the second tallest building in the
world with 4 gigantic clocks of 43 meters in diameter each, which were also installed and commissioned
by Çimtaş in 2010. The installation works are being executed by our local subsidiary Cimtas Building
Systems Limited.
The delivery of shop fabricated spools for both Motiva Refinery Crude Expansion Project (USA) and
Angola LNG Export Terminal Project was completed successfully in 2010. The delivery of 9FA/B-9E6FA/B gas turbines related piping systems on a repeat order basis to GE Energy (USA and France)
continued in 2010 as the 10th consecutive year. Additionally, GE Energy contracts have been renewed
to include 2011 deliveries. Cimtas Boru also successfully completed the delivery of the critical power
piping systems for Cairo Electricity Production Company of the Ministry of Electricity for El Tebbini,
Cairo West, Sidi Krir and El Atif power plants. Likewise, as a repeat order from Alstom, the fabrication of
the power piping for Pembroke (UK) Project was completed successfully in the year.
Makkah Clock Tower - Saudi Arabia
In 2010, Cimtas (Ningbo) Steel Processing Co. Ltd., Cimtas’ subsidiary in China, not only performed
growth, but also sustained its outstanding HSE performance by reaching 2,081 days without lost time
accident. Cimtas (Ningbo) continued to provide gas turbine and turbine auxiliary piping systems for
various worldwide sites of global customers such as GE Energy and Aker Processing Systems as well
as adding new customers such as Mitsubishi Heavy Industries, GE Oil & Gas and GE Energy Services
to its portfolio. Additionally, the company has started to fabricate steam turbine piping and skid modules
within 2010. Cimtas (Ningbo) continues to uphold customer satisfaction by providing high quality, ontime delivery and integrated solutions. The company holds PED 97/23 (CE-PED-H) and ISO 9001:2008
certifications as well as ASME and NB “U”, ”S”, ”PP” and “R” stamps and these are valid until 2012. As
a result of its successful localization policy, Cimtas now procures 98% of all its raw material from local
sources and 95% of its workforce consists of local employees. Cimtas (Ningbo) continues to receive
recognition and awards for its contribution to the local social and business community.
Cimtas (Ningbo) - People’s Republic of China
In September 2010, Çimtaş acquired one of the largest and most modern shipyards located in Kocaeli
Free Zone on a 102,000 sqm fenced area and re-named as Çimtaş Gemi İnşa Sanayi ve Ticaret A.Ş.
(Çimtaş Module and Shipyard Inc.). Covered area at the shipyard is 30,000 sqm including fabrication,
piping and painting shops, and offices. The shipyard is equipped with two slipways of 180 x 56 meters
and 106 x 20 meters, having mobile cranes of 400 tons with 60,000 DWT capability and 100 tons with
10,000 DWT capability respectively. The construction of a 7000 DWT chemical tanker and a 3600 DWT
bunker supply vessel is under progress at the shipyard with a target completion in 2011. In addition, the
conversion of one vessel and three barges into combined cycle powerships of 118 MW and 172 MW
each respectively under a contract with Karadeniz Power Systems commenced in the year with a target
completion within 2011.
Çimtaş Gemi İnşa Sanayi ve Ticaret A.Ş. - Kocaeli Shipyard - Turkey
In the year, as part of its strategic growth plans, Çimtaş has acquired a German company named IBH
Engineering GmbH, based in Ludwigshaven and established in 1972. IBH employes around 100
engineers and technicians and serves the leading German companies of various sectors such as
nuclear and fossil power plants, chemical and pharmaceutical industries by providing conceptual, basic
and detail engineering, consultancy and project management services.
The consolidated annual turnover of Çimtaş and its subsidiaries was 220 million USD in the fiscal year
2010.
Kasktaş Kayar Kalıp Altyapı Sondaj Kazık ve Tecrit A.Ş.
Kasktaş began soil engineering and foundation works in 1957 as an internal department of Enka and
was transformed into an individual company in 1975. With a total of 276 personnel including 46
technical and 26 administrative personnel, Kasktaş offers high-quality and economical solutions through
its personnel experienced in geotechnical design and all types of soil engineering, and its special
geotechnical machinery and equipment. In addition to having a large and modern machinery park, it
continues to add new machinery and equipment to its fleet in order to meet the current requirements in
the area of soil engineering.
Zonguldak Çatalağzı Thermal Power Plant Water Intake Structure Project - Turkey
Moreover, having successfully completed Third Party Inspection of the ISO 9001:2008 Quality
Management System, administered by BSI in 2010, Kasktaş maintains its activities without
compromising on quality. The Environmental and Occupational Health and Safety System, which had
been established in the company headquarters and the main workshop earlier in 2007, have been
extended within the first half of 2009 in order to include all construction sites both in Turkey and abroad.
Its affiliate located in Saudi Arabia has also implemented the ISO 14001 Environmental and OHSAS
18001 Occupational Health & Safety Management Systems, which have been also certified by BSI in
2009.
The principal projects completed by Kasktaş in 2010 listed according to their regions are stated below:

Turkey: Ground improvement works by means of jet grouting for Gebze - İSU Waste Water Plant
Project of Ataç Construction Co., Inc; slurry wall installation, bored piling and jet grouting works of
Zonguldak - Çatalağzı Thermal Power Plant Water Intake Structure Project; bored piling, soil
nailing and shotcrete installation works of Maslak - Acıbadem Hospital Subway Junction Tunnel
Project; foundation piling works of Adana – Sani Bey (Yedigöze) Dam Project; foundation piling and
jet grouting works of Gölcük – Vehbi Koç Foundation and Gölcük – Ford Extension projects;
shoring works by means of jet grouting and soil anchoring works for Biga – 2x600MW Power Plant
Project; bored piling and jet grouting of Gemlik – Borusan Mannessmann Spiral Piping Facility /
Soil Improvement Works Project; jet grouting of Gemlik – Bekirli Thermal Plant Project; jet grouting
of Gemlik – New Administration Building / Soil Improvement Works Project; boring, CPT, MASW
and PS Logging works for Eurostar and Dervish Natural Gas Cycle Plants Project; jet grouting of
Gemlik – Borusan Port / Renovation Works Project; shoring works by means of bored piling,
caisson wall installation, shotcreting, soil nailing and soil anchoring for İstanbul – Levent Özdilek
Mall Project and shoring works by means of micro piling, shotcreting and soil nailing for İstanbul –
Zorlu Levent Project.

Russian Federation: Bored piling and grout injection works of Tula - Cement Factory Project;
diaphragm wall installation of Yelninskaya Project; bored piling of White Gardens Project; secand
piling of Tsvetnoy II Project; secand piling of Varonej II Project; bored piling of Vyborg Project;
bored piling of Novorassiysk Project and diaphragm wall installation of Moscow – Plot 16 A/2
Project.

