Annual Report - Güneş Sigorta

Transcription

Annual Report
Contents
I- PRESENTATION
2
Our Mission, Our Vision
3
The Elements of Our Vision
4
Principal Financial Indicators
5
Financial Analysis Ratios
6
Capital and Shareholder Structure
7Subsidiaries
8
Highlights from Güneş Sigorta
9
Güneş Sigorta’s Goals
9
Strategic Orientation (2009-2011)
10 Message from the Chairman
12 Message from the Chief Executive Officer
14 Economic and Sectoral Outlook
18 Güneş Sigorta in 2009
25 Corporate Social Responsibility
28 Technical Results
II-
32
33
33
34
35
35
36
37
38
40
49
MANAGEMENT AND CORPORATE GOVERNANCE PRACTICES
Board of Directors
Participation in Board of Directors Meetings
Statutory Auditors
Senior Management
Internal Auditing
Internal Control and Risk Management
Organization Chart
Headquarters and Regional Office Managers
Human Resources Policy
Corporate Governance Principles Compliance Report
Transactions with the Company’s Risk Group
III.
51
52
53
54
55
56
66
123
124
126
127
128
FINANCIAL INFORMATION AND ASSESSMENT ON RISK MANAGEMENT
The Agenda of General Assembly Meeting
Message from Board of Directors to Shareholders
Annual Report 2009 Compliance Statement
Summary of Statutory Auditors’ Report
Independent Auditors’ Report
Financial Statements
Notes to Financial Statements as of December 31, 2009
Financial Status, Profitability and Compensation Payments Assessments
Risk Management Policies
5-Year Summary of Financial Data
Information for Shareholders
Contact Information
1
Güneş Sigorta 2009 Annual Report
Güneş Sigorta takes a customer-focused service approach in
the conduct of its business by sharing with its policyholders
the knowledge that it has acquired through 52 years of
experience.
Our Mission
To contribute to development of standards in the sector, making insurance a widespread practice by
increasing awareness within the population and increasing corporate value by providing customer-focused
services.
Our Vision
To produce value as a pioneering and innovative company that is a leader in Turkey, a corporation that is
everywhere wherever need be, the most preferred enterprise which operates in the region.
2
3
The Elements of Our Vision
Güneş Sigorta’s vision is structured
around seven elements.
A leader: An approach focused on growth
and increasing market share.
Presence wherever needed: An outlook
that emphasizes widespread distribution
channel throughout Turkey; an organization
that provides the customer with service
at the closest accessible point; a focus
on managing corporate operations more
effectively and efficiently through regional
offices.
The company of choice: A company
that has developed a customer-focused
system that provides maximum customer
satisfaction, responding to customer
needs and expectations in its operational
processes, achieving improvement promptly
and in a manner that will have a positive
effect on corporate performance.
A pioneer: A corporation that is recognized
for its pioneering efforts in the sector
in terms of the products and services it
has developed and for its effectiveness in
regulations in the sector.
Innovation: A corporation that is organized
in its implementation of newly developed
products and services, in structuring its
business processes, promoting competence
in human resources and initiating new
applications.
Operating in the geographical region:
Be a company that is active in EU member
Balkan countries and in the Central Asian
and Gulf countries that fall within its
region of operation.
Creating value: Raising corporate
value through a strategic outlook on
management supported by employees who
are focused on the vision of the Company.
4
Principal Financial Indicators
Financial Indicators (TL)
2009
2008
Total Assets
697,966,688
655,557,982
Total Liabilities
498,781,426
425,455,651
Capital (Issued)
150,000,000
150,000,000
Shareholders’ Equity
199,185,262
230,102,331
Premium Production
727,074,961
709,619,300
Gross Claims Paid
442,787,301
361,176,226
General Expenses
62,389,606
59,466,924
Financial Income
29,698,951
39,854,486
Financial Expenses
34,806,750
35,033,702
Gross Technical Profit
30,017,920
57,001,769
Profit Before Tax
(16,810,104)
15,745,825
Net Profit
(16,810,104)
11,081,365
5
Financial Analysis Ratios
Capital Adequacy Ratios (%)
2009
2008
Premiums Written / Shareholders’ Equity
365.0
308.4
Shareholders’ Equity / Total Assets
28.5
35.1
Shareholders’ Equity / Technical Provisions (Net)
54.3
74.6
2009
2008
Liquid Assets / Total Assets
26.1
9.6
Liquidity Ratio
38.1
55.4
Current Ratio
104.2
114.6
37.7
32.6
2009
2008
Retention Ratio
54.3
52.7
Claims Paid / (Claims Paid + Outstanding Claims)
61.0
63.1
2009
2008
82.4
79.0
Technical Profit / Premiums Written
4.1
8.0
Profit Before Tax/ Premiums Written
-2.3
2.2
Financial Profit/ Premiums Written
2.1
3.5
Net Profit / Premiums Written
-2.3
1.6
Net Profit / Shareholders’ Equity
-8.4
4.8
Asset Quality and Liquidity Ratios (%)
Premium and Reinsurance Receivables / Total Assets
Activity Ratios (%)
Profitability Ratios (%)
Loss Ratio (Net)
6
Capital and Shareholder Structure
Shareholder
Türkiye Vakıflar Bankası T.A.O.
Groupama S.A.
Türkiye Vakıflar Bankası VakıfBank Personeli Özel Sosyal Güvenlik Hizmetleri Vakfı
Türkiye Vakıflar Bankası Memur ve Hizmetlileri Emekli ve Sağlık Yardım Sandığı Vakfı
Publicly Traded
Total
Shareholding (%)
Share (TL)
34.22
51,336,301
30.00
45,000,000
10.00
15,000,000
5.01
7,515,000
20.77
31,148,69
100.00150,000,000
Publicly Traded 20.77%
Türkiye Vakıflar Bankası
Memur ve Hizmetlileri Emekli
ve Sağlık Yardım Sandığı
Vakfı 5.01%
Türkiye Vakıflar Bankası VakıfBank
Personeli Özel Sosyal Güvenlik
Hizmetleri Vakfı 10.00%
Türkiye Vakıflar Bankası T.A.O. 34.22%
Groupama S.A. 30.00%
Güneş Sigorta’s principal shareholder is Türkiye Vakıflar Bankası T.A.O., which controls a 34% stake in the company. Its
second biggest (30%) shareholder is Groupama S.A., one of the world’s leading insurers. Güneş Sigorta shares are traded
on the İstanbul Stock Exchange’s national market under the GUSGR symbol. As of 31 December 2009, the company’s
market value amounted to TL 315,000,000.
7
Subsidiaries
Company
Güneş Sigorta Stake (TL)
Güneş Sigorta Stake (%)
Capital (TL)
Vakıf Emeklilik A.Ş.
9,805,000
37.00
26,500,000
Vakıf Finansal Kiralama A.Ş.
3,912,247
15.65
25,000,000
Vakıf Finans Factoring Hizmetleri A.Ş.
3,070,000
13.71
22,400,000
Vakıf Pazarlama ve Ticaret A.Ş.
2,422,662
9.71
24,950,000
Vakıf Enerji ve Madencilik A.Ş.
1,503,860
1.77
85,000,223
Taksim Otelcilik A.Ş.
1,392,160
1.43
97,150,000
Vakıf İnşaat Restorasyon ve Ticaret A.Ş.
1,000,320
10.00 10,000,000
Vakıf Menkul Kıymetler Yatırım Ort. A.Ş.
825,000
11.00 7,500,000
Vakıf Gayrimenkul Yatırım Ort. A.Ş.
346,667
1.67
20,800,000
Vakıf Sistem Pazarlama Yazılım Servis A.Ş. 300,000 10.00 3,000,000
Tarım Sigortaları Havuz İşlet A.Ş.
130,565
4.35
3,003,000
Vakıf Yatırım Menkul Değerler A.Ş.
87,500
0.25
35,000,000
Güneş Turizm Otomotiv End. ve Tic. A.Ş.
79,994
99.99
80,000
TOTAL
These are the values of subsidiaries as of 30 April 2010.
24,875,974
8
Highlights from Güneş Sigorta
Delivering service with
a team of specialists,
Güneş Sigorta’s basic
objective is to meet
the insurance needs of
both its private and its
corporate customers by
providing them with the
best possible service at
the right price.
Güneş Sigorta is an insurer which takes a
customer-focused service approach in the
conduct of its business as it shares with
its policyholders the knowledge that it has
acquired through 52 years of experience.
Güneş Sigorta’s most outstanding and
distinguishing feature is its ability to offer
the most broadly-based insurance services
at the standards, which our nation and its
people deserve and which conform to the
best available to private individuals and
corporate institution in the most developed
countries by specialized and experienced
employees on many different fronts.
Güneş Sigorta is structured so as to meet
the insurance needs of private individuals
commercial and industrial institutions
through its sales channels in the most
effective way possible.
Delivering service with a team of specialists,
Güneş Sigorta’s basic objective is to meet the
insurance needs of both its private and its
corporate customers by providing them with
the best possible service at the right price.
In that respect, the most important
elements of Güneş Sigorta’s competitive
abilities are the customer-focused service
approach that it shares with VakıfBank, its
strong infrastructure, and its competent
human resources.
Güneş Sigorta in 2009
• Ranked 5th in the insurance sector.
• Rose to 2nd place in the agricultural
branch thanks to its strong performance
in that business line.
• Launched a nationwide sales-focused
organizational model.
• Succeeded in increasing the customer,
agency, and competition-focused
operations of its sales channels.
• Increased the number of its special
agencies by 17%.
• Achieved a more dynamic and flexible
structure.
• Created a centralized operational service
point for financial institutions.
• Carried out major improvements and
investments in order to further advance
its market position, achieve a dynamic
structure, and develop its employees’
competencies.
9
Güneş Sigorta’s Goals
• Increase technical profit by continuously
improving operational efficiency,
• Increase market share and improve
service quality by investing in technology
and human resources,
• Make effective use of bancassurance,
• Employ a discriminating approach in
increasing the number of agencies in
parallel with the growth in sales channel
diversity,
• Manage its portfolio effectively in
all branches through effective risk
management and individualized
customer-based pricing,
Strategic Orientation (2009-2011)
• Growth and proliferation
• Technical profitability and productivity
• Customer satisfaction and loyalty
• Sustainable competitive structure
• Employee satisfaction and loyalty
• Güneş Sigorta’s corporate objective is to
achieve sustainable technical profitability
as a productive and effective service
provider.
10
Message from the Chairman
Güneş Sigorta has become one of the most important players
in its sector today by continuously developing its structure in
line with its customers’ needs and expectations.
11
Dear Shareholders,
Originally founded in 1957, Güneş Sigorta
has constantly kept pace with the intensely
competitive and finely-tuned balances
of the insurance industry and today it
continues to put its 52 years of experience
and expertise to work as it further
strengthens its strong and dynamic position
year after year.
Güneş Sigorta has become one of the most
important players in its sector today by
continuously developing its structure in line
with its customers’ needs and expectations.
Our company’s reliability and success have
made it the first choice of Turkey’s biggest
industrial institutions when they address
their insurance requirements. Güneş Sigorta
derives its strength and its support from
you, our esteemed shareholders.
Thanks to its success in closely monitoring
technological and economic developments
and in adapting them to its business
processes, Güneş Sigorta increased its
premium production as it emerged from
2008 business downturn. According to
2009 figures it ranked 5th in its sector.
Combined life and non-life premium
production in the Turkish insurance
industry in 2005 amounted to just TL 7.8
billion in value. In 2010 the figure reached
TL 12.4 billion. That corresponds to an
average annual growth rate of 14%.
As may be seen from this performance,
premium production in the Turkish
insurance industry has been growing much
faster than the Turkish economy as a whole.
With the increase in mortgage loan in the
medium and long terms, we may expect
to see a parallel rise in property insurance
premium production as well.
Despite such positive developments
however, per capita life and non-life
premium production in Turkey is still well
below the European Union average.
In a country with a youthful population
and a growing economy such as Turkey
has, international insurance companies
have repeatedly shown a willingness to
enter into partnerships with or to acquire
local insurers by paying prices that are well
above their book value. This fact is the most
important indicator of the potential that
our sector has.
It is my opinion that the existing low
penetration rates of the insurance and
private pension sectors together with their
high growth potential and the leveraging
effect that mortgage loan has on that
potential, all play important roles in Güneş
Sigorta’s development, which is also
contributed to by VakıfBank’s own extensive
branch network.
Güneş Sigorta is a great and deep-rooted
family which encompasses all of its
business partners, customers, company
units, and personnel and in which pride
and success are amalgamated with team
spirit. This great family reaps the rewards
of its undaunted willingness to take bold
and innovative steps in the direction of
identified objectives, of its commitment, of
its faith, and of its diligence in the form of
“confidence and success”.
I believe that with the added support
of you, our esteemed shareholders, the
successful performance that has been
continuing for so many years will increase
by even more in 2010 and the years that
follow and that we shall all continue to take
pride in being together under Güneş Sigorta
roof.
Süleyman KALKAN
Chairman of the Board of Directors
12
Message from the Chief Executive Officer
Güneş Sigorta’s basic goal is to deliver service in every
business line as a trusted, innovative, and enduring company
that comes up with effective solutions for the constantly
changing and developing insurance needs of society.
Dear Shareholders,
Progressing along the path of service
with its 52 years of experience and
customer-focused approach, Güneş Sigorta
continued to provide its customers with
the distinctive benefits of being a trusted
name and a deep-rooted company in 2009
as well. It gives me pleasure to say that
as it embarked upon 2010, Güneş Sigorta
had further strengthened its standing as a
company, which has a presence wherever it
may be needed and which offers pioneering
and innovative services in line with its
corporate vision.
2009 was a transition year: a year in which
the effects of the global economic crisis
continued to make themselves felt and
in which new regulations and practices
became necessary, particularly for the
insurance industry.
Owing to the quite integrated structure
manifested by global markets today, Turkish
markets felt the impact of the financial
crisis. During the first half of 2009, our
country’s markets strove to minimize
those effects; during the second half, they
remained relatively more stable. With
apparent signs of resumed growth in the
last quarter of the year, efforts were made
to plan the undertakings that would be
made and to create the infrastructure that
would be required for 2010.
Looking at the overall figures for 2009,
we see that, according to IMF estimates,
the world economy shrank by 0.8% in real
terms whereas in the Turkish economy
and in the Turkish insurance industry, the
contractions were on the order of 4.7% and
2.2% respectively.
Last year Güneş Sigorta:
• Booked a premium production
amounting to TL 727 million in total,
which was in line with expectations,
• Successfully carried out its restructuring
activities as part of the overall strategic
plan which has been formulated,
• Continued to present value added solutions
and services to its customers within the
framework of its own sense of quality.
13
Güneş Sigorta is a company that has
always been able to further its presence
under every market condition as one of
the leading players setting the rules and
standards of its own market since the day
it was founded. The solid capital structures
and support of our shareholders from
Türkiye Vakıflar Bankası T.A.O. on down
further increases the confidence that all
our stakeholders have in us. This serves as
important backing in our efforts to achieve
our corporate aims.
By taking advantage of its visibility and
brand value, its broad-based agency
structure, its customer satisfaction, and its
premium production abilities, our company
intends to take even more potent steps
as it moves forward with the process of
performance and structuring that it has
been undergoing in recent years. The
restructuring projects encompassing all of
the company’s units and business processes
that we have completed over the last two
years played a great role in our ability to
adapt our customer service model to the
competitive conditions that newly emerged
in the wake of the global economic crisis.
Our service processes, which we have
structured with a result-focused point of
view, are designed to expedite all of our
customer-related business operations and
to make insurance an easily accessible
service. The gains that we have achieved
as a result of our intensive efforts and
of our projects in this direction and,
most important of all, our customer
feedback show that we have succeeded
in transforming Güneş Sigorta into a
company that is very much stronger in the
confrontation with its competitors.
Looking at our country’s insurance industry
figures, we can see that our sector is more
and more becoming a market which has
strong potential and which is capable of
steady growth and development. The most
important duty incumbent upon us with
respect to tapping that market potential
is to engage in activities that will increase
awareness of insurance and of insuring
among society. It is of the utmost concern
that we clearly convey to the public at large
the message that insurance is a matter of
investing today for the sake of their longterm economic well-being.
The advantage of reaching a large number
of many different customers through
its multiple sales channel strategy is an
important competitive advantage that
enhances Güneş Sigorta’s strength. The
bancassurance channel which we have
created with VakıfBank (one of Turkey’s
leading public sector banks), our extensive
agency network, and our corporate sales
team all enable us to deliver service to
customers everywhere in Turkey.
Before closing I also want to impart to
you our sensitivity on the issue of social
responsibility, which we believe to be an
indispensable element of sustainability.
Güneş Sigorta reflects the “confidence and
sustainability” that are essential features
of the insurance business in its sense of
social responsibility as well. Within that
framework, the investments that we
undertake in the future and in the areas of
social responsibility are informed by our
awareness of the contributions which they
will make to our social values.
As I noted at the beginning, 2009 was a
transition year. In such an environment,
a process of change and accommodation
was experienced–and is still being
experienced–along with the global crisis,
sectoral competition, and new financial
and actuarial demands imposed by
changes in the legal framework governing
the insurance industry. Of course these
processes will entail a variety of costs
for the sector. However these costs, even
though they will be spread out over several
years, will nevertheless be short-lived
and they will ultimately be important
steps forward from the standpoint of
capital accumulation among the sector’s
firms and thus of the strengthening of
their financial structures as well. To put
it another way, this process is one of
financial strengthening and entrenchment
and we will be seeing improvements in
growth and profitability figures across
the sector beginning in 2011. For our own
part we have embarked upon this period
in readiness and we are advancing surefootedly through this process in keeping
with our own projections.
As Güneş Sigorta our basic goal is to
deliver service in every business line as a
trusted, innovative, and enduring company
that comes up with effective solutions for
the constantly changing and developing
insurance needs of society. Focusing on the
performance, confidence and perfection
in service triangle, Güneş Sigorta’s own
undisputable expertise makes it one of the
companies that determine what both the
rules and the competition will be in the
insurance sector. That, together with the
other elements of our strength, will play
a great role in our progressing soundly
forward along with our shareholders,
employees, and customers towards the
same goal no matter what obstructions
may appear before us on our way.
I take this occasion to express on my own
behalf and on behalf of our company our
thanks to our employees, our agencies, our
bancassurance channel, our brokers, and
all the valued customers who choose to
do business with us, for they were the true
architects of our sustainable performance
in 2009.
M. İlker AYCI
Chief Executive Officer
14
Economic and Sectoral Outlook
Developing market economies led by Asian countries are
expected to be the engines of the global economy in the
period ahead.
Global Economy
Having registered growth rates of 5.2% and
3.0% in 2007 and 2008 respectively, the
world economy is thought to have shrunk
by some 0.6% in 2009 based on revised
IMF projections. Despite improvements in
economies’ growth and leading indicators,
unemployment rates remained worrisomely
high. Unemployment reached the 9.3%
level in the United States while among
OECD countries as a whole it is estimated to
have reached 8.6% in the third quarter of
the year and 8.7% in the fourth.
As a result of comprehensive support
provided by governments through
coordinated efforts to deal with the
global economic crisis, the world economy
embarked upon a process of recovery in the
third quarter of 2009.
As some developed countries emerged
from recession in technical terms with the
resumption of positive growth, the recovery
in capital markets took place rather more
quickly than had been expected. With the
sustainability of the improvements looking
questionable on account of recentlyemerging problems in economies like those
of Greece and Spain, uncertainty and the
question of how the crisis-exit process was
to be managed were the leading items on
the agenda as 2010 was embarked upon.
While developing market economies led
by those of Asian countries are very much
expected to be the engines of the global
economy in the period ahead, the IMF
posits a 4.2% rate of growth for the world
economy as a whole in 2010.
World GDP (annual, %)
12
10
8
6
4
2
0
-2
-4
-6
-8
-10
The Turkish economy is rapidly returning
to the path of sustainable growth. A
contraction that began in the Turkish
economy in the last quarter of 2008
continued during the first nine months of
2009, ultimately reaching the 8.4% level.
This trend reversed itself in the last quarter
of 2009, with positive growth weighing
in at 6%. Industrial output in December
2009 was up by 25.2% compared with the
same period of the previous year while the
rise in manufacturing industries was at
the 28% level. The industrial output index
in December 2009 reached the 117.1 level
(2005=100) compared with December 2008.
Gross domestic product (GDP) was down
by 4.7% as measured in real terms and it
weighed in at TL 97,088 million in 2009. Per
capita GDP in 2009 amounted to USD 8,590.
Turkey’s GDP Development (%)
09 -4.7
08
07
06
2006
Developing countries
Source: IMF
The Turkish Economy
2007
World
2008
0.7
4.7
6.9
2009
Developed countries
Unless otherwise stated, amounts that are
expressed in dollars are US Dollars.
15
Unemployment, one of the most serious
worldwide consequences of the financial
crisis continued also to be one of Turkey’s
most severe problems. Despite a modest
improvement in the labor market during the
latter part of 2009, persistent uncertainties
as to total demand continued to have an
adverse impact on hiring decisions. The
unemployment rate as of end-2009 was
14.0%. According to the Medium-Term
Programme it had been expected to be at
the 14.8% level.
Subdued energy and basic commodity
prices, which were depressed by
developments at the global level, together
with the contraction in total demand
caused a general decline in inflation in
2009. However an unexpected increase in
unprocessed food prices in December 2009
as well as rises in oil and other commodity
prices resulted in an end-2009 inflation
rate that was a whole point higher than
what had been projected. The rise in the
consumer price index (CPI) was around
6.53%. As a result of both of the pressure
exerted on world trade by the global
crisis and of the contraction brought on
by depressed domestic demand, Turkey’s
imports were down by 30.3% (on a CIF
basis) in 2009 compared with 2008 and
08
The Global Insurance Industry
The world’s insurance sector has spent the
last two years in the shadow of the global
economic crisis. In developed countries, this
situation led to a significant contraction
in insurance premium volumes whereas
among developing countries, such volumes
continued to grow.
In 2008 the global insurance industry
suffered from the first real-term
contraction in its experience since 1980,
with total premium production down by
2% year-on and weighing in at USD 4.3
trillion. Of this total, USD 2.5 trillion was
Development in International Trade
(2008-2009/million dollar)
Inflation (%)
09
were worth USD 140,775 million. FOB
exports shrank by 22.6% year-on-year
to USD 102,165 million in value. Because
the cutback in imports was greater than
that in exports, ratio of import covered
by exports shot up quite unexpectedly
to 72.6%. These developments caused a
significant contraction in the country’s
current account deficit beginning with
the last quarter of 2008. Looking at 2009
as a whole, the current account deficit
was down by 67% compared with 2008,
shrinking from USD 41,946 million to only
USD 13,958 million.
