GENERAL INFORMATION
Tara Holding A.Ş. operates at Balmumcu Mahallesi, Zincirlikuyu Yolu, ENKA Building 2, No: 8, Beşiktaş, Istanbul, and is registered with the Istanbul Chamber of Commerce under number 337964. The Executive Board of the company consists of five members – namely, Mehmet Sinan Tara, Ceyda Lale Tara, Agah Mehmet Tara, Leyla Tara Suyabatmaz and Yasemin Zeynep Keyman.
Capital Structure:
The capital of the company is TRY 825,000,000 (Eight Hundred and Twenty-Five Million Turkish Liras) and is allocated to 825,000,000 (Eight Hundred and Twenty-Five Million) registered shares each worth TRY 1 (One Turkish Lira).
The company’s shareholder structure is as follows:
Shareholders | Capital | Percentage |
Yalta Yatırım Holding A.Ş. | 413,593,870 | 50.1325% |
Ceyda Lale Tara | 137,135,520 | 16.6225% |
Yasemin Zeynep Keyman | 137,135,305 | 16.6225% |
Leyla Tara Suyabatmaz | 137,135,305 | 16.6225% |
TOTAL | 825,000,000 | 100% |
The purpose of establishing the company is explained as follows in Article 3 of the Articles of Incorporation of the company headed “Purpose and Areas of Activity”;
“The Holding’s main objective is to participate in the capital and management of currently established or future companies, to carry out their investment, financing, organisation and administrative business as a collective entity and in keeping with the principles of modern business management, to spread out the risk, to increase the security of investments against economic fluctuations, thereby ensuring the healthy development and continued operations of these companies in keeping with the necessities of the national economy, and to undertake trade, industrial and financial activities to this end.”
In line with its purpose of establishment, the company is the largest shareholder in ENKA İnşaat ve Sanayi A.Ş. with 49.80% of shares as of the end of 2021.
General Information on the ENKA Group
The foundations of the ENKA Group, which operates in a vast variety of sectors with over 50 companies and over 20,000 employees as of the end of the year, were laid by Şarık Tara and Sadi Gülçelik in 1957 with the establishment of the ENKA Collective Company.
During the 1950s and 1960s, the company undertook the construction of many industrial facilities, roads, bridges and ports in Turkey in tandem with the country’s industrialisation drive. The company name was changed to “ENKA İnşaat ve Sanayi A.Ş.” after it acquired the status of an anonymous corporation in 1967.
In the 1970s, the company started to expand its operations to Saudi Arabia and countries in North Africa. The company’s first project abroad was the construction of a cement factory in Benghazi. The construction of many production facilities, roads and bridges in various countries followed. At the same time, the company undertook the construction of the Tunçbilek Thermal Power Plant in Turkey and thus started its operations in the energy sector.
During this period, the company converted the specialised groups it had established internally into companies with separate legal entities. Çimtaş, Titaş and Kasktaş were founded in this way. As a result, the ENKA Group started conducting its operations as a holding company and ENKA Holding A.Ş. was established in 1972.
From the 1980s onwards, the company embarked upon long-term projects in the energy and retail sectors in Russia and certain Balkan countries. This advance continued in the 1990s.
On June 28th 2002, ENKA İnşaat was merged by acquisition with ENKA Holding Investment A.Ş. (ENKA Holding), a shareholder holding 35.39% of its shares and in which ENKA İnşaat held a 3.93% stake. The companies in which ENKA Holding, which was established on December 29th 1972, had previously invested were also gathered together under ENKA İnşaat following this merger. As of 2002, therefore, ENKA İnşaat began to pursue its operations as the holding company of the ENKA Group as well.
Today, the ENKA Group provides services in a wide range of construction activities in Turkey and throughout the world. It generates energy from its power plants in Turkey, manages class A office buildings and shopping malls in Russia and engages in commerce by distributing the construction equipment, lifting appliances and industrial products of the world’s most reliable brands.
FINANCIAL RIGHTS
Financial Rights Granted to the Members of the Managing Body and Senior Executives
No daily allowances, wages, premiums, bonuses, shares of profits or similar benefits of any kind have been paid to members of the managing body.
RESEARCH AND DEVELOPMENT ACTIVITIES
Research and Development Activities of the Company
The activities carried out by the ENKA Design Centre run by the Corporate Engineering Groups and by the ENKA Systems R&D Centre in 2020 are as follows:
- A total of twelve (12) design projects were implemented by the ENKA Design Centre in the reporting period. One of these projects was completed within this period while work on the other projects is continuing. ENKA set aside a total budget of TL 66,190,000 for the projects implemented by the Design Centre, funded entirely from internal resources.
- Being aware that its employees are the most important factor for ensuring the adaptation of contemporary scientific and technological developments to the work carried out by the company, ENKA regular supports the participation of its 190 Design Centre personnel in a variety of training activities. In this context, a total of 808 employees of the Design Center participated in nineteen (19) different training events held in 2020.
- With respect to the R&D activities conducted within ENKA Systems in 2020, work was carried out on the development of a total of seven (7) software projects. Four (4) of these projects were completed in the reporting period. One (1) project was ongoing throughout the period and two (2) were launched. The costs of these project development activities were met entirely from ENKA Systems’ own internal resources. A total of TL 3.8 million was expended for this purpose in 2020.
- A Cooperation Agreement was signed between ENKA Systems and Marmara University in order to increase the scientific and technological aspects of the research and development activities, support the publication of articles, papers etc., provide academics and university students with scientific resources and contribute to the development of students of the university.
- In line with research and development strategies, an Academic Advisory Agreement was signed with Marmara University to obtain academic support for the research and development projects being developed at ENKA Systems and to make applications for domestic and international projects. With the support of Assistant Professor Dr. Murat Can Ganiz of the Computer Engineering Department of the Marmara University Faculty of Engineering, efforts were made to increase the innovative dimensions of the R&D projects conducted at ENKA Systems and increase the level of technology.
- The company participated in the online event organised by the EUREKA cluster programme ITEA in September. This programme supports innovative industry-focused and pre-competitive R&D projects in the field of Software-intensive Systems and Services (SiSS), which is the main driver of innovations in Europe’s most competitive industries. The aim was to work with partners beyond Turkey’s borders, to develop new products and conduct pre-competitive research, and to gain access to new markets, technologies and skills. In response to the ITEA3 Call for Proposals, applications were made to the RAISE project on artificial intelligence and digital twin technology. The first-stage application was successful. A consortium of industrial entities, universities and research institutions from Germany, Spain, Portugal, Finland and Turkey will continue to work on the project in 2021 and 2022. Work is continuing with the Turkey consortium for the second stage of the project evaluation, which is to be made by the Turkish Scientific and Technical Research Council (TÜBİTAK).
- ENKA Systems is well aware that its development is directly proportional to the development of its employees and regularly engages in activities to this end. In this context, a total of 261 person-hours of training, or nine hours (9) per employee on average, were organised with the participation of all employees, and employees were enabled to participate in various symposia, conferences and similar events.
RISKS AND THE MANAGEMENT BODY
Risks and Management Body Evaluation
An “Early Detection and Management of Risks Committee” has not been established within the company.
The members of the company’s management body do not engage in any activities that fall under competition restrictions in any of their transactions with the company, whether conducted on their own behalf or on behalf of others.
The fundamental risks which the company faces and the policies adopted to manage these risks have been elaborated in footnote 33 of the Independent Audit Report under the following headings.
- Capital management
- Interest rate risk
- Foreign currency risk
- Credit risk
- Liquidity risk
OTHER MATTERS
- No private or public audit was carried out during the accounting period.
- There are no lawsuits against the company that might affect its financial situation or activities.
- No administrative or judicial sanctions have been imposed on the company or on members of the management body due to practices contrary to provisions of law.