Saudi Arabia: Dewatering and excavation works of Jeddah - Lamar Towers Project; permanent
rock anchoring & bolting works for Makkah - Jabal Omar Project; dewatering and excavation works
of Jeddah – Al Jawhara Tower; rock bolting & rock anchoring works for Makkah – Al Mashaaer Al
Mugaddesah Metro Project; grouting works for Makkah – China Railway Project; bored piling of
Jeddah – Tahliyah Star Project; bored piling of Jeddah – Al Khair Tower Project and secand piling
of Makkah – King Abdullah Haram 3rd Saudi Extension (Shamiah) Project.
Yelninskaya Project - Russia
Enka Teknik Genel Müteahhitlik Bakım İşletme Sevk ve İdare A.Ş.
Since its establishment in 1981, Enka Teknik has successfully completed various turnkey projects using
its project management and implementation expertise, covering a full range of basic and detailed
engineering, fabrication, procurement, construction, erection, commissioning, and operation phases to
the full satisfaction of its clients.
Enka Teknik is a preferred partner for turnkey projects, as its expert project management teams
proficiently undertake technical consultancy, spare parts sales operations, management and
maintenance services. Enka Teknik serves investors in Turkey, North Africa, the Middle East, and
Central Asia, either as the main contractor or as a consortium partner in supplies transportation and
warehouse systems, support facilities, water treatment and environmental engineering, infrastructure
and construction, electrical, control systems and instrumentation engineering. The primary objective of
Enka Teknik is customer satisfaction achieved by effectively implementing the principles of the ISO
9001:2008 Quality Management System.
Enka Teknik has a total of 58 personnel in its headquarters and a total of 335 personnel in construction
sites and the Tripoli office.
The Enka Teknik Istanbul Atatürk Airport Free Zone Office which was opened in 2004 carries on its
operations.
Enka Teknik and its consortium partner French company Sidem, have completed Zawia, Derna, Soussa
and Zuwara desalination plant projects and Zawia Potable Water Pipeline Project for the Libyan Electric
Company (GECOL).
Derna Desalination Plant - Libya
In all five projects, Sidem is undertaking procurement of technology and the primary equipment, while
Enka Teknik is undertaking the general facility design, the engineering and material supply as well as
the detailed design for the ancillary facilities, and the entire construction, mechanical and electrical
installation works. Among these plants, Zawia Desalination Plant consists of 4 desalination units, each
with a capacity of 20,000 cubic meters per day; the Soussa, Derna and Zuwara desalination plants
consist of 2 desalination units each with a capacity of 20,000 cubic meters per day. The Zawia Potable
Water Pipeline Project will distribute clean water from the Zawia Desalination Plant to cities by using
125 kilometers of piping and 11 water storage tanks and 4 pumping stations.
The initial potable water productions were realized in all four desalination plants and commercial
production of the job owner has started at both Derna Desalination Plant and Soussa Desalination Plant
in 2010.
Works are continuing in order to receive provisional acceptances in 2011 for Zawia and Zuwara
desalination plants as well as the Zawia Potable Water Pipeline Project.
Apart from these projects, Enka Teknik is continuing the construction of power plants in Libya. The first
of these, Zwitina 2x285 MW Power Plant Project is a turnkey contract to add 570 MW production
capacity to the existing Zwitina Power Plant located in Benghazi area and consists of the turnkey
contract for the simple cycle gas tribune-generator groups and their ancillary facilities. The turbines and
generators are assembled and commissioning has been completed. For the same plant, in order to
operate with diesel oil as a second fuel, an additional Fuel Cleaning System work has been undertaken
and planned to be installed and commissioned within 2011.
Zwitina Power Plant - Libya
As a new project, the Sebha Simple Cycle Gas Turbine Power Plant Project which was signed in 2007,
but delayed due to difficulties confronted on gas procurement, has been amended with its location and
its fuel to be crude oil and Obari 4x160 MW Gas Turbine Project has been signed as the revised
agreement. Engineering, equipment supply, erection, commissioning, start-up and training as well as 50
kilometers of crude oil pipeline construction are the scope of works of Enka Teknik and totals to 170
million EUR’s.
Titaş Toprak İnşaat ve Taahhüt A.Ş.
Founded in 1974, Titaş with its experience of 37 years proceeds to complete any kind of works
undertaken by integrating modern construction machinery with the contemporary technology with a
team spirit demonstrating high quality.
Titaş, by increasing its earthmoving capacity to over 15 million cubic meters per year, has been
successfully carrying out municipal domestic water distribution networks and housing waste water
networks as well as infrastructure works in university campuses, industrial and public housing
complexes; and also energy, communication, natural gas, heating-cooling networks; drainage,
excavation-backfilling works and quarrying-crushing operations of highway projects under construction
work schedules.
Morine-Merdare Motorway Project - Kosovo
Works on the Morine-Merdare Motorway Project in Kosovo commenced in 2010. Excavation-backfilling
works with approximately 2.7 million cubic meters earthmoving, construction of various size reinforced
concrete vents and culverts along a part of 5.6 kilometers of the 103-kilometer highway, undertaken by
the job owner Bechtel-Enka General Partnership (BEGP), will be completed in 2011 as scheduled. Due
to the geological condition of land, more than 85% of the excavation-backfilling works under the scope
consisted of blasting excavation works. Almost 90% of the excavated material have been allocated for
the filling works and quarry operations.
As of the end of 2010, Titaş has 150 employees and achieved ‘zero accident’ during the year. Titas is
planning to further renew its machinery park and together with its specialized personnel would be
offering services in the coming sections of the motorway project in 2011.
Enet Proje Araştırma ve Müşavirlik A.Ş.
Since its foundation in 1980, Enet has provided design and engineering services for Enka's domestic
and international construction projects. Additionally, industrial complexes; power facilities; transportation
systems such as motorways, highways, railways and the maintenance-management facilities, bridges,
viaducts, tunnels, and minor structures thereon; military airports; housing complexes; education and
health service centers; public and commercial buildings; water supply, drainage and treatment projects;
as well as hydraulic structures are included in Enet's main fields of expertise as consultants for public
and private companies. In this context, Enet provides complete engineering services including planning
and program monitoring, preliminary and execution designs, estimation, survey, specification and
technical control, construction control engineering services, consultancy services, and survey services
at top quality levels.
Enet has successfully provided project design services for the interchange in front of the İstanbul
Ataturk Airport. Project design of the junction was completed in 2009 and its construction has been
completed in May 2010.
The interchange in front of the İstanbul Atatürk Airport - Turkey
During Enka’s tender preparation for Balıkesir Wind Farm project, Enet performed design of 35
kilometers of roads and 57 wind turbine platforms and quantity takeoffs for earthworks, pavements and
cable trenches.
During Enka’s tender preparation process, Enet revised quantity takeoffs for roads, car parks and civil
structures for Muscat International Airport according to the requests of the job owner. As part of the
preparation process Enet also compiled presentations for roads, car parks, road accessories and storm
water drainage.
Enet prepared drawings and performed quantity takeoffs of track works as well as structures, depots &
yards during Enka’s preparation process for the Marmaray Project’s “Contract CR3, Gebze-Halkalı
Commuter Rail Upgrading: Civil & Electrical & Mechanical Systems” tender of the Ministry of
Transportation, General Directorate of Railways, Harbours and Airports Construction, for upgrading
existing two tracks including a new third track of 43,850 meters on the Asian side and 20,300 meters on
the European side of İstanbul totaling 64,150 meters.
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ENERGY
Following the decision of the Turkish government in the 1970s to utilize the lignite coal reserves in
southeastern Turkey, Enka began to take part in energy projects, realizing the fabrication and erection
of steel structures of the thermal power plants 1x150 MW Tunçbilek, 3x210 MW Yatağan, 2x210 MW
Yeniköy, and 3x210 MW Kemerköy respectively.
The experience gained through these projects enabled Enka to extend the scope of its responsibility in
subsequent turnkey power projects, either as a consortium member or a joint venture partner.
Consequently, Enka participated in the building and commissioning of the 1,200 MW Hamitabat and
1,400 MW Bursa natural gas combined cycle power plants; 3,854 MW Gebze, Adapazarı and İzmir
natural gas combined cycle plants; 790 MW Rijnmond (the Netherlands) natural gas combined cycle
plant and the 4x360 MW Afşin Elbistan-B thermal power plant.
The contract for the turnkey engineering, procurement, erection and commissioning services of the 400
MW combined cycle power plant in Yajva (Russia) was signed in 2008 and the project is scheduled to
be completed in 2011.
Gebze Elektrik Üretim Ltd. Şti.
Adapazarı Elektrik Üretim Ltd. Şti.
İzmir Elektrik Üretim Ltd. Şti.
Established in 1997 as a 40%-60% partnership of Enka and InterGen respectively, InterGen-Enka was
awarded by the General Directorate of TEAŞ and the Ministry of Energy and Natural Resources the
turnkey construction and operation of the Gebze, Adapazarı and İzmir natural gas combined cycle
power plants with a total installed capacity of 3,854 MW in accordance with the Build-Own-Operate
model.
Financed 25% by equity and 75% by project finance, the total investment amount for three plants is 2.04
billion USD. In this scope, the individual amounts committed by international financial institutions totaling
1.53 billion USD are as follows: 860 million USD by US Exim (USA), 185 million USD by Hermes
(Germany), 125 million USD by OND (Belgium), 300 million USD by OPIC (USA), and 60 million USD
by various commercial banks.
The Environmental Impact Assessment Report completed in accordance with the format of the Ministry
of Environment has received the official approval of the Ministry. In addition, an Environmental Impact
Assessment Report for these plants, which are financed through the contribution of foreign project
loans, was prepared for the exclusive review of the export credit agencies in accordance with the World
Bank environmental guidelines and duly approved as it indicated minimum levels. Similar to today's
prevalent technology employed at natural gas combined cycle power plants around the world, the
Adapazarı, Gebze and İzmir plants operate below the minimum criteria regarding air quality protection,
water pollution and noise control regulations, and they are an exemplary array of investments in the field
of energy in Turkey.
The turnkey construction of the Gebze, Adapazarı and İzmir natural gas combined cycle power plants
were awarded to the Bechtel-Enka Joint Venture, where Enka had a 50% share. Of these projects
launched in 2000, the Gebze and Adapazarı plants were commissioned in 2002 and the İzmir plant in
2003. Together with its partner InterGen, Enka has thus become the largest electricity producer in the
private sector in Turkey after the plants began to operate.
Adapazarı and Gebze Natural Gas Combined Cycle Power Plants - Turkey
The electricity production companies have signed a 20-year Natural Gas Sales Contract with BOTAŞ
and a 20-year Electricity Sales Agreement with Turkish Electricity Trading Corporation (TETAŞ). As this
20-year period includes the project development and construction phases, the contract period is
essentially 16 years, starting with the commissioning of the plants. The electricity generated in the
plants is sold to TETAŞ, as pronounced by the Electricity Sales Agreement, in accordance with an
average tariff of 4.2 US cents per kilowatt-hour. This makes it the cheapest electricity sold to public
authorities by a private producer. Through the use of advanced technology employed in the plants as
well as the low financing costs, the electricity sales price consists of four components, namely
investment costs, fuel costs, fixed operating costs, and variable operating costs.
Among these, the fuel costs item is a pass-through item, and the changes in natural gas prices are
proportionally reflected on the sales price. Thus, Enka does not take any price risks with regard to
natural gas.
Enka's shares that were 40% at the completion of the plants increased following the commercial
operation of the plants, with the acquisition of all shares owned by its partner InterGen. Thus, Enka
became the sole owner of the electricity production companies.
A report conducted by TEİAŞ stated that Turkey's energy demand for 2010 was a total of 210 billion
kilowatt-hours. Accordingly, our plants with their collective annual generation capacity of 33 billion
kilowatt-hours are capable of meeting 16% of Turkey's aggregate energy demand.
İzmir Natural Gas Combined Cycle Power Plant - Turkey
Enka Enerji Üretim A.Ş.
Enka Enerji Üretim A.Ş. was established in order to investigate the investment potentials to cover the
rising energy demand of Turkey and to make investments in this field.
In accordance with this, an imported coal fired power plant with 800 MWm / 750 MWe installed power
capacity at İzmir, Aliağa has been planned to be built and the application for the production license of
such was made to the Energy Market Regulatory Authority in June 2007 with a Production License
demand for 49 years. On March 6, 2008, the Energy Market Regulatory Authority has deemed it
appropriate to issue a production license and prepared such a license in the name of Enka Enerji. Most
of the necessary land has been purchased and application to the municipality for the development plan
amendment has been made accordingly. Furthermore, the Environmental Impact Assessment Report
has been completed and the Environmental Impact Assessment Affirmative Certificate has been issued
by the Ministry of Environment and Forestry on May 5, 2010. Efforts in obtaining the necessary permits
according to the schedule of works are continuing.
REAL ESTATE
The rent revenue of Enka generated from the hotel, shopping centers and office area in Moscow has
been realized as 372 million USD in 2010. As of the year end, Enka owns 330,000 square meters of net
rentable class-A office area, a hotel with 235 keys and 227,000 square meters of net retail rentable
area.
Naberezhnaya Tower - Russia
Enka Invest
Since 1995, Enka has accelerated its real estate investments in Moscow without engaging in
partnerships. In this context there are 12 buildings with a total of 234,800 square meters of net rentable
area as of the end of 2010. All office space in the Paveletskaya Plaza Blocks A, B and C, office
buildings 17, 19, 21 and 23 of Sretenka Complex, Tsvetnoy Palazzo, Chapligina House, and
Naberezhnaya Tower A, B and C host international companies that are leaders in various industries.
Paveletskaya Business Center - Russia
The last real estate investment project of Enka was Naberezhnaya Tower Complex, one of the most
prestigious business centers in Moscow consisting of three office buildings built in the Moscow City
Project which is erected on 100 hectares of land located in the west of city center, including 2.5 million
square meters of offices, hotels, shopping malls and recreation facilities. The 17-storey Block A of
Naberezhnaya Tower with a net rentable area of about 20,100 square meters was put into operation in
the last quarter of 2004, and the 27-storey Block B with a net rentable area of 30,200 square meters
was put into operation in the last quarter of 2005.
The third and last phase of the Naberezhnaya Tower with 60 storeys, Block C, is composed of a
168,000 square meter gross area and a net rentable area of 112,800 square meters and was put into
operation by the end of 2007. With the completion of this building, the net rentable class-A office space
owned solely by Enka has reached 234,800 square meters. Distinguished by caliber of its amenities,
Naberezhnaya Tower presents an exclusive array of modern building management systems. The latest
technology, inspiring architecture and innovative design are integrated throughout the building.
Enka premium office buildings have become the compelling choice for any leading international or
Russian business. The current tenants of Enka include reputable corporations such as IBM,
Renaissance Capital, KPMG, Eli Lilly, Linklaters, HSBC, LG, Oracle, UBS, Accenture, Nestle, General
Electric, Citibank, KIT Finance, Cleary Gottlieb Steen & Hamilton, Servier, Novartis and JP Morgan.
Kapitoliy-Vernadskovo Shopping Center - Russia
Enka TC
Enka TC, formerly Ramenka, was established in Moscow as a 50%-50% equal partnership of Enka and
Migros in 1997 to establish shopping centers and supermarket chains in Russia and in November of the
same year launched its first Ramstore hypermarket and shopping center in the Kuntsevo district of
Moscow, which was constructed by Enka on a total area of 19,400 square meters. The company
continued its growth and opened its second hypermarket and shopping center Marina Rosha despite
the economic crisis in Russia in 1998. Adhering to high quality standards, Enka completed the
construction of the 32,500 square meters Marino Rosha shopping center in a short time.
Later on, between 1999 and 2003, 23 new stores were opened increasing the number of stores to 25
and the number of shopping centers to 6 by the end of 2003. Regions out of Moscow started to be
covered the same year by the opening of stores at Krasnoyarsk, Kazan and Nizhiy Novgorod. Despite
some of them closing between 2004 and 2007 the number of stores was increased to 53 and the
shopping centers to 10. By the decision of concentrating only on Moscow and Moscow region Enka TC
currently operates 18 markets.
The company used its own sources as well as International Finance Corporation (IFC) or commercial
bank loans for its investments. A total of 170.5 million USD loans have been used between 1998 and
2006 from IFC. All of these facilities have been repaid in 2008 before their maturity dates.
Apart from the stores in shopping centers, the company started renting large scale offices in 2007 by
renting offices at the Vernadskovo complex.
By purchasing the 50% share of Migros in 2007, Enka became the sole owner of the company and
consequently renamed it as Enka TC. In line with concentrating on rental as the main line of business, it
has been decided to transfer the hypermarkets operated at the Moscow and St. Petersburg shopping
centers to Auchan by renting them. Upon completion of this operation the rentable space of Enka TC
increased from 167,000 square meters to 227,000 square meters. The rent income has been realized
as 118 million USD in 2010. It is planned for the company to pull out of the retailing segment and solely
concentrate on renting within time.
Shopping malls owned by Enka TC and which were operated under the “Ramstore” brand name started
to be operated under the “Kapitoliy” brand name in 2009. Also, the supermarket brand name “Ramstore”
was renamed as “Citystore” starting from January 2010.
Two of the most significant shopping mall developments of Enka TC won the “Best Shopping Center”
awards of the Commercial Real Estate Committee in Russia. Kapitoliy Shopping Mall in St. Petersburg
was honored with the “Best Shopping Center of St. Petersburg” award in 2006, and KapitoliyVernadskovo Shopping Mall in Moscow received the “Best Large-Scale Shopping Mall of Moscow”
award of CRE in 2007. Besides, Kapitoliy-Sevastopolsky Shopping Mall in Moscow has been awarded
by the Moscow Municipality as “The Most Convenient Shopping Center in the South-West
Administrative District of Moscow”.
Design of the Kuntsevo Shopping Center - Russia
Enka TC has recently completed the project development process for re-developing its existing
shopping center in Kuntsevo which was opened in 1997. In the project, for which approximately 400
million USD investment is planned, the existing shopping center with a total of 19,400 square meters is
planned to be demolished and rebuild as a modern shopping center with a net leasable area of 58,900
square meters, an office space with a net leasable area of 7,500 square meters, a residential complex
with a net saleable area of 16,550 square meters and a car park of 1,943 spaces, with a building area of
approximately 235,000 square meters in total. The construction permit has been received from the city
authorities. It has been planned to start the construction works in the second quarter of 2011. Besides,
project development processes are continuing for the Belyaevo Shopping Center which will increase the
total area of 28,700 square meters by 13,000 square meters and a mixed use project within the land
plot of the Vernadskovo Shopping Center. In addition, it is planned to start re-development projects for
shopping centers in Marino Rosha and Kashirskaya.
Riverside Towers - Russia
JSC Moskva Krasnye Holmy
Having signed an investment agreement with a number of Russian partners that include the Municipality
of Moscow, Enka has established a company called Moskva Krasnye Holmy (MKH) with the specific
aim to develop, in five progressive stages, the Russian Cultural Center that includes office buildings,
trade, cultural and sports centers on a land plot of seven hectares which was leased for 49 years. Enka
owns 56% of this company which begun its operations in the summer of 1995 and so far has completed
construction of 163,000 square meters of office, hotel, conference center, art gallery and car park
®
buildings. The complex, known as Riverside Towers , accommodates some of the major multinational
companies of the world and is regarded as one of the best office complex in the center of Moscow city.
A five-star hotel with 235 rooms, managed under the name “Swissôtel Krasnye Holmy” by the Swissôtel
group, began to operate in June 2005, and in 2008 it’s panoramic bar located on the 34th floor had
been selected as one of the World’s Top 10 Bars. At the end of 2009, with the completion of its two new
buildings, its rentable office area reached 63,000 square meters. One of them, the new conference
center, also managed by Swissôtel, became a point of attraction as soon as it opened its doors to the
guests.
The corporate policy of the company emphasizes institutionalization and dictates that productivity and
profitability excel by employing the finest local staff and the best local companies to work with a core
team of Turkish administrators.
JSC Moskva Krasnye Holmy employees, including the hotel, have reached 541 people, 18 of whom are
of Turkish nationality, in addition to an outsourced workforce of 150 employees. The company's 2010
turnover was about 64 million US Dollars.
JSC Mosenka
Beginning in 1991, Enka capitalized on its good business relations in Russia as well as the steady
economic progress of the country and founded Mosenka in Moscow with Russian partners as the first
real estate investment company, which introduced western quality real estate services to the country.
Enka is an 80% partner in Mosenka, which developed and rented out office space, aiming to meet the
increasing demand in Moscow. To date, Mosenka has reconstructed six historic buildings with a total
construction area of 46,536 square meters and a total rentable area of approximately 33,000 square
meters, converting them to modern office buildings all of which are nearly fully rented out. The 70
tenants of Mosenka include various international companies such as Deutsche Bank, Lego, Pfizer,
Thyssen Krupp, Air Liquide, Saipem, Roquette, and Allianz.
Except outsourced workforce, the company has 62 employees and its 2010 turnover was about 23
million US Dollars.
Some Mosenka Office Buildings - Russia
TRADING AND MANUFACTURING
In 2010, the contribution of the trading and manufacturing segment in Enka’s consolidated turnover was
533 million USD. In the trading segment the major portion was achieved by Enka Pazarlama with 289
million USD turnover.
Enka Pazarlama İhracat İthalat A.Ş.
Established in 1972, Enka Pazarlama began its activities with the sales and servicing of Hitachi
excavators and Kawasaki wheel loaders and has become the representative of numerous well known
international brands of machinery and equipment. Focusing on heavy construction equipment and
machinery, heavy vehicles and industrial products, Enka Pazarlama is providing service all around
Turkey through its 4 regional branches, 2 sales offices and over 109 dealers and also providing support
and after sales service to all of its customers with 4 service centers all TSE approved and holding ISO
9001:2008 quality certificates.
Enka Pazarlama’s primary center is in Tuzla and owns regional offices and provides services in İstanbul
on a total area of 15,200 square meters of which 7,500 square meters is covered area; in Ankara, on a
total area of 12,000 square meters of which 4,800 square meters is covered area; in İzmir, on a total
area of 13,450 square meters of which 4,882 square meters is covered area; and in Adana, on a total
area of 8,400 square meters of which 1,800 square meters is covered area.
Hitachi Zaxis 470 LCH Excavator
In 2010, an ISO quality certificate was received in regards to its technical knowledge and customer
oriented approach of its human resources, being a nationwide known institutional company, which
provides high quality service and offers economical solutions to customers, by continuously following
the latest technologies and having a vision and mission.
Enka Finansal Kiralama A.Ş., a subsidiary of Enka Pazarlama, realized 7 million USD revenue in the
year 2010. With its experienced staff that follows the market conditions closely, the company supports
the customers of Enka Pazarlama for all products by providing finance opportunities through leasing.
As a distributor of the world’s leading manufacturers, Enka Pazarlama supplies the following products
and brands:
Machinery Group:

Hitachi
: Hydraulic excavators, rigid dump trucks, crawler cranes and
wheel loaders

Kawasaki
: Wheel loaders and wheel dozers

Mitsubishi
: Motor graders

Tadano, Tadano-Faun : All kinds of mobile cranes

D&A
: Hydraulic breakers

MKB
: Hydraulic breakers

Hammel
: Recycling equipment

Mewa
: Recycling technologies

Tana
: Compactors

Yongmao
: Tower cranes

Bell
: Articulated dump trucks

Hartl
: Mobile crushers and screeners
Truck and Trailer Group:

Iveco
: Trucks and tractors

Schmitz
: Trailers

FFB
: Silo and tanker type trailers

Cometto
: Heavy material handling equipment
Industrial Products:

TCM – TAILIFT
: Forklifts

FPT (Iveco Motors)
: Marine engines, generators and industrial engines

Mitsubishi
: Marine engines and industrial engines

HANSHIN
: Marine engines for ships

SDMO
: Generators and lighting systems

NK – POWER
: Generators
Agricultural Machineries:

CLASS
: Combine harvesters, forage harvesters, balers and tractors

ARGO Tractors Spa
: McCormick brand tractors
CLASS Harvester
Although the impact of the world economic crisis which started in 2008 was continuing in 2010, Enka
Pazarlama has increased its revenue compared to the previous year. To turn this economic crisis into
an opportunity, the company has made new distributorship agreements with the above-mentioned
globally known agricultural machinery brands and has started to give full services as of 2010.
Pimaş Plastik İnşaat Malzemeleri A.Ş.
Pimaş was established in 1963 with the purpose of producing construction materials. Pimaş has always
been the pioneer in producing high quality product ranges in the scope of its business. Regarding
“customer satisfaction” as a must, Pimaş has fought against unfair competition for years. Thanks to its
experienced and specialized staff, Pimaş has been contributing to the development of better products
and better production applications and standards in our country for the benefit of our esteemed
customers. Having a name identified with quality in all its product ranges, Pimaş is a specialized and
institutionalized corporation.
The brand “Pimapen”, Turkey’s first PVC-window, started to be produced in 1982 and has become the
general description of both the window products made of PVC and the sector itself in Turkey. Thus,
Pimaş has grown rapidly with its sub-industries and all the nationwide suppliers, co-producers, retail
dealers and distributor networks. Now the company employs thousands of people, and the so-called
“Pen-sector” has been born out of emulating the brand name ‘Pimapen’. Today, the mentioned “Pensector” has turned out to be a giant business sector providing jobs for more than 100,000 people
nationwide. Moreover, Pimaş started the production of the DWT Door & Window Systems, the Pimaş
Vinyl Siding Facade Systems and the Maestro PVC Door & Window Systems in 2004. Later in 2007, the
production of the Pimaş Camoda Glazing Systems, and finally in 2010 the Pimawood WPC Decking
products were started to be produced. Pimawood is a special product designed for outdoor decking that
combines the durability of plastic with the warmth and naturalness of wood. The surface of the
Pimawood WPC Decking products is slip-free, rot-free, splinter-free, maintenance-free, water resistant
and impact resistant. The product is made of recyclable environment-friendly material, and ensures the
design of functional outdoor spaces that are resistant to the weather conditions.
All the retail dealers and distributors of the Pimaş brands: Pimapen, Pimaş Siding, Pimaş Camoda,
Pimawood, DWT and Maestro, spread out throughout the country with more than 1,400 sales points.
They bear the responsibility of being in a leading position in the market which requires maintaining the
Pimaş quality standards always in their production and constructive applications. Additionally with more
than 600 producing distributors in 29 countries Pimapen provides high quality products and services
worldwide.
Enwinrus PVC Window Profile Factory - Russia
A modern and state-of-the-art laboratory where research & development works as well as all the
product specific tests are performed in accordance with the Turkish Standards (TSE), the European
Norms (EN) as well as the German Industry Norms (DIN), is available in Pimaş’s main production
facilities in Gebze, Turkey. ‘Pimapen’ is the first TSE-quality-certified brand in the PVC-made windows
sector in Turkey. Besides the Environment Management System Certificate ISO 14001, and the
Russian GOST-R Certificate, the brand also has the most comprehensive ISO 9001 (ABS Quality
Evaluations) Certificate which assesses the quality of the design development, production, facilities and
services. Having also been duly certified by the German RAL Quality Alliance for Plastic Window
Profiles, Pimapen is also a member of the Federation of European Plastic Windows Manufacturers
Associations. The Pimapen profiles are tested by the German SKZ (Süddeutsches Kunststoff-Zentrum).
Pimapen also has all the necessary certificates of conformity requested by all those countries to which
Pimaş products are exported. The other quality certificates granted to Pimapen are: INCERC - The
quality standards certificate by the Romanian Ministry of Public Works, Commission of Construction,
Economy and Research (MLPAT); EMI - The quality certificate by the Hungarian Standards Institute;
and the Certificate of Conformity with Standards by the Ukrainian Technical Standards Institute.
Pimapen is the first and the only brand that is certified by TURQUALITY, the first and the only
government-supported brandization program. TURQUALITY is a support platform established for the
creation of strong brands which means much more added-value and market share for companies
intending to appear in the international market.
As 10% of its production is exported, Pimaş has decided to make investments in the main-export
countries in order to stay permanently and become much more effective in these countries. Pursuant to
this investment decision, in 2007 the company Enwinrus, a subsidiary of Pimaş, has completed its
investment program in Russia with nearly 15 million USD. At the end of the same year Enwinrus started
the production of PVC window profiles in Rostov with an annual production capacity of 10,000 tons.
At the end of 2010, celebrating its forty-eighth year of establishment, Pimaş employs a total of 206
employees which 124 are technical and administrative staff. The annual turnover of the company was
approximately 87 million USD in 2010, of which 13 million USD was attributable to export sales.
Entaş Nakliyat ve Turizm A.Ş.
Entaş was established in 1976 and became a member of IATA (International Air Transport Association)
in 1982. Entaş is a member of ASTA (American Society of Travel Agents) and UFTAA (Universal
Federation of Travel Agents Associations) as well as national organizations such as TÜRSAB
(Association of Turkish Travel Agents) and İSAD (Association of İstanbul Travel Agents).
Entaş, with its excellent and high-quality approach to offering services, has secured a lasting position in
the sector and offers diverse cultural and business travel alternatives according to individual and group
requirements of national and international customers.
The mission of Entaş is to accurately comprehend customers’ requests, improve the quality of services,
closely follow the latest developments all over the world and have them implemented also in Turkey,
strive to contribute to the development of the occupation and the sector, and most importantly, to
maintain its extensive service approach and a lasting collaboration through creating customer
satisfaction. Entaş pioneered the utilization in Turkey of the latest on-line international reservation
systems such as Amadeus, Galileo and Troya, and can offer customers a wide range of services, which
includes providing worldwide airline tickets; hotel reservations; rent-a-car services; private or business
trips and holiday organizations; city tours with or without a professional tour guide; transfers; private
plane rental services and VIP services; organization of congresses, seminars, fairs, and symposia;
dealer conventions and motivational trips and cruises; catering services; internal organizations for
corporate clients such as personnel dinners, award ceremonies, special days, and launch organizations;
procuring singers/artists and technical equipment, decoration, stage design services; boat cruise
organizations, Blue Voyage and special rail and cruise packages; special packages concerning cultural,
religious, sports, health, adventure, and nature tourism; special programs for educational and language
schools; private luxury packages for individuals and groups, visa services, and travel insurance
services.
In addition to giving call center services, Entaş is able to provide detailed purchasing reports in
accordance with its corporate customers’ demands and to automatically forward such reports to the
related people in the requested period of time. The purchasing tendency and performance that can thus
be determined in this way is used by customers both for “internal audit” and “special agreement”
reasons.
Entaş has sustained its leading status over the years, consistently ranking among the top five national
agencies in airline ticket sales for more than ten years and has the highest turnover among the
agencies serving at a single location without any branch offices.
Hawker 900XP Type Corporate Jet
Beechjet 400A Type Corporate Jet
Airenka Hava Taşımacılığı A.Ş.
Airenka Hava Taşımacılığı A.Ş. was established following the issue of its Operation License, no. 2002HT-04, dated April 22, 2002, by the General Directorate of Civil Aviation, and as of that date was
authorized as an air taxi operator in domestic and international routes.
Airenka operates a Beechjet 400A aircraft and Hawker 900XP aircraft manufactured with the latest onboard flight technology by Raytheon Aircraft in 1997 and 2009 respectively. The highly experienced
flight crew regularly advance and refresh their training in the United.States in compliance with
international aviation rules and regulations. The company has completed a total of 700 flight hours to 90
different cities located on 3 continents.
FOUNDATION
Enka Foundation
The intellectual basis of the Enka Foundation, which was founded in 1983, is premised on upholding the
foundation tradition at the core of our culture with an ideal to advance the intellectual, physical and
spiritual development of human civilization. Accordingly, elevating Turkish youth to modern levels in
athletics, fostering education and social structure constitutes the foundation’s natural mission. Sadi
Gülçelik Sports Complex, as a concrete fulfillment of this mission, was founded in 1983 on the gentle
slopes of İstinye in İstanbul on 30 acres of land.
Enka Foundation, which brings together firstly founded Enka Sports Club, later followed by Enka
Schools in İstinye in 1996, Enka Schools in Adapazarı launched just after the 1999 earthquake and the
Private Enka Technical and Industry Vocational High School in Gebze launched in 2008 and Enka
Culture and Arts, work with all its branches and members towards disseminating and sharing the wealth
of its heritage with the society at large.
Enka Sports Club
Enka Sports Club, which is involved in its sports events as of 2010, has trained and participated in
national and international competitions with 820 licensed athletes and 60 trainers, whom are experts in
their field. With 264 athletes in track and field, 264 in swimming, 113 players in tennis, 63 in water polo,
42 in volleyball, 26 in basketball, 34 in skiing and snowboarding, 11 in triathlon, and 3 in synchronized
swimming, all of whom are actively licensed, the goal oriented sports club adds new successes to its
achievements each season.
Enka Sports Club recruits talented young people in national athletes every year. Enka Sports Club is
built on a solid infrastructure initially consisting of our sports schools as well as the students of the Enka
Schools and talented young people who come from a wide social background.
Track and Field
In track and field, Enka Sports Club has 434 active athletes in total, including 43 athletes competing in
the National Team, 264 active licensed athletes and 170 on formative stages. Every year, Enka Sports
Club selects candidates to train out of thousands of students in Sarıyer and the surrounding school
districts. With its modern facilities, our club is pointed out as a model in Turkey and trains athletes not
only from İstanbul but all over Turkey.
Our pride Elvan, who grabbed a slice of history by winning two silver medals in the Olympics, which is
difficult to reach, won a gold and a silver medal at the European Championship by adding a new
achievement to her success of the past. Since 4 medals were won by Turkey at the Championship, this
means that half of this success was performed by Elvan. In addition to this, another European medal
was brought by Binnaz Uslu, who became the second in senior women’s race at the European Cross
Country Championship. After Binnaz won the medals in the junior and under-23 age category, she won
3 medals at the European Cross Championship. Our sprinter athlete İzzet Safer renewed Turkish
Records 8 times at 60 meters, 100 meters and 200 meters. He became the first Turkish sprinter who
run 200 meters under 21 seconds. Halit Kılıç has begun 2011 with new records by providing a
continuous improvement in his athletic career and he was also very successful in 2010 and represented
our country at 400 meters and 800 meters at the World Junior Championship, ranked World 6th and 9th.
Our sprinter Meliz Redif achieved a first ever on 3rd of July; while she broke the record at under-23 age
as well as senior at 400 meters with a mark of 52.89, also became the first Turkish woman athlete by
running under 53 seconds. Another sprinter of ours Birsen Engin, improved Melis Redif’s 400 meters
Senior Record with a time of 52.82. She renewed the Turkish Record at 400 meters hurdles with a mark
of 56.15 and passed 2012 Olympic qualifying level. Another pride of our club is the 4x400 meters Relay
Women National Team consisting of all of our club athletes who renewed Turkish Record two times at
the European Championship this season. Furthermore, the 4x100 meters Relay Men National Team
consisted of almost all of our club athletes and this team became the first mens team who represented
our country at the European Championship. Elmas Seda Fırtına broke 3 Turkish Record’s during the
season at pole vault and finished the season with her last record of 3.60.
4x400 Meters Relay Women National Team
Another pole vault athlete, Buse Arıkazan holds the new Youth Turkish Record with a mark of 3.40 and
Pınar Aday, who became first at long jump at the Balkan Youth Championship, broke the Youth Turkish
Record with a mark of 6.07.
Renewed National Records by our athletes in 2010:
Name - Surname
Event
Name and Venue of the Competition
Record
İzzet Safer
60m
6.87
02.02.2010
Indoor Classic Vienna / Vienna
U23 Indoor TR
60m
6.91
30.01.2010
Junior-Senior Indoor Championships / İzmir
U23 Indoor TR
100m
10.46
13.07.2010
Krka 2010 / Novo Mesto
U23 TR
200m
21.03
19.06.2010
2nd European Team Championships 1st League / Hungary
Senior TR - U23 TR
200m
21.25
26.05.2010
New Star International Meeting / Bulgaria
U23 TR
200m
21.60
04.02.2010
Gugl Indoor Meeting / Linz
U23 Indoor TR
200m
21.75
02.02.2010
Indoor Classic Vienna / Vienna
U23 Indoor TR
Pole Vault
3.60m
12.05.2010
1st League Advance Meetings / Ankara
Youth TR
Pole Vault
3.56m
08.05.2010
Youth League Qualification / Mersin
Youth TR
Pole Vault
3.55m
27.04.2010
Interschool Athletics Competition / Ankara
Youth TR
400m
52.82
14.08.2010
Super League 2nd Step / Ankara
Senior TR
400m Hurdles
56.15
28.08.2010
Super League 3rd Step / Ankara
Senior TR
Buse Arıkazan
Pole Vault
3.40m
25.12.2010
Indoor Record Attempt / İzmir
Youth Indoor TR
Pınar Aday
Long Jump
6.07m
07.08.2010
Balkan Youth Championships / Edirne
Youth TR
Meliz Redif
400m
52.89
03.07.2010
Province Attempt Meetings / Ankara
Senior TR - U23 TR
Murat Külekçi
Shot Put
17.41m
11.12.2010
Indoor Record Attempt / İzmir
Junior Indoor TR
Yiğitcan Hekimoglu
100m
10.54
05.06.2010
Federation Attempt / Bursa
Junior TR
Ali Ekber Kayaş
300m
33.22
14.08.2010
Federation Attempt / Ankara
Senior TR
Tuncay Örs
400m Hurdles
Merve Aydın
800m
Ekin Kılıç
Pole Vault
Elmas Seda Fırtına
Birsen Engin
Result
Date
50.13
05.06.2010
Super League 1st Step / Bursa
Senior TR
2:05.60
15.05.2010
University Sports Games / Denizli
University Sports Record
3.50m
15.05.2010
University Sports Games / Denizli
University Sports Record
4x400m
3:33.13
27.07.2010
20th European Athletics Championships / Barcelona
Senior TR
4x400m
3:33.31
05.06.2010
Super League 1st Step / Bursa
Senior TR
4x100m
40.16
19.06.2010
2nd European Team Championships 1st League / Hungary
Senior TR
Özge Gürler
Birsen Engin
Meliz Redif
Pınar Saka
Özge Gürler
Birsen Engin
Meliz Redif
Pınar Saka
Yigitcan Hekimoglu
Sezayi Özkaya
İzzet Safer
Team Results:
Youth Men Cross League
Youth Women Youth League
Junior Women Junior League
Junior Men Junior League
Senior Women Super League
Senior Men Super League
Champion in Turkey
Second in Turkey
Second in Turkey
Second in Turkey
Champion in Turkey
Champion in Turkey
Çağla Büyükakçay
Tennis
In tennis, we have a total of 162 active athletes, including 113 active licensed players and 49 young
trainees.
In 2010, at the end of the age group tournaments (in the 10, 12, 14, 16, 18 and over age groups), which
were organized by the Turkish Tennis Federation (TTF), tennis players of our club won 11
championships, played in 12 finals and 13 semi-finals in singles. Additionally, in doubles tournaments
16 championships were won and 18 other finals and 33 semi-finals were played.
At the age category of 14, 16, 18 and senior, ten of our players took place in the National Team with
success in 2010. Our senior women team became the 2nd and our senior men team the 3rd in Turkey
at the Touring 1st League.
In the athletics ranking of TTF in 2010, Çağla Büyükakçay became the 1st in the senior women; Melis
Sezer became the 1st in the age category of 18 in women. Mert Adanalı became the 1st in the age
category of 14.
Çağla Büyükakçay became the Champion in singles at the Ukraine and Spain tournaments with an
award of 25,000 USD. Also she finished the year at 191st on the ranking of WTA, in which for a short
period she achieved to become the first woman by ranking 187th.
Melis Sezer joined Wimbledon, American and Australian Open Tournaments which weas the first time in
the Turkish tennis history. İpek Soylu, who has made a great improvement in her tennis career, won 4
championships in doubles and 1 championship in singles in international tournaments which were
organized by Tennis Europe and the International Tennis Federation. She also rose to the rank of above
500 from above 1500 in the ranking of ITF Junior in her age category.
Competition at our Indoor Swimming Pool
Swimming
In addition to our 264 active licensed athletes in swimming branch in 2010, there are 83 young trainees.
11 of our swimmers were able to qualify in 2010 for the National Swimming Team.
Ediz Yıldırımer, who printed his name in the Turkish swimming history by winning a gold medal at 800
meters freestyle and a bronze medal at 1500 meters freestyle at the European Junior Swimming
Championships, broke the Turkish Record in his age category at 1500 meters freestyle with a time of
15:29.38 at the Speedo American National Junior Championships and also broke the record of the
Championship.
Our 4x50 meters freestyle relay team, at the age group of 14, that consisted of Tolga Ozan, Ömer Tara,
Can Yılmaz and Barışan Fırıldak and 4x50 meters medley relay team, at the age group of 14, that
consisted of Tolga Ozan, Can Yılmaz, Barışan Fırıldak and Şiyar Seyhanoğulları set the Turkish Record
in their age category. While Yeşim Giresunlu finished this season with 3 Turkish Records, she
represented our country at the European Swimming Championships. Another record holder of our club,
Merve Eroğlu, also finished the season with a record and took place at the European Swimming
Championships with Yeşim. Besides, a new swimmer joined our record holders. Eyüp Taşpınar, broke
the Turkish Record at 100 meters medley at the age group of 13 and gave hope with his successes.
Renewed National Records by our swimmers in 2010:
Name - Surname
Yeşim Giresunlu
Merve Eroğlu
Ediz Yıldırımer
Eyüp Taşpınar
Tolga Ozan
Ömer Tara
Can Yılmaz
Barışan Fırıldak
Barışan Fırıldak
Şiyar Seyhanoğluları
Tolga Ozan
Can Yılmaz
Event
400m Freestyle
1500m Freestyle
1500m Freestyle
1500m Freestyle
800m Freestyle
1500m Freestyle
1500m Freestyle
100m Medley
Result
04:21.89
16:35.39
17:12.34
17:25.10
08:03.17
15:29.38
15:31.07
01:03.00
Pool
50m
50m
50m
50m
50m
50m
50m
25m
Competition
Turkish Interclub Open Age Championship
Turkish Long Lane Championship Prelim
30th European Swimming Championship
Turkish Long Lane Championship Prelim
European Junior Championship
Speedo American National Junior Championships
European Junior Championships
Turkish Short Lane Championship
4x50m Freestyle Relay
01:42.33
25m
Age 14
4x50m Medley Relay
01:54.96
25m
Age 14
Age Group
17-18, 19+
17-18, 19+
17-18, 19+
15-16
17-18, 19+
17-18, 19+
17-18, 19+
Age 13
Water Polo
In the water polo branch our youth, junior and minor teams became the Champions. Our players, Emre
Talı, Sinan Nico Dağdeviren, Şan Berki Özkul, Rıdvan Pehlivan, Tugay Ergin, Yunus Orkun Koç, Hakan
Gönçer and Yağız Ekşioğlu took place at the European Junior Championships qualifications as well as
the finals in the Junior National Team; Deniz Tolga Balta, Ruso Yakimoviç and Aytaç Yeğin took place
at the European Senior Championships qualification as well as the finals in the National Team and
played an active role in the Turkish National Team’s success. Our National Team became the 10th in
Europe and succeeded reaching the best result ever. In 2010, 21 players of our club took part in the
National Team.
Water Polo Team
Scholarships and Awards
202 talented and hard working athletes in need of financial support received scholarships during the
2009-2010 period. Furthermore, 49 trainers and 173 athletes who were successful in four of our
categories received achievement awards in 2010.
Summer and Winter Sports Schools
The Summer and Winter Sports Schools had a successful year in 2010. Our club offered training in
swimming, tennis, basketball, volleyball, and football, where 1,254 students participated on a full-day
and half-day basis at the Summer Sports Schools, while 1,673 students participated in the Winter
Sports Schools at weekends.
Social Members Activities
Enka Sports Club also offers a fitness center, outdoor and indoor tennis courts, an outdoor 50-meter
pool which can be covered in winters, two indoor swimming pools of 25 and 33 meters respectively,
outdoor sports grounds and an indoor sports hall, international synthetic track and field ring, and a
health center that cater for our 8,577 members. After the restructuring, the recreational center of our
club maintains its activities to provide inexpensive and high quality service primarily to our athletes and
our members in a friendly atmosphere.
Enka Schools
Over 2,000 students studying at our schools or in various universities are receiving scholarships from
Enka group.
Enka Schools – Istanbul
Enka Schools, for which the construction began in 1994 and was completed in a short time, continue to
educate 1,200 students in preschool, primary school and high school with modern methods.
For each of its students, Enka Schools aim; to prepare them to develop their skills constantly and to the
maximum of their capacity; to lay out mental and behavioral foundations to be encouraged;
notwithstanding their origins, to inoculate the mental and moral habits that cultivate the freedom of
thought and actions for themselves as well as others; and to help them become leading citizens in either
Turkey or their native countries.
Established with the aim of becoming the best school and ideal model not only in Turkey but also in the
world, Enka Schools Istanbul has taken its place in the Turkish educational system and is progressing
decidedly towards this mission with 162 teachers, 36 of whom are foreign and a total of 245 academic
and administrative staff.
Education is being carried out in the preschool, primary school and high school buildings with 18,000
square meters of usage area, built in the sports complex with exemplary qualities in every aspect, which
aims to introduce the Turkish youth with sports before school and raise well-trained athletes.
Being in line with the mission and philosophy of Enka Schools, the International Baccalaureate Primary
Years Program (PYP) has been implemented in consistency with the curriculum of the Ministry of
National Education since 2006-2007 academic year. In the high school the International Baccalaureate
Diploma Program (DP) is being implemented since the authorization in November 2005.
Enka Schools - İstanbul - Turkey
The club, after-school, and school team activities play a role as important as the academic pursuits in
the educational program. These activities emphasize the development of leadership, communication
skills, and responsibility as well as the sense of discovery and self-confidence, improve personal
aptitude and interest of students, and help them prepare for the real life of the future in order to become
responsible citizens who are sensitive towards the less affluent in the society. Through more than 20
clubs founded to achieve this end, such as the Model United Nations, SEMEP (South-Eastern
Mediterranean Environment Project), Drama, English Drama, Community Service, and International
Chain of Awareness, students represent the Enka Schools with excellence in various organizations both
in Turkey and abroad.
Enka Schools - İstanbul - Turkey
Classrooms equipped with educational technologies as well as fully-equipped chemistry and physics
laboratories are in service of the students. All teachers have their own laptop computers and the
curriculum is being supported by technology in many levels.
Students have both national and international rankings and records in basketball, volleyball, football,
tennis, swimming, skiing, gymnastics, and equestrian. The third place at the 2007 World High School
Tennis Championship is one of these international achievements.
During the process of university preparation, students’ study skills, performance and attendance at
cram-courses, levels of motivation and anxiety, academic development at school and college, and
course selections are monitored in a systematic way. As part of the university introduction program, field
trips to universities are organized and representatives of universities visit the school and meet the
students which provide students the opportunity to learn about different university environments. An
annual event called “Career Day” is organized for students in order to help them learn about the
professions they are interested in. The tests applied aim to increase students’ awareness regarding
their interests and abilities and help them make appropriate choices.
The school gave its first high school graduates in 2008. Graduates continue to study at universities in
Turkey such as Boğaziçi University, Bilkent University, Koç University, Sabancı University, and Bilgi
University and abroad in leading universities such as Harvard, Stanford, Brown, Duke, John Hopkins,
McGill and the Imperial College in departments they chose to study in. Moreover, graduates continue to
work within the Enka Schools Alumni Association which was established in 2010.
Enka Schools – Adapazarı
Enka Schools Adapazarı was established in September 1999 near Çamyolu district in Adapazarı, just
after the Marmara Earthquake, with 240 students with half of them boarding. The primary school was
established in September 1999 and the high school was established in September 2002. Since foreign
language education got importance in the education system in our country, the classical high school
was closed after graduation of those students and in July 2007 the Enka Private Anatolian High School
was established. Enka Schools are in a process of becoming an international school and have been a
candidate school of Primary Years Program (PYP) of the International Baccalaureate Organization
(IBO) since September 2008.
Enka Schools - Adapazarı - Turkey
There are 594 students and 80 teachers from preschool to 12th grade for 2010-2011 academic year in
Enka Schools Adapazarı. With a decrease in the applications of earthquake affected students and in
order to benefit more effectively from the physical conditions, in the following four years the school
administration has planned to keep the number of students at 20 in primary section, and at 25 in high
school per classroom, a total 610 students and keeping the number of teachers at 85. The school
facilities include an indoor swimming pool, a sports hall, athletics track, students' dormitory for 50
students, dance hall, theatre hall, cafeteria for students, social lounge for teachers, libraries with over
31,000 volumes, and different types of laboratories for different subjects. The school has applied
modern education approaches as the same as Enka Schools Istanbul. The school is financially
supported by the fund that was formed by Enka Foundation’s Management Council. After the school
became an economic management in 2008, 15% of expenses were financed by parents and 85% was
scholarshipped by Enka Foundation. Enka Schools have become one of the most popular schools in
Adapazarı with their education quality and its facilities. Within the next five year period, the physical
environment of the school together with the school buildings and social facilities are planned to be
reconstructed.
Enka Schools - Adapazarı - Turkey
Our school has become the point of focus of Enka Foundation and all members of Enka, by taking
important steps towards becoming a centre of sports and cultural activities in the city.
Our schools have been graduating students from high school since 2005. Our graduates demonstrate
outstanding academic success in addition to their social and cultural development. Our students
complete high school with excellent foreign language and computer skills, and almost all of our
graduates succeed in the national university entrance exam and are subsequently placed in a
university.
Our school is also an education centre of the Microsoft IT Academy and Medyasoft (Flash-PhotoshopDreamweaver). The hardware and software needs of remote education are met and have been used by
students and teachers. Most of our teachers are officially certified by internationally recognized
certification programs. Our certified students have privileges and are held exempt from computer
lessons in over ten universities in Turkey. Their computer education starts in primary school and ends
with certification exams in 12th grade.
Teachers of Enka Schools Adapazarı are very well trained and utilize student based education
approaches. Their aim is to keep alive their students' natural curiosity and learning desire. They are
carrying on a modern education on a 58,444 square meter campus.
Private Enka Technical and Industrial Vocational School - Gebze
The Private Enka Technical and Industrial Vocational School - Gebze was founded and started
education in 2008 in a temporary building, and was moved to its permanent building in 2010. It
continues education in the field of industrial automation and machinery technologies with 30 teachers
and 200 students.
Enka Technical Schools were founded to carry out the following missions: to educate with the latest
machinery and equipments and modern methods in fields of jobs that are needed by the market; to
bring in awareness for responsibility, professional ethics, standards for morals and sensitivity by
satisfying our students’ social and cultural needs; to raise students who have enough competence to
satisfy the need of the industrial sectors and technical/vocational educational institutions; and to
contribute to the Turkish industry and the solution of a social problem by giving courses to the staff of
industry, the unemployed youth and the graduates of ordinary high schools.
Our vision is to give education that will be worthy of the name “ENKA” and by realizing our responsibility
in carrying out the first example in its field in Turkey to form a good example to the institutions that will
follow us. Also, we aim to have a say in the field of vocational/technical education in the world.
With its unique education program, technical opportunities and competent education staff, our school is
the first example of its kind in Turkey. The school building serves a total of 750 students which is
located on 30,750 square meters of green area donated by İstanbul Machinery Manufacturers Industry
Cooperation. In this building, which has 15,000 square meters of covered area, there are 16 workshops
that belong to the machinery CNC, industrial automation and electrical and electronics departments, 19
classrooms, 5 laboratories and a dining hall. A sports hall is going to be completed in 2011. The school
layout, its equipment and the program have been developed in cooperation with similar foreign and
especially German educational institutions. This mutual relationship is being supported with the “sister
school” project.
Private Enka Technical and Industrial Vocational School - Gebze - Turkey
Our school which is the first and the sole one in Turkey with its code of foundation, keeps being the
leader in every area. It became the third in the Total Quality competition and has started ISO studies
that will be completed in June 2011 following which accreditation works will be started.
Modern and social programs and activities aiming to prepare our students for life by leading them to
identify themselves with their vocations, to be self-confident and open-minded individuals, are crucial
parts of our mission besides vocational education.
In our school, all the students have full scholarships in which education, lunch and school services are
provided free of charge.
In the evenings and weekends adults are able to benefit from the same opportunities that the high
school students have during the day. They are able to make progress in their current professions or
acquire new ones thanks to these adult courses. In this context, mechatronics courses for adults are
being continued.
Culture and the Arts
Enka Culture and Arts events, which spreads to the whole year with a respected and distinguished
program for 22 years, are held at the Enka Eşref Denizhan Open Air Theatre with a capacity for an
audience of 1,000 people during the summer and are held in the Enka İbrahim Betil Auditorium with a
capacity for an audience of 600 people during the winter and spring. These venues took part as an
important place among the 2010 European Capital of Culture İstanbul events.
These activities reach a very wide audience including employees of the Enka Group, the Enka
Foundation and Enka Sports Club, the athletes and students of the Enka Schools and their parents as
well as various non-governmental organizations, associations and scholarship students.
Enka Eşref Denizhan Open Air Theatre
With its professional technical equipment, modern design stage facilities and personnel, Enka Culture
and Arts hosts a large number of local and international groups and artists. Enka Culture and Arts also
cooperates with local and international arts institutions, thus contributing to bring a variety of activities to
Turkish art lovers.
In our 22nd year, a comprehensive program reached an audience of 14,000 people in events spreading
throughout the year, ranging from concerts of jazz to classical and pop to ethnic music, modern and
classical ballet and dance performances, theatrical performances and exhibitions which took place in
the Enka Dr. Clinton Vickers Art Gallery from various disciplines.
Corporate Governance Principles Compliance Report
1. Statement of Compliance with Corporate Governance Principles:
A Corporate Governance Committee consisting of four people has been established within the structure
of Enka İnşaat ve Sanayi A.Ş. This committee has been assigned to present the proposals for the
corporate governance policies of the company, enhance the quality of the corporate governance
applications and inform the Board of Directors about the effective pursuit of the legislation of the Capital
Markets Board related to the corporate governance principles and the generally accepted corporate
governance principles of the international capital markets, and about implementing those principles
which it deems applicable.
The Corporate Governance Principles Compliance Report of the Corporate Governance Committee has
been presented below to the review of our shareholders.
SECTION I - SHAREHOLDERS
2. Investor Relations Unit:
The Investor Relations Management was established in 2002 within the structure of Enka İnşaat ve
Sanayi A.Ş., for the purpose of arranging the relations with the shareholders.
The main activities conducted by the unit can be summarized as answering the questions on financial
statements, activities of the company, conditions to participate in the company's General Assemblies,
announcements to public, capital increases, information on issuance of new share certificates and
preparation of the company's annual reports. The numerous applications to the unit and the responses
to the investors are generally made through telephone. The Investor Relations Unit can easily be
accessed through the general telephone numbers of our company.
3. Exercise of the Shareholders' Rights to Obtain Information:
Any kind of information about the company in relation to the developments that would possibly affect
exercising of the shareholder rights is presented to the consideration of the shareholders in the internet
environment (www.enka.com). The Investor Relations Unit provides guidance to those shareholders
who prefer to use internet facilities for their requests for information. The shareholders, who cannot use
internet facilities, are informed either by fax or mail.
4. General Assembly Information:
In order to participate to the General Assembly, our shareholders are requested to receive a General
Assembly Blockage Letter from the Central Registry Institution (MKK), through the brokerage institutions
where they hold their accounts, and submit this to our company’s head office in order to receive the
General Assembly Participation Letter, a week prior to the date of the General Assembly on the latest.
The date and place of the General Assembly meetings are published in two national newspapers, as
well as through Special Conditions Disclosures transmitted by Public Disclosure Platform (KAP) and on
our website. The minutes of the General Assembly meetings are disclosed to the public by Public
Disclosure Platform, in accordance with the provisions of Communiqué No: 54, Series: VIII of Capital
Markets Board, and further announced in the Turkish Trade Registry Journal. The minutes of the
General Assembly meetings are always made available to the shareholders at the company’s head
office.
The Articles of Association do not contain any provision related to decisions such as spin-off, sale,
purchase and lease of significant amount of assets, to be taken by the General Assembly. Due to the
structure of our company, entrusting such decisions to the authority of the General Assembly, may lead
to numerous General Assemblies to be held during a financial year. In order to ensure uninterrupted
management of the operations, it is obligatory that such decisions are to be taken under the authority of
the Board of Directors.
2010 General Assemblies:
Type of the Meeting
ORDINARY
Date of the Meeting
April 22, 2010
Participation Rate
84%
Participation by the Beneficiaries
YES
Participation by the Media
NO
Was the right of the shareholders to ask questions used?
YES
Were these questions answered?
YES
Did the shareholders make any proposals?
NO
Result of the proposal
-
In 2010, no changes have been made in the Articles of Association, except to increase, as per
provisions of the General Assembly held on April 22, 2010, the capital of the company from
1,800,000,000 TL to 2,200,000,000 TL. Regarding the distribution of the year 2009 profit, it has been
resolved to distribute to shareholders for each TL 1 (one) nominal valued share TL 0.0800 gross / TL
0.0680 net (as being 8% gross, 6.80% net from issued share capital) in total TL 144,000,000 cash
dividend and as TL 200,000,000 from 1st dividend and as TL 140,000,000 from 2nd dividend and as TL
60,000,000 from reserves in total TL 400,000,000 bonus share increase (at a rate 22.22%).
Donations made in 2010 and which will be submitted to the shareholders’ information at the General
Assembly in April 2011 are detailed below as Turkish Liras:
Enka Spor Eğitim ve Sosyal Yardım Vakfı
8,460,368.46
İstanbul Emniyet Teşkilatı Ş.M.D.Y. Yardım Vakfı
80,890.00
Türk Eğitim Vakfı
6,140.00
Türk Emniyet Teşkilatı Şehitleri, Malülleri, Dul ve Yetimleri Eğitim ve Yardım Vakfı (TEYEV)
5,000.00
İstanbul Kültür Sanat Vakfı
1,000.00
Total
8,553,398.46
5. Voting Rights and Minority Rights:
The shareholders or their representatives participating in the General Assembly meetings of Enka
İnşaat ve Sanayi A.Ş. have the right of 10 votes for each Group-A share and 1 vote for each Group-B
share that they hold. The partnership structure of Enka İnşaat ve Sanayi A.Ş. does not involve any legal
personality engaged in cross-shareholding relation. There is no provision for representation of the
minority shares in the management, and cumulative voting is not allowed. The share amount of each
group with a nominal value of 1 Kr (One Kurus) as of the year end is stated below:
Group-A
1,167 shares
Group-B
219,999,998,833 shares
TOTAL
220,000,000,000 shares
6. Policy and Timing of Profit Distribution:
The profit distribution policy of Enka İnşaat ve Sanayi A.Ş. is as follows:
In accordance with Article 36 of the Articles of Association,
1. The 1st Dividend is reserved from the Net Distributable Period Profit at the rate designated by the
Capital Markets Board. (The donations made during the year are presented to the review of the
General Assembly and added to the base of the Net Distributable Period Profit that constitutes the
basis of the 1st Dividend calculation.)
2. 5% of the remaining profit is paid to the Enka İnşaat ve Sanayi A.Ş. Founder Bonus Certificate
holders.
3. 2.5% of the remaining profit after item 1 is paid to bonus certificate holders of Enka Holding in
proportion to their shares.
4. 1% of the remaining profit is paid to the members of the Board of Directors in equal shares.
5. Maximum 2.5% of the remaining amount is paid to the jobholders and personnel in line with the
General Assembly resolution.
6. The decision whether to distribute the 2nd Dividend from the remaining profit and the relevant rate
is determined according to the majority voting of the existing shareholders in the General
Assembly.
The Board of Directors presents a profit distribution proposal to the General Assembly by considering
the performance of the company, the economic conditions, finalized projects, investments and cash flow
of the company in that year.
The place and date of the profit distribution, agreed upon during the General Assembly in accordance
with the relevant legislation provisions, is announced to the shareholders through the adverts put in the
two national newspapers, the special condition disclosure sent by the Public Disclosure Platform and
the website of the company.
Since the above mentioned profit distribution policy takes place in the Articles of Association of our
company, the shareholders are informed about it. Distribution of profit is made within the period required
by the provisions of the Capital Markets Law, as set forth in the Profit Distribution Policy. Until this day,
there has been no delay in profit distribution.
7. Transfer of Shares:
Pursuant to Article 8 of the company's Articles of Association which is related to the transfer of share
certificates, the share certificates can be freely transferred in accordance with the provisions of Turkish
Commercial Law. The transfer of shares requires full compliance with Turkish Commercial Law and
Capital Markets Law.
SECTION II - INFORMING THE PUBLIC AND TRANSPARENCY
8. Company's Disclosure Policy:
Enka İnşaat ve Sanayi A.Ş. is the largest internationally renowned construction company of Turkey that
provides engineering, construction and contracting business services in and outside the country. The
company makes public all the disclosures required by the legislation in relation to public clarification and
transparency, which is a corporate governance principle, taking into account all the information which is
of trade secret nature or which hinders the competitive power of the company under the international
competition conditions.
In this context;
1. Any special condition disclosure, which might affect the market price or investment decisions, will
be made public by Public Disclosure Platform within the time period required by the legislation.
2.
The information contained in the special condition disclosure will not be shared with any person
who is not listed on the Insider Information Access List until the special condition disclosure is
made public by Public Disclosure Platform.
3.
The special condition disclosure will be uploaded to the company’s internet site on the same day or
latest on the next business day and this disclosure will be kept on the site for at least five years.
4.
The financial reports sent by Public Disclosure Platform, within the time period stated by the
legislation, is uploaded to the internet site on the same day after the disclosure is done.
5.
News and rumors about the company which figures in the press or internet sites are monitored
daily by the Investor Relations Unit with a media monitoring system.
6.
No disclosure will be made by the company for the news and rumors which figures in the press and
which does not create any disclosure obligation.
7.
For the access of small investors, the internet site is used for presentations or reports that are used
in investor group meetings, in information meetings or press meetings.
8.
The company’s internet site is arranged to contain any necessary information that shareholders
would attain and it is updated periodically.
Execution of the company's disclosure policy is governed by the Corporate Governance Committee, and
the Investor Relations Unit is responsible for the relations with shareholders.
9. Special Condition Disclosures:
The 2010 special condition disclosures announced by Enka İnşaat ve Sanayi A.Ş. to the shareholders
by the Public Disclosure Platform is listed below in chronological order.
21.01.2010
The Board of Directors of our Company has resolved to select the auditing firm DRT Bağımsız Denetim ve Serbest
Muhasebeci Mali Müşavirlik A.Ş. (member of Deloitte Touche Tohmatsu) as the independent auditor of our Company for
auditing 2010 financial statements in accordance with the opinion of our Company's Audit Committee and as pursuant to
the Communiqué Regarding the Independent Audit in Capital Markets as announced by the Capital Markets Board of
Turkey, and to present such resolution to the approval of the General Assembly.
29.01.2010
Regarding the news in the media related with our Company about the Kosovo motorway project, negotiations with the job
owner are continuing and disclosure will be done after negotiations are completed.
15.02.2010
Pursuant to the provisions of the General Communiqué on Income Taxation No: 217, our Company's Income Statement as
of December 31, 2009 as enclosed hereto, has been submitted on February 15, 2010 to the Large Taxpayers Tax Office of
the Provincial Finance Department as annex to the presented Provisional Tax Declaration, excluding any revenues
provided from construction and repair works spread over the years.
17.03.2010
Pursuant to the provisions of the Capital Markets Board Communiqué Serial: I, No: 26 for the shares which are not
authorised to be traded on the stock exchange of the corporations whose shares are registered with the Board and being
traded on the stock exchange and our application dated July 13, 2009 to the Settlement and Custody Bank in order to
trade the 900,000 TL nominal valued shares of PIMAŞ PLASTİK İNŞAAT MALZEMELERİ A.Ş. that we own; our disclosure in
relation to the Capital Markets Board Communiqué Serial: VIII, No: 54 is herebelow.
900,000 shares of PIMAŞ PLASTİK İNŞAAT MALZEMELERİ A.Ş. has been sold between January 11, 2010 and March 17,
2010 by our company with a price range of 3.68 to 3.84. With this trade our shareholding at PİMAŞ PLASTİK İNŞAAT
MALZEMELERİ A.Ş. has dropped down to 82.26%.
Details of the trades are stated on the below table.
Trade Date
11.01.2010
11.01.2010
11.01.2010
11.01.2010
11.01.2010
03.02.2010
03.02.2010
03.02.2010
03.02.2010
03.02.2010
16.03.2010
16.03.2010
16.03.2010
16.03.2010
16.03.2010
16.03.2010
16.03.2010
16.03.2010
16.03.2010
17.03.2010
17.03.2010
17.03.2010
Nature
of the
Trade
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Sale
Nominal
Value of
the
Shares
Subject to
the Trade
(TL)
30,000
25,000
55,000
15,281
5,000
20,844
51,660
16,496
20,000
32,946
39,162
230,000
20,000
20,000
38,667
62,171
25,000
40,000
20,000
4,219
30,000
98,554
Trade Price
(TL/Share)
3.74
3.76
3.78
3.80
3.82
3.70
3.72
3.74
3.76
3.78
3.68
3.70
3.72
3.74
3.76
3.78
3.80
3.82
3.84
3.80
3.82
3.84
Trade
Value (TL)
112,200.00
94,000.00
207,900.00
58,067.80
19,100.00
77,122.80
192,175.20
61,695.04
75,200.00
124,535.88
144,116.16
851,000.00
74,400.00
74,800.00
145,387.92
235,006.38
95,000.00
152,800.00
76,800.00
16,032.20
114,600.00
378,447.36
Nominal
Value of the
Shares
Owned
Before the
Trade (TL)
15,707,172.47
15,677,172.47
15,652,172.47
15,597,172.47
15,581,891.47
15,576,891.47
15,556,047.47
15,504,387.47
15,487,891.47
15,467,891.47
15,434,945.47
15,395,783.47
15,165,783.47
15,145,783.47
15,125,783.47
15,087,116.47
15,024,945.47
14,999,945.47
14,959,945.47
14,939,945.47
14,935,726.47
14,905,726.47
Shareholding
of the
Company’s
Equity Before
the Trade
(%)
87.26%
87.10%
86.96%
86.65%
86.57%
86.54%
86.42%
86.14%
86.04%
85.93%
85.75%
85.53%
84.25%
84.14%
84.03%
83.82%
83.47%
83.33%
83.11%
83.00%
82.98%
82.81%
Nominal
Value of the
Shares
Owned After
the Trade
(TL)
15,677,172.47
15,652,172.47
15,597,172.47
15,581,891.47
15,576,891.47
15,556,047.47
15,504,387.47
15,487,891.47
15,467,891.47
15,434,945.47
15,395,783.47
15,165,783.47
15,145,783.47
15,125,783.47
15,087,116.47
15,024,945.47
14,999,945.47
14,959,945.47
14,939,945.47
14,935,726.47
14,905,726.47
14,807,172.47
Shareholding
of the
Company’s
Equity After
the Trade
(%)
87.10%
86.96%
86.65%
86.57%
86.54%
86.42%
86.14%
86.04%
85.93%
85.75%
85.53%
84.25%
84.14%
84.03%
83.82%
83.47%
83.33%
83.11%
83.00%
82.98%
82.81%
82.26%
24.03.2010
The Board of Directors of our Company has resolved to hold the Ordinary General Assembly Meeting of the Holders of
Ordinary Share Certificates and of Preferred Share Certificates of our Company on Thursday, April 22, 2010 at 11:00 a.m.
at Enka III. Building Balmumcu – Besiktas, Istanbul, in order to discuss the activities of our Company in 2009 as well as
the agenda items.
AGENDA
1.
Election of the General Assembly Presidential Board;
2.
Authorization of the Presidential Board for signing the Minutes of the General Assembly Meeting;
3.
Reading and discussing the Annual Report of the Board of Directors and the Report of Auditors, and the Balance
Sheet and Income Statement for the fiscal year 2009;
4.
Reading and discussing the Report of Independent Auditors;
5.
Informing the shareholders about the donations made within the fiscal year 2009;
6.
Approval of balance sheet and income statement accounts of 2009 and the acquittal of the Board Members and
Auditors from 2009 activities;
7.
Election of the Board Members;
8.
Election of the Auditors;
9.
Determining the salaries to be paid to the Board Members and Auditors;
10. Determining the distribution of the balance sheet profit of 2009;
11.
12.
13.
14.
Approving the selection of the Independent Auditing Firm;
Informing the shareholders about the total amount of Guarantees, Pledges and Encumbrances given to the third
parties, pursuant to the resolution of CMB dated September 9, 2009 and numbered 28/780;
Authorization of the Board Members to engage in businesses mentioned in Articles 334 and 335 of the Turkish
Commercial Code;
Requests and recommendations.
30.03.2010
Our Company’s consolidated financial statements for the fiscal period ended on December 31, 2009 and prepared in
accordance with the International Financial Reporting Standards and the accompanying explanatory notes (in English)
have been completed and submitted to the information of investors on our website www.enka.com.
07.04.2010
With the 787 numbered resolution dated April 7, 2010, our Board of Directors has resolved, after the analysis of
Consolidated Balance Sheet and Profit - Loss statements prepared in accordance with the International Financial Reporting
Standards, to distribute from the net consolidated profit for the period January 01, 2009 to December 31, 2009;
To
To
To
To
the
the
the
the
share certificate holders representing the equity of TL 1,800,000,000 (as Cash)
share certificate holders representing the equity of TL 1,800,000,000 (as Bonus issue)
bonus certificate holders
Board of Directors
144,000,000
400,000,000
12,220,127
1,507,149
TL
TL
TL
TL
And resolved to propose to the General Assembly to distribute the cash dividend starting from May 17, 2010, to add the
amount of bonus issue to the share capital, and allocating the remaining as extraordinary reserve fund after retaining the
legal reserve.
ENKA İNŞAAT VE SANAYİ A.Ş. DIVIDEND DISTRIBUTION TABLE OF 2009 (TL)
1.
Paid-in / Issued Capital
2.
Total Legal Reserve Fund (According to the legal entries)
Information on the privileged shares, if any, for the dividend distribution according to the Articles of Association
According to CMB
Profit for the Period
1,068,983,000
3.
Taxes Payable ( - )
(252,889,000)
4.
Net Profit ( = )
816,094,000
5.
Previous Year’s Loss ( - )
6.
1st Dividend Legal Reserve ( - )
(26,680,791)
7.
789,413,209
8.
NET DISTRIBUTABLE PROFIT ( = )
Donations Made Within the Year ( + )
5,450,205
9.
Net Distributable Profit With Additions of the Donations Made of
794,863,414
10.
which the 1st Dividend will be Calculated
1st Dividend to Shareholders
- Cash
144,000,000
11.
- Bonus
200,000,000
- Total
344,000,000
Dividend Dis tributed to Privileged Shareholders
12.
Dividend to Board Members and Employees etc.
1,507,149
13.
Dividend Dis tributed to Bonus Certificate Holders
12,220,127
14.
2nd Dividend to Shareholders
140,000,000
15.
2nd Dividend Legal Reserve
6,772,728
16.
Statutory Res erves
17.
Special Reserves
18.
EXTRAORDINARY RESERVES
284,913,206
19.
Other Sources to be Distributed
- Previous Year’s Profit
- Extraordinary Reserves
20.
- Other Distributable Reserves Legally or
Regarding Articles of Ass ociation
1,800,000,000
168,161,628
According to Legal Entries
542,146,630
(8,530,815)
533,615,815
(26,680,791)
506,935,024
2,435,021
INFORMATION ON DIVIDEND DISTRIBUTION RATES
INFORMATION ON DIVIDENDS PER SHARE ( CASH )
TOTAL AMOUNT OF
DIVIDENDS (TL)
GROUP
GROS S
A
B
TOTAL
0.93
143,999,999.07
144,000,000.00
NET
A
B
TOTAL
0.79
122,399,999.21
122,400,000.00
DIVIDENDS EQ UIVALENT TO EACH SHARE
W ITH A NO MINAL VALUE O F TL 1
AMOUNT (TL)
0.0800
0.0800
RATE (%)
8.00
8.00
0.0680
0.0680
6.80
6.80
THE PERCENTAGE O F THE DIVIDEND DISTRIBUTED TO THE DO NATIO NS ADDED NET DIS TRIBUTABLE PRO FIT
AMO UNT O F THE
THE PERCENTAGE O F THE DIVIDEND TO THE DO NATIO NS ADDED NET DISTRIBUTABLE
DIVIDEND
PRO FIT (%)
DISTRIBUTED TO THE
S HAREHO LDERS (TL)
144,000,000
18.12
TL 400,000,000 (22.22% of the capital share) dividend will be distributed to our shareholders as bonus issue.
12.04.2010
Our company together with Bechtel International, Inc. has signed the agreement for the construction of Morine-Merdare
Motorway with the Ministry of Transport and Communications on behalf of the Government of the Republic of Kosovo on
April 12, 2010 in Kosovo. The project with total lenght of 117 kilometers and with a value of EUR 569 million will be
completed in the second half of 2013.
12.04.2010
Pursuant to the provisions of the Capital Markets Board Communiqué Serial: I, No: 26 for the shares which are not
authorised to be traded on the stock exchange of the corporations whose shares are registered with the Board and being
traded on the stock exchange and our application dated March 18, 2010 to the Settlement and Custody Bank in order to
trade the 900,000 TL nominal valued shares of PIMAŞ PLASTİK İNŞAAT MALZEMELERİ A.Ş. that we own; our disclosure in
relation to the Capital Markets Board Communique Serial: VIII, No: 54 is herebelow.
110,000 shares of PIMAŞ PLASTİK İNŞAAT MALZEMELERİ A.Ş. has been sold on April 12, 2010 by our company with a
price range of 4.46 to 4.54. With this trade as of April 12, 2010 our shareholding at PİMAŞ PLASTİK İNŞAAT
MALZEMELERİ A.Ş. has dropped down to 81.65%.
Details of the trades are stated on the below table.
Trade Date
Nature
of the
Trade
Nominal
Value of
the
Shares
Subject to
the Trade
(TL)
Trade
Price
(TL/Share)
12.04.2010
Sale
10,000
12.04.2010
Sale
90,000
12.04.2010
Sale
10,000
Trade
Value (TL)
Nominal
Value of the
Shares
Owned
Before the
Trade (TL)
Shareholding of
the Company’s
Equity Before
the Trade (%)
Nominal
Value of the
Shares
Owned After
the Trade
(TL)
Shareholding
of the
Company’s
Equity After
the Trade
(%)
4.54
45,400
14,807,172.47
82.26%
14,797,172.47
82.21%
4.50
405,000
14,797,172.47
82.21%
14,707,172.47
81.71%
4.46
44,600
14,707,172.47
81.71%
14,697,172.47
81.65%
22.04.2010
At our Company's Ordinary General Assembly Meeting for year 2009 held on April 22, 2010 at 11:00 am, regarding the
distribution of the year 2009 profit, it has been resolved to distribute to shareholders for each TL 1 (one) nominal valued
share TL 0.0800 gross / TL 0.0680 net (as being 8% gross, 6.80% net from issued share capital) in total TL 144,000,000
cash dividend and as TL 200,000,000 from 1st dividend and as TL 140,000,000 from 2nd dividend and as TL 60,000,000
from reserves in total TL 400,000,000 bonus share increase (at a rate 22.22%).
ENKA İNŞAAT VE SANAYİ A.Ş. DIVIDEND DISTRIBUTION TABLE OF 2009 (TL)
1.
Paid-in / Issued Capital
2.
Total Legal Reserve Fund (According to the legal entries)
Information on the privileged shares, if any, for the dividend distribution according to the Articles of Association
According to CMB
Profit for the Period
1,068,983,000
3.
Taxes Payable ( - )
(252,889,000)
4.
Net Profit ( = )
816,094,000
5.
Previous Year’s Loss ( - )
6.
1st Dividend Legal Reserve ( - )
(26,680,791)
7.
789,413,209
8.
NET DISTRIBUTABLE PROFIT ( = )
Donations Made Within the Year ( + )
5,450,205
9.
Net Distributable Profit With Additions of the Donations Made of
794,863,414
10.
which the 1st Dividend will be Calculated
1st Dividend to Shareholders
- Cash
144,000,000
11.
- Bonus
200,000,000
- Total
344,000,000
Dividend Dis tributed to Privileged Shareholders
12.
Dividend to Board Members and Employees etc.
1,507,149
13.
Dividend Dis tributed to Bonus Certificate Holders
12,220,127
14.
2nd Dividend to Shareholders
140,000,000
15.
2nd Dividend Legal Reserve
6,772,728
16.
Statutory Res erves
17.
Special Reserves
18.
EXTRAORDINARY RESERVES
284,913,206
19.
Other Sources to be Distributed
- Previous Year’s Profit
- Extraordinary Reserves
20.
- Other Distributable Reserves Legally or
Regarding Articles of Ass ociation
1,800,000,000
168,161,628
According to Legal Entries
542,146,630
(8,530,815)
533,615,815
(26,680,791)
506,935,024
2,435,021
INFORMATION ON DIVIDEND DISTRIBUTION RATES
INFORMATION ON DIVIDENDS PER SHARE ( CASH )
GROUP
TOTAL AMOUNT OF
DIVIDENDS (TL)
GROS S
A
B
TOTAL
0.93
143,999,999.07
144,000,000.00
NET
A
B
TOTAL
0.79
122,399,999.21
122,400,000.00
DIVIDENDS EQ UIVALENT TO EACH SHARE
W ITH A NO MINAL VALUE O F TL 1
AMOUNT (TL)
0.0800
0.0800
RATE (%)
8.00
8.00
0.0680
0.0680
6.80
6.80
THE PERCENTAGE O F THE DIVIDEND DISTRIBUTED TO THE DO NATIO NS ADDED NET DIS TRIBUTABLE PRO FIT
AMO UNT O F THE
THE PERCENTAGE O F THE DIVIDEND TO THE DO NATIO NS ADDED NET DISTRIBUTABLE
DIVIDEND
PRO FIT (%)
DISTRIBUTED TO THE
S HAREHO LDERS (TL)
144,000,000
18.12
TL 400,000,000 (22.22% of the capital share) dividend will be distributed to our shareholders as bonus issue.
30.04.2010
By taking into consideration the resolutions met at the 2009 Ordinary General Assembly held on April 22, 2010, it has
been unanimously resolved; to increase the capital of the Company from 1,800,000,000 (One billion eight hundred million)
Turkish Liras to 2,200,000,000 (Two billion two hundred million) Turkish Liras and to cover the 400,000,000 (Four
hundred million) Turkish Liras as to be added from the 1st Dividend at an amount of TL 200,000,000 and from the 2nd
Dividend at an amount of TL 140,000,000, plus a further amount of TL60,000,000 from the reserve funds, which are TL
260,538.17 from Special Funds, TL 3,455,314.86 from Previous Years’ Profit/Loss Inflation Difference, TL 1,911,499.73
from Extraordinary Reserves Inflation Difference and TL 54,372,647.24 from Extraordinary Reserves; and to apply to the
Capital Markets Board in order to obtain a registry document.
06.05.2010
In accordance with the resolution no. 1892 dated April 05, 2010 by the T.R. Ministry of Environment and Foresty,
Environmental Impact Assessment and Planning General Directorate and Article 14 of the Environmental Impact
Assessment Regulation as published at the Official Gazette no 25318 dated December 16, 2003 and entered into force;
“Environmental Impact Assessment Affirmative Decision” has been issued for the project of “Aliağa Power Plant with
Thermal Power of 1721 MWt (800 Mwe)” by our subsidiary Enka Enerji Üretim A.Ş.
20.05.2010
Our application to Capital Markets Board for the increase in the share capital was made public with our disclosure dated
April 30, 2010. Our capital increase operations, registered by Capital Markets Board on May 18, 2010 and under reference
14/401 have been completed with the Capital Markets Board document dated May 20, 2010 and reference 30/401. In
accordance with the resolutions of the General Assembly, the bonus shares for the increase of paid capital shall be
distributed as of May 25, 2010. In accordance with our declaration on the distribution of bonus shares, our share capital
of TL 1,800,000,000 shall be increased by 22.22% to TL 2,200,000,000 on May 25, 2010.
24.05.2010
As a result of the resolutions met at the 2009 Ordinary General Assembly held on April 22, 2010, it had been unanimously
resolved; to increase the capital of the Company from 1,800,000,000 (One billion eight hundred million) Turkish Liras to
2,200,000,000 (Two billion two hundred million) Turkish Liras and our application to Capital Markets Board for the
increase in the share capital was made public with our disclosure dated April 30, 2010 and our capital increase operations,
registered by Capital Markets Board on May 18, 2010 and under reference 14/401 have been completed with the Capital
Markets Board document dated May 20, 2010 and reference 30/401.
The increase of 400,000,000 (Four hundred million) Turkish Liras has been covered from the 1st Dividend at an amount of
TL 200,000,000 and from the 2nd Dividend at an amount of TL 140,000,000, plus a further amount of TL60,000,000 from
the reserve funds, which are TL 260,538.17 from Special Funds, TL 3,455,314.86 from Previous Years’ Profit/Loss Inflation
Difference, TL 1,911,499.73 from Extraordinary Reserves Inflation Difference and TL 54,372,647.24 from Extraordinary
Reserves.
In accordance with the resolutions of the General Assembly, the bonus shares for the increase of paid capital shall be
distributed as of May 25, 2010. In accordance with our declaration on the distribution of bonus shares, our share capital
of TL 1,800,000,000 will be increased by 22.22% to TL 2,200,000,000 on May 25, 2010.
12.08.2010
Acquisition of Financial Fixed Asset:
Date of Board Resolution Regarding the Acquisition
Title of the Financial Fixed Asset Acquired
Subject of Activity of the Financial Fixed Asset Acquired
Capital of the Financial Fixed Asset Acquired
The Way of Obtaining the Financial Fixed Asset
Date of Completion of the Process
Terms of the Acquisition
Nominal Amount of the Shares Acquired
Price per Share
Total Amount
The Ratio of the Shares Acquired to the Capital of the Financial Fixed Asset (%)
The Ratio of the Total Shares to the Capital of the Financial Fixed Asset After the
Acquisition (%)
The Ratio of Voting Rights Held to the Total Voting Rights of Financial Fixed Asset
After the Acquisition (%)
The Ratio of Financial Fixed Asset Purchased to the Total Assets in the Last Financial
Statement Disclosed (%)
: 11.08.2010
: Soli Gemi İnşa Sanayi ve Ticaret A.Ş.
: Production of all kind of marine vessels
with or without engine and their
supplies; and maintenance, restoring,
repairing,
testing,
erecting,
accommodating and launching all kind
of marine vessels bearing/or not
bearing the characteristics of a ship
which is second hand and/or new.
: TL 25,000,000
: Purchasing
: September 2010
: Forward Purchase
: TL 5,000,000
: USD 0.80
: USD 4,000,000
: 20%
: 20%
: 20%
: 0.055%
Impact to the Activities of the Company
Has Tender Offer Obligation Emerged or Not
If Tender Offer Obligation Has Emerged Will an Application of Exemption be
Made or not
Name/Title of the Seller/Transferor
The Relation of the Seller/Transferor with the Company
The Method of the Valuation of the Financial Fixed Asset
Whether a Valuation Report Has Been Prepared Or Not
The Reason if the Valuation Report Has Not Been Prepared
The Valuation Considered with the Valuation Report
The Reason if the Transaction Is Not/Will Not Completed in Compliance With
the Result of the Valuation Report
: No impact
: No
: No
: Atako Uluslararası Taşımacılık Denizcilik
ve Tic. Ltd. Şti, Sedat Başak, Gabi
Nakkaş, Şükrü Diyab, Emir Kaluti and
Antuvan Nakkaş
: Not Related
: Balance Sheet Analysis
: No
: Not a Related Party
: : -
ADDITIONAL DISCLOSURE:
The Board of Directors of our Company has resolved to acquire 5,000,000 shares (with a nominal value of TL 5,000,000)
out of 25,000,000 shares of Soli Gemi İnşa Sanayi ve Ticaret Anonim Şirketi which is equal to 20% with a value of USD
4,000,000, and in order to execute the share transfer to sign a Share Transfer Agreement with the shareholders of Soli
Gemi İnşa Sanayi ve Ticaret Anonim Şirketi and to authorise Haluk Gerçek and Fikret Güler to prepare, sign, negotiate and
amend Share Transfer Agreement and all related documents.
The remaining 80% shares of the Financial Fixed Asset is being acquiried by our subsidiary Çimtaş Çelik İmalat Montaj ve
Tesisat A.Ş.
16.08.2010
Pursuant to the provisions of the General Communiqué on Income Taxation No: 217, our Company's Income Statement as
of June 30, 2010 as enclosed hereto, has been submitted on August 16, 2010 to the Large Taxpayers Tax Office of the
Provincial Finance Department as annex to the presented Provisional Tax Declaration, excluding any revenues provided
from construction and repair works spread over the years.
15.09.2010
Our Company’s consolidated financial statements for the fiscal period ended at June 30, 2010 and prepared in English in
accordance with the International Financial Reporting Standards and the accompanying explanatory notes have been
submitted to the information of investors on our website www.enka.com.
22.09.2010
Further to our board resolution and our special condition disclosure on August 11, 2010, share transfers have been
completed on September 21, 2010 regarding the 20% share purchase of Soli Gemi İnşa Sanayi ve Ticaret A.Ş. by us and
80% share purchase by our subsidiary Çimtaş Çelik İmalat Montaj ve Tesisat A.Ş.
10. Website of the Company and Its Content:
The internet address of Enka İnşaat ve Sanayi A.Ş. is www.enka.com. This site contains all the
information listed in the Corporate Governance Principles of the Capital Markets Board, and this
information is updated periodically.
11. Announcement of Legal Person Ultimate Controlling Shareholder/Shareholders:
The list of the legal person ultimate controlling shareholders as of December 31, 2010 is as follows:
Shareholder
Tara Holding A.Ş.
Şarık Tara
Sinan Tara
Vildan Gülçelik
Sevda Gülçelik
Enka Foundation
Alternatif Aksesuar San. ve Tic. Ltd. Şti.
Ayşe Verda Gülçelik
Ali Gülçelik
Bilgi Gülçelik
Nurdan Gülçelik
Selim Gülçelik
Free float and others
TOTAL
Actual
Shareholding
48.80%
0.80%
-
Legal Person
Ultimate
Explanation
Shareholder
33.24% (66.49% of Tara Holding + 0.80%)
16.35% (33.51% of Tara Holding)
7.99%
7.99%
6.43%
6.43%
5.96%
-
4.37%
-
0.66%
5.02% (99.90% of Alternatif Aksesuar + 0.66%)
4.72%
4.72%
4.35%
4.35%
1.60%
1.60%
1.55%
12.79%
100.00%
1.55%
18.76% (12.79% Free float + Enka Foundation + others)
100.00%
12. Disclosure of the Individuals Who Can Obtain Insider Information:
The people and entities on the list of Access to the Insider Information prepared on May 24, 2010 are
stated here below:
1. President of the Board of Directors: Mehmet Sinan Tara.
2. Members of the Board of Directors: Haluk Gerçek (Vice President and General Manager), Alp
Doğuoğlu, Fikret Güler, Mustafa Gökhan Sağnaklar, Bekir Burak Özdoğan, Cemil Şan Gürdamar,
Özger İnal, and Agah Mehmet Tara.
3. Other Employees: İlhan Gücüyener (Deputy General Manager), Mert Ergil (Accounting and
Financial Issues Manager) and Sinan Yavuz Aktürk (Finance Manager).
4. Other Service Providing People and Entities: DRT Bağımsız Denetim ve SMMM A.Ş. (Independent
Audit Firm - End of Access Period: 08.04.2011) and Kuzey YMM A.Ş. (Tax Certification Entity End of Access Period: 31.03.2011)
SECTION III - BENEFICIARIES
13. Informing the Beneficiaries:
Our company uses circulated announcements and the electronic media to inform the beneficiaries about
the matters that concern them and the company.
Provided information is governed by the agreement concluded between the employee and the company
on the rights, tasks and liabilities of the personnel.
The execution procedures for the administrative and social works of the personnel at the local
construction sites have been established by the regulations. In case of update, the relevant persons are
notified.
14. Beneficiaries' Participation in Management:
The Corporate Governance Committee established within the structure of Enka İnşaat ve Sanayi A.Ş.
performs, in addition to its other assignments, the necessary coordination in relation to beneficiaries'
participation in the management.
15. Human Resources Policy:
As an organization committed to the effectiveness and compliance of its services with the specifications
and the agreements that are contingent upon its employees, Enka provides the necessary working
environment and resources to meet the needs of its employees.
To ensure effective management of the activities by the qualified employees, "work flexibility and
enhancement" is focused on in each stage of the organization.
The basic criteria of the Human Resources Policy of Enka can be listed as follows:
 Achievement of the “zero accident” target,
 Achievement of the company's quality targets,
 Completion of the work contracted by the employer in accordance with the agreement and
specifications, and
 Encouragement of the employees for achievement and creativity.
The personnel of Enka cannot disclose any confidential information obtained during their employment in
the company, in relation to the operating structure and technical matters of the company. Unless a legal
sanction applies, the personnel can under no circumstances make any disclosure to any authority,
institution or person.
The entire personnel of the company can access the quality handbook through the electronic media and
obtain information about the relevant arrangements.
16. Information About the Relations with the Clients and Suppliers:
In each project it undertakes, Enka uses its best endeavors to:
 Protect human beings and the environment,
 Complete its tasks at the highest quality standards,
 Complete each work contracted by the client before the end of the specified completion period,
 Establish long-term collaboration with clients, and
 Treat client satisfaction as a priority matter.
In order to effectively fulfill its obligations towards suppliers and subcontractors as a natural part of its
services, Enka uses its best endeavors to:
 Establish long-term collaboration with reliable suppliers/subcontractors,
 Fulfill its agreement obligations towards the reliable suppliers/subcontractors who fulfill their
responsibilities.
17. Social Responsibility:
Enka Sports, Education and Social Aid Foundation is one of the leading platforms of Turkey where Enka
İnşaat ve Sanayi A.Ş. fulfills its social responsibility. The activities carried out by Enka Foundation
throughout the year are included in the annual reports of Enka İnşaat ve Sanayi A.Ş., and such
information is accessible through the company's website at www.enka.com.
In order to continue its environment-friendly and responsible attitude and minimize the risk of pollution
that could affect the construction works, Enka uses all the available and expedient information in each
and every country where it operates.
All the activities starting from the business development stage, including proposals, design, establishing
the construction site, construction and closing the construction site, are performed by taking into
account the environmental dimensions and effects.
By delegating power and responsibility to the necessary persons for operating the Environment
Management System, the top management of Enka enables the entire personnel to become conscious
of the environment policy and objectives and provides all the necessary resources.
Enka plans to increase the degree of diligence it exercises for the environment and the economical use
of natural sources. In order to carry out this plan, enabling the entire personnel to commit themselves to
continuously improving the Environmental Management Implementation Program constitutes the basis
of this policy.
Within this scope, Enka;
 Uses due diligence to comply with all the environmental statutes and regulations of the country
where the work is carried out,
 Makes economical use of the natural resources and avoids wastefulness,
 Controls the wastes and minimizes their adverse environmental effects,
 Minimizes the emergency risks,
 Enhances the environmental consciousness of all the employees, and
 Fulfills the requirements of ISO 14001 Environmental Management System and provides the
necessary resources as its essential objectives.
All employees are responsible of protecting the environment and establishing the Environmental
Management System, providing support and assistance in the implementation stage and of continuously
developing the system.
During the period, no action has been brought against the company for damages to the environment.
SECTION IV - BOARD OF DIRECTORS
18. Structure and Formation of the Board of Directors and the Independent Members:
The Board of Directors of our company comprises nine people. There are no independent members.
The names of the Board members selected for a year at the Ordinary General Assembly held on April
22, 2010 are mentioned below:
The President of the Board of Directors Sinan Tara
The Vice President of the Board of Directors and General Manager Haluk Gerçek
Member of the Board of Directors Alp Doğuoğlu
Member of the Board of Directors Fikret Güler
Member of the Board of Directors M. Gökhan Sağnaklar
Member of the Board of Directors Burak Özdoğan
Member of the Board of Directors C. Şan Gürdamar
Member of the Board of Directors Özger İnal
Member of the Board of Directors A. Mehmet Tara
19. Qualifications of the Members of the Board of Directors:
The members of the Board of Directors of the company are qualified, experienced people who have the
high level of know-how and skills that should be expected of executives of an international construction
company.
The Board members are selected from people with a high level of know-how and skills, who have
worked in various levels of the company for long years and who can perfectly implement the working
style, ethic rules, procedures, and quality standards of the company.
20. Mission, Vision and Objectives of the Company:
Our Mission:
Continuously increase our contribution to the economies of the countries where we work while
preserving our feature of being an enterprise which implements the tasks it undertakes with outstanding
success in quality and execution time; to be a company whose involvement is desired by its clients; to
be a company that retains a reasonable profit margin from its undertakings; and to be a
company with which its employees are proud to be associated.
Our Performance Objectives:
 To be open to innovations, using advanced technologies and always seeking the better,
 To be prudent and sensitive about work security and environment protection,
 To train our young employees in accordance with our culture as creative, hardworking and honest
employees and to ensure that our employees work as individuals who have self-confidence, are
able to communicate and use discretionary power and take responsibility, and
 To seek our competitive power and profit in perfecting our management and technical skills.
Pursuit of the Objectives and Achievement of Goals:
The objectives that reflect of our sensitivity about completing the works before the end of the planned
time frame and delivering to the client are pursued very diligently at the highest and most detailed level.
The members of the Board of Directors pursue the objectives and the degree of their achievement in
relation to the projects carried out in those countries where they are responsible and periodically resolve
in the Board of Directors to find out the leading motives of the deviations, whether the deviations affect
the result of the project and if it is necessary to create new targets and to take the necessary measures
about the personnel who have responsibility in such delay.
21. Risk Management and Internal Control Mechanism:
The Financial Control Unit within the structure of Enka İnşaat ve Sanayi A.Ş., which reports to the
member of the Board responsible for accounting, finance and cash management, periodically inspects
the projects and the group companies reporting in advance the deviations from the objectives, as well
as all the potential risk factors to the management and proposes the necessary solutions.
The internal control systems and structuring of the company is organized in a way that can eliminate all
risks to be encountered by the company.
The Financial Control Unit uses the “Hyperion Financial Management System” software for the
preparation of the company’s consolidated financial statements. Group companies and branch offices
send their own financial tables through this software via secure internet connection. Financial
statements are controlled, during preparation stage, by the reporting unit of the branch office or the
group company and further at the transfer stage, by the systems tested validation process. Financial
data that fail to pass the validation stage cannot be transferred to the system. All data received at
headquarters are further controlled by the Financial Control Unit and included in the consolidation
system for the preparation of the consolidated financial tables.
22. Authorization and Responsibilities of the Board Members and the Managers:
In accordance with the Articles of Association of the company, the Board of Directors is responsible for
the management of Enka İnşaat ve Sanayi A.Ş. and its representation. Validity of all documents to be
given by Enka İnşaat ve Sanayi A.Ş. and all the agreements to be concluded require the names of two
persons authorized to represent the company under the official heading and per the signature circular of
Enka İnşaat ve Sanayi A.Ş. The Board of Directors assembles at the beginning of each fiscal year and
divides up the tasks as well as the management and representation authorizations between the board
members on the basis of the countries where the company operates. The task division for the year 2010
is given below:
Sinan Tara
Haluk Gerçek
Alp Doğuoğlu
Gökhan Sağnaklar
Fikret Güler
Burak Özdoğan
Şan Gürdamar
Özger İnal
Mehmet Tara
Chairman of the Board, Investments (excluding Moscow)
Vice Chairman of the Board and General Manager,
Engineering and Architectural Project Offices; Personnel and
Human Resources; Health, Safety and Environment; Legal
Matters; Oman; Ukraine; Embassies; Russia; and
Turkmenistan
Power Plants and Quality Assurance
Kazakhstan; Industrial and Petrochemical Projects and
Machinery Supply
Accounting and Finance
Moscow Projects
Proposal Preparation and Business Development; Turkey and
Gulf Countries
Motorway Projects
Moscow Projects and Investments
23. Operational Principles of the Board of Directors:
The Board of Directors of Enka İnşaat ve Sanayi A.Ş. convened in 32 meetings in 2010. Prior to each
meeting, the secretariat of General Manager personally informs the board members about the meeting
agenda. As the vast majority of the members of the Board of Directors are based in the same location,
the meeting processes are completed dynamically. Since the IPO of Enka İnşaat ve Sanayi A.Ş., no
divergent views have been suggested by the board members.
24. Proceedings of the Company and Non-Competition:
Pursuant to the Ordinary General Assembly meeting held on April 22, 2010, the members of the Board
of Directors have been authorized to perform such proceedings and transactions as specified under
Articles 334 and 335 of the Turkish Commercial Law.
25. Rules of Ethic:
The employees of Enka İnşaat ve Sanayi A.Ş.;
 Do not compromise the general and professional ethic rules;
 Act honestly, reliably and transparently and in accordance with the principles and strategies of the
corporation in the course of execution of their tasks;
 Pay utmost attention to behave honestly towards the employer, government, dealers (suppliers),
shareholders, and subcontractors and treat quality as a priority in each and every work they
perform;
 Do not only fulfill our contractual obligations but also have a constructive attitude towards our
employers, customers and partners at all times;
 Use their best endeavor to comply with all the relevant laws and regulations regarding the
environment in the countries where we operate;
 Make economical use of the natural sources and avoid wastefulness;
 Keep the wastes under control and minimize their adverse environmental effects;
 Fulfill the requirements of ISO 14001 Environmental Management System and provide the
necessary resources; and
 Constantly improve the work security and employee health applications and ensure avoidance of
work accidents.
26. Number, Structure and Independence of the Committees Established within the
Board of Directors:
Two committees officiate in affiliation with the Board of Directors of Enka İnşaat ve Sanayi A.Ş. The
committees assemble at least four times a year.
Audit Committee:
The Audit Committee consists of the Board Members Fikret Güler and Şan Gürdamar. The Audit
Committee is responsible to inspect the financial statements and reports of Enka İnşaat ve Sanayi A.Ş.
and to decide whether these are prepared and presented in accordance with the accounting standards
and the generally accepted accounting principles and to control the truthfulness and accuracy of such
financial statements and reports in line with the Turkish Commercial Law and the capital market rules
and legislation.
Corporate Governance Committee:
The Corporate Governance Committee consists of the Vice Chairman and General Manager Haluk
Gerçek, General Manager Adviser Öcal Özpınar, Accounting and Financial Issues Manager Mert Ergil,
and Finance Manager Yavuz Aktürk. The Corporate Governance Committee is responsible for
observing the compliance of Enka İnşaat ve Sanayi A.Ş. with the corporate governance principles,
taking the necessary improvement actions and presenting proposals to the Board of Directors.
27. Financial Benefits Provided to the Board of Directors:
The total amount of the fees and similar benefits provided to the chairman and members of the Board of
Directors of Enka İnşaat ve Sanayi A.Ş., as well as to top executives such as the general manager and
assistant general managers on the consolidated basis within the year 2010 is 31,121,034 Turkish Liras.
Enka İnşaat ve Sanayi A.Ş. is not in any sort of debt relation whatsoever with any of the members of the
Board.
BASIC RATIOS
31.12.2010
31.12.2009
(Amounts in thousands of USD)
Current Ratio:
Current Assets
Current Liabilities
2,400,551 =
1,102,436
217.7%
2,514,375 =
1,390,182
180.9%
Cash & Equivalents + Investments in Securities
Current Liabilities
1,969,959 =
1,102,436
178.7%
1,693,834 =
1,390,182
121.8%
2,700,784 =
7,114,688
38.0%
3,056,288 =
7,044,882
43.4%
4,413,904 =
7,114,688
62.0%
3,988,594 =
7,044,882
56.6%
2,400,551 =
7,114,688
33.7%
2,514,375 =
7,044,882
35.7%
4,714,137 =
7,114,688
66.3%
4,530,507 =
7,044,882
64.3%
559,760 =
7,114,688
7.9%
562,988 =
7,044,882
8.0%
559,760 =
4,713,057
11.9%
562,988 =
5,124,498
11.0%
Cash Ratio:
Leverage Ratio:
Total Liabilities
Total Assets
Equity to Total Assets Ratio:
Equity
Total Assets
Current Assets to Total Assets Ratio:
Current Assets
Total Assets
Non-current Assets to Total Assets Ratio:
Non-current Assets
Total Assets
Return on Assets (ROA) Ratio:
Net Income
Total Assets
Net Income to Revenue Ratio:
Net Income
Revenue
2010 AUDITOR’S REPORT
To the General Assembly of Enka İnşaat ve Sanayi A. Ş.
NAME OF THE COMPANY
HEADQUARTERS
REGISTERED CAPITAL
ACTIVITY
:
:
:
:
ENKA İNŞAAT VE SANAYİ A.Ş.
İSTANBUL
2,200,000,000 Turkish Liras
Construction
NAME OF THE AUDITORS
PERIOD OF ASSIGNMENT
RELATION TO AUDITED COMPANY
MEETINGS ATTENDED
NUMBER OF AUDIT MEETINGS
:
:
:
:
:
Melek Çeliker, Bahattin Güleryüz
01.01.2010 – 31.12.2010
NO
ALL
12
- Scope of the audit applied to the company’s accounts, statements, books and documents; dates of audit
and conclusions: The Company’s accounts, statements, books and documents have been audited during the first
twenty days of each month, and statements pertaining to the prior month have been examined. Furthermore, the
statements for the year 2010 have been audited in January and March 2011; all records have been determined to be
in accordance with the documents, legislation and the Company’s Article of Association, and no deviation thereto
has been found.
- The number and results of the counts effected at the company’s petty cash as per the Turkish
Commercial Law, Article 353, Sub-article 1, Paragraph 3: The Company’s cash account has been inspected,
without prior notification on 15 January 2010; 15 April 2010; 15 June 2010; 13 August 2010; 15 September 2010;
15 November 2010 and 30 December 2010 and no difference between the petty cash and the accounts have been
recorded.
- Date and results of the inspections effected as per the Turkish Commercial Law, Article 353, Sub-article
1, Paragraph 4: The Company’s books have been inspected on 7 January 2010; 5 February 2010; 8 March 2010;
12 April 2010; 7 May 2010; 4 June 2010; 12 July 2010; 9 August 2010; 6 September 2010; 6 October 2010; 8
November 2010 and 15 December 2010 and found to be in accordance with the law and the regulations.
- Reported complaints and irregularities and measures taken: No complaints or irregularities have been
reported.
We have inspected the accounts of Enka İnşaat ve Sanayi Anonim Şirketi for the fiscal year 01.01.2010 and
31.12.2010, in accordance with the Turkish Commercial Law, the Company’s Articles of Association and
universally accepted accounting standards and principles.
In our opinion, the balance sheet as of 31.12.2010, the content of which we hereby adopt, reflects the Company’s
position on the mentioned date; the Profit and Loss Statement for the period 01.01.2010 – 31.12.2010, correctly
reflects the activities undertaken in the period; the proposal for profit distribution is in conformity with the laws
and the Company’s Articles of Association.
We hereby recommend that the Balance Sheet and Profit and Loss Statement be approved and the Board of
Directors to be acquitted.
BOARD OF AUDITORS
AUDITOR
MELEK ÇELİKER
AUDITOR
BAHATTİN GÜLERYÜZ

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