10.06
09
08
08
The USD 50 billion paid out against natural
disaster claims in 2008 made it one of the
most expensive years ever experienced by
the insurance industry in its history. While
most companies managed to cover these
huge losses thanks to their robust capital
structures, a few American and European
insurers racked up such huge losses that
they were forced to seek government
support in order to stay afloat.
Increase in World Premium
Production (%)
07
140,775
201,964
Export
09
Total claims down in 2009
While the economic loss resulting from total
claims was USD 268 billion in 2008, in 2009
it was only USD 62 billion. In 2008 the cost
of insured losses amounted to USD 52.5
billion; in 2009 it was down to less than
half of that at USD 26 billion. The principal
reason for the observed 51% decline in
insured loss costs is said to be a relatively
uneventful hurricane season last year.
08
Import
6.53
from the life branch and the remaining USD
1.8 trillion was from all non-life branches.
Among the developed countries, premium
production shrank by 3.4% in real terms
in 2008 and amounted to USD 3.8 trillion.
Among the developing countries, there
was an 11.1% real-term rise, with the total
reaching USD 513 billion in value.
102,165
132,027
06
-2.0
3.6
4.2
16
Economic and Sectoral Outlook
2009: A more favorable year from the
standpoint of compensation payments.
Total insured losses arising from natural
disasters amounted to only about USD 22
billion in 2009. The two biggest sources
of these insured losses were Europe (USD
7.7 billion) and North America (USD 12.7
billion). The biggest single natural disaster
loss (reaching USD 3.3 billion in total) was
caused by Klaus, a European cyclone that
affected such countries as France, Italy,
and Spain. By comparison and despite the
huge destruction which they wrought, a
7.6 earthquake in Indonesia caused insured
losses amounting to only USD 40 million
while Typhoon Morakot resulted in about
USD 100 million worth of claims in the
devastated areas of Taiwan, China, and the
Philippines. Other natural disasters last
year causing insured losses were a June
hailstorm in Switzerland and Austria (USD
1.25 billion) and February brushfires in
Australia (USD 1 billion).
Council of Europe approves Solvency II
In 2009 the Council of Europe approved
the Solvency II regime of regulatory
requirements whose compliance will be
required of European insurers. According to
the EU’s Solvency II calendar, implementing
measures will be agreed upon during 2010
so that the directive may go into effect
in 2012. Solvency II seeks to encourage
insurers to make use of the most advanced
risk management techniques while
also providing greater safeguards for
policyholders.
2009: A good year for reinsurance
companies
Reinsurance companies typically take
a more effective approach to risk
management and adhere to more prudent
investment policies compared with other
insurance market players. Last year
reinsurers largely held onto the economic
capital which they needed in order to
allocate reinsurance coverage and liquidity
to the ceding companies with which they
have close business relationships. An
extremely low level of natural disaster
claims in 2009, relatively prudent attitudes
with respect to business acceptance
policies throughout the sector, a release of
prior-year technical reserves, and a modest
recovery in capital markets all led to an
observed rise in sectoral profitability and
investment returns.
Company mergers and acquisitions driven
by both insurers and reinsurers turning to
capital markets in line with their strategic
needs appear to have gained momentum
in 2009.
The Insurance Industry in Turkey
The sector experienced a real contraction
as a result of the crisis.
Although the insurance industry exhibited
a relatively good performance in the life
branch in 2009, it was unable to achieve
the same success in the elementary
branches. In addition to having to contend
with the global financial crisis, the Turkish
insurance industry was also seriously
affected by floods that took place in
İstanbul in the third quarter of the year.
Non-life Total Premium Production
(million TL)
Non-life Technical Profit /
Gross Premium Ratio (%)
09
10,474
09
08
10,204
08
1.04
3.96
Total premium production in all nonlife branches in 2009 was up by 2.7%
year-on and it reached TL 10,474 million.
Life branch premium production during
the same period increased by 14.6% to
TL 1,807 million. Overall growth in all
branches was 4.3%, with total premium
production weighing in at TL 12,281 million.
Considering that the twelve-month rise
in consumer prices in 2009 was 6.53%,
the real change corresponds to a 3.7%
contraction in the non-life branches and
to a 7.6% rate of growth in the life branch.
Overall, the sector experienced a 2.2%
decline in its premium production however.
Technical profits down in 2009
Depressed demand brought on by the
economic crisis combined with the effects
of years of chronic competition among
companies to undercut one another on
price. The result was that the expected
rise in the sector’s premium production
did not materialize while both financial
and technical profits declined. A rise in
compensation payments also played
a significant role in reducing profits.
Technical profit ratios in 2009 were 1.04%
in the non-life branch, 5.93% in all life
branches, and 1.34% overall.
Superior performance in compensation
payments
The adversities from which the sector
suffered did not affect its compensation
payments. Total claims paid out in 2009
were up 20.5% year-on and amounted to TL
8,473 million.
17
It is thought that the contraction in the insurance industry
will give way to a moderate resumption in growth in parallel
with macroeconomic developments that are expected to be
taking place in 2010.
Heavy precipitation in different parts of
Turkey during different times of the year
led to flooding and to a variety of losses
associated with it. Among these were the
disastrous floods which occurred in the
Marmara region, especially in İstanbul, in
September and which went on record as
the highest catastrophic losses suffered
by the Turkish insurance market since the
Marmara earthquake of 1999. These floods
caused insured losses which were put at
about TL 637.2 million.
As of end-2009 a total of TL 365.6 million
had been paid out as compensation for
these losses, with outstanding claims
amounting to TL 271.6 million. Efforts
made by the sector in the wake of the
catastrophic flooding together with
payment of a substantial volume of claims
in a short time represent an important
development from the standpoint of
demonstrating the sector’s trustworthiness.
Continued efforts to strengthen the sector
infrastructure with laws and regulations
Intensive efforts on the part of the Treasury
Undersecretariat played a great role in
ending the legal framework problems
from which the sector suffered in the past.
With the introduction of new laws and
regulations that have been prepared to be
compliant with EU legislation, the Turkish
insurance industry has begun to acquire
a legal framework that is compatible with
both international standards and with
current practices.
Arbitration mechanism goes live in 2009
The Insurance Arbitration Commission
was formed under article 30 of Statute
5684 for the purpose of ensuring that
disputes arising under insurance contracts
between insurers on the one hand and
policyholders and beneficiaries on the other
are resolved by arbitrators in a prompt and
straightforward manner. As of 13 August
2009, the commission began accepting
petitions pertaining to such disagreements.
The commission consists of 101 arbitrators
of whom 10 are responsible for the life
branch and 91 are responsible for nonlife branches. As of 21 August 2009, 37
insurance companies had been included in
the new arbitration system.
A greater desire to invest in developing
countries
Global insurance companies take an interest
in emerging markets because such markets
have not yet reached saturation and
because of their huge potential arising from
their demographic features. While such
interest may have waned initially in the
face of the economic crisis, the resilience
that these markets showed throughout
the crisis process has prompted a renewed
interest in them. It is expected that insurers’
desire to invest in emerging markets such
as Turkey will continue and grow stronger
in 2010 and the years that follow.
Among the companies that began doing
business under new names as a result of
mergers and acquisitions in 2009, mention
should be made of Groupama (the result
of a Başak Groupama Sigorta and Güven
Sigorta merger), ING Emeklilik (the result
of the ING Group’s acquisition of OYAK
Emeklilik’s business activities), and Alianz
(the result of Alianz’s taking full control of
Koç Alianz).
Real growth expected in the insurance
industry in 2010
It is thought that the contraction in the
insurance industry will give way to a
moderate resumption in growth in parallel
with macroeconomic developments that
are expected to be taking place in 2010.
Recognizing that overall profitability in
the sector can be improved by increasing
technical profitability, the crucial issues
confronting insurers will be:
• Determining prices accurately,
• Focusing on technical profitability rather
than on financial profitability,
• Increasing public awareness of insurance
and its importance.
18
Number of Personnel
Number of Agencies
Number of Policies
Premium Production (TL)
Gross Claims Paid (TL)
Company Growth Rate (%)
Elementary Sector Ranking
Elementary Sector Market Share (%) Technical Profit (TL)
Net Profit (TL)
20092008
521
414
2,439
2,259
3,028,417
2,961,469
727,074,961
709,619,300
442,787,301
361,176,226
2.5
11.2
5
5
7.2
7.2
30,017,920
57,001,769
(16,810,104)
11,081,365
Number of Agencies
09
2,439
08
2,259
Number of Personnel
09
521
08
414
Developments in premium production and portfolio shares
The biggest rise (22.86%) in Güneş Sigorta’s premium production took place in the Agriculture branch followed in turn by rises in
the Motor Third Party Liability (8.71%) and Marine (4.46%) branches. Overall growth in the company’s premium production last
year was 2.46%, a performance that maintained the fifth-place ranking in the sector that Güneş Sigorta has held since 2007.
Looking at a breakdown of 2009 production on an individual branch basis, the biggest share (36.01%) of the portfolio was contributed by
Accident policies. In the Agriculture branch, Güneş Sigorta rose to second place in the sector last year with a 22.86% increase in its premium
production.
Premium Production (TL)
Fire
Marine
Engineering
Accident
Motor Third Party Liability
Health
Agriculture
Non-life Total
Life
Grand Total
2009
2008
133,371,816138,631,956
26,196,37925,077,552
49,475,63953,887,861
261,789,593252,569,065
168,344,839
154,863,189
58,012,18359,981,506
29,831,56024,280,246
727,022,010
709,291,375
52,951327,925
727,074,961
709,619,300
Non-life Total (%)
09
08
2.5
11.2
19
Number of Policies
Fire
Marine
Engineering
Accident
Health
Agriculture
Non-life Total
Life
Grand Total
2009
2008
496,333477,492
96,135107,682
14,95517,861
1,156,3391,130,572
1,163,438
1,135,041
31,90725,256
68,30266,464
3,027,409
2,960,368
1,0081,101
3,028,417
2,961,469
Increase in the Number of Policies in
Non-life Branch (%)
09
2.3
08
10.9
In 2009 Güneş Sigorta ranked 5th in the sector with a total premium production amounting to TL 727,075 thousand.
In the face of intense competition, technical profit fell from TL 57,002 thousand in 2008 to TL 30,018 thousand 2009.
Technical Profit (TL)
Fire
Marine
Engineering
Accident
Health
Agriculture
Non-life Total
Life
Grand Total
2009
2008
21,364,16622,528,223
4,264,5094,550,395
7,965,8549,194,961
15,464,24926,250,347
(16,756,161)
(415,340)
(4,457,386)(7,608,889)
2,129,7422,350,893
29,974,973
56,850,591
42,947151,178
30,017,920
57,001,769
Gross Technical Profit / Gross
Premium Ratio (%)
09
4.1
08
8.0
Net claims paid by Güneş Sigorta in 2009 rose to TL 308,644 thousand. The company’s claims/premium ratio was 82.42%.
Claims/Premiums (net) (%)
Fire
Marine
Engineering
Accident
Health
Agriculture
Non-life Total
Life
Grand Total
2009
2008
36.0635.18
16.5738.27
53.9923.52
81.4876.67
96.15
90.57
90.50173.85
47.3928.21
81.59
78.59
5748.49533.86
82.42
78.98
Claims/Premiums Ratio (%)
09
08
82.4
79.0
20
In 2009 Güneş Sigorta increased its premium production to
something over TL 727 million. With its 7% or so market share,
it ranks among the top five insurers in the sector.
Güneş Sigorta in general:
• Completed 2009 with a performance
in line with its targets.
• Booked premiums worth TL 727,075
thousand while issuing more than 3
million policies.
• Launched a sales-focused
organizational model whose aim is
customer satisfaction.
• Added new customers to its corporate
clients portfolio.
• Created a sales consultancy system.
• Achieved productivity increases in
bancassurance through its call center.
• Engaged in activities to improve
productivity and effectiveness of
agencies.
• Found the Actuarial and Technical
Data Analysis Department and the
Internal Control and Risk Engineering
Department.
An exemplary service provider in a
competitive environment, Güneş Sigorta
has become one of the Turkish insurance
industry’s most distinguished and preferred
companies by virtue of its 52 years of
experience and of the consistent financial
and operational performance that it has
registered to date. Güneş Sigorta is an
insurer that has proven its superiority
through the customer-focused service
approach to which it gives importance in
the delivery of insurance products and
services.
Güneş Sigorta ranks among the sector’s
leading companies with:
• Head office
• 11 regional offices
• 7 representative offices
• 7.2% market share
Güneş Sigorta’s basic goal is to continue
being a company which is profitable, which
regards the customer as the focal point of
everything that it does, and which enters
into enduring and long-term relationships
with its customers. To that end, Güneş
Sigorta has been continuously and
systematically developing its products and
services, its service delivery processes, and
its human resources for the last two years.
A sales-focused organizational model was
built.
The aim of the sales-focused organizational
model, which was completed in 2009, is to
further advance Güneş Sigorta’s identity
as an insurance company which supplies
the right product to the right customer
at the right time and at the right price. At
every stage of the insuring process from
determining the proper level of coverage
for a customer’s risk to issuing a policy
and from risk engineering consultancy
to claims payments, Güneş Sigorta
consistently adhered to its strategy of being
customer-focused on sales while remaining
committed to ethical values.
Under the heading of structuring the
company’s sales-focused organizational
model, regional offices were given
important responsibilities related to
improving the effectiveness of relations
between the company and all the sales
channels under their control.
Sales and Marketing Management units,
which are responsible for coordinating
activities with Headquarters units, have
undertaken such important duties as
determining targets on an individual
agency basis, monitoring performance, and
developing campaigns and new projects.
21
Under the same heading, the organizational
model was strengthened and, where
necessary, restructured with the assignment
of knowledgeable personnel in order to
keep track of processes.
Under the heading of activities aimed at
developing relationships with agencies,
personnel numbers were increased
in technical and sales units, business
processes were reviewed, and a faster and
more effectively operating organizational
model was formulated.
Under the heading of activities which have
been carried out with the utmost attention
for the last two years in order to make
Güneş Sigorta’s product and service delivery
processes more productive, strategically
important projects were undertaken dealing
with such issues as increasing customer
satisfaction and strengthening customer
relations, designing and implementing
improvements in product and service
deliveries, accelerating existing business
processes, and developing relations with
agencies.
Diversifying alliances in bancassurance
Foremost among the factors that have
put Güneş Sigorta in the position it is
today as it undergoes constant change
and development are business policies
which it structures and implements with
a sophisticated service perspective, high
quality human resources, and advanced
information technology.
Seeking to be “the company that is the
most effective and successful implementer
of bancassurance” in the insurance industry,
Güneş Sigorta began to phase its new
technological infrastructure into service
in 2009.
This new infrastructure will make it possible
for Güneş Sigorta to supply its insurance
products and services from A to Z on an
open platform that is integrated with webbased technology. The goal is to have this
comprehensive project, in the first stage
of which bancassurance production and
collection modules will be coming online
for specific products, completed by the end
of 2010.
As a result of this project, Güneş Sigorta’s
banking, agency, and broker sales channels
will be able to issue policies and surrender
them to customers within the framework
of regionally-defined authorities and by
means of processes which are completely
up to date, optimized, and backed by webbased applications. This will have the effect
of speeding up premium collections as
well. This new structure will increase Güneş
Sigorta’s competitive strength while also
providing effectiveness, productivity, and
speed and allowing it to offer its products
and services to broader customer groups.
Sales Support Team provided quick-access
offer and policy services to about 240 bank
branches located all over Turkey.
Accessible from anywhere in Turkey
Güneş Sigorta is an insurance company
with one of the most extensive sales
channels in Turkey.
Last year Güneş Sigorta served customers
through a total of 2,533 sales channels
consisting of:
• 1,667 special agencies
• 442 VakıfBank branches
• 271 other bank branches
• 94 customer entities
• 59 brokers.
Güneş Sigorta continued to collaborate
with Albaraka Türk, Anadolubank, and
Tekstilbank in the bancassurance business
line along with VakıfBank as well in 2009.
Developments in the corporate portfolio
Giving greater impetus to the expansion
of its corporate portfolio, Güneş Sigorta
continued to add new customers to it
last year. Major corporate customers such
as Turkish Airlines, İbrahim Bodur (Kale)
Holding AŞ, Yıldız Sunta MDF Orman
Ürünleri, Şölen Çikolata Gıda Sanayi Ticaret
AŞ, and Star Matbaa Sanayi ve Ticaret
AŞ were among the biggest corporate
institutions that chose Güneş Sigorta to
handle their insurance business in 2009.
Growth of productivity among financial
institutions
In 2009 Güneş Sigorta created a Central
Operations Service Point to deal with the
financial institutions with which it works in
the bancassurance business line.
Public tenders make up another focal point
for Güneş Sigorta. In 2009 the company
added such public institutions as İstanbul
Ulaşım AŞ (İstanbul’s municipal rail transit
authority) and TPAO (Turkish Petroleum
Corporation) to its portfolio.
To enable financial institutions to receive
faster and more effective service, highpotential bank branches were assigned the
“Key Branch” designation, thus enabling
them to obtain offer and policy services
directly from the Güneş Sigorta Call Center.
During 2009, the Güneş Sigorta Central
22
In 2009 once again Güneş
Sigorta maintained its
customer-focused
business approach
through new products
that it added to its
portfolio while meeting
customer demands
through a successful
product and service policy.
Having demonstrated its expertise in
bancassurance, Güneş Sigorta also enjoys
a long-standing reputation for being
strongly positioned in the agency/broker
sales channel as well and it intends to
pursue growth in this area. In line with
this aim, both infrastructure and staffing
have been overhauled and strategies
have been identified whereby long-term
relationships with agencies and brokers
may be further developed.
Agency relationships based mutual trust
and productivity
Güneş Sigorta enjoys a long-standing
reputation for being strongly positioned in
the agency and broker sales channel as well
and it intends to pursue growth in this area.
In line with this aim, both infrastructure
and staffing have been overhauled and
strategies have been identified whereby
long-term relationships with agencies
and brokers may be further developed.
When establishing relationships with new
agencies and brokers, Güneş Sigorta is
determined to be selective in its approach
and not to deviate from its traditional
policies.
Insurance sales consultants and
operational sales consultants in-charge
In 2008 and 2009, Güneş Sigorta’s regional
sales organization was restructured and
111 insurance sales consultants (ISC) and
49 operational sales consultants (OSC)
were assigned to duties throughout the
company. All 111 of the first group were
provided with a total of 110 days of
training in the areas of effective telephone
communication skills, coaching skills, and
effective time management under the
company’s Competency Development
Program.
Under the new structure, a sales
consultancy system has been created in
which each insurance sales consultant is
matched to about 30 sales channels on
average.
The basic duties of insurance sales
consultants are to manage relations and
communication with sales channels,
ensure that agencies and customers are
provided with perfect service, and support
overall portfolio development. Operational
sales consultants provide agencies with
operational support whenever they may
need it once a sale has been made.
One hundred eleven sales consultants made
a total of 21,000 visits during the conduct
of their nationwide activities throughout
Turkey in 2009.
23
Giving impetus to the expansion of its corporate portfolio,
Güneş Sigorta continued to add new customers to it last year.
2009 was a year of productivity and
competency development for agencies
Under the Agency Competency
Development Program, a total of 1,029
Güneş Sigorta agencies were provided
with 74 days of training in issues related
to sales-marketing techniques, general
accounting, and company management. A
total of 659 agencies also received 123 days
of training in basic insurance subjects.
Relationships with agencies
By means of a number of new practices
introduced in 2009, Güneş Sigorta sought
to strengthen its agency relationships and
to augment their participatory structure
by increasing the synergies among
headquarters, regional offices, and agencies.
The activities undertaken in this direction
last year are
• Special Agency Satisfaction Evaluation
System (March 2009)
• Agency Performance Evaluation System
• Successful Agencies Budapest Trip (27-30
May 2009)
• Successful Bank Branches Budapest Trip
(25-28 June 2009)
• General Agency Assembly (1-3 October
2009)
• Leaders Summit Loyalty Program Launch
(18 December 2009)
• Agencies Council (18 December 2009).
A product line that can be shaped by
customer needs
In today’s market, which is constantly being
shaped by customer needs and demands,
“change” is the most important prerequisite
for service providers wishing to maintain
their competitive strength and to ensure
their sustainable growth.
Güneş Sigorta supplies insurance products
to customers in the Fire, Accident, Marine,
Engineering, Agriculture, Health, Credit,
and Turkish Catastrophe Insurance Pool
(TCIP) branches. In order to meet the
diversified needs of different customers,
various activities are required to be realized
successfully. In 2009 once again Güneş
Sigorta maintained its customer-focused
business approach through new products
that it added to its portfolio while meeting
customer demands through a successful
product and service policy.
Güneş Sigorta seeks to achieve customer
satisfaction through effective claims
management
Improvements in claims management
processes and a painstaking, leading,
solution-focused, and prompt approach
distinguish Güneş Sigorta from its
competitors.
When risks materialize, Güneş Sigorta
accepts claims-related notifications via its
Customer Satisfaction Line and its Claims
Reporting Line on +90 212 4441957. It
then immediately enters them into its file
tracking system.
Compensation payments, which the
company processes in line with its
customer-focused service approach, are
made through the electronic funds transfer
system that is state-of-the-art technology.
Güneş Sigorta makes sure that its
policyholders have convenient access
to its services through 950 contractual
claims service points and 1,491 contractual
medical establishments (272 hospitals, 213
ambulatory treatment centers, 35 physical
treatment centers, 69 diagnosis centers, 74
laboratories, 627 pharmacies, 195 doctors’
surgeries, and 4 ambulance services).
Relations with reinsurers
Major international reinsurers continued
to support Güneş Sigorta in 2009 on an
ever-increasing basis. As a requirement of
its overall reinsurance policy, Güneş Sigorta
only works with reinsurers whose financial
structures are strong and whose ratings
are high.
24
In 2009 Güneş Sigorta’s main objectives
in this area were to manage its existing
reinsurance programs in line with
medium- and long-term strategies taking
the company’s market position in 2010
into account as well while also coming up
with financial optimization solutions and
including new reinsurers in the program
through the participation of existing
ones in treaties. 2010-year renewals were
successfully completed in line with targets
while it is expected that the addition of eight
new reinsurers to the company’s treaties will
provide advantages in future years.
8 new reinsurers:
• Mitsui Sumitomo (AA; S&P)
• MAAF Assurance SA (A; S&P)
• GIC India (A-; AM Best)
• Triglav Re (A; S&P)
• ARAB Re (B+; AM Best)
• Asia Capital Re (A-; S&P)
• Sompo Japan (A+; AM Best)
• Korean Re (A-; AM Best)
Actuarial and Technical Data Analysis
Department
The Güneş Sigorta Actuarial and Technical
Data Analysis Department was established
in October 2009. Actuarial competency
is a matter of vital concern for insurance
companies and is also of importance from
the standpoint of legal compliance as well.
Actuarial science is a professional discipline
whose aim is to provide advice and
guidance on such matters as determining
prices based on risk, setting aside reserves
as required by law, and calculating
compensation based on accurate statistical
considerations.
The underlying goals in setting up the
Güneş Sigorta Actuarial and Technical Data
Analysis Department were to ensure that
all actuarial activities within the company
are carried out by a single unit responsible
for providing its actuaries and managers
with the information they require and to
undertake a variety of projects related to
such issues. In order to accomplish this,
it is necessary to keep a close watch on
technological needs as well as on laws and
regulations applicable to the company’s
actuarial obligations. This newly-formed
department will be carrying out its activities
effectively in 2010 as well.
Department
In 2009, in Güneş Sigorta, Internal Control
and Risk Management Department, which is
responsible for the risk management system
of Güneş Sigorta, was founded in addition
to Internal Auditing Department.
During 2009, company personnel were
given training in internal control issues in
order to increase their awareness on the
internal control system. A report concerning
Güneş Sigorta’s level of compliance
with the requirements of Regulations
pertaining to the internal systems of
insurance, reinsurance, and pension
companies published by the Prime Ministry
(Undersecretariat of Treasury) was written up
and sent to the undersecretary in CD format.
Financial Crimes Investigation Boardrelated activities
As required by Regulations concerning
program compliance with obligations
to Laundering Proceeds of Crime and
Preventing of Terrorist Financing, Güneş
Sigorta appointed a compliance officer at
the company in 2009.
A company policy concerning this issue
has been forwarded to the Financial Crimes
Investigation Board. The Güneş Sigorta
compliance officer provided informational
training to 384 company personnel and to
273 agencies within the framework of a
training calendar prepared at headquarters
and in all regional offices.
As required, insured party identification
procedures are followed on all policies
worth TL 20,000 or more and the
information so obtained is recorded for
archival purposes.
25
Corporate Social Responsibility
Güneş Sigorta’s corporate social responsibility policy is
based on the foundation of providing support in the areas of
education, environment, sport, and art which will contribute
towards sustainable economic development.
Güneş Sigorta believes that corporate social
responsibility lies at the focal point of efforts
to increase and protect social welfare. Güneş
Sigorta’s corporate social responsibility
policy is based on the foundation of
providing support in the areas of education,
environment, sport, and art which will
contribute towards sustainable economic
development and in line with the duties
incumbent upon it as set forth in its mission
and vision.
Güneş Sigorta is a corporate citizen which
invests for the sake of future generations.
Ever since it was originally founded in 1957,
Güneş Sigorta has always been one of
Turkey’s biggest insurance companies and
in 2009 it continued to contribute towards
the business world, to art, to sport, and
to environmental awareness through the
activities that it carried out in a variety of
areas.
Contributions to the Development of
Insurance Awareness
“Güneş Ekonomi Buluşmaları (Güneş
Economics Get-Togethers)”’
The objective of the “Güneş Ekonomi
Buluşmaları” series of meetings that Güneş
Sigorta organizes jointly with the CNBC-e
TV channel is to create platforms on which
agencies, manufacturers, and businessmen in
cities where they are held can come together,
exchange ideas, and discuss the common
problems, expectations, and proposals of
the insurance industry and of industrial and
commercial circles together with the public
at large. Wherever the meetings under this
project are held, leading local businessmen
and Güneş Sigorta’s Chief Executive Manager
İlker Aycı take part in “Krize Direnen Kentler”
that is broadcast by CNBC-e. Following the
broadcast, panel discussions are held in
which representatives of local businessmen,
manufacturers, and insurers take part. The
first meeting conducted in this carefully
crafted series took place in Kayseri in
November and it was followed by meetings
in Denizli (December), Gaziantep (January),
Bursa (February), and Kocaeli (March). The
last meeting in the series took place on 27
April 2010 as a joint undertaking with the
İstanbul Chamber of Commerce.
Participating speakers in the meetings
included Mustafa Boydak (Vice Chairman of
Boydak Holding and President of the Kayseri
Chamber of Industry), Nihat Zeybekci (Mayor
of Denizli), Necdet Özer (President of the
Denizli Chamber of Commerce), Abdulkadir
Konukoğlu (Chairman of SANKO Holding),
Nejat Koçer (President of the Gaziantep
Chamber of Industry), Celal Sönmez
(President of the Bursa Chamber of Industry
and Commerce), İbrahim Karaosmanoğlu
(Mayor of Kocaeli Metropolitan Municipality),
Ayhan Zeytinoğlu (President of the Kocaeli
Chamber of Industry), and Murat Yalçıntaş
(President of the İstanbul Chamber of
Commerce).
Farmers’ crops protected by Güneş Sigorta’s
“Early Warning System”
The “Early Warning System” developed by
Güneş Sigorta to help protect greenhouse
cultivators’ crops against losses caused by
frost risk was first installed and put into the
service of farmers in the village of Alaylı
in Antalya’s Aksu county. A meteorological
information system that was launched
along with this project is now planned
for expansion to encompass all of Turkey.
The Güneş Sigorta Early Warning System
operates on the principle of giving farmers
warning in enough time to take necessary
precautions the moment that the ambient
air temperature falls below a specified value.
“Frost” coverage is now being provided for
orchards through the Agricultural Insurance
Pool System. Farmers’ compensation
payments when frost risks materialize are
effected in line with reports issued by the
meteorological stations in the county seats
of the places where the insured orchards are
located.
By means of this system, which Güneş
Sigorta put into service for the first time in
Turkey at Alaylı village, the company has
also launched an information dissemination
project that it plans to extend throughout
the whole country. This project, whose aims
26
Corporate Social Responsibility
“We as insurers will
continue to stand by
firms engaged in industry
and commerce. We will
continue to travel
around Anatolia city by
city and to have faith
in the potential of the
Turkish people.”
CEO of Güneş Sigorta
İlker Aycı speaking at
the Gaziantep Güneş
Ekonomi Buluşmaları
are to explain to farmers the benefits of
agricultural insurance and thus to encourage
the widespread use of such coverage, will be
extended to include the entire country in the
near future.
“An assessment of the impact of the global
economic crisis on the Turkish insurance
industry” seminar
reading is still not as widespread as it should
be. During 2009 Güneş Sigorta reached 100
primary schools which its own regional
departments had identified as being needy.
The company will continue with this social
responsibility campaign for the benefit of
the children who are the guarantees of our
future in 2010 as well.
Contributions to Traditional Turkish Arts
A seminar entitled “An assessment of the
impact of the global economic crisis on the
Turkish insurance industry” organized jointly
by Güneş Sigorta and the Economic Research
Foundation took place on 6 May 2009
and was attended by leading names in the
sector. During the seminar, whose opening
speakers were Hayati Yazıcı (Minister of
State and Deputy Prime Minister), Prof
Ahmet İncekara (President of the Economics
Research Foundation), Burhanettin Aktaş
(Assistant Undersecretary to the Treasury),
and İlker Aycı (CEO of Güneş Sigorta), sector
representatives and academicians had a
chance to make a detailed examination of
the global financial crisis and of its impact
on the insurance industry.
Contributions to Education
Kütüphanesiz Okul Kitap Okumayan Çocuk
Kalmasın!
In 2009 Güneş Sigorta donated thousands
of books selected from “100 Basic Works”
together with bookcases for them to 100
schools as part of its efforts to encourage
the children who represent society’s future
to study and learn more.
Under its project to reach schools that lack
libraries of their own, Güneş Sigorta provides
meaningful support for education by
supplying schools with collections of books
selected from Turkish and world literature
along with bookcases for them. Another
objective of this campaign is to cultivate the
habit of reading among children from an
early age in our country, where the habit of
Ebru classes and exhibition
Last year Güneş Sigorta organized classes in
the art of traditional Turkish marbling (ebru)
as a way of helping its employees cast off
the stress of the daily work routine and of
also encouraging the revelation of individual
talents. These activities, which were
conducted at the company’s headquarters
and at its Kadıköy, Merkez, Ege, and Trakya
regional offices from March 21st to April
18th, not only reminded their participants
about traditional Turkish arts but also
contributed towards a greater awareness
and appreciation of them. Following the ebru
classes, an exhibition was held from August
3rd to 9th at the Cezayir Exhibition Hall in
which a total of 200 works were displayed
for art lovers.
27
Contributions to Sport
Contributions to the Environment
VakıfBank Güneş Sigorta Türk Telekom
Women’s Volleyball Team
Our Solar Energy Plant is One Year Old
Originally formed in 1986 and the only
Turkish team to have won six Turkish and
two European championships, VakıfBank
Güneş Sigorta leads the way among sport
clubs that invest in volleyball infrastructure.
VakıfBank Güneş Sigorta, which has 120
athletes divided into three teams (Junior,
star, and young), seeks to take Turkish
volleyball on to even greater successes on
the international circuit. In line with this
goal, an agreement was entered into in
2009 under which the Türk Telekom women
volleyball team and the VakıfBank Güneş
Sigorta women volleyball team joined forces
on the court.
Güneş Sigorta Sailing Team
Recognizing the similarities between good
seamanship and good management, the
Güneş Sigorta Sailing Team was formed in
order to increase a sense of belonging within
the company and to strengthen employee
motivation. The team continues to make new
additions to its roster of successes.
In 2009 the Güneş Sigorta Sailing Team
successfully defended its traditional
leadership stature by placing first in:
• İstanbul Sailing Club Yacht Racing Trophy
IRC3 Class
• Denizbank TAYK (Turkish Offshore Racing
Club) Trophy Winter Cup
• İstanbul Sailing Club/Bosphorus Naval
Command Sailing Cup
The solar energy plant installed at Güneş
Sigorta headquarters generated 10,282.32
kWh of electricity in its first year.
The first private sector venture of its kind
in Turkey, the solar energy plant installed at
the headquarters building of Güneş Sigorta
located in the Esentepe district of İstanbul
has been generating electricity for over a
year now. Since it was commissioned on
13 March 2009, the plant has generated
10,282.32 kWh of electricity.
The project creates a reduction in
greenhouse gas emissions corresponding
to 7.19 tons of CO2 a year. That amount
is equal to the emissions that would be
generated by traveling 11,282 kms in vehicles
powered by fossil fuels. To absorb the
same amount of CO2 gas, 719 trees would
be required. Information about the daily
output of the solar energy plant and the
carbon dioxide emissions that it prevents is
provided for the company’s stakeholders on
the Güneş Sigorta website located at www.
gunessigorta.com.tr.
“Sailing teaches
one to identify an
objective, to examine
the circumstances and
make a detailed plan
in advance, and also to
create a sense of team
spirit by working along
with one’s teammates.”
Güneş Sigorta Sailing
Team crewmembers
28
Technical Results
Fire Insurance
Premium production in the Fire branch declined by 3.82% to TL 133,372 thousand in 2009. TL 94,262 thousand of these premiums were
ceded to reinsurers while TL 39,109 thousand were retained, thus yielding a branch conservation ratio of 29.3%.
The Fire branch’s net loss ratio in 2009 was 36.1%. Total premiums earned amounted to TL 35,456 thousand while net losses incurred
amounted to TL 12,785 thousand.
Fire Insurance
2009
Number of Policies
496,333
Premium Production
133,371,816
Retained Premiums
39,109,429 3
Retention Ratio (%)
29.3
Earned Premiums (net)
35,456,376
Losses Incurred (net)
12,785,401
21,364,166
Loss Ratio (net) (%)
36.1
Share of General Expenses Allocated
to Fire Branch
10,071,350 2008
477,492
138,631,956
8,273,775
27.6
36,892,255
12,978,492
22,528,223
35.2
10,514,200
(%) Change
3.9
-3.8
2.2
-3.9
-1.5
-5.2
-
Gross Technical Profit Ratio (%)
09
16.0
08
16.3
09
36.1
08
35.2
-4.2
Marine Insurance
Premium production in the Marine branch increased by 4.5% to TL 26,196 thousand in 2009. TL 20,837 thousand of these premiums were
The Marine branch’s net loss ratio in 2009 was 16.6%. Total premiums earned amounted to TL 5,316 thousand while net losses incurred
amounted to TL 881 thousand.
Marine Insurance
2009
Number of Policies
96,135
Premium Production
26,196,379
Retained Premiums
5,359,349
Retention Ratio (%)
20.5
5,315,891
880,974
4,264,509
16.6
to Marine Branch 2,143,438 2008
107,682
25,077,552
7,238,842
28.9
7,242,599
2,771,632
4,550,395
38.3
(%) Change
-10.7
4.5
-26.0
-26.6
-68.2
-6.3
-
2,251,332
-4.8
09
16.3
08
18.1
09
08
16.6
38.3
29
Engineering Insurance
Premium production in the Engineering branch declined by 8.2% to TL 49,476 thousand in 2009. TL 44,457 thousand of these premiums
were ceded to reinsurers while TL 5,019 thousand were retained, thus yielding a branch conservation ratio of 10.1%.
The Engineering branch’s net loss ratio in 2009 was 54%. Total premiums earned amounted to TL 4,075 thousand while net losses incurred
Engineering Insurance
Number of Policies
Premium Production
Retained Premiums
Retention Ratio (%)
Share of GeneralExpenses Allocated
to Engineering Branch 2009
14,955
49,475,639
5,018,920 10.1
4,074,791 2,200,143 7,965,854 54.0 2,057,915 2008
17,861
53,887,861
3,395,285 6.3
7,333,721 1,724,600 9,194,961 23.5
2,230,041 (%) Change
-16.3
-8.2
47.8
-4.4
27.6
-13.4
-
09
16.1
08
17.1
09
08
54.0
23.5
-7.7
Accident Insurance
Premium production in the Accident branch increased by 3.7% to TL 261,790 thousand in 2009. TL 100,229 thousand of these premiums
The Accident branch’s net loss ratio in 2009 was 81.5%. Total premiums earned amounted to TL 160,782 thousand while net losses incurred
Accident Insurance
Number of Policies
Premium Production
Retained Premiums
Retention Ratio (%)
Gross Technical profit
to Accident Branch 2009
1,156,339
261,789,59
161,560,123 61.7
160,781,777 131,004,906 15,464,249 81.5
2008
1,130,572
252,569,065
171,496,079
67.9
161,824,783
124,066,761 26,250,347 76.7
(%) Change
2.3
3.7
-5.8
-0.6
5.6
-41.1
-
16,261,350 21,983,843
-26.0
09
5.9
08
10.4
09
08
81.5
76.7
Premium production in the Accident branch represents the total of premiums received on all Motor Accident, Personal Accident, Legal
Protection, and Credit insurance policies.
30
Technical Results
Motor Third Party Liability Insurance
Premium production in the Motor Third Party Liability branch increased by 8.7% to TL 168,345 thousand in 2009. TL 32,595 thousand of
these premiums were ceded to reinsurers while TL 135,749 thousand were retained, thus yielding a branch conservation ratio of 80.6%.
The Motor Third Party Liability branch’s loss ratio in 2009 was 96.2%. Total premiums earned amounted to TL 120,465 thousand while net
losses incurred amounted to TL 115,829 thousand.
Motor Third Party Liability Insurance
2009
Number of Policies
1,163,438 Premium Production
168,344,839 Retained Premiums
135,749,424 Retention Ratio (%)
80.6
120,464,827 Losses Incurred (net)
115,829,339 Gross Technical profit
(16,756,161) Loss Ratio (net) (%)
96.2 Share of G neral Expenses Allocated
to MTPL Branch 17,649,849 2008
1,135,041
154,863,189
124,444,846
80.4
111,614,048
101,094,372 (415,340) 90.6
(%) Change
2.5
8.7
9.1
7.9
14.6
3,934.3
-
20,303,951 -13.1
09
-10.0
08
-0.3
09
96.2
08
90.6
Health Insurance
Premium production in the Health branch declined by 3.3% to TL 58,012 thousand in 2009. TL 11,989 thousand of these premiums were
The Health branch’s net loss ratio in 2009 was 90.5%. Total premiums earned amounted to TL 46,135 thousand while net loss incurred
Health Insurance
Number of Policies
Premium Production
Retained Premiums
Retention Ratio (%)
to Health Branch 2009
31,907
58,012,183 46,023,664 79.3 46,134,910 41,751,925 (4,457,386) 90.5 2008
25,256
59,981,506
26,455,019 44.1
14,739,844 25,624,486 (7,608,889) 173.8
(%) Change
26.3
-3.3
74.0
213.0
62.9
-41.4
-
13,157,270 1,446,335 809.7
09
-7.7
08
-12.7
09
08
90.5
173.8
31
Agricultural Insurance
Premium production in the Agricultural branch increased by 22.9% to TL 29,832 thousand in 2009. TL 27,636 thousand of these premiums
The Agricultural branch’s net loss ratio in 2009 was 47.4%. Total premiums earned amounted to TL 2,210 thousand while net losses incurred
Agricultural I nsurance
2009
Number of Policies
68,302
Premium Production
29,831,560
Retained Premiums
2,195,799 Retention Ratio (%)
7.4
Earned Premiums (net) 2,209,624
Losses Incurred (net) 1,047,196
2,129,742 Loss Ratio (net) (%)
47.4 Share of General Expenses Allocated to
Agricultural Branch 1,048,433 2008
66,464
24,280,246
2,263,103 9.3
2,612,425
736,840
2,350,893
28.2
(%) Change
2.8
22.9
-3.0
-15.4
42.1
-9.4
-
737,222 42.2
09
7.1
08
9.7
09
08
Premium production in the Agricultural branch includes premiums received on TARSİM policies.
47.4
28.2
32
Management and Corporate Governance Practices
Board of Directors
Süleyman Kalkan, Chairman
Süleyman Kalkan is a graduate of Ankara
University, Faculty of Political Sciences,
Department of International Relations. Mr Kalkan
began his career in 1983 as an assistant bank
inspector at Türkiye İş Bankası, subsequently
serving as an assistant retail loan manager,
commercial credit regional manager, nonperforming loan manager, and branch manager
at the same bank. Mr Kalkan currently serves on
the boards of a number of concerns and has been
the executive Member of the Board of Directors
and CEO of VakıfBank since 19 March 2010.
İsmail Alptekin, Vice Chairman
İsmail Alptekin is a graduate of İstanbul
University, Faculty of Law. He began his career
with an independent law practice in 19681975 and subsequently served as an attorney
for Türkiye Zirai Donatım Kurumu and as a
comptroller for TÜBİTAK (Scientific and Technical
Research Council of Turkey). He held a seat on
the VakıfBank Board of Directors for two terms
and was a member of the Ankara Metropolitan
Municipal Council. He served for two terms as an
MP: the first in the 21st parliament representing
Bolu and the second in the 22nd representing
Ankara, during the latter of which he was also
vice president of the Grand National Assembly
of Turkey. Mr Alptekin has been a member of the
VakıfBank Board of Directors since 3 April 2010.
M. İlker Aycı, CEO and Director
M. İlker Aycı graduated from Bilkent University,
Department of Political Science and Public
Administration in 1994. In 1998, he completed
an MA at Marmara University, Department
of International Relations. Mr Aycı began
his career in 1994. He was appointed to the
position of general manager of Asal Dış Ticaret
A.Ş., a foreign trade company, in 2000 and later
became chairman of the same company’s board.
He subsequently served as assistant general
manager and general manager at Başak Sigorta.
Mr Aycı has been CEO of Güneş Sigorta since 28
July 2006.
Feyzi Özcan, Director
Feyzi Özcan is a graduate of Gazi University,
Faculty of Economics and Administrative
Sciences, Department of Public Finance. He
began his career in 1989 as an assistant bank
inspector at VakıfBank and subsequently served
as manager, vice president, and president in a
number of branches and units of the same bank.
Mr Özcan has been an assistant general manager
of VakıfBank since 2005.
M. Recep Zafer, Director
M. Recep Zafer is a graduate of Marmara
University Faculty of Economics and
Administrative Sciences, Department of
Economics. He completed his MA at the same
University in the Institute of Social Sciences,
Department of Econometrics and he also earned
his PhD at Institute of Banking and Insurance. He
has been serving in a variety of positions in the
banking sector since 1995, most recently as head
of the financial management department of T.C.
Ziraat Bankası. Mr Zafer has been an assistant
general manager of VakıfBank since 13 June 2006.
Haluk Tarakçıoğlu, Director
Haluk Tarakçıoğlu is a graduate of Ankara
University Faculty of Languages, History and
Geography, Department of Italian Language
and Literature. Working as a journalist at the
Union of Chambers and Commodity Exchanges
of Turkey and for the newspapers İktisat and
Sabah, he was later appointed to the staff of
the Prime Ministerial Press and Public Relations
Department as Ministerial Consultant. He is
presently a Prime Ministerial Consultant and
Principal Clerk.
33
Participation in Board of
Directors Meetings
26.01.2009
27.02.2009
12.03.2009
16.03.2009
16.03.2009
01.04.2009
08.04.2009
29.04.2009
20.05.2009
11.06.2009
30.07.2009
21.08.2009
24.08.2009
11.09.2009
19.10.2009
28.10.2009
23.11.2009
10.12.2009
21.12.2009
31.12.2009
The company’s board meetings were convened
with all of its members in attendance.
Jean Rene de Charette, Director
Jean René de Charrette is a graduate of the Higher
School of Commerce in France. He began his
career in 1977 as a deputy chief of special markets
at GAN. He subsequently served in the capacity
of Insurers Committee President, international
commercial chief, and vice president of the
Insurers Committee before his appointment to the
position of general manager of GAN-Portugal Life
and Non-life Insurance. Mr de Charrette has been
finance director at Groupama SA since 2001.
Jean François Lemoux, Director
Jean François Lemoux is a graduate of HEC Paris.
He began his career in 1971 at VIA Assurances
Group, where he served as marketing manager,
management comptroller, assistant sales
manager, and finally assistant general manager
for life insurance. He joined the Athena Group
in 1988 and served there first as the general
manager of Proxima and then as the general
manager of PFA Life. Following the acquisition
of GAN by Groupama in 1998, he was appointed
to a seat on the GAN SA board of directors.
Mr Lemoux has been the general manager of
Groupama SA since 2003.
Statutory Auditors
Kemal Şahin, Statutory Auditor
Kemal Şahin is a graduate of Ankara University
Faculty of Political Sciences, Department of
International Relations. He began his career
at VakıfBank as a deputy internal auditor and
subsequently served as a deputy manager at
İstanbul Stock Exchange, manager and assistant
general manager at Vakıf Yatırım. He also worked
at VakıfBank as Levent branch manager and
Marmara region manager. Mr Şahin is currently
regional manager of the bank’s İstanbul 4th
regional office.
Necmi Alper, Statutory Auditor
Necmi Alper is a graduate of Dokuz Eylül
University Faculty of Economics and
Administrative Sciences, Department of Public
Administration. Mr Alper has been VakıfBank
retail banking president since 2007.
Changes in Board of Directors Membership
Bilal Karaman resigned his position as chairman of
the board as of 30 March 2010.
Hasan Özer resigned his seat on the board
as of 30 March 2010.
Şahin Uğur resigned his seat on the board
as of 21 December 2009.
Herve François Magro resigned his seat on the board
as of 27 May 2009.
34
Senior Management
M. İlker Aycı, CEO and Director
M. İlker Aycı graduated from Bilkent University, Department of
Political Science and Public Administration in 1994. In 1998,
he completed an MA at Marmara University, Department of
International Relations. Mr Aycı began his career in 1994. He
was appointed to the position of general manager of Asal Dış
Ticaret A.Ş., a foreign trade company, in 2000 and later became
chairman of the same company’s board. He subsequently
served as assistant general manager and general manager at
Başak Sigorta. Mr Aycı has been CEO of Güneş Sigorta since 28
July 2006.
Ömer F. Ergin, Deputy Chief Executive Officer
Ömer F. Ergin is a graduate of İstanbul University Faculty of
Law. He began his career in 1979 as a practicing attorney and
has been working at Güneş Sigorta since 1981. Mr Ergin is
currently a Deputy CEO responsible for legal affairs and claims
management at the company.
Hasan Altaner, Deputy Chief Executive Officer
Hasan Altaner is a graduate of Eskişehir Academy of Economics
and Administrative Sciences of Business Administration. He
began his career in 1980 at the Güneş Sigorta Treaty Service,
subsequently working as Marine Insurance Manager, and
Technical Services Deputy CEO. After 2004 Mr Altaner worked
as Turkish executive director for Willis Re and then as assistant
general manager and vice general manager at HDI Sigorta
before joining Güneş Sigorta as a Deputy CEO responsible for
technical management at Güneş Sigorta on 1 May 2009.
M. Taner Senseven, Deputy Chief Executive Officer
M. Taner Senseven is a graduate of the Military Academy. He
worked as Marketing, Advertising, and Public Relations Director
of the National Olympics Committee of Turkey in 1996-2006.
Mr Senseven has been a Deputy CEO responsible for strategy
and systems management at Güneş Sigorta since 2006.
35
Serhat S. Çetin, Deputy Chief Executive Officer
Serhat S. Çetin is a graduate of Ankara University Department
of Sociology and got a master’s degree in business
administration. He served as operations chief for Turkish
Airlines, as portfolio manager for Yapı Kredi Bankası, and as
general manager of the Çevtem Group of Companies. Mr Çetin
has been a Deputy CEO responsible for marketing and sales
management at Güneş Sigorta since 2006.
Mehmet Bostan, Deputy Chief Executive Officerı
Mehmet Bostan is a graduate of İstanbul University Faculty
of International Relations and also holds an MBA in English
from İstanbul Bilgi University. He began his career in 1995 as a
corporate banking officer at DenizBank. Mr Bostan subsequently
worked as a senior marketing manager at BNP Ak Dresdner Bank,
as a manager at Türkiye Sınai Kalkınma Bankası, and finally as
the chief representative for Turkey at Dresdner Bank AG before
joining Güneş Sigorta as a Deputy CEO responsible for financial
affairs management on 1 September 2009.
Internal Auditing
Gürcan Tüfekçi
Gürcan Tüfekçi is a graduate of Gazi University
Department of Finance. He joined Güneş Sigorta as
Internal Auditing Deputy Manager in 1993. Mr Tüfekçi
was appointed to the position of Internal Auditing
manager in 1997 and currently holds that position.
F. Mehmet Batumlu
F. Mehmet Batumlu is a graduate of İstanbul Technical
University Department of Management Science and
Engineering. He joined Güneş Sigorta in 2002 as a
specialist at the company’s Marketing Department also
served under the same title for the Funds Management
(2003) and Internal Auditing (2005) departments. Mr
Batumlu became Internal Auditing Department deputy
manager in 2007 and was appointed Internal Control and
Risk Management Department deputy manager in 2009.
36
Organization Chart
Board of Directors
Internal Control and Risk
Management
Mehmet Batumlu
Internal Auditing
Gürcan Tüfekçi
C.E.O.
M.İlker Aycı
Quality Management
Representative
M. Taner Senseven
Deputy Chief
Executive Officer
M. Taner Senseven
Deputy Chief
Executive Officer Hasan Altaner
S.P.M.S.D.*
Department
Risk Engineering
Department
Human Resources
Department
Deputy Chief
Executive Officer Serhat S. Çetin
Deputy Chief
Executive Officer
Mehmet Bostan
Group Department
Financial Affairs
Management
Deputy Chief
Executive Officer Ömer F. Ergin
Group Department
Marketing
Group Department
Health Insurance
Fire and Engineering
Insurance Department
Business
Development and
Client Segmentation
Department
Health Insurance
Technical Department
General Accounting
Department
Claims Management
Department
Technical and Support
Services Department
Marine Insurance
Department
Agency Sales
Department
Health Insurance Sales
Department
Fond Management
Department
Claims Control and
Training Department
Training and
Competency
Development
Department
Reassurance and
Special Risks
Department
Corporate Sales
Department
Health Insurance
Direct Sales
Department
Budget Planning and
Investor Relations
Department
İstanbul Claims
Management
Department
Advertising and Public
Relations Department
Actuarial and Technical
Data Analysis
Department
Financial
Institutions Sales
Department
Technical Accounting
and Financial Control
Department
Recourse Department
Purchasing
Department
Group Department
Technical
Customer Relations
Management
Department
Management
Information Systems
Department
Group Department
Information
Technology
Information
Technology System
Support Management
Miscellaneous
Accident Insurance
Department
Information
Technology Project
Management
*Strategic Planning and Management Systems Development Department
Motor and Personal
Accident Insurance
Department
Agricultural Insurance
Department
Regional Offices
Legal Consultancy
37
Güneş Sigorta A.Ş.
Headquaters and Regional Office Managers
Group Directors
Tayfun Altıntaş Technical Management Group Director
Elvan Atalay Health Insurance Group Director
Deniz Kanijali Marketing Group Director
Celal Küsmen Financial Affairs Management Group Director
Can Saka Region Group Director
A. Serdar Yakut Information Technology Management Group
Director
Region Managers
Zeliha Alkoç İstanbul Central Region Manager
Kenan Sarı Kadıköy Region Manager
Selman Çintiriz Central Anatolia Region Manager
A. İlker Yaman Aegean Region Manager
Hamza Çağlar Mediterranean Region Manager
Bülent Hadi Aysalan Southern Anatolia Region Manager
Can Saka Black Sea Region / Group Manager
S. Somer Orhan Marmara Region Manager
Beyler Yıldız Eastern Anatolia Region Manager
Murat Konca Thrace Region Manager
Hakan Emerce T.R.N.C. Region Manager
Strategy and System Management Department Managers
Selma Kalkavan Strategic Planning ve Management Systems
Development Manager
Gürkan Emecan Human Resources Manager
Dilek Alaeddinoğlu Human Resources Deputy Manager
M. Şakir Keskin Technical and Support Services Manager
Ali Öntanır Training and Competency Development Manager
Yeşim Burul Seven Advertising and Public Relations Deputy Manager
A. Bilgin Günay Information Technology System Support Manager
Olcay Şahin Information Technology Project Manager
Şeyda Köksal Management Information System Deputy Manager
Çetin Çelik Purchasing Deputy Manager
Financial Affairs Management Department Managers
Gürkan İpek General Accounting Manager
Gözde Ayvazoğlu Şenyurt Receivables Collection Deputy Manager
Fulden Pehlivan Budget Planning and Investor Relations Deputy
Manager
Firdevs Günday Technical Accounting Deputy Manager
A. Şenay Cansız Financial Control and Reporting Deputy Manager
Internal Auditing Department Managers
Gürcan Tüfekçi Internal Auditing Manager
F. Mehmet Batumlu Internal Control and Risk Management Deputy
Manager
Technical Management Department Managers
Osman F. Nevir Risk Engineering Manager
Tanzer Yaramanoğlu Risk Engineering Deputy Manager
Yıldıray Alkoç Motor and Personal Accident Insurance Manager
Arzu Sungur Motor and Personal Accident Insurance Deputy
Manager
Paşa H. Altın Fire and Engineering Insurance Manager
Kıymet Dallı Fire and Engineering Insurance Deputy Manager
Nazan Mert Fire and Engineering Insurance Deputy Manager
Cenk O. Uzunoğlu Marine Insurance Manager
Ö. Ece Gürbüzoğlu Miscellaneous Accident Insurance Deputy
Manager
Kadri Solmaz Reinsurance and Special Risks Manager
Marketing and Sales Management Department Managers
Fulya Argat Agency Sales Manager
Mete Albayrak Financial Institutions Sales Manager
Oktay Öztürk Financial Institutions Sales Deputy Manager
Neşe Akar Financial Institutions Sales Deputy Manager
Tolga Dülger Agricultural Insurance Deputy Manager
Emine Kemer Health Insurance Technical Manager
Nihat Yavuz Health Insurance Sales Deputy Manager
Barış Tabakoğlu Health Insurance Direct Sales Director
İ. Volkan Saraç Business Development and Customer Segmentation
Deputy Manager
Legal Affairs ve Claims Management Department Managers
Filiz Karadan Legal Consultant
Atilla Büyükünsal Claims Department Manager
Yavuz Akar Motor Claims Deputy Manager
A. Dilek Nazdan Non-Motor Claims Deputy Manager
Levent İ. Dönmez Claims Logistics and Procurement Deputy Manager
Türkay Uslu Tramer Bodily Injury Claims Statistics Deputy Manager
Fikri Gürsoy Claims Control and Training Deputy Manager
Mehmet Tan İstanbul Claims Management Manager
Atilla Gülbağ Recourse Deputy Manager
38
Güneş Sigorta’s quality team of employees increased in 2009 by 26%, to total 521. At the end of the year, 211 employees worked at the Head
Office and 310 were positioned in 11 regional offices and 7 representative offices throughout the Turkey.
The percentage of Güneş Sigorta employees who have undergraduate and graduate university degrees is 79%.
Numbers of Employees and Branches
2009
Head Office 211
Regional and Representative Office 310
Total Number of Employees 521
Total Number of Regional Offices 11
Number of Employees 2009
Men
290
Women
231
Level of Employee Education
2009
Graduate Degree/ Doctorate 29
University 381
High School 101
Elementary 10
Personnel who speak one foreign language 35
Personnel who speak more than one foreign language 5
2008
164
250
414
11
2008
238
176
2008
24
298
81
11
35
7
Güneş Sigorta provides all required opportunities to the employees for effective labor and its philosophy is to regard employee satisfaction.
Applications and Recruitment
As one of the radical and leader companies of insurance sector, our aim is to co-opt employees who are open to development, focused on
success, inclined to teamwork and will take up shared values seriously. Recruitment process is to be done with the evaluation of the level
of technical knowledge after the interview based on competence and CV with the affiliation of Human Resources and related department
manager.
Promotions are to be done so as to increase motivation by rewarding successful employees and make use of experiences obtained by
the employees for years. Such promotions are conducted with the decision of Board of Directors at the level of executive but with the
advancement exam at the lower level.
Performance Management
Institutional performance system has been set under the strategic planning project at company and appraising in period of three months,
‘Corporate Performance Scorecard’ application, consisting results of objective assessment on the basis of individual, unit, department and
company, has been implemented.
In parallel with Corporate Performance Scorecard, as well as studies on appraising individual performance on the basis of competence and
objectives are pursued, development process related to system design is in progress.
Integrating the data attained in the result of performance assessment on the basis of competence and target in to the edited award system,
successful employees will be rewarded and their motivation will be increased. Within performance award system, successful unit and
insurance sales consultants in 2009 have been rewarded in the extent of ‘Corporate Performance Scorecard’.
39
Career Management
For each position in our company, job evaluation has been done and necessary qualifications have been determined. Our employees having
these qualifications are pursued by Human Resources Department and Training and Competency Development Department and get needed
training programs. They seize an opportunity to advance in their career life with the promotion exam applied in definite periods. Besides,
studies related to personnel determination and key positions are conducted. Rotation within the company is also a method to provide our
employees in order to specialize in multiple branches and have experience in various departments.
Training
Our company gives importance and supports development process in education for our employees who are our vital resources. The company
provides opportunity to employees in order to develop themselves in technical, executive and personal fields by taking trainings which are
required. Besides training program related to employees’ specialty, all inexperienced employees in the field of insurance take Basic Insurance
Training program in order to develop sectoral awareness regardless of their department that the employees belong to.
Employee programs and participation figures in 2009 are shown below.
Program
Effective Time Management
Effective Communication Skills on Phone
Skills of Coaching
Technical Competency Development Program
Counterfeiting of Documents
Internal Control and Internal Auditing
Laundering Proceeds of Crime and Preventing of Terrorist Financing
Various Trainings (19 Training Programs)
Period (Day)
2
2
2
15
2
2
1
33
Number of Participants
533
361
113
50
55
15
384
143
Total 1654 employees have taken training program in 26 different fields in 2009. The training programs which are given to employees to
contribute to their sectoral and executive developments are Active Time Management, Active Communication Skills on Phone, and Coach
Skills. 50 employees have taken training programs so as to increase technical competency and specialize in various fields which are among
strategic aims of 2009. For the same aim, in the first six- month total 48-day training program has been given in 7 regions.
Salary Management
Collective labor agreement is available in our company. Negotiations with the Bank and Insurance Employees Union (BASS) in every two
years, sectoral salary inquiry and studies on the salary and work value of the positions are the factors to determine salary policy.
In the company, permanent staff takes 12 gross salary and bounty equaling to 4-salary amount in a year. Besides job title compensation for
management level, foreign language compensation for the personnel who have been successful on the foreign language exam, personnel
are given payment such as child benefit, nursery money and fare for personnel who cannot make use of serving bus.
The company is in the aware of responsibility for the staff and will keep on producing projects in order to increase employee satisfaction
and develop Human Resources Systems.
40
1. Statement of Compliance with Corporate Governance Principles
There has been no application performed on the part of the Company in 2009 that is in contradiction of any of the principles published as
Corporate Governance Principles by the Capital Markets Board (CMB).
Investor Relations unit was founded at the end of the 2009, in order to establish a regular and reliable bridge between company and
potential investors by providing stakeholders to get actual company information easily and reliably. The unit aims that the company have
more transparent structure according to CMB legislations and Corporate Governance Principles.
SECTION I - SHAREHOLDERS
2. Shareholders Relations Unit
Relations with shareholders are under the responsibility of Deputy Chief Executive Officer, Mehmet Bostan and these relations are executed
by the Financial Affairs Group Management, whose contact information has been given below:
Name, Surname
Mehmet Bostan
Gürkan İpek
Fulden Pehlivan
Şaziye Öztürk
Title
Deputy Chief Executive Officer
Manager
Deputy Manager Officer
Phone
0 212 355 6975
0 212 355 6800
0 212 355 6820
0 212 355 6835
E-mail
[email protected]
[email protected]
[email protected]
[email protected]
The main activities of the unit are to provide investors, upon their request during the operational year of the Company, with publicly
disclosed information about the Company and to ensure the distribution to shareholders of dividends and bonus shares. Responsibility for
keeping the share register is another task undertaken by the same unit.
Investor Relations presents the last actual information to the investors according to CMB legislations and Corporate Governance Principles.
By gaining confidence of the investors, it gets long term relations with them.
3. Shareholders’ Exercise of Their Right to Obtain Information
Copies of the Company’s publicly disclosed three-month financial tables and the decisions of its Board of Directors are sent to shareholders
T. Vakıflar Bankası T.A.O. and Groupama S.A. All other requests for information about the Company are answered in order of urgency as
quickly as possible, first via the electronic media and later by fax.
There is no provision in the Articles of Association stipulating that a request for the appointment of a private auditor is an individual right.
4. Information about General Shareholders’ Meetings
The Company’s General Shareholders’ Meetings are held at the Company head office and at a venue that facilitates the participation of all
shareholders. Shareholders are categorized and listed on the list of attendants, which is offered to the shareholders for their information.
Questions posed by shareholders to the Board of Directors or the Auditors are answered with the provision that the question is necessary
for the shareholder’s exercise of his/her shareholders’ rights and that it does not involve a trade secret. The officials and auditors of the
Company who are in charge of preparing financial tables for the General Meetings are enlisted to be present at the meetings.
The General Shareholders’ Meeting for 2009 was held on March 12, 2010 with the participation of shareholder representatives, an observer
from the CMB, a Ministry of Industry commissioner, shareholders and representatives of intermediary agencies. The date, place, time of the
General Shareholders’ Meeting as well as an invitation for the meeting, the agenda of the meeting, a model proxy letter and information
about exercising votes were announced in the Daily Bulletin of the Istanbul Stock Exchange (ISE) and in daily newspapers published in
Turkey. Recommendations regarding the items on the agenda were presented to the General Shareholders’ Meeting by the shareholders in
attendance and pertinent discussions were held. In accordance with the last item on the agenda, shareholders and other invitees exercised
their right to ask questions and after satisfactory answers were provided by Company officials, best wishes were exchanged.
No provision has been included in the Articles of Association stipulating that important decisions such as division, purchase, sale or leasing
of a substantial quantity of assets must be passed at General Shareholders’ Meetings. This matter has been included in the Articles of
Association as within the powers of the Board of Directors. Following the meeting, minutes of the General Shareholders’ Meeting were
immediately provided to those who requested them; shareholders and interested parties were sent the minutes through the mail. In
addition, the minutes have been kept continuously available for shareholders.
41
The minutes of the General Shareholders’ Meeting and the list of attendants that were sent to the ISE after the meeting and published in
the daily bulletin; in addition, they were placed on the Company’s website, www.gunessigorta.com.tr in the section on Investor Relations.
Moreover, the decisions of the General Shareholders’ Meetings of previous years are also published on the Company’s website.
5. Voting Rights and Minority Rights
Shareholders of the Company have no special voting rights. Affiliates have no voting right in the General Shareholders’ Meeting. Minority
interests are not represented in the board and the company doesn’t allow the cumulative voting method.
6. Dividend Policy and Timing
The Articles of Association have not incorporated a publicly disclosed dividend payment policy. The Board of Directors presents a dividend
payment proposal to the General Shareholders’ Meeting of Shareholders that is based on the Company’s profitability status, its investment
needs and its financial structure, taking into consideration the fine balance that should exist between the expectations of shareholders and
the need of the company to grow. This proposal is presented for ratification of the General Shareholders’ Meeting within the legally required
time.
Shareholders do not hold special privileges with respect to participation in Company profit.
7. Transfer of Shares
The Company’s Articles of Association do not contain any provision that impede the transfer of shares. According to Article 7 of the Articles
of Association, the Company’s shares are registered shares with the right of blank endorsement in the case of transfers and assignments.
According to Article 10 of Insurance Law No. 5684 and Article 10 of the Regulations on the Foundation and Operation Principles of
Insurance and Reinsurance Companies, share transfers are subject to the written consent of the Undersecretariat of Treasury Directorate
General of Insurance.
SECTION II - PUBLIC DISCLOSURE AND TRANSPARENCY
8. Company Disclosure Policy
Information about the Company is disclosed to the public within the knowledge and under the responsibility of Chief Executive Officer, M.
İlker Aycı and Deputy Chief Financial Officer, Mehmet Bostan. In its adherence to the CMB’s Corporate Governance Principles, the Company
has drawn up a “Disclosure Policy” which it has been approved by the Board of Directors, announced to shareholders, stakeholders and the
general public through its website.
Objective:
Güneş Sigorta A.Ş. fulfills its insurance activities, in the framework of in particular the Insurance Law and related regulations to the law,
Undersecretariat of Treasury, Capital Markets Board legislation and the Turkish Trade Law and Istanbul Stock Exchange legislation and
regulations that our stocks are traded, and the Corporate Governance Principles that the Board of Directors approved. The purpose of
this disclosure policy is to let especially our shareholders, employees, business partners, reinsurers and other relevant stakeholders have
complete, accurate and understandable information by providing the easiest and most cost effective access. In this context, any financial
information is disclosed by considering the generally accepted accounting principles.
Duties and Responsibilities:
In our company, to clarify and inform shareholders and other stakeholders, as well as the public, monitoring the disclosure policy and
ensuring its follow-up and developments are under the authority and responsibilities of the Board of Directors. Relationships with
stakeholders are conducted under the responsibility of Deputy Chief Executive Officer. Within the activity period, disclosed information
about our company is presented to investors who seek for, and distribution of dividends related with shareholders and bonus shares are
provided. Responsibility of stock register is among the duties of the unit. Before disclosure, information cannot be shared with any investor
or interested parties, except auditing or consulting firm who are in a position to access confidential information. In this case, those who
access information keep it secret according to trade secret principle and ethical rules.
Studies and Ways for Public Disclosure
Our shares are traded in Istanbul Stock Exchange (ISE). In accordance with the main principle of Disclosure Policy and Transparency, our
company informs CMB and ISE, sends Material Disclosures, when important events or developments having an impact on our stocks value or
decisions of the investors happen.
42
The statements, which are disclosed and will be disclosed by our company, are classified as below:
Material Disclosures: according to communique with serial no:VIII, no:54, our company fulfills material disclosures and their disclosure
principles. These disclosures are related with important events and developments that affect value of capital market instruments, traded in
the stock market and influence investment decisions. These disclosures can be reached on the company’s website, www.gunessigorta.com.tr ,
“Investor Relations” – Material Disclosures.
Activity Reports: Annual Activity Reports, which are prepared according to Insurance Legislation and Capital Market Legislations, include
detailed information about our company and sector, as well as international insurance activities and macroeconomic figures. These reports
can be reached by Investor Relations unit of the company and on the web site www.gunessigorta.com.tr, “Investor Relations” – Financial
Reports. Besides, quarterly prepared Activity Reports prepared for Board of Directors’ Meetings, are sent to ISE and presented to the
investors.
Financial Statements and Independent Audit Reports: In accordance with Undersecretariat of Treasury General Directorate of Insurance and
Capital Market Board Legislations, quarterly Financial Statements and footnotes, semiannual and annual independent Audit Report, by the
end of June and December, can be reached on the website www.gunessigorta.com.tr, “Investor Relations” link - Financial Reports.
Changes on Articles of Association: The changes on Articles of Association are published in the Trade Registry Newspaper and daily
newspapers. Besides, General Assembly Meetings, Agenda of General Assembly Meeting, Proxy Samples, Changes on Articles of Association
and Cash Call are published. These changes can be reached on the web site www.gunessigorta.com.tr, Investor Relations.
Dividend Disbursements: Material disclosures about the information on dividend disbursements are published in ISE, on the website and at
least in two daily newspapers throughout Turkey, after the decision made on the meeting of the Boards of Directors.
Web Site: Required information and documents are provided for the investors, shareholders and other related parties in the Investor
Relations link on the website www.gunessigorta.com.tr.
Our website is designed to include all information, actual and past data, which is required by Corporate Governance Principles and
regulatory authorities.
In addition to the written presentations, the website of our company is actively used. Our web site includes, Shareholding Structure, Board
of Directors, Top Management, Articles of Association, date and number of the Trade Registry Newspaper, Corporate Governance Principles,
Agenda of General Assembly Meeting, invitation to shareholders, Proxy, List of Attendants of General Assembly Meeting, Summary of
General Assembly Meeting Minutes and Company News.
9. Material Disclosures
The Company made 19 material disclosures in 2009 pursuant to CMB legislations. There are no material disclosures that have not been
promptly made with respect to the Company’s activities.
10. The Company’s Website and Its Content
The Company’s web address is www.gunessigorta.com.tr. The website, within the scope of Corporate Management Principles, Article 1.11.5
of Capital Markets Board of Turkey, contains commercial registration information, the Company’s shareholding structure, management
structure and organization, preferred stocks, the Articles of Association, special event announcements, independent auditor reports, general
shareholders’ meetings, financial tables and footnotes, the Company’s corporate governance compliance report, its vision and its mission.
The website is actively used to disclose information and enlighten the public. The site moreover includes general information about the
Company, its products, agencies, online transactions, investment relations, human resources and communication. In its effort to facilitate
communication with customers over the Internet, the Company has also provided customers with a menu for submitting their opinions
and recommendations. Divided into categories under “Your Opinions and Recommendations”, the e-mails that reach the site are answered
by the department concerned within two business days. The Company website offers clients updated information and press releases on the
Company, contact information for contracted and support services and general information on insurance and insurance branches.
43
11. Disclosure of Non-corporate Ultimate Controlling Individual Shareholders
The Company has no non-corporate ultimate controlling individual shareholders with a controlling interest. The Company’s shareholding
structure is as indicated below.
Shareholders
Türkiye Vakıflar Bankası T,A,O,
Groupama S,A,
VakıfBank Employees Private Social Security Services Foundation
Türkiye Vakıflar Bankası Employees’ Pension and Health Funds
Stocks Offered to the Public*
Total
Share
Amount (TL)
51,336,301
45,000,000
15,000,000
7,515,000
31,148,699
150,000,000
Share
Number of
Ratio (%)
Shares
34.22
513,363,010
30.00
450,000,000
10.00
150,000,000
5.01
75,150,000
20.77
311,486,990
1001,500,000,000
* Out of the stocks offered to the public, Groupama S.A. has an additional holding of 6% and Türkiye. Vakıflar Bankası T.A.O. of 2.13%.
12. Public Disclosure of Those Who May Have Access to Insider Information
The Company draws up and maintains, a list of real and legal persons who act on behalf of and in the name of the Company and of
persons who work for the Company through a work contract or otherwise and who have regular access to insider information. These lists
are submitted to the Board or to the Stock Exchange upon request. Some of the executives on these lists who work in the interests of the
employer are listed below.
Name, Surname
M. İlker Aycı
Ömer F. Ergin
M. Taner Senseven
Serhat S. Çetin Hasan Altaner Mehmet Bostan Tayfun Altıntaş Celal Küsmen Can Saka Elvan Atalay
Deniz Kanijali A. Serdar Yakut Gürkan İpek
Fulden Pehlivan Position
Chief Executive Officer
Group Director
Group Director
Group Director
Group Director
Group Director
Group Director
General Accounting Manager
Budget Planning and Investor Relations Deputy Manager
SECTION III - STAKEHOLDERS
13. Keeping Stakeholders Informed
Stakeholders in the Company are provided with every kind of information in their areas of interest. Stakeholders are furnished with all of the
information that has been publicly disclosed by way of the Company’s internal meetings or through the bulletins it publishes.
14. Stakeholders’ Participation in Company Management
The Company has formulated different models to accommodate the participation of stakeholders in management.
a- Agency Coordination Meetings: The decisions taken at the annual Agency Coordination Meeting are implemented by the Company.
b- Suggestion System: With this system, employees present their suggestions for improvements and development in all matters concerning
the Company; suggestions deemed suitable are implemented accordingly.
15. Company Policy on Human Resources
The Company plays an important role in the success and development of the sector with its human resources policy. Güneş Sigorta places
special emphasis on providing and improving the equipment and disciplined processes, particularly education, that are required in the
achievement of productive work. The Company considers its human resources its most valuable asset and seeks to create a firm foundation
44
in insurance for young people with explorative minds, creativity, problem-solving skills and vision. There are numerous insurance executives
in the insurance sector who have gathered both their experience and their skills at Güneş Sigorta.
All of the Company’s employees are conscious of the corporate mission and vision. They are knowledgeable regarding the Company’s
effective process management policy. All employees are aware of the contribution of each of their jobs to the excellence of Güneş Sigorta
as an organization. All personnel cooperate and promote the spirit of teamwork, boasting at the same time of high levels of innovative
creativity.
Administrative relations between the Company’s senior management and employees are executed by the Department of Human Resources.
Among the jobs of the Department of Human Resources are recruitment, orientation, performance evaluation, career planning, salary
management and other procedures regarding personnel.
Employment and promotion at Güneş Sigorta are handled in two phases with a written examination and an interview. The Company
practices no discrimination among its employees. All employees are considered complete equal.
Our staff is a member of Bank and Insurance Employees Union.
16. Information about Relations with Customers and Suppliers
Since 1997, Güneş Sigorta A.Ş. has uninterruptedly implemented ISO 9000 Quality Management Systems, constantly developing its services
to achieve excellence in unconditional customer satisfaction in all aspects of business.
Güneş Sigorta A.Ş. documented its new Quality Management System, established on the basis of the ISO 9001:2008 Standard, through a
documentation check that was conducted by the ASR (American Systems Registrar) on December 10-11-12, 2003. On January 25 and 26,
2007, the certification was extended for another three years following the inspection conducted by ASR. No non-compliance decisions were
taken at the end of the inspection. Some recommendations were made for improvements in needed areas.
The Company has defined three main processes-Management Processes, Primary Processes and Support Processes-and sub- processes
as part of its approach to process management. To monitor the effectiveness of the processes and follow-up on general corporate
performance, after departments and processes were defined in 2007, the Company began the new application of a Corporate Performance
Scorecard.
The Customer Satisfaction Index and Reflections of Corporate Identity services are provided by independent enterprises and are regularly
measured.
17. Corporate Responsibility
Güneş Sigorta is aware of its corporate responsibility toward customers, employees and society and makes every effort to perform its duties
appropriately. The Company adheres to all laws and regulations governing business and stands behind the commitments it makes through
its services to the public. The Company provides an environment of trust, encourages the practice of honesty and ethical behavior among its
staff, takes all measures to secure a safe workplace, and avoids misleading advertising and marketing activities. The Company abides by and
supports rules prohibiting discrimination, bases its business on customer satisfaction and practices rapid problem-solving when dealing with
customer issues. The Company provides coverage for a major part of employee health expense, implements an energy preservation program
within the corporation and continuously strives to improve the quality of its services.
Every year, a new plan is drawn up to organize different activities that will allow Güneş Sigorta to fulfill its corporate responsibility in
the community. Currently ongoing is the Güneş Forest project started on 50,000 square meters of wooden area belonging to Çukurova
University. The Company also protects the environment through its cooperation with Türk Deniz (Turkish Seas) and the Environmental
Protection Association (DENİZTEMİZ/TURMEPA.)
For many years, Güneş Sigorta has worked to develop amateur sports and train successful athletes in the country.
Supporting different sports teams and events, the Company has particularly aimed at making sports a part of all young people’s lives. The
Company sponsors the VakıfBank-Güneş Sigorta Sports Club, which is active in volleyball and also gymnastics and athletics.
Companies today strive to make a difference in the communities in which they work, thus contributing to the achievement of sustained
growth and development. In the awareness of its responsibility toward society, Güneş Sigorta has embarked upon and pioneered a new
45
project that will make a difference in the community and stress the importance of renewable resources in today’s world. With the objective
of contributing to the betterment of society and leaving behind a more livable world for the coming generations, the Company has installed
solar energy panels at the Head Office in Esentepe, Istanbul to promote the adoption of projects designed to reduce consumption of scarce
resources. This project provides a portion of the electrical energy used in the Company’s Head Office building.
In addition, Güneş Sigorta is a platinum sponsor for Turkey’s most successful solar car team, the Istanbul Technical University Solar Car Team
(İTÜ-GAE). With this sponsorship, Güneş Sigorta aims to support renewable energy projects and to promote the spread of public awareness
about the use of renewable energy. The Company continues to add other projects to its roster of endeavors in the area of corporate
responsibility.
Our company, which aims to make a habit of reading at children from early ages, by donating thousands of books to 100 elementary school
throughout the country under the campaign of “Kütüphanesiz Okul, Kitap Okumayan Çocuk Kalmasın”
Güneş Sigorta thus is not only active in the field of insurance but, with its policies fostering corporate responsibility, aims to contribute to
the efforts to protect the environment, promote social life and culture and the arts.
SECTION IV - BOARD OF DIRECTORS
18. Structure and Formation of the Board of Directors and Independent Members
The business management of the Company is the job of a Board of Directors, made up of seven members excluding the General Manager,
who is elected from among the shareholders or representatives of entities that are shareholders of the company by the General
Shareholders’ Meeting, as stipulated in the Turkish Commercial Code and in laws and regulations on insurance procedures.
The names, Board membership, positions and terms of office of the Chairman and members of the Board are presented below.
Name, Surname
Süleyman Kalkan
İsmail Alptekin
M. İlker Aycı
Haluk Tarakçıoğlu
Feyzi Özcan
M. Recep Zafer
Jean-René de Charette
Jean François Lemoux
Position
Chairman
Vice Chairman
Chief Executive Officer and Board Member
Board Member
Board Member
Board Member
Board Member
Board Member
Date of Taking up Appointment
30.03.2010
30.03.2010
28.07.2006
01.04.2008
07.07.2006
09.03.2007
11.03.2004
19.10.2009
The General Manager of the Company is a natural member of the Board of Directors and has voting rights. The members of the Board are
elected for a maximum term of three years. Members may be re-elected at the end of their terms of office. The amount of remuneration
of members of the Board is decided upon by the General Shareholders’ Meeting. Members of the Board may be replaced at any time that
the General Shareholders’ Meeting deems it necessary. In the event of a vacancy on the Board, the Board of Directors elects a temporary
member to the Board from among legally qualified candidates nominated by the shareholders represented on the Board. A member of the
Board elected in this way serves until the next General Shareholders’ Meeting and if this election is ratified by the General Shareholders’
Meeting, the member completes the term of the member that has been replaced. The term of office of the General Manager is independent
of the terms of office of the members of the Board.
19. Qualifications of Members of the Board
The General Manager and Deputy General Managers of the enterprises which are shareholders of our Company comprise our Board of
Directors. Members have the qualifications specified in Articles 3.1.1, 3.1.2 and 3.1.5 of Section IV of the CMB Corporate Governance
Principles; this matter has not been additionally specified in the Company’s Articles of Association.
The educational background and professional experience of the members of the Board of Directors and of the Auditors are as follows:
Süleyman KALKAN is a graduate of Ankara University, Faculty of Political Sciences, Department of International Relations. Mr Kalkan began
his career in 1983 as an assistant bank inspector at Türkiye İş Bankası, subsequently serving as an assistant retail loan manager, commercial
credit regional manager, nonperforming loan manager, and branch manager at the same bank. Mr Kalkan currently serves on the boards of a
number of concerns and has been the executive Member of the Board of Directors and CEO of VakıfBank since 19 March 2010.
46
M. İlker AYCI graduated from Bilkent University, Department of Political Science and Public Administration in 1994. In 1998, he completed
an MA at Marmara University, Department of International Relations. Mr Aycı began his career in 1994. He was appointed to the position
of general manager of Asal Dış Ticaret A.Ş., a foreign trade company, in 2000 and later became chairman of the same company’s board. He
subsequently served as assistant general manager and general manager at Başak Sigorta. Mr Aycı has been CEO of Güneş Sigorta since 28
July 2006.
Haluk TARAKÇIOĞLU is a graduate of Ankara University Faculty of Languages, History and Geography, Department of Italian Language and
Literature. Working as a journalist at the Union of Chambers and Commodity Exchanges of Turkey and for the newspapers İktisat and Sabah,
he was later appointed to the staff of the Prime Ministerial Press and Public Relations Department as Ministerial Consultant. He is presently
a Prime Ministerial Consultant and Principal Clerk.
Feyzi ÖZCAN is a graduate of Gazi University, Faculty of Economics and Administrative Sciences, Department of Public Finance. He began his
career in 1989 as an assistant bank inspector at VakıfBank and subsequently served as manager, vice president, and president in a number of
branches and units of the same bank. Mr Özcan has been an assistant general manager of VakıfBank since 2005.
M. Recep ZAFER is a graduate of Marmara University Faculty of Economics and Administrative Sciences, Department of Economics. He
completed his MA at the same University in the Institute of Social Sciences, Department of Econometrics and he also earned his PhD at
Institute of Banking and Insurance. He has been serving in a variety of positions in the banking sector since 1995, most recently as head of
the financial management department of T.C. Ziraat Bankası. Mr Zafer has been an assistant general manager of VakıfBank since 13 June
2006.
İsmail ALPTEKİN is a graduate of İstanbul University, Faculty of Law. He began his career with an independent law practice in 1968-1975 and
subsequently served as an attorney for Türkiye Zirai Donatım Kurumu and as a comptroller for TÜBİTAK (Scientific and Technical Research
Council of Turkey). He held a seat on the VakıfBank Board of Directors for two terms and was a member of the Ankara Metropolitan
Municipal Council. He served for two terms as an MP: the first in the 21st parliament representing Bolu and the second in the 22nd
representing Ankara, during the latter of which he was also vice president of the Grand National Assembly of Turkey. Mr Alptekin has been a
member of the VakıfBank Board of Directors since 3 April 2010.
Jean René de CHARRETTE is a graduate of the Higher School of Commerce in France. He began his career in 1977 as a deputy chief of special
markets at GAN. He subsequently served in the capacity of Insurers Committee President, international commercial chief, and vice president
of the Insurers Committee before his appointment to the position of general manager of GAN-Portugal Life and Non-life Insurance. Mr de
Charrette has been finance director at Groupama SA since 2001.
Jean François LEMOUX is a graduate of HEC Paris. He began his career in 1971 at VIA Assurances Group, where he served as marketing
manager, management comptroller, assistant sales manager, and finally assistant general manager for life insurance. He joined the Athena
Group in 1988 and served there first as the general manager of Proxima and then as the general manager of PFA Life. Following the
acquisition of GAN by Groupama in 1998, he was appointed to a seat on the GAN SA board of directors. Mr Lemoux has been the general
manager of Groupama SA since 2003.
20. The Company’s Mission, Vision and Basic Values
On October 4, 1996, Güneş Sigorta A.Ş. adopted and disclosed a quality policy that is in keeping with the goals of the corporation,
in compliance with the Quality Management System and well-positioned to ensure that the Company’s commitment to continuous
improvement is effectively undertaken.
Our Mission is to contribute to development of standards in the sector, making insurance a widespread practice by increasing awareness
within the population and increasing corporate value by providing customer-focused services.
Our vision is to produce value as a pioneering and innovative company that is a leader in Turkey, a corporation that is everywhere wherever
need be, the most preferred enterprise which operates in the region.
Elements of the Corporate Vision
Güneş Sigorta A.Ş.’s vision, “Creating value as a leader in the country, an enterprise with a presence wherever it is needed, the company of
choice, a pioneer and an innovator” is further defined below:
47
A leader: An approach focused on growth and increasing market share.
Presence wherever needed: An outlook that emphasizes widespread distribution channel throughout Turkey; an organization that provides
the customer with service at the closest accessible point; a focus on managing corporate operations more effectively and efficiently through
regional offices.
The Company of choice: A company that has developed a customer-focused system that provides maximum customer satisfaction,
responding to customer needs and expectations in its operational processes, achieving improvement promptly and in a manner that will
have a positive effect on corporate performance.
A pioneer: A corporation that is recognized for its pioneering efforts in the sector in terms of the products and services it has developed and
for its effectiveness in regulations in the sector.
Innovation: A corporation that is organized in its implementation of newly developed products and services, in structuring its business
processes, promoting competence in human resources and initiating new applications.
Operating in the geographical region: to be a company, which operates in the Balkans being a member of EU, also Middle East and Gulf
countries.
Creating value: Raising corporate value through a strategic outlook on management supported by employees who are focused on the vision
of the Company.
Basic Corporate Values
Deeply-rooted
• A stable structure geared to carry the Company forward based on a half-century of experience.
• A robust capital and shareholding structure.
• The synergy resulting from the century-old experience of Vakıflar and the partnership with VakıfBank.
Reliability
• We engage in all activities using the same objective criteria.
• In the awareness of our responsibilities, we act consistently and fulfill our obligations promptly and completely.
Transparency: Güneş Sigorta management subscribes to a participatory and transparent management philosophy and adheres to the
corporate governance principles.
Pioneering: Güneş Sigorta places importance on developing products and services and pushing the boundaries in the sector.
Loyalty: All of our business partners and employees have confidence and pride in the role they play under the Güneş Sigorta roof.
Focus on Growth
• The importance we place on the professional and personal development of all of our business partners and employees is of strategic
significance in terms of the ability of our corporation to contribute to the development of professional standards in the sector.
• One of our fundamental principles in striving to increase the quality of our services is a close monitoring of technology and pioneering
in the implementation of technological advances.
Focus on Solutions
• Güneş Sigorta employees adhere to the tenet of working in a team as professionals to provide effective and prompt services.
• Güneş Sigorta employees practice good judgment.
• Güneş Sigorta employees approach problem-solving with flexibility.
48
Accessibility
• All our business partners and customers are provided prompt and direct accessibility to the appropriate authorized official of the
Company who will assist them in their requests and needs.
• Technological advances that facilitate effective and efficient communication are monitored and implemented in the various corporate
processes.
21. Risk Management and Internal Control Mechanisms
As of February 1, 2009 Internal Control and Risk Management department was established, which is an additional unit to Internal Auditing
Management within the Internal Systems of Insurance, Reinsurance and Pensions Companies relating regulation, which was published in the
official journal no. 26913 as at June 21, 2008.
Internal Control and Risk Management department is subordinated by the Board of Directors, and executed by the Deputy Chief Executive
Officer responsible from Financial Affairs Group Management.
The objective of the Risk Management System is to define, measure, monitor and control risk through policies that are drawn up to track,
keep under control and if necessary, change the structure of risk and earnings that will be yielded by the Company’s future cash flow and
related activities, through the use of different methods and limits.
In accordance with regulation about the Auditing of Management Information System which will be held by Independent Auditing Firms
at Banks, published on 16th of May, 2006 at Official Journal no. 26170, the internal studies were supported before the auditing of the
processes and control of the applications about information system and the financial data.
Internal Control and Risk Management department and compliance officer of MASAK appointed by the company together with The Financial
Crimes Investigation Board had training programs about Laundering Proceeds of Crime and Terrorist Financing. It was supported to
constitute the company’s policies relating this subject and company staff and agencies had been trained at Head Office and in the regional
offices.
22. Powers and Responsibilities of Members of the Board of Directors and Executives
The Company’s Articles of Association has made wide reference to the powers and responsibilities of the members of the Board of Directors
and of executives. According to Article 14 of the Articles of Association, the Board of Directors is authorized to make decisions concerning
all matters that remain outside the exclusive jurisdiction of the General Shareholders’ Meeting.
The Board of Directors is chiefly authorized to;
•
•
•
•
•
•
establish regional offices, representative offices, agencies and determine their authorities and activity areas, close and liquidate them,
issue the internal principals of the company
recruitment and layoff of the personnel
appoint and withdraw of staff who is authorized to sign
buy, sell, rent and sign leasing agreements of real estates on behalf of company
represent the company to government agencies, real and legal persons, institutions, parliaments, courts, administrative authorities, plus
accord, release and arbitrate, when it is necessary
• elect the executive member of the Board and chief executive officer, appoint and withdraw their authorities.
In accordance with legal regulations, insurance general managers must have completed at least four years of education at an institution
of higher learning and must have at least ten years of experience in either one of the fields of insurance, banking, economics, business
administration, accounting, law, finance, mathematics, statistics or engineering. More than half of Board members are required to have
completed at least four years of education at an institution of high learning and to be knowledgeable and experienced in at least one of the
aforementioned fields.
49
23. Operating Principles of the Board of Directors
Board meeting agendas are drawn up according to the stipulations and powers indicated in the Articles of Association. During the past
period, 19 Board Meetings have taken place. The Board of Directors convenes no less that once a month depending upon company business
needs and upon the invitation of the Chairman or the request of at least two members. Meetings are held at company head office or at
another location decided upon. A quorum of one more than half of the number of members must be achieved for Board decisions to be
considered. Decisions are taken with a majority vote of the members in attendance at the meeting. In the event of a tie in the voting, the
matter at hand is discussed once again at the next meeting. If a tie occurs in that meeting as well, the proposal under question is considered
dismissed. The Board Secretariat is responsible for notifying and communicating with Board Members. Decisions on matters that fall within
the scope of Article 2.17.4 of Section IV of the CMB Corporate Governance Principles are publicly announced immediately after the meeting.
24. Prohibition on Doing Business or Competing with the Company
In each period of operation, the Company’s Board of Directors meticulously complies with the prohibition on doing business or acting in
competition with the Company.
25. Ethical Rules
Our Ethical Rules including all staff were issued in Rights and Stakes Procedure, which was approved on February, 2009 by Deputy Chief
Executive Officer of Strategic.
According to these rules, the personnel of Güneş Sigorta should know the related article of association, legislation, regulations, circulars and
announcements and fulfill their duties in accordance with them. All the personnel is responsible from the damages related to their duties
due to related legal information.
The employees of Güneş Sigorta, regardless of the title, can not disclose the secret information about Güneş Sigorta and its clients, whatever
the reason is. Authority to inform and make a speech to media, news agencies or radio and TV channels belongs to Chief Executive Officer or
the person, who is authorized by Chief Executive Officer.
It is forbidden to use out of the company against Güneş Sigorta, the security papers, documents, ledger and tenor of papers, which belongs
to company and to hand in persons, who are not a member of Güneş Sigorta.
In case of the crime that does not involve any type mentioned above or in Collective Labor Agreement, the penalty of the most similar crime
is chosen.
26. Numbers, Structures and Independence of Committees Formed within the Board of Directors
An auditing committee composed of two members exists to fulfill the tasks and responsibilities of the Board of Directors and to be
responsible for auditing. A Corporate Governance Committee is in the process of formation.
27. Remuneration of the Board of Directors
There is no remuneration for Board members outside of the honorarium established by the decision of the General Shareholders’ Meeting.
Information on the remuneration decided upon by the General Shareholders’ Meeting is published each year in the Minutes of the General
Shareholders’ Meeting and thereby presented to the attention of investors.
Transactions with the Company’s Risk Group
Güneş Sigorta provides companies in its risk group with all types of insurance transaction within the framework of its service responsibility
to the third parties. All of the transactions carried out in 2009 with the risk group of which it is a part can be found in the explanations
footnoting Financial Table No. 45.
Financial Information and Assessment on Risk Management
50
51
The Agenda of General Assembly Meeting
THE AGENDA OF GENERAL ASSEMBLY MEETING OF GÜNEŞ SİGORTA A.Ş. TO BE CONVENED ON FRIDAY, 12.03.2010 AT 14.00
1. Opening the meeting and electing the Presidential Board,
2. Authorizing the Presidential Board to sign the minutes of the General Assembly Meeting,
3. Reading the Board of Directors’ and Auditors’ Reports related to the transactions and accounts of 2009,
4. Reading the Independent Auditors’ Report related to the activities performed in 2009,
5. Presenting information to the Shareholders related to the aids and donations granted within the year, as per Article 7 of the
Communiqué Serial IV., No. 27 issued under the Capital Market Law,
6. Examining the activities realized in 2009, the Balance Sheet and Profit and Loss Account, and passing resolutions in this respect,
7. Passing a resolution about the distribution of the profit obtained in the year 2009,
8. Approving the changes occurred in the membership of the Board of Directors and Board of Auditors within the year,
9. Passing a resolution about the release of the Members of the Board of Directors and Auditors from their respective liabilities,
10. Electing the Members of the Board of Directors to replace the members whose duty periods have expired,
11. Electing the auditors to replace the auditors whose duty periods have expired,
12. Determining remuneration to be paid to the members of the Board of Directors and Auditors,
13. Approving the resolution of the Board of Directors related to the appointment of Independent Auditing Company as per the Regulations
of Capital Market Board,
14. Authorizing the members of the Board of Directors to perform the transactions specified under Articles 334 and 335 of the Turkish
Commercial Code,
15. Miscellaneous Subjects and Wishes.
52
Message from Board of Directors to Shareholders
Dear Shareholders,
On the extraordinary market conditions of 2009, the performance of our company has been sustainable and attained positive results in 2009
and with an increase in premium production compared to 2008, achieved a level of TL 727,074,961. As the losses reached high levels in 2009
in sectoral basis, the company achieved to pay the claims of TL 442,787,301 completely on the time.
The diligent efforts by our staff have resulted in the provision of quality services, customer-focused approach, and effective working
principles. Therefore, the company completed year of ‘2009’ with a gross technical profit of TL 30,017,920.
The company, integral part of the insurance sector, will keep working on its operations intended to fulfill strategic aims with the support of
shareholders.
The company is pleased to submit for your examination its Balance Sheet and Income Statement reflecting its financial status for 2009.
Sincerely yours,
The Board of Directors
53
Annual Report 2009 Compliance Statement
To the Chairmanship of the board of directors of Güneş Sigorta Anonim Şirketi
As evidenced by our independent auditors’ report, we have audited the financial statements included in the annual report of operations
of Güneş Sigorta A.Ş. for the accounting period ending as on December 31, 2009, examining these records for accuracy and conformity.
The annual report of operations that is the subject of the auditor’s report is the responsibility of Company Management. As independent
auditors, our responsibility is to review the financial information included in the annual report of operations, to confirm that this
information is in conformity with the related financial and explanatory notes examined in the independent audit and to submit our views on
the annual report so audited.
The audit has taken place in keeping with the regulations on the methods and principles concerning the preparation and publication of
annual reports as stipulated by Insurance Law No. 5684 and in compliance with the regulations on the principles of independent auditing.
The mentioned regulations have been planned and set forth to ensure reasonable assurance that no material misstatement has been
made in the annual report on operations during the financial year. We believe that the audit that has taken place provides reasonable and
adequate basis for the formation of our opinion.
In our opinion, the financial information presented in the attached annual report of operations of Güneş Sigorta Anonim Şirketi as on
December 31, 2009 accurately reflects, in all material respects, the financial status of the Company in accordance with the methods and
principles stipulated in currently effective Insurance Law No. 5684. We confirm that the Summary Report of the Board of Directors contains
our opinion as independent auditors and that it is in conformity with the audited financial statements and the information submitted in the
explanatory notes.
İstanbul, March 11, 2010
KAPİTAL KARDEN BAĞIMSIZ DENETİM VE
YEMİNLİ MALİ MÜŞAVİRLİK A.Ş.
Member of RSM International
Celal Pamukçu
Partner
54
Summary of Statutory Auditors’ Report
TO THE GENERAL ASSEMBLY OF SHAREHOLDERS OF GÜNEŞ SİGORTA A.Ş.
- The Corporation’s
Title Head Office Registered Capital Issued Capital Field of Activities : GÜNEŞ SİGORTA A.Ş.
: İSTANBUL
: TL 300,000,000,: TL 150,000,000,: INSURANCE BUSINESS
Names and Office terms of the Auditor or Auditors and whether they are shareholders or employees of the Company or not
Kemal ŞAHİN 19.10.2007 - Continuing
Necmi ALPER 19.10.2007 - Continuing
The Auditors are not either shareholders or employees of the Company.
Number of Board of Directors’ Meetings Attended and Number of Board of Auditors’ Meetings Held
7 meetings of the Board of Directors were attended.
6 meetings of the Board of Auditors were held.
The scope of audits made on corporation accounts,
books and documents, dates of audits and the conclusions drawn:
The audits were made on 30.01.2009, 20.02.2009, 13.04.2009, 23.06.2009,
12.08.2009 and 15.09.2009 and it was determined that all records were kept in
accordance with the provisions of the Turkish Commercial Code.
Number of countings made in the Company cashier’s Office as per paragraph 3 of subarticle 1 of article 353 of the Turkish Commercial Code and the results obtained:
The countings were made in the safebox on 31.01.2009, 27.02.2009, 31.03.2009,
30.04.2009, 29.05.2009, 30.06.2009, 31.07.2009, 31.08.2009, 30.09.2009,
30.10.2009, 26.11.2009 and 31.12.2009 and it was determined that the results of the countings were in compliance with the records.
The dates of audits made as per paragraph 4 of subarticle 1 of article 353 of the Turkish Commercial Code and the results obtained:
The audits were made on 25.02.2009, 21.04.2009, 18.06.2009, 24.07.2009,
09.09.2009 and 13.11.2009 and it was determined that the account books were
kept in compliance with the provisions of the Turkish Commercial Code, Income Tax Law, Tax Procedure Law, Corporate Tax Law and the other relevant laws
Complaints and malpractices reported No complaints were reported to us.
to us and the actions taken:
We audited the accounts and transactions of GÜNEŞ SİGORTA ANONİM ŞİRKETİ for the period ending at 31.12.2009 as per the provisions
of the Turkish Commercial Code, the Main Articles of Association of the said Company, other relevant legislation and generally accepted
accounting principles and the standards.
In our opinion, the enclosed Balance Sheet issued as at 31.12.2009, the contents of which were approved by us, reflects the true and correct
financial standing of the Company as at the mentioned date and the income statement for the period of 01.01.2009 - 31.12.2009 reflects
the true and correct results of the activities of the Company in the said period; the proposal for distribution of profit complies with legal
requirements and the Main Articles of Association of the said Company.
We present to your kind approval the balance sheet, the income statement and the release of the Board of Directors from their respective
liabilities.
Kemal ŞAHİN
Necmi ALPER
55
Independent Auditors’ Report
CONVENIENCE TRANSLATION INTO ENGLISH OF INDEPENDENT AUDITORS’ REPORT (ORIGINALY ISSUED IN TURKISH)
To the Board of Directors of
Güneş Sigorta Anonim Şirketi
1. We have audited the accompanying financial statements of Güneş Sigorta Anonim Şirketi, which comprise the balance sheet as at December 31, 2009, and
the income statement, statement of changes in equity and cash flow statement for the year then ended, and a summary of significant accounting policies
and other explanatory notes.
Management’s Responsibility for the Financial Statements
2. Management is responsible for the preparation and fair presentation of these financial statements in accordance with the applicable accounting principles
and standards issued based on insurance laws and regulations. This responsibility includes; designing, implementing and maintaining internal control relevant
to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; selecting and
applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditor’s Responsibility
3. Our responsibility is to express a conclusion on these financial statements based on our audit. We conducted our audit in accordance with standards on
auditing issued based on insurance laws and regulations. Those standards require that we comply with ethical requirements and plan and perform the audit
to obtain reasonable assurance whether the financial statements are free from material misstatement.
4. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected
depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements
in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates
made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
5. Receivables from Insurance Operations amounting to TL 2,977,611, shown in financial statements as of December 31, 2009, are overdue between 180 and
360 days. No provisions have been made in the financial statements due to Company plans to restructure those receivables by protocols for each insurance
agents.
Opinion
6. In our opinion, except if produce an effect mentioned on 5th paragraph, the accompanying financial statements give a true and fair view of the financial
position of Güneş Sigorta Anonim Şirketi as of December 31, 2009, and of its financial performance and its cash flows for the year then ended in accordance
with the applicable accounting principles and standards issued (Note 2) based on insurance laws and regulations.
7. ‘’Regulations about Technical Provisions of Insurance and Reinsurance Companies and Pension Funds and Assets Held for Such Provisions” was published in
the Official Gazette No: 26606 on August 7, 2007 and effective as of January 1, 2008. This regulation is first adapted to financial statements in year 2008. As
General Directorate of Insurance promulgated about the Decree, it is realized that the Decree was not understood in sector and issued ‘’Sector Announcement
Regarding Application of Legislation of Technical Provisions’’ on March 27, 2009. The Financial statements as of December 31, 2009 have been prepared
according to this Decree. Opening financial figures of year 2008 have been adjusted for comparative purposes. These adjustments are explained in footnote
2/b.
İstanbul, February 24, 2010
KAPİTAL KARDEN BAĞIMSIZ DENETİM VE
YEMİNLİ MALİ MÜŞAVİRLİK A.Ş.
Member of RSM International
Celal Pamukçu
Partner
56
Audited Statement of Balance Sheet for the Year Ended December 31, 2009
(Amounts expressed in TL)
Current Period
ASSETS
Notes
December 31, 2009
I- Current Assets
A- Cash and Cash Equivalents
182,382,356
1- Cash
14
269,092
2- Cheques Received
3- Banks
14
134,055,535
4- Cheques Given and Payment Orders (-)
14
(50,099)
5- Other Cash and Cash Equivalents
14 - 47
48,107,828 B- Financial Assets and Investments with Risk on Policy Holders
776,309 1- Financial Assets Available for Sale
-
2- Financial Assets Held to Maturity 11.1
-
3- Financial Assets Held for Trading
11.1
776,309 4- Loans
-
5- Provision for Loans (-)
-
6- Investments with Risk on Policy Holders
11.1
-
7- Equity Shares
-
8- Diminution in Value of Financial Securities (-)
-
C- Receivables from Main Operations
262,813,434
1- Receivables from Insurance Operations
12.1
256,545,936 2- Provision for Receivables from Insurance Operations (-)
-
3- Receivables from Reinsurance Operations
12.1 - 17.16
694,946 4- Provision for Receivables from Reinsurance Operations (-)
-
5- Cash Deposited for Insurance & Reinsurance Companies
-
6- Loans to Policyholders
-
7- Provision for Loans to Policyholders (-)
-
8- Receivables from Pension Operations
-
9- Doubtful Receivables From Main Operations
12.1
14,157,753 10- Provision for Doubtful Receivables From Main Operations (-)
12.1
(8,585,201)
D- Due From Related Parties
77,593
1- Due From Shareholders
-
2- Due From Affiliates
-
3- Due From Subsidiaries
12.1 - 12.2
52,322 4- Due From Enterprises Subject to Joint Management
-
5- Due From Personnel
-
6- Due From Other Related Parties
25,271 7- Rediscount on Receivables Due From Related Parties (-)
-
8- Doubtful Receivables Due From Related Parties
-
9- Provision For Doubtful Receivables Due From Related Parties (-)
-
E- Other Receivables
576,651 1- Lease Receivables
-
2- Unearned Lease Interest Income (-)
-
3- Deposits and Guarantees Given
-
4- Other Receivables
12.1 - 47
576,651 5- Rediscount on Other Receivables (-)
-
6- Other Doubtful Receivables
-
7- Provision For Other Doubtful Receivables (-)
-
F- Prepaid Expenses and Income Accruals 48,618,468
1- Prepaid Expenses 12.1
48,188,068 2- Accrued Interest and Rent Income
430,400 3- Income Accruals
-
4- Other Prepaid Expenses and Income Accruals
-
G- Other Current Assets
5,460,777
1- Inventories
-
2- Prepaid Taxes and Funds
35
4,940,002 3- Deferred Tax Assets
-
4- Business Advances
498,914 5- Advances Given to Personnel
9,095 6- Stock Count Differences
36 7- Other Current Assets
12,730 8- Provision For Other Current Assets (-)
-
I- Total Current Assets
500,705,588
Previous Period
December 31, 2008
63,013,059
753,853
26,037,563
(14,067)
36,235,710
138,982,553
125,854,187
5,583,384
7,544,982
213,847,301
210,889,723
93,838
9,163,972
(6,300,232)
65,303
46,226
19,077
1,203,456
1,203,456
45,768,948
45,752,299
16,649
4,915,063
4,515,965
388,242
10,820
36
467,795,683
57
Current Period
Previous Period
ASSETS
Notes
December 31, 2009
December 31, 2008
II- Non Current Assets
A- Receivables From Main Operations
1- Receivables From Insurance Operations
- 2- Provision for Receivables From Insurance Operations (-)
- 3- Receivables From Reinsurance Operations
- 4- Provision For Receivables From Reinsurance Operations (-)
- 5- Cash Deposited For Insurance & Reinsurance Companies - 6- Loans to Policyholders - 7- Provision for Loans to Policyholders (-)
- 8- Receivables From Pension Operations - 9- Doubtful Receivables From Main Operations
12.1
98,326 98,326
10- Provision for Doubtful Receivables From Main Operations(-)
12.1
(98,326)
(98,326)
B- Due From Related Parties
-
C- Other Receivables
77,897 45,014
1- Lease Receivables
-
2- Unearned Lease Interest Income (-)
-
3- Deposits And Guarantees Given 77,897 45,014
-
5- Rediscount on Other Receivables (-)
-
6- Other Doubtful Receivables -
7- Provision For Other Doubtful Receivables (-)
-
D- Financial Assets
9
96,469,809 88,408,526
1- Investment In Associates
-
2- Affiliates
119,774,102 111,712,819
3- Capital Commitment to Affiliates (-)
-
4- Subsidiaries
1,076,713 1,076,713
5- Capital Commitments to Subsidiaries (-)
-
6- Enterprises Subject to Joint Management
-
7- Capital Commitments to Enterprises Subject to Joint Management (-)
-
8- Financial Assets and Investment with Risk on Policy Holders
-
9- Other Financial Assets
-
10- Diminution in Value of Financial Assets (-) (24,381,006)
(24,381,006)
E- Tangible Fixed Assets
97,219,723 96,892,962
1- Investment Properties
7
23,563,751 23,365,939
2- Diminution in Value for Investment Properties (-) (-)
-
3- Owner Occupied Property
6.3
84,180,204 83,295,254
4- Machinery and Equipments
6.3
8,581,208 6,398,963
5- Furnitures and Fixtures
6.3
4,150,344 3,688,252
6- Vehicles
6.3
644,877 626,976
7- Other Tangible Assets (Including Leasehold Improvements)
6.3
1,091,537 1,016,572
8- Leased Tangible Fixed Assets 6.3
254,750 256,675
9- Accumulated Depreciation (-)
6.3 - 7
(25,246,948)
(21,755,669)
10- Advances Paid for Tangible Fixed Assets (Including Construction In Progresses)
-
F- Intangible Fixed Assets
3,488,434 2,415,797
1- Rights
8
1,316,309 934,560
2- Goodwill
-
3- Establishment Costs
-
4- Research and Development Expenses
8
2,895,435 1,818,716
5- Other Intangible Assets
-
6- Accumulated Amortizations (-) 8
(723,310)
(337,479)
7- Advances Regarding Intangible Assets
-
G- Prepaid Expenses and Income Accruals
5,237 1- Prepaid Expenses
5,237 2- Income Accruals
-
3- Other Prepaid Expenses and Income Accruals
-
H- Other Non-Current Assets
-
II- Total Non-Current Assets
197,261,100 187,762,299
ASSETS TOTAL
697,966,688 655,557,982
58
Current Period
LIABILITIES
Notes
December 31, 2009
III- SHORT TERM LIABILITIES
A- Borrowings
320,610 1- Loans to Financial Institutions 320,610
2- Lease Payables
3- Deferred Lease Costs (-)
4- Current Portion of Long Term Debts 5- Principal Installments and Interests on Issued Bonds
6- Other Financial Assets Issued 7- Value Differences of Financial Assets Issued(-)
8- Other Financial Liabilities
B- Payables From Main Operations
67,011,568
1- Payables Due To Insurance Operations
2- Payables Due To Reinsurance Operations 17.16 - 19
65,360,492
3- Cash Deposited by Insurance & Reinsurance Companies
17.16 - 19
4- Payables Due To Pension Operations
5- Payables from Other Operations
19
1,651,076
6- Rediscount on Other Payables From Main Operations (-)
C- Due to Related Parties
20,702 1- Due to Shareholders
19
1,446
2- Due to Affiliates
3- Due to Subsidiaries
4- Due to Enterprises Subject to Joint Management
5- Due to Personnel
19
19,256
6- Due to Other Related Parties
D- Other Payables
2,364,786
1- Deposits and Guarantees Received
2- Other Payables
19 - 47
2,364,786
3- Rediscount on Other Payables (-)
E- Insurance Technical Provisions
362,723,150
1- Provisions for Unearned Premiums - Net
217,330,601
2- Unexpired Risk Reserves - Net
2,834,079
3- Life Mathematical Provisions - Net
4- Provision for Outstanding Claims - Net 142,558,470
5- Provision for Bonus and Discounts - Net
6- Provision for Policies Investment Risk of which Belongs to Life 7- Other Technical Provisions - Net
F- Taxes and Other Liabilities and Relevant Provisions
11,587,106
1- Taxes and Funds Payable
23
10,814,517
2- Social Security Premiums Payable
23
772,589
3- Overdue, Deferred or by Installment Taxes and Other Liabilities
4- Other Taxes and Liabilities
5- Corporate Tax Payable
35
6- Prepaid Taxes and Other Liabilities Regarding Period Profit (-)
7- Provisions for Other Taxes and Liabilities
G- Provisions for Other Risks
1- Provision for Employment Termination Benefits
2- Pension Fund Deficit Provision
3- Provisions for Costs
H- Deferred Income and Expense Accruals
34,737,940
1- Deferred Income 19
34,737,940
2- Expense Accruals
3- Other Deferred Income and Expense Accruals
I- Other Short Term Liabilities
1,638,174
1- Deferred Tax Liability
2- Inventory Count Differences
256
3- Other Short Term Liabilities
22
1,637,918
III - Total Short Term Liabilities
480,404,036
Previous Period
December 31, 2008
45,511,350
43,688,584
21,380
1,801,386
45,948
1,446
44,502
2,669,253
2,669,253
336,326,010
197,319,604
2,268,314
3,146,785
133,591,307
12,662,671
7,389,506
608,705
4,664,460
31,644,841
31,644,841
1,753,377
218
1,753,159
430,613,450
59
Current Period
LIABILITIES
Notes
December 31, 2009
IV- Long Term Liabilities
A- Borrowings
1- Loans to Financial Institutions
2- Lease Payables
3- Deferred Lease Costs (-)
4- Bonds Issued
5- Other Financial Assets Issued
6- Value Differences of Financial Assets Issued(-)
7- Other Financial Liabilities
B- Payables From Main Operations
1- Payables Due To Insurance Operations
2- Payables Due To Reinsurance Operations
3- Cash Deposited by Insurance & Reinsurance Companies
4- Payables Due To Pension Operations
5- Payables from Other Operations
6- Rediscount on Other Payables From Main Operations (-)
C- Due to Related Parties
-
1- Due to Shareholders
2- Due to Affiliates
3- Due to Subsidiaries
4- Due to Enterprises Subject to Joint Management
5- Due to Personnel
6- Due to Other Related Parties
D- Other Payables
983,180 1- Deposits and Guarantees Received
19
983,180
2- Other Payables
3- Rediscount on Other Payables (-)
E- Insurance Technical Provisions
4,036,984
1- Provisions for Unearned Premiums - Net
2- Unexpired Risk Reserves - Net
3- Life Mathematical Provisions - Net
4- Provision for Outstanding Claims - Net
5- Provision for Bonus and Discounts - Net
6- Provision for Policies Investment Risk of Which Belongs to Life Insurance Policyholders - Net
7- Other Technical Provisions - Net
2.9.3 - 47
4,036,984
F- Tax and Other Liabilities to be Paid and Relevant Provisions
1- Taxes and Dues Payable
2- Overdue, Deferred or By Installment Taxes and Other Liabilities
3- Other Liabilities and Expense Accruals
G- Provisions for Other Risks
4,974,510 1- Provision for Employment Termination Benefits
22
4,974,510
2- Provisions for Employee Pension Fund Deficits
H- Deferred Income and Expense Accruals
1- Deferred Income
2- Expense Accruals
3- Other Deferred Income and Expense Accruals
I- Other Long Term Liabilities
8,382,716
1- Deferred Tax Liability
21
8,382,716
2- Other Long Term Liabilities
IV- Total Long Term Liabilities
18,377,390
Previous Period
December 31, 2008
184,031
184,031
1,834,561
1,834,561
4,677,388
4,677,388
8,952,434
8,952,434
15,648,414
60
Current Period
Previous Period
LIABILITIES
Notes
December 31, 2009
December 31, 2008
V- Shareholders’ Equity
A- Paid in Capital
150,000,000 150,000,000
1- (Nominal) Capital
15.1
150,000,000 150,000,000
2- Unpaid Capital (-)
- 3- Positive Inflation Adjustment on Capital
- 4- Negative Inflation Adjustment on Capital (-)
- B- Capital Reserves
22,615,600 23,171,036
1- Equity Share Premiums
- 2- Cancellation Profits of Equity Shares
- 3- Profit on Sale to be Transferred to Capital
- 4- Translation Reserves
- 5- Other Capital Reserves
15.2
22,615,600 23,171,036
C- Profit Reserves
67,276,447 60,021,763
1- Legal Reserves
4,949,441 4,949,441
2- Statutory Reserves
- 3- Extraordinary Reserves
- 4- Special Funds (Reserves)
- 5- Revaluation of Financial Assets
9 - 15.2
43,269,125 36,014,441
6- Other Profit Reserves
19,057,881 19,057,881
D- Previous Years’ Profits 1- Previous Years’ Profits
- E- Previous Years’ Losses (-)
(23,896,681)
(34,778,407)
1- Previous Years’ Losses
(23,896,681)
(34,778,407)
F- Net Profit of the Period
(16,810,104)
10,881,726
1- Net Profit of the Period
(16,810,104)
10,881,726
2- Net Loss of the Period
Total Shareholders’ Equity
199,185,262 209,296,118
LIABILITIES TOTAL (III+IV+V)
697,966,688 655,557,982
61
Audited Income Statement for the Year January 1 - December 31, 2009
Current Period
Notes
December 31, 2009
I-TECHNICAL DIVISION
A- Non-Life Technical Income
398,565,659
1- Earned Premiums (Net of Reinsurer Share)
24
374,438,197 1.1- Premiums (Net of Reinsurer Share)
395,016,708 1.1.1- Gross Premiums (+)
727,022,010 1.1.2- Premiums Carried forward to Reinsurer (-) 17.16
(332,005,302)
1.2- Change in Unearned Premium Provisions (Net of Reinsurers Shares and Reserves Carried Forward) (+/-) 2.9.3
(20,012,746)
1.2.1- Unearned Premium Provision (-)
(57,559,584)
1.2.2- Reinsurer Share In Unearned Premium Provision (+)
17.16
37,546,838 1.3- Changes in Unexpired Risk Reserves (Net of Reinsurer Share and Reserves Carried Forward)(+/-)
2.9.3
(565,765)
1.3.1- Unexpired Risk Reserves (-)
(565,765)
1.3.2- Reinsurer Share in Unexpired Risk Reserves (+)
-
2- Investment Income Transferred from Non-Technical Divisions
20,180,589 3- Other Technical Income (Net of Reinsurer Share)
3,946,873 3.1- Gross Other Technical Incomes (+)
3,946,873 3- Reinsurer Share in Gross Other Technical Income (-)
-
B- Non-Life Technical Expense (-)
(410,799,702)
1- Realized Claims (Net of Reinsurer Share)
(305,499,882)
1.1- Claims Paid (Net of Reinsurer Share)
(295,768,039)
1.1.1- Gross Claims Paid (-)
(438,878,200)
1.1.2- Reinsurer Share in Claims Paid (+)
17.16
143,110,161 1.2- Changes in Outstanding Claims Provisions (Net of Reinsurer Share and Reserves Carried Forward) (+/-)
2.9.3
(9,731,843)
1.2.1- Outstanding Claims Provision (-)
(46,641,347)
1.2.2- Reinsurer Share in Outstanding Claims Provision (+)
17.16
36,909,504 2- Changes in Bonus and Discount Provisions (Net of Reinsurer Share and Reserves Carried Forward) (+/-)
-
2.1- Bonus and Discount Provision (-)
-
2.2- Reinsurer Share In Bonus and Discount Provision (+)
-
3- Changes in Other Technical Reserves (Net of Reinsurer Share and Reserves Carried Forward) (+/-)
2.9.3
(2,202,423)
4- Operating Expenses (-)
31
(103,097,397)
C- Non Life Technical Profit (A-B)
(12,234,043)
D- Life Technical Income
72,658
1- Earned Premiums (Net of Reinsurer Share)
24
54,700 1.1- Premiums (Net of Reinsurer Share)
52,951 1.1.1- Gross Premiums (+) 52,951 1.1.2- Premiums Carried forward to Reinsurer (-) 17.16
-
1.2- Change in Unearned Premium Provisions (Net of Reinsurers Shares and Reserves Carried Forward) (+/-) 1,749 1.2.1- Unearned Premium Provision (-)
2.9.3
1,749 1.2.2- Reinsurer Share In Unearned Premium Provision (+)
-
1.3- Changes in Unexpired Risk Reserves (Net of Reinsurer Share and Reserves Carried Forward)(+/-)
-
1.3.1- Unexpired Risk Reserves (-) (-)
-
1.3.2- Reinsurer Share in Unexpired Risk Reserves (+)
-
2- Life Branch Investment Income
17,958 3- Unrealized Profit In Investment -
4- Other Technical Incomes (Net of Reinsurers Share)
-
E- Life Technical Expense
(29,711)
1- Claims Paid (Net of Reinsurer Share)
(3,144,429)
1.1- Claims Paid (Net of Reinsurer Share) (3,909,101)
1.1.1- Gross Claims Paid (3,909,101)
1.1.2- Reinsurer Share In Claims Paid (+)
-
1.2- Changes in Outstanding Claims Provisions (Net of Reinsurer Share and Reserves Carried Forward) (+/-)
2.9.3
764,672
1.2.1- Outstanding Claims Provision (-)
764,672 1.2.2- Reinsurer Share in Outstanding Claims Provision (+)
-
2- Changes in Bonus and Discount Provisions (Net of Reinsurer Share and Reserves Carried Forward) (+/-)
-
2.1- Bonus and Discount Provision (-)
-
2.2- Reinsurer Share In Bonus and Discount Provision(+)
-
3- Changes in Life Mathematical Provisions (Net of Reinsurer Share and Reserves Carried Forward) (+/-)
2.9.3
3,146,785
3.1- Life Mathematical Provisions (-) 3,146,785 3.2- Reinsurer Share Changes in Life Mathematical Provisions (+) -
4- Change in Provision for Policies Investment Risk of Which Belongs to Life Insurance Policyholders
(Net of Reinsurer Share and Reserves Carried Forward) (+/-)
-
4.1- Provision for Policies Investment Risk of Which Belongs to Life Insurance Policyholders (-) -
4.2- Reinsurer Share in Provision for Policies Investment Risk of Which Belongs to Life Insurance Policyholders (+) -
5 Change in Other Technical Provisions (Net of Reinsurer Share and Reserves Carried Forward) (+/-)
-
6- Operating Expenses (-)
31
(32,067)
7- Investment Expenses (-)
-
8- Unrealized Investment Loss (-)
-
9- Investment Income Transferred to Non-Technical Divisions (-)
-
F- Life Technical Profit (D – E)
42,947 G- Pension Technical Income -
H- Pension Technical Expenses
-
I- Pension Technical Profit (G – H)
-
Previous Period
December 31, 2008
363,946,587
343,943,394
373,566,950
709,291,375
(335,724,425)
(27,355,242)
(77,873,427)
50,518,185
(2,268,314)
(2,268,314)
19,819,128
184,065
184,065
(348,641,922)
(272,579,032)
(245,311,672)
(359,695,720)
114,384,048
(27,267,360)
(56,327,900)
29,060,540
(1,834,561)
(74,228,329)
15,304,665
1,035,113
291,289
290,584
327,925
(37,341)
705
705
743,824
(883,935)
(1,555,081)
(1,480,506)
(1,480,506)
(74,575)
(74,575)
699,424
699,424
(28,278)
151,178
-
62
Audited Income Statement for the Year January 1 - December 31, 2009
Current Period
Previous Period
Notes
December 31, 2009
December 31, 2008
II- NON TECHNICAL DIVISION
C- Non Life Technical Profit (A-B)
(12,234,043)
15,304,665
F- Life Technical Profit (D-E)
42,947 151,178
I - Pension Technical Profit (G-H)
- J- Total Technical Profit (C+F+I)
(12,191,096)
15,455,843
K- Investment Income
29,698,951
39,854,486
1- Income From Financial Investments
26
27,593,331 27,322,245
2- Income from Sales of Financial Assets
-
3- Revaluation of Financial Assets
26
(6,564,045)
(4,822,304)
4- Foreign Exchange Gains
36
6,885,495 10,060,125
5- Dividend Income from Affiliates
26
1,237,351 5,274,344
6- Income form Subsidiaries and Joint Ventures
-
7- Real Estate Income
26
539,991 1,927,575
8- Income from Derivative Instruments
-
9- Other Investments
26
6,828 92,501
10- Investment Income transferred from Life Technical Division
-
L- Investment Expenses (-)
(34,806,750)
(35,033,702)
1- Investment Management Expenses (including interest) (-)
34
(3,075,158)
(720,226)
2- Valuation Allowance of Investments (-)
-
(3,028,590)
3- Losses On Sales of Investments (-)
(12,052)
4- Investment Income Transferred to Non - Life Technical Division (-)
(20,180,589)
(19,819,128)
5- Losses from Derivative Instruments (-)
-
6- Foreign Exchange Losses (-)
36
(6,730,914)
(7,432,004)
7- Depreciation Expenses (-)
6 - 32
(3,396,573)
(2,869,189)
8- Other Investment Expenses (-)
(1,411,464)
(1,164,565)
M- Other Income and Expenses (+/-) 488,791 (4,730,441)
1- Reserves (Provisions) account (+/-)
2.9.3
(3,776,751)
(4,968,940)
2- Rediscount account (+/-)
2.9.3
2,074,657 (1,531,946)
3- Special Insurance Account (+/-)
-
4- Inflation Adjustment Account (+/-)
-
5- Deferred Tax Asset Accounts(+/-)
21
430,868 2,313,167
6- Deferred Tax Liability Expense (+/-)
-
7- Other Income and Revenues
47
2,246,926 488,175
8- Other Expense and Losses (-)
47
(486,909)
(1,030,897)
9- Prior Period Income
-
10- Prior Period Losses (-)
-
N- Net Profit/(Loss)
(16,810,104)
10,881,726
1- Profit/(Loss) Before Tax
(16,810,104)
15,546,186
2- Taxes Provisions (-)
35
-
(4,664,460)
3- Net Profit (Loss) after Tax
(16,810,104)
10,881,726
4- Inflation Adjustment Account
-
-
63
Audited Statement of Cash Flows for the Year January 1 - December 31, 2009
Current Period
Previous Period
Notes
December 31, 2009
December 31, 2008
A. CASH FLOW FROM OPERATING INCOME
1. Increase in Insurance Operations 351,905,185 328,886,264
2. Increase in Reinsurer Operations
- 110,304
3. Increase in Pension Operations - 4. Decrease in Insurance Operations (-)
(382,132,128)
(308,707,658)
5. Decrease in Reinsurer Operations (-)
- 6. Decrease in Pension Operations (-)
- 7. Cash Provided by Operating Income (A1+A2+A3-A4-A5-A6)
(30,226,943)
20,288,910
8. Interest Payments (-)
(3,075,158)
(720,226)
9. Income Tax Payments (-)
(148,495)
10. Other Cash Inflows
5,072,851 8,979,102
11. Other Cash Outflows (-)
(7,768,893)
(13,891,571)
12. Net Cash Provided by Operating Income (36,146,637)
14,656,215
B. CASH FLOWS FROM INVESTING ACTIVITIES
1. Sales of Tangible Assets 6
13,786 22,551
2. Acquisition of Tangible Assets (-)
6
(5,504,053)
(5,425,567)
3. Acquisition of Financial Assets (-)
- (27,680,051)
4. Sale of Financial Assets 138,208,287 5. Interest Income 21,382,035 22,499,941
6. Dividends Received
429,901 5,274,344
7. Other Cash Inflows
701,400 8. Other Cash Outflows (-)
- 9. Net Cash Used in Investing Activities 155,231,356 (5,308,782)
C. CASH FLOWS FROM FINANCING ACTIVITIES 1. Issued Share
- 2. Increased in Loaned Securities
320,610 3. Lease Liabilities Payable (-)
- (23,922)
4. Dividend Paid (-)
- (3,000,000)
5. Increase in Other Cash
- 6. Decrease in Other Cash (-)
- 7. Net Cash Used in Financing Activities 320,610 (3,023,922)
D. EFFECT OF EXCHANGE RATE DIFFERENCES ON CASH AND CASH EQUIVALENTS
- E. INCREASE IN CASH AND CASH EQUIVALENT (A12+B9+C7+D)
119,405,329 6,323,511
F. CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR
39
63,027,126 56,689,548
G. CASH AND CASH EQUIVALENTS, END OF YEAR (E+F)
39
182,432,455 63,013,059
CURRENT PERIOD
I- Balance, End of Previous Year (31/12/2008) 150,000,000 - 36,014,441 - - 4,949,441 - 42,228,917 10,881,726 (34,778,407) 209,296,118
II- Adjustments Regarding to TMS 8 - - - - - - - - - - III- New Balance (I+II) 150,000,000 - 36,014,441 - - 4,949,441 - 42,228,917 10,881,726 (34,778,407) 209,296,118
A- Capital Increase
- - - - - - - - - - 1- Cash Increase
- - - - - - - - - - 2- From Internal Sources
- - - - - - - - - - B- Shares Acquired from Stock Exchange
- - - - - - - - - - C- Income and Loss Not Shown In Income Statements - - - - - - - - - - D- Value Increase in Assets - - 7,254,684 - - - - (555,436)
- - 6,699,248
E- Currency Translation Differences - - - - - - - - - - F- Other Profit and Loss
- - - - - - - - - - G- Inflation Adjustment Differences
- - - - - - - - - - H- Net Profit of the Period
- - - - - - - - (16,810,104)
- (16,810,104)
I- Transfer From Net Profit of the Period to
Previous Years’ Losses
- - - - - - - - (10,881,726)
10,881,726 I- Dividends Paid
- - - - - - - - - - - III- Balance, End of The Year (31/12/2009) 150,000,000 - 43,269,125 - - 4,949,441 - 41,673,481 (16,810,104)
(23,896,681) 199,185,262
Equity Inflation
Currency
Other
Net Profit
Shares Owned Revaluation
Adjustment
Translation
Legal
Statutory
Reserves and
of the Period
Previous
Notes
Capital
By The Company
of Assets on Capital
Differences
Reserves
Reserves Retained Earnings
(or Loss)
Year Losses (-)
Total
PERIOR PERIOD
I- Balance, End of Previous Year (31/12/2007) 150,000,000 - 19,917,252 - - 4,586,980 - 15,230,554 7,249,225 - 196,984,011
II/1 Effect of Adjustments 2.b - - - - - - - - - (20,606,574)
(20,606,574)
II/2. Adjustments Regarding to TMS 8 - - - - - - - - - (14,430,025)
(14,430,025)
III- New Balance (I+II) 150,000,000 - 19,917,252 - - 4,586,980 - 15,230,554 7,249,225 (35,036,599) 161,947,412
A- Capital Increase
1- Cash Increase
- - - - - - - - - - 2- From Internal Sources
- - - - - - - - - - B- Shares Acquired from Stock Exchange
- - - - - - - - - - C- Income and Loss Not Shown In Income Statements - - - - - - - - - - D- Value Increase in Assets - - 16,097,189 - - - - 23,111,599 - - 39,208,788
E- Currency Translation Differences - - - - - - - - - - F- Other Profit and Loss
- - - - - - - - - 258,192 258,192
G- Inflation Adjustment Differences
- - - - - - - - - - H- Net Profit of the Period
- - - - - - - - 10,881,726 - 10,881,726
I- Dividends Paid
- - - - - 362,461 - 3,886,764 (7,249,225)
- (3,000,000)
III- Balance, End of The Year (31/12/2008) 150,000,000 - 36,014,441 - - 4,949,441 - 42,228,917 10,881,726 (34,778,407) 209,296,118
64
Audited Statement Of Changes In Shareholders’ Equity For The Year January 1 And December 31, 2009
65
Audited Statement Of Profit Distribution For The Year Ended December 31, 2009
Current Period
Notes
December 31, 2009
I. CURRENT PERIOD PROFIT DISTRIBUTION 1.1. Profit Of The Period
(17,240,972)
1.2. TAXES AND OTHER FISCAL LIABILITIES PAYABLE
430,868 1.2.1. Corporate Tax (Income Tax)
21
-
1.2.2. Income Tax- Deduction
-
1.2.3. Other Tax and Legal Fiscal Liabilities
21, 35
430,868
A NET PROFIT (1.1 – 1.2)
(16,810,104)
1.3. PREVIOUS YEAR’S LOSSES (-)
(23,896,681)
1.4. FIRST LEGAL RESERVES (-)
-
1.5. LEGAL RESERVES WHICH KEEPING IN ENTERPRISE AND SAVING IS MANDATORY (-)
-
B NET DISTRIBUTABLE PERIOD PROFIT [ (A - (1.3 + 1.4 + 1.5) ]
-
1.6. FIRST DIVIDEND TO SHAREHOLDERS (-)
-
1.6.1. To Shareholders of Ordinary Shares
-
1.6.2. To Shareholders which possess preferred shares
-
1.7. DIVIDEND TO EMPLOYEES (-)
-
1.8. DIVIDEND TO INCORPORATING PARTNER (-)
-
1.9. DIVIDEND TO BOARD OF DIRECTORS (-)
-
1.10. SECOND DIVIDEND TO SHAREHOLDERS (-)
-
1.10.1. To Shareholders
-
1.10.2. To Shareholders Which Possess Preferred Shares
-
1.10.3. To Shareholder Which Possess Publicly Offered Redeemed Shares -
1.10.4. To Shareholders Which Possess Profit-Sharing Securities -
1.10.5. To Shareholders Which Possess Profit and Loss Sharing Certificates -
1.11. SECOND LEGAL RESERVES (-)
-
1.12. STATUTORY RESERVES (-)
-
1.13. EXTRAORDINARY RESERVES
-
1.14 OTHER RESERVES
-
1.15 SPECIAL RESERVES
-
II. RESERVES DISTRIBUTION
-
2.1. DISTRIBUTED RESERVES
-
2.2. SECOND LEGAL RESERVES (-)
-
2.3. SHARE TO PARTNERS (-)
-
2.3.1.To Shareholders
-
2.3.2 To Shareholders Which Possess Preferred Shares
-
2.3.3. To Shareholder Which Possess Publicly Offered Redeemed Shares -
2.3.4 To Shareholders Which Possess Profit-Sharing Securities
-
2.3.5 To Shareholders Which Possess Profit and Loss Sharing Certificates -
2.4. DIVIDEND TO EMPLOYEES (-)
-
2.5. DIVIDEND TO BOARD OF DIRECTORS (-)
-
III. EARNING PER SHARE
-
3.1. TO SHAREHOLDERS
-
3.2. TO SHAREHOLDERS (%)
-
3.3. TO SHAREHOLDERS WHICH POSSES PREFERRED SHARES
-
3.4. TO SHAREHOLDERS WHICH POSSES PREFERRED SHARES (%)
-
IV. EARNING PER DIVIDEND
-
4.1. TO SHAREHOLDERS
-
4.2. TO SHAREHOLDERS (%)
-
4.3 TO SHAREHOLDERS WHICH POSSES PREFERRED SHARES
-
4.4. TO SHAREHOLDERS WHICH POSSES PREFERRED SHARES (%)
-
Previous Period
December 31, 2008
13,233,019
(2,351,293)
(4,664,460)
2,313,167
10,881,726
(34,778,407)
-
66
(Amounts expressed in Turkish Lira (TL) unless otherwise stated.)
1. NATURE OF OPERATIONS
1.1. Parent Company and Ownership of the Company:
- Company name
- Ownership of the company : Güneş Sigorta Anonim Şirketi
: Türkiye Vakıflar Bankası T.A.O. and Groupama S.A.
1.2. The Company’s address and legal structure and address of its registered country and registered office
The Company is a corporation, which was established in accordance with the requirements of Turkish Commercial Code, and is located at
Büyükdere Cad. No: 110 Esentepe/İstanbul. The Company has 11 branch offices and detailed below.
Address
Kadıköy Regional Headquarters
Saniye Ermutlu Sok. No 4 Şaşmaz Plaza Kozyatağı İstanbul
Central Regional Headquarters
Güneş Plaza Büyükdere Cad. No 110 Şişli İstanbul
Central Anatolia Regional Headquarters
Atatürk Bulvarı, Gama İş Hanı No 97 Kızılay Ankara
Aegean Regional Headquarters
Şehit Fethibey Cad.No 55 Heris Tower Kat 9-10 Konak İzmir
South Anatolia Regional Headquarters
Yeni Döşeme Mahallesi, Karaisalı Cad. Baysan İş Merkezi Seyhan Adana
Black Sea Regional Headquarters
Kahramanmaraş Cad.Bordo İş Hanı No4 Kat 3 Trabzon
Mediterranean Regional Headquarters
Metin Kasapoğlu Cad.Ayhan Kadam İş Merk. A Blok No 3-4-5 Antalya
Marmara Regional Headquarters
Atatürk Caddesi No 70 Vakıf İş Hanı 304-310 Heykel Bursa
Thrace Regional Headquarters
Ertuğrul Mah. H.Pehlivan Cad. Dibek Sk.Yazıcı İşHanı No 1 K 2 Tekirdağ
East Anatolia Regional Headquarters
Yukarı Mumcu Cad. Akçay Apt. No 4 Erzurum
TRNC Regional Headquarters
Şehit Mustafa Ahmet Ruso Cad. Muhtar Yusuf İş Merk. K. Kaymaklı Lefkoşa
1.3. Main operation of the company:
The Company’s main operation is insurance.
1.4. Details of the Company’s operations and nature of field of activities:
Güneş Sigorta A.Ş. is a corporation, which was established in accordance with the requirements of Turkish Commercial Code and active in
accident, fire, shipment, engineering, agriculture, legal protection, compulsory highway traffic insurance, credit insurance and life and health
insurance branches. Principals of operations are determined based on the Insurance Law No: 5684 and standards and policies set out in
applicable regulations.
1.5. Average number of Company’s personnel based on their branches.
Headquarters Kadıköy Regional Headquarters
Total
December 31, 2009
December 31, 2008
357
320
54
63
58
70
82
92
60
54
36
34
38
39
31
32
35
31
15
13
18
19
10
5
794772
67
1.6. Remuneration and fringe benefits to The Chairman and member of board of directors, general manager and assistants, general
coordinator and other top management in current period: TL 1,689,958 (December 31, 2008: 1,814,315- TL)
1.7. Distribution keys used in the distribution of investment income and operating expenses in the financial statements
Distribution of Investment Income
The Company’s distribution of investment income to technical branches by the rates calculated by dividing the “net cash flow” amount into
the “total net cash flow” amount, less any reinsurance share for each branch is made based on the standards and policies set out in relation
to the distribution keys used in the financial statements prepared in accordance with the Undersecretariat of Treasury’s circular on the
Insurance Uniformed Chart of Accounts issued on January 4, 2008.
Distribution of Operating Expenses
The Company’s distribution of indirect general administrative, research and development, marketing, selling and advertising expenses to
technical accounts by the number of policies written at last 3 years based on each branch, gross amount of premiums written and numbers
of claim reports is made based on the standards and policies set out in relation to distribution keys used in the financial statements
prepared in accordance with the Undersecretariat of Treasury’s Circular on the Insurance Uniformed Chart of Accounts issued on January 4,
2008.
1.8. Stand-alone or consolidated financial statements
Financial statements only include financial information of Güneş Sigorta A.Ş.
1.9. Name and other information of the reporting company and subsequent changes to the prior balance sheet date
Name/Trade Name
Headquarters Address
Phone
Fax
Web page address
E-mail address
Güneş Sigorta Anonim Şirketi
Büyükdere Cad. No: 110 Esentepe/İstanbul
0 212 444 1957
0 212 355 6464
www.gunessigorta.com.tr
[email protected]
There has been no change in the above information as of the prior balance sheet date.
1.10. Subsequent Events
There has been no change in the Company’s operations, documentation and records or Company’s policies subsequent to the balance sheet
date.
Financial statements are approved by board of directors on February 24, 2010. General Management and specific governing bodies are
authorized to change financial statements
68
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
2.1. Basis of Preparations:
2.1.1 Basis of Preparation of Financial Statements and Specific Accounting Policies Used;
In accordance with Article 50(a) of Section VII of the Capital Market Law, insurance companies have to comply with their own specific law
and regulations in matters of establishment, auditing, supervision/oversight, accounting and financial reporting. Therefore, the Company’s
financial statements are prepared in accordance with the Insurance Law No: 5684 and prevailing accounting principles and standards
for Insurance and Reinsurance Companies set out by the Undersecretariat of Treasury. Financial statement are prepared accordance with
the Undersecretariat of Treasury’s Circular on the Insurance Uniformed Chart of Accounts published in the Official Gazette No: 25686 on
December 30, 2004.
The Decree on “Financial Reporting of the Insurance and Reinsurance Companies and Pension Funds” was published in the Official Gazette
No: 26852 on July 14, 2007 and has become effective as of January 1, 2008.
Article 4(1) of the Decree on “Financial Reporting of Insurance and Reinsurance Companies and Pension Funds” requires the recognition
of company operations in accordance with the preparation and presentation of financial statements requirements in the Decree and
TASB, except for any Decrees issued by the Undersecretariat of Treasury in relation to the matters specified in 4(2), and Article 4(2) of the
Decree on “Financial Reporting of Insurance and Reinsurance Companies and Pension Funds” requires the determination of principles
and procedures on insurance contracts, accounting of subsidiaries, associates and entities under common control, consolidated financial
statements, publicly available financial statements and the related disclosures and notes in accordance with the decrees issued by the
Undersecretariat of Treasury.
Within this respect, the below requirements are set out in regards to Article 4(2) of the Decree in the Sector Announcement No: 2008/9
issued on 18 February 2008:
- TFRS 4 (Turkish Financial Reporting Standards) “Insurance Contracts” is applicable for the annual periods beginning on or after December
31, 2005. The Standard is effective as of March 25, 2006; however, it is not applicable for the current period since International Accounting
Standards Board has not yet completed the second phase of its project. Principles and procedures on the preparation of notes and
disclosures in relation to insurance contracts will be set out by a decree that will be issued by the Undersecretariat of Treasury in case of
need.
- Accounting of subsidiaries, entities under common control and associates is prescribed by the circular no:
2007/26 issued by the Undersecretariat of Treasury. In this respect, subsidiaries, entities under common control and associates should
be accounted for in accordance with the specific standards issued by the TASB until a related decree is issued by the Undersecretariat of
Treasury.
-The Decree on “Financial Reporting of Insurance and Reinsurance Companies and Pension Funds” is published in the Official Gazette
No:27097 December 31, 2008 and effective date is March 31, 2009. In this respect, As of March 31, 2009 insurance and reinsurance
companies and pension funds are accountable to prepare consolidated financial statements if the company has insurance, reinsurance
and individual pension funds from affiliates and subsidiaries. Prepare to consolidated financial statements are including other financial
information side of insurance and reinsurance and individual pension funds from affiliates and subsidiaries was to be effective March 31,
2004
- The Decree on “Presentation of Publicly Available Financial Statements and Related Notes and Disclosures” issued by the Undersecretariat
of Treasury was published and has become effective in the Official Gazette No: 26851 on April 18, 2008. In this respect, TAS 1 will not be
applicable.
69
a. Preparation of Financial Statements in Hyperinflationary Periods
In accordance with the Undersecretariat of the Treasury’s statement no: 19387 issued April 4, 2005, the Company’s financial statements as
of December 31, 2004 are adjusted and its 2005 openings are prepared based on the requirements set out in “the preparation of financial
statements in hyperinflationary periods” specified in the CMB’s Decree Volume: XI, No: 25 “Accounting Standards in Capital Markets”
which was published in the Official Gazette No: 25290 on November 15, 2003. In addition, the preparation of the financial statements in
hyperinflationary periods has not been applied in accordance with the statements of the Undersecretariat of the Treasury.
b. Comparative Information and Prior Period Financial Statements
The balance sheets with the accompanying notes as of 31.12.2009 and 2008 and statement of income, cash flow and changes in equity with
the accompanying notes for the twelve months period ended 31.12.2009 and 2008 are presented as comparatively. For the compatibility of
the current financial statements these financial statements are reclassified if necessary.
‘’Regulations about Technical Provisions of Insurance and Reinsurance Companies and Pension Funds and Assets Held for Such Provisions”
was published in the Official Gazette No: 26606 on August 7, 2007 and effective as of January 1, 2008. This regulation is first adapted to
financial statements in year 2008. As General Directorate of Insurance promulgated about the Decree, it is realized that the Decree was not
understood in sector and issued ‘’Sector Announcement Regarding Application of Legislation of Technical Provisions’’ on March 27, 2009.
Financial statements as of December 31, 2009 are prepared based on explanations on Sector Announcement on March 27, 2009. Financial
statements as of December 31, 2008 were prepared by adjusting opening balances on 2008 to compare with financial statements as of
December 31, 2009. Effects on financial statements as of December 2008 are as follows:
Amount before adjustment
2008 (thousand TL)
Provisions for Outstanding Claims
109,403
Accrued Provisions for Outstanding Claims
98,856
Paid and not reported
15,021
Outstanding Claim Reserve
-
Actuarial Chain Method
2,017
Subrogation and Salvage Income
(6,490)
Unexpired Risk Reserves
3,952
Unearned Premium Provisions
190,109
Deferred Commission Incomes
38,855
Deferred Tax Liabilities
10,651
Total
352,970
Previous Years’ Profits (14,172)
Provisions for Outstanding Claims Expenses
(52,746)
Unexpired Risk Reserves Expenses
(3,952)
Deferred Tax Assets 615
Effects on Profit of 2008
(56,083)
Amount after adjustment
2008 (thousand TL)
133,591
95,907
31,701
9,397
6,224
(9,637)
2,268
197,320
31,645
8,952
373,777
Statements Difference
2008 (thousand TL)
24,188
(2,949)
16,680
9,397
4,207
(3,146)
(1,684)
7,210
(7,210)
(1,698)
20,806
(34,778)
(20,607)
(56,328)
(2,268)
2,313
(56,283)
(3,582)
1,684
1,698
(200)
70
c. Technical Reserves
Unearned premiums reserve, unexpired risk reserves, outstanding claims reserve and reinsurance share of these provisions and equalization
reserves in financial statements are recognized based on the below principles in accordance with the Insurance Law effective at June 14,
2007 and the requirements set out in the Decree “Technical Provisions of Insurance and Reinsurance Companies and Pension Funds and
Assets Held For Such Provisions” issued in the Official Gazette No: 26606 on August 7, 2007 and effective on January 1, 2008.
Unearned Premium Reserves: Unearned premium reserve is carried forward portion of unearned net premiums written in the current period
and is calculated on a daily pro-rata basis. Previously, unearned premium reserve was calculated on net retained premiums written except
the earthquake guarantees given in fire and engineering insurance branches, net of commissions. However, the Circular “Compliance of
Technical Provisioning Insurance and Reinsurance Companies and Pension Funds with the Legal Provisions of Insurance Law No:5684”
issued by the Undersecretariat of the Treasury on July 4, 2007 ceased the application of deducting the earthquake premiums in the
calculation of unearned premium reserve for insurance policies prepared subsequent to June 14, 2007.
Net of commissions application has been ceased in the calculation of unearned premium reserve of the insurance policies prepared after
January 1, 2008 in accordance with the Decree “Technical Provisions of Insurance and Reinsurance Companies and Pension Funds and Assets
Held for Such Provisions”. Carried forward portions of commissions paid to intermediaries, commissions received due to the premiums ceded
to reinsurers, production expense shares and the amount paid for non- proportional reinsurance treaty agreements under new account
codes, while the related income and expenses in the current period should be recognized under the old account codes. In accordance with
the related Decree, for the transportation policies issued after January 1, 2008 with indefinite expiration dates, 50% of the remaining
portion of the premiums accrued in the last three months is provided as unearned premium reserves.
Following the above-mentioned amendments, the Company has calculated a deferred expense amounting to TL 47,597,273 and deferred
commission income amounting to TL 34,737,940 as of December 31, 2009. (December 31, 2008: a deferred expense amounting to TL
45,593,759 and deferred commission income amounting to TL 31,644,841.)
Unexpired Risk Reserve: Insurance companies are required to provide unexpired risk reserves for insurance branches of which are
inconsistent with the risk level assumed over the insurance period and the distribution of premiums earned over time in accordance
with the Decree “Technical Provisions of Insurance and Reinsurance Companies and Pension Funds and Assets Held for Such Provisions”.
Insurance companies are also required to provide unexpired risk reserves if unearned premium reserve is inadequate for the Company’s risks
and estimated expenses. In accordance with the Decree, insurance companies should apply an adequacy test covering the last 12 months for
each period for the possibility of exceeding claim compensations from existing insurance contracts against the unearned premium reserves
provided for these contracts. The related Decree, which was published in the Official Gazette No: 26674 on October 18, 2007, requires the
multiplication of unearned premium reserves by the estimated claim premium ratio in adequacy test application. Estimated claim premium
ratio is calculated by dividing the occurred claims (outstanding claims (net) + claims paid (net) – outstanding claims reversal (net)) into
earned premiums (premiums written (net) + carried forward unearned premiums reserve (net) – unearned premiums reserve (net)). In
addition, if the estimated claim premium ratio exceeds 100% in 2008 and 95% in future periods for the estimated claim premium ratio of
insurance branches that will be determined by the Undersecretariat of Treasury, the amount calculated subsequent to the multiplication of
the exceeding rate by unearned premiums reserve will be used in the calculation of unexpired risks reserve of the related branch.
In accordance with the Circular issued by the Undersecretariat of the Treasury on November 6, 2007, unexpired risks reserve should be
calculated for each sub-branches specified in the Insurance Uniform Chart of Accounts.
The Company has calculated TL 57,049 of unexpired risks reserve in health branch, TL 2,569,503 of unexpired risks reserve in Traffic, TL
31,726 of unexpired risks reserve in Employer’s Liability, TL 46,321 of unexpired risks reserve in Bottle gas, TL 129,480 of unexpired risks
reserve in Machine Damage as a result of the adequacy test as of December 31, 2009. (December 31, 2008: TL 2,268,314)
Outstanding Claims Reserve: Companies are required to provide outstanding claim reserve for the outstanding claims which are reported
but not paid as of the prior period and current period - end or realized estimated cost and realized but not reported if this amount could
not be calculated. As calculation of outstanding claims reserve, all share of expenses including calculated or estimated expert, consultant,
lawsuit and communication expenses which are necessary being perfected to indemnity files are considered.
71
Reinsurance shares of outstanding claims are considered as effective reinsurance agreement’s condition.
As Outstanding claim reserve, amount subject to lawsuit is considered for legal follow-up for the claim suits. However, If excess of claims
except default interest which required by insurance policyholders, legal charges, lawyer payment over insurance agreement guarantee limit,
the company must deduct over portion from outstanding claims amount. Expertise report despite amount subject to lawsuit, outstanding
claims reserve is determined as adding accrued default interest, lawyer payment and other expenses to claim amount which detected based
on conclusive evidence.
Insurance company should consider outstanding claim reserve for realized but not reported claim cost in accordance with Article 1. of the
Decree on “the Regulations for Establishment and Operations of Insurance and Reinsurance Companies” was published in Official Gazette
No: 25354 on January 27, 2004. Relevant to subject, In accordance with the Decree “Technical Provisions of Insurance and Reinsurance
Companies and Pension Funds and Assets Held For Such Provisions” published in the Official Gazette No: 26606 on 7 August 2007, insurance
companies should consider the weighted average ratio calculated by dividing the claims incurred prior to the related periods but reported
after the related period for the last 5 years or over, after the deduction of subrogation, salvage and other related incomes, to the related
periods’ premium, in the calculation of incurred but not reported claims. The current period’s incurred but not reported claim should be
measured by multiplying the weighted average ratio by the total premium production for 12 months prior to the current period.
The Company has TL 11,469,277 Subrogation and Salvage Income deducted from Outstanding Claims Reserve as a result above-mentioned
calculations as of December 31, 2009. (December 31, 2008: TL 11,613,246) Reinsurance Share deducted from Subrogation and Salvage
Income amounts to TL 2,227,819 (December 31, 2008: TL 1,976,607)
In accordance with the Decree “Technical Provisions of Insurance and Reinsurance Companies and Pension Funds and Assets Held For Such
Provisions” published in the Official Gazette No: 26606 on 7 August 2007, insurance companies should consider the weighted average ratio
calculated by dividing the claims incurred prior to the related periods but reported after the related period for the last 5 years or over, after
the deduction of subrogation, salvage and other related incomes, to the related periods’ premium, in the calculation of incurred but not
reported claims. The current period’s incurred but not reported claim should be measured by multiplying the weighted average ratio by the
total premium production for 12 months prior to the current period.
As of December 31, 2009 The Company calculated and accounted net TL 34,429,710 incurred but not reported claims in the accompanying
financial statements, (December 31, 2008: TL 31,700,577)
Outstanding Claims Reserve Adequacy Difference
Insurance companies are required to prepare an adequacy table for their outstanding claims reserve at the end of each period using
the format designated by the Undersecretariat of the Treasury and such companies are also required to present the tables to the
Undersecretariat of the Treasury. The Undersecretariat of the Treasury denotes that an adequacy table should present the outstanding
claim adequacy ratio, which is the proportion of outstanding claim reserves provided for the last 5 years to the total of actually paid claims
including all expense shares in relation to the related claims. If the average of the last five years’ outstanding claim adequacy ratio, except
for the current year, is below 95%, in order to calculate the adequacy ratio, the difference is multiplied by the current year’s outstanding
claim reserve.
The Company calculated and accounted extra reserve amounting to TL 6,910,942 for branches which outstanding claim adequacy ratio is
below 95%. (December 31, 2008: 9,396,609)
Actuarial Chain Method
In accordance with Article 7(6) of the Decree “Technical Provisions of Insurance and Reinsurance Companies and Pension Funds and Assets
Held For Such Provisions” published in the Official Gazette No: 26606 on August 7, 2007, outstanding claim reserve provided for the current
period cannot be below the amount calculated by using the actuarial chain method developed by the Undersecretariat of the Treasury. In the
Decree on the “Actuarial Chain Method” issued by T.C. Prime Ministry Undersecretariat of Treasury on November 29, 2007, the application
principles of the Actuarial Chain Method as of March 31, 2008 for the first time is based on the claims paid. The method is used for the
statistical calculation of minimum outstanding claim reserves provided for the period-end by reducing the subrogation, salvage, and other
72
related items from the net (less reinsurance share) and gross (including reinsurance share) claims paid in the last six years based on toplevel branches in accordance with the Decree on Insurance Branches published in the Official Gazette No: 26579 on July 11, 2007.
In accordance with Article 2009/11 “Decree about change of 2007/24 Actuarial Chain Method Decree” there have been changes about
calculation methods of Actuarial Chain Method. Although method is still based on paid claims, method is modified to reduce the great
deviation caused by the amount of damages normally not expected to occur. Numbers of claim reports about the damages are taken to
consideration and also gradual data correction method applied to calculation method.
In accordance with Article 2009/12 “Article 2009/11 “Decree about change of 2007/24 Actuarial Chain Method Decree” Undersecretariat
of the Treasury stated new calculation method caused great deviation and unrealistic result for some of the Insurance Firms. Therefore,
Insurance Companies are allowed to choose between Decree 2009/11 and Decree 2007/24.
As of December 31, 2009, the Company’s additional outstanding claim reserve as calculated based on the actuarial chain method based
on Decree 2007/24 presented under the outstanding claims reserve in the accompanying financial statements amounts to TL 12,948,380
(December 31, 2008: TL 6,224,085)
Equalization Reserves; In accordance with Article 9 of the Decree “Technical Provisions of Insurance and Reinsurance Companies and
Pension Funds and Assets Held For Such Provisions” published in the Official Gazette No: 26606 on August 7, 2007, insurance companies are
required to provide equalization reserves for earthquake and credit insurances in order to equalize the possible fluctuations in the claims
compensation rates and to cover the catastrophic risks in subsequent periods. Also, in accordance with the related article, equalization
reserves should be calculated as 12% of the earthquake and credit net premiums of each year and amounts paid for non-proportional
reinsurance contracts should be considered as premiums ceded in the calculation of net premium, and companies should continue to
provide reserves to the extent that reserves exceed 150% of the maximum amount of net premiums received in the last five financial
periods.
The Company has provided TL 4,036,984 (December 31, 2008; TL 1,834,561) of equalization reserve as of December 31, 2009 for the current
period based on the calculation mentioned below.
Subrogation and Salvage Incomes: Collection of subrogation incomes from other insurance companies and real person is booked on accrual
basis of accounting when they become certain. Salvage Incomes are reflected to income statement on cash basis.
d. Receivables from Insurance Activities
Receivables from insurance activities consist of receivables from agencies and policyholders. According to the Regulations for Establishment
and Operations of Insurance and Reinsurance Companies, published by Turkish Treasury in the Official Gazette dated December 26, 1994 No:
22153 and effective on 1995, insurance companies were obliged to make a provision for two months overdue receivables from agencies and
policyholders.
73
Since July 4, 2007 on behalf of the Turkish Treasury Circular No:2007/3 application of provision for premium receivables has been repealed
and the usage right of accumulated provision is given to companies. The Company has discontinued the application of provision for
premium receivables as of December 31, 2007 and impairment for premium reserves have been reversed and reflected to income statement.
For allowance for doubtful receivables, the Company has provided provision for receivables that are subject to administrative and legal
follow-up, considering the nature and extent of such receivables, in accordance with Article 323 of the Tax Procedure Law. As of December
31, 2009, the amount of doubtful receivables that are subject to administrative and legal follow-up amounts to TL 8,683,527. (December 31,
2008: TL 6,398,558)
Receivables are subject to discount as their maturity dates using effective interest method. As of December 31, 2009, TL 2,447,245 discount
has been accounted. (December 31, 2008: TL 5,465,550)
2.1.2 Other related accounting policies for the understanding of financial statements
All accounting policies are explained in “Note 2.1.1. Basis of Preparation of Financial Statements and Specific Accounting Policies Used”
2.1.3. Functional currency
The Company’s financial statements are presented in Turkish Lira (TL), which is the functional and presentation currency of the Company.
2.1.4. Rounding degree used in the financial statements
All the balances presented in the financial statements are expressed in full in Turkish Lira (TL) unless otherwise indicated.
2.1.5. Valuation method(s) used in the presentation of financial statements
Financial statements, except for revaluation of financial instruments and some of fixed assets, are prepared based on the historical cost
method.
2.1.6 Adoption of New and Revised Standards
In the current year, the Company has adopted all of the new and revised Standards and Interpretations issued by International Accounting
Standards Board (“IASB”) and the International Financial Reporting Interpretations Committee (“IFRIC”) of the IASB that are relevant to its
operations and effective for accounting periods beginning on January 1, 2009.
Standards, amendments and interpretations, which are published in 2009 and have no impact on the company’s financial
statements:
Although the following standards, amendments and interpretations to published standards are mandatory for accounting periods beginning
on or after January 1, 2009, they are not relevant to the Company’s operations:
IAS 1 Presentation of Financial Statements
IFRS 1 First-time Adoption of International Financial Reporting Standards (Change)
IFRS 2 Share-based Payments
IFRIC 13, “Customer loyalty programs”
IFRIC 15 Agreements for the Construction of Real Estate
IFRIC 16 Hedges of a Net Investment in a Foreign Operation
IAS 23 Borrowing Costs
IAS 27 Consolidated and Separate Financial Statements (Change)
IAS 28 Investments in Associates
IAS 31 Interests in Joint Ventures
IAS 39 Financial Instruments: Recognition and Measurement (Change)
IAS 40 Investment Properties
74
Standards, amendments and interpretations to existing standards, standards that are not yet effective and have not been early
adopted by the Company:
At the date of authorization of these financial statements, the following Standards and Interpretations were in issue but not yet effective:
•
•
•
•
•
•
•
•
•
IFRS 2, “Share-based Payment” Amendment relating to vesting conditions and cancellations.
IFRS 3 “Business Combinations”
IFRS 5 Non-current Assets Held for Sale and Discontinued Operations (Change)
IFRIC 17, “Distribution of non-cash assets to owners ”
IFRIC 18, “Transfers of assets from costumers”
IAS 27 “Consolidated and Separate Financial Statements (Change)
IAS 28 “Investments in Associates”
IAS 31 “Interests in Joint Ventures” Comprehensive revision on applying the acquisition method
IAS 39 Financial Instruments: Recognition and Measurement (Change)
The Company directors anticipate that the application of the Standards and Interpretations in future periods will have no material impact on
the financial statements of the Company.
2.2. Consolidation
The Decree on “Preparation of Consolidated Financial Statements of Insurance and Reinsurance Companies and Pension Funds” was
disclosed in the Turkish Trade Registry Gazette No: 7087 on December 31, 2008 and it was applicable as of March 31, 2009. In this context,
by March 31, 2009, insurance and reinsurance companies and pension funds are liable to prepare consolidated financial statements
including financial informations of Insurance and Reinsurance Companies and Pension Funds that are subsidiaries and/or affiliates of the
company. Obligation to prepare consolidated financial statements for all subsidiaries and affiliates will be applicable as of March 31, 2010.
Company does not have subsidiary as insurance and reinsurance companies and pension funds. Vakıf Emeklilik, one of affiliates, will be
consolidated in accordance with the relevant regulations. Consolidated Financial statements will be prepared separately.
2.3 Segment Reporting
The Company operates in insurance sector, which includes life and non-life branches. Life insