2010 ANNUAL REPORT - Enka ANNUAL REPORT.pdf · Romania The Autostrada Transilvania Motorway Project...

ANNUAL REPORT

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ENKA İNŞAAT VE SANAYİ A. Ş.

( 2 ) Annual Report 2010

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.)

Annual Report 2010 ( 3 )

GENERAL ASSEMBLY MEETING Date : April 21, 2011 Time : 14:00 Venue : 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.


BOARD OF DIRECTORS

Sinan Tara – Chairman of the Board

Haluk Gerçek – Vice Chairman and General Manager


Fikret Güler - Member

Burak Özdoğan - Member

Özger İnal - Member

Gökhan Sağnaklar - Member

Alp Doğuoğlu - Member

Mehmet Tara - Member Şan Gürdamar - 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 61-kilometer 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 class-A 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, Cluj-Napoca, 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 pre-tension 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 high-rise 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 Block-10 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-9E-6FA/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, on-time 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 Kapitoliy-Vernadskovo 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 “Pen-sector” 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. 2002-HT-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 on-board 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:

Team Results: Youth Men Cross League Champion in Turkey Youth Women Youth League Second in Turkey Junior Women Junior League Second in Turkey Junior Men Junior League Second in Turkey Senior Women Super League Champion in Turkey Senior Men Super League Champion in Turkey

Name - Surname Event Result Date Name and Venue of the Competition Record

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 50.13 05.06.2010 Super League 1st Step / Bursa Senior TR

Merve Aydın 800m 2:05.60 15.05.2010 University Sports Games / Denizli University Sports Record

Ekin Kılıç Pole Vault 3.50m 15.05.2010 University Sports Games / Denizli University Sports Record

Özge Gürler

Birsen Engin

Meliz Redif

Pınar Saka

Özge Gürler

Birsen Engin

Meliz Redif

Pınar Saka

Yigitcan Hekimoglu

Sezayi Özkaya

İzzet Safer 4x100m 40.16 19.06.2010 2nd European Team Championships 1st League / Hungary Senior TR

27.07.2010 20th European Athletics Championships / Barcelona Senior TR

4x400m 3:33.31 05.06.2010 Super League 1st Step / Bursa Senior TR

İzzet Safer

Elmas Seda Fırtına

Birsen Engin

4x400m 3:33.13


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 Event Result Pool Competition Age Group400m Freestyle 04:21.89 50m Turkish Interclub Open Age Championship 17-18, 19+1500m Freestyle 16:35.39 50m Turkish Long Lane Championship Prelim 17-18, 19+1500m Freestyle 17:12.34 50m 30th European Swimming Championship 17-18, 19+

Merve Eroğlu 1500m Freestyle 17:25.10 50m Turkish Long Lane Championship Prelim 15-16800m Freestyle 08:03.17 50m European Junior Championship 17-18, 19+1500m Freestyle 15:29.38 50m Speedo American National Junior Championships 17-18, 19+1500m Freestyle 15:31.07 50m European Junior Championships 17-18, 19+

Eyüp Taşpınar 100m Medley 01:03.00 25m Turkish Short Lane Championship Age 13Tolga OzanÖmer TaraCan YılmazBarışan FırıldakBarışan FırıldakŞiyar SeyhanoğlularıTolga OzanCan Yılmaz

Turkish Short Lane Championship Age 14

4x50m Medley Relay 01:54.96 25m Turkish Short Lane Championship Age 14

Yeşim Giresunlu

Ediz Yıldırımer

4x50m Freestyle Relay 01:42.33 25m


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-Photoshop-Dreamweaver). 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 Nature of the Trade

Nominal Value of

the Shares

Subject to the Trade

(TL)

Trade Price (TL/Share)

Trade Value (TL)

Nominal Value of the

Shares Owned

Before the Trade (TL)

Shareholding of the

Company’s Equity Before

the Trade (%)


Shares Owned After

the Trade (TL)

Shareholding of the

Company’s Equity After the Trade

(%) 11.01.2010 Sale 30,000 3.74 112,200.00 15,707,172.47 87.26% 15,677,172.47 87.10% 11.01.2010 Sale 25,000 3.76 94,000.00 15,677,172.47 87.10% 15,652,172.47 86.96% 11.01.2010 Sale 55,000 3.78 207,900.00 15,652,172.47 86.96% 15,597,172.47 86.65% 11.01.2010 Sale 15,281 3.80 58,067.80 15,597,172.47 86.65% 15,581,891.47 86.57% 11.01.2010 Sale 5,000 3.82 19,100.00 15,581,891.47 86.57% 15,576,891.47 86.54% 03.02.2010 Sale 20,844 3.70 77,122.80 15,576,891.47 86.54% 15,556,047.47 86.42% 03.02.2010 Sale 51,660 3.72 192,175.20 15,556,047.47 86.42% 15,504,387.47 86.14% 03.02.2010 Sale 16,496 3.74 61,695.04 15,504,387.47 86.14% 15,487,891.47 86.04% 03.02.2010 Sale 20,000 3.76 75,200.00 15,487,891.47 86.04% 15,467,891.47 85.93% 03.02.2010 Sale 32,946 3.78 124,535.88 15,467,891.47 85.93% 15,434,945.47 85.75% 16.03.2010 Sale 39,162 3.68 144,116.16 15,434,945.47 85.75% 15,395,783.47 85.53% 16.03.2010 Sale 230,000 3.70 851,000.00 15,395,783.47 85.53% 15,165,783.47 84.25% 16.03.2010 Sale 20,000 3.72 74,400.00 15,165,783.47 84.25% 15,145,783.47 84.14% 16.03.2010 Sale 20,000 3.74 74,800.00 15,145,783.47 84.14% 15,125,783.47 84.03% 16.03.2010 Sale 38,667 3.76 145,387.92 15,125,783.47 84.03% 15,087,116.47 83.82% 16.03.2010 Sale 62,171 3.78 235,006.38 15,087,116.47 83.82% 15,024,945.47 83.47% 16.03.2010 Sale 25,000 3.80 95,000.00 15,024,945.47 83.47% 14,999,945.47 83.33% 16.03.2010 Sale 40,000 3.82 152,800.00 14,999,945.47 83.33% 14,959,945.47 83.11% 16.03.2010 Sale 20,000 3.84 76,800.00 14,959,945.47 83.11% 14,939,945.47 83.00% 17.03.2010 Sale 4,219 3.80 16,032.20 14,939,945.47 83.00% 14,935,726.47 82.98% 17.03.2010 Sale 30,000 3.82 114,600.00 14,935,726.47 82.98% 14,905,726.47 82.81% 17.03.2010 Sale 98,554 3.84 378,447.36 14,905,726.47 82.81% 14,807,172.47 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. 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. 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 the share certificate holders representing the equity of TL 1,800,000,000 (as Cash) 144,000,000 TLTo the share certificate holders representing the equity of TL 1,800,000,000 (as Bonus issue) 400,000,000 TLTo the bonus certificate holders 12,220,127 TLTo the Board of Directors 1,507,149 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.

1. Paid-in / Issued Capital 1,800,000,000 2. Total Legal Reserve Fund (According to the legal entries) 168,161,628

According to CMB According to Legal Entries3. Profit for the Period 1,068,983,000 542,146,630 4. Taxes Payable ( - ) (252,889,000) (8,530,815) 5. Net Profit ( = ) 816,094,000 533,615,815 6. Previous Year’s Loss ( - ) - - 7. 1st Dividend Legal Reserve ( - ) (26,680,791) (26,680,791) 8. NET DISTRIBUTABLE PROFIT ( = ) 789,413,209 506,935,024 9. Donations Made Within the Year ( + ) 5,450,205

10. Net Distributable Profit With Additions of the Donations Made of which the 1st Dividend will be Calculated

794,863,414

1st Dividend to Shareholders - Cash 144,000,000 - Bonus 200,000,000 - Total 344,000,000

12. Dividend Dis tributed to Privileged Shareholders - 13. Dividend to Board Members and Employees etc. 1,507,149 14. Dividend Dis tributed to Bonus Certificate Holders 12,220,127 15. 2nd Dividend to Shareholders 140,000,000 16. 2nd Dividend Legal Reserve 6,772,728 17. Statutory Reserves - 18. Special Reserves - 19. EXTRAORDINARY RESERVES 284,913,206 2,435,021

Other Sources to be Distributed - Previous Year’s Profit - Extraordinary Reserves - Other Distributable Reserves Legally or Regarding Articles of Association

ENKA İNŞAAT VE SANAYİ A.Ş. DIVIDEND DISTRIBUTION TABLE OF 2009 (TL)

Information on the privileged shares, if any, for the dividend distribution according to the Articles of Association

11.

20.


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) Trade

Value (TL)


Shares Owned

Before the Trade (TL)

Shareholding of the Company’s Equity Before the Trade (%)


Shares Owned After

the Trade (TL)

Shareholding of the

Company’s Equity After the Trade

(%) 12.04.2010 Sale 10,000 4.54 45,400 14,807,172.47 82.26% 14,797,172.47 82.21%

12.04.2010 Sale 90,000 4.50 405,000 14,797,172.47 82.21% 14,707,172.47 81.71% 12.04.2010 Sale 10,000 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%).

AMOUNT (TL) RATE (%)A 0.93 0.0800 8.00 B 143,999,999.07 0.0800 8.00 TOTAL 144,000,000.00

A 0.79 0.0680 6.80 B 122,399,999.21 0.0680 6.80 TOTAL 122,400,000.00

AMO UNT O F THE DIVIDEND DISTRIBUTED TO THE SHAREHO LDERS (TL) 144,000,000

DIVIDENDS EQ UIVALENT TO EACH SHARE WITH A NO MINAL VALUE O F TL 1

GROSS

INFORMATION ON DIVIDEND DISTRIBUTION RATES

NET

THE PERCENTAGE O F THE DIVIDEND DISTRIBUTED TO THE DO NATIONS ADDED NET DISTRIBUTABLE PRO FITTHE PERCENTAGE OF THE DIVIDEND TO THE DO NATIO NS ADDED NET DISTRIBUTABLE

PRO FIT (%)

18.12

TL 400,000,000 (22.22% of the capital share) dividend will be distributed to our shareholders as bonus issue.

INFORMATION ON DIVIDENDS PER SHARE ( CASH )

GROUPTOTAL AMOUNT OF

DIVIDENDS (TL)


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.

1. Paid-in / Issued Capital 1,800,000,000 2. Total Legal Reserve Fund (According to the legal entries) 168,161,628

According to CMB According to Legal Entries3. Profit for the Period 1,068,983,000 542,146,630 4. Taxes Payable ( - ) (252,889,000) (8,530,815) 5. Net Profit ( = ) 816,094,000 533,615,815 6. Previous Year’s Loss ( - ) - - 7. 1st Dividend Legal Reserve ( - ) (26,680,791) (26,680,791) 8. NET DISTRIBUTABLE PROFIT ( = ) 789,413,209 506,935,024 9. Donations Made Within the Year ( + ) 5,450,205

10. Net Distributable Profit With Additions of the Donations Made of which the 1st Dividend will be Calculated

794,863,414

1st Dividend to Shareholders - Cash 144,000,000 - Bonus 200,000,000 - Total 344,000,000

12. Dividend Dis tributed to Privileged Shareholders - 13. Dividend to Board Members and Employees etc. 1,507,149 14. Dividend Dis tributed to Bonus Certificate Holders 12,220,127 15. 2nd Dividend to Shareholders 140,000,000 16. 2nd Dividend Legal Reserve 6,772,728 17. Statutory Reserves - 18. Special Reserves - 19. EXTRAORDINARY RESERVES 284,913,206 2,435,021

Other Sources to be Distributed - Previous Year’s Profit - Extraordinary Reserves - Other Distributable Reserves Legally or Regarding Articles of Association

ENKA İNŞAAT VE SANAYİ A.Ş. DIVIDEND DISTRIBUTION TABLE OF 2009 (TL)

Information on the privileged shares, if any, for the dividend distribution according to the Articles of Association

11.

20.

AMOUNT (TL) RATE (%)A 0.93 0.0800 8.00 B 143,999,999.07 0.0800 8.00 TOTAL 144,000,000.00

A 0.79 0.0680 6.80 B 122,399,999.21 0.0680 6.80 TOTAL 122,400,000.00

AMO UNT O F THE DIVIDEND DISTRIBUTED TO THE SHAREHO LDERS (TL) 144,000,000

DIVIDENDS EQ UIVALENT TO EACH SHARE WITH A NO MINAL VALUE O F TL 1

GROSS

INFORMATION ON DIVIDEND DISTRIBUTION RATES

NET

THE PERCENTAGE O F THE DIVIDEND DISTRIBUTED TO THE DO NATIONS ADDED NET DISTRIBUTABLE PRO FITTHE PERCENTAGE OF THE DIVIDEND TO THE DO NATIO NS ADDED NET DISTRIBUTABLE

PRO FIT (%)

18.12

TL 400,000,000 (22.22% of the capital share) dividend will be distributed to our shareholders as bonus issue.

INFORMATION ON DIVIDENDS PER SHARE ( CASH )

GROUPTOTAL AMOUNT OF

DIVIDENDS (TL)


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 : 11.08.2010 Title of the Financial Fixed Asset Acquired : Soli Gemi İnşa Sanayi ve Ticaret A.Ş. Subject of Activity of the Financial Fixed Asset Acquired : 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.

Capital of the Financial Fixed Asset Acquired : TL 25,000,000 The Way of Obtaining the Financial Fixed Asset : Purchasing Date of Completion of the Process : September 2010 Terms of the Acquisition : Forward Purchase Nominal Amount of the Shares Acquired : TL 5,000,000 Price per Share : USD 0.80 Total Amount : USD 4,000,000 The Ratio of the Shares Acquired to the Capital of the Financial Fixed Asset (%) : 20% The Ratio of the Total Shares to the Capital of the Financial Fixed Asset After the Acquisition (%)

: 20%

The Ratio of Voting Rights Held to the Total Voting Rights of Financial Fixed Asset After the Acquisition (%)

: 20%

The Ratio of Financial Fixed Asset Purchased to the Total Assets in the Last Financial Statement Disclosed (%)

: 0.055%


Impact to the Activities of the Company : No impact Has Tender Offer Obligation Emerged or Not : No If Tender Offer Obligation Has Emerged Will an Application of Exemption be Made or not

: No

Name/Title of the Seller/Transferor : Atako Uluslararası Taşımacılık Denizcilik ve Tic. Ltd. Şti, Sedat Başak, Gabi Nakkaş, Şükrü Diyab, Emir Kaluti and Antuvan Nakkaş

The Relation of the Seller/Transferor with the Company : Not Related The Method of the Valuation of the Financial Fixed Asset : Balance Sheet Analysis Whether a Valuation Report Has Been Prepared Or Not : No The Reason if the Valuation Report Has Not Been Prepared : Not a Related Party 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

: -

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 Actual Shareholding

Legal Person Ultimate

Shareholder Explanation

Tara Holding A.Ş. 48.80% - Şarık Tara 0.80% 33.24% (66.49% of Tara Holding + 0.80%) Sinan Tara - 16.35% (33.51% of Tara Holding) Vildan Gülçelik 7.99% 7.99% Sevda Gülçelik 6.43% 6.43% Enka Foundation 5.96% - Alternatif Aksesuar San. ve Tic. Ltd. Şti. 4.37% - Ayşe Verda Gülçelik 0.66% 5.02% (99.90% of Alternatif Aksesuar + 0.66%) Ali Gülçelik 4.72% 4.72% Bilgi Gülçelik 4.35% 4.35% Nurdan Gülçelik 1.60% 1.60% Selim Gülçelik 1.55% 1.55% Free float and others 12.79% 18.76% (12.79% Free float + Enka Foundation + others) TOTAL 100.00% 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 Chairman of the Board, Investments (excluding Moscow) Haluk Gerçek 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

Alp Doğuoğlu Power Plants and Quality Assurance Gökhan Sağnaklar Kazakhstan; Industrial and Petrochemical Projects and

Machinery Supply Fikret Güler Accounting and Finance Burak Özdoğan Moscow Projects Şan Gürdamar Proposal Preparation and Business Development; Turkey and

Gulf Countries Özger İnal Motorway Projects Mehmet Tara 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

(Amounts in thousands of USD)Current Ratio:

Current Assets 2,400,551 = 217.7% 2,514,375 = 180.9%Current Liabilities 1,102,436 1,390,182

Cash Ratio:

Cash & Equivalents + Investments in Securities 1,969,959 = 178.7% 1,693,834 = 121.8%Current Liabilities 1,102,436 1,390,182

Leverage Ratio:

Total Liabilities 2,700,784 = 38.0% 3,056,288 = 43.4%Total Assets 7,114,688 7,044,882

Equity to Total Assets Ratio:

Equity 4,413,904 = 62.0% 3,988,594 = 56.6%Total Assets 7,114,688 7,044,882

Current Assets to Total Assets Ratio:

Current Assets 2,400,551 = 33.7% 2,514,375 = 35.7%Total Assets 7,114,688 7,044,882

Non-current Assets to Total Assets Ratio:

Non-current Assets 4,714,137 = 66.3% 4,530,507 = 64.3%Total Assets 7,114,688 7,044,882

Return on Assets (ROA) Ratio:

Net Income 559,760 = 7.9% 562,988 = 8.0%Total Assets 7,114,688 7,044,882

Net Income to Revenue Ratio:

Net Income 559,760 = 11.9% 562,988 = 11.0%Revenue 4,713,057 5,124,498

31.12.2010 31.12.2009


2010 AUDITOR’S REPORT

To the General Assembly of Enka İnşaat ve Sanayi A. Ş.

NAME OF THE COMPANY : ENKA İNŞAAT VE SANAYİ A.Ş. HEADQUARTERS : İSTANBUL REGISTERED CAPITAL : 2,200,000,000 Turkish Liras ACTIVITY : Construction NAME OF THE AUDITORS : Melek Çeliker, Bahattin Güleryüz PERIOD OF ASSIGNMENT : 01.01.2010 – 31.12.2010 RELATION TO AUDITED COMPANY : NO MEETINGS ATTENDED : ALL NUMBER OF AUDIT MEETINGS : 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 AUDITOR MELEK ÇELİKER BAHATTİN GÜLERYÜZ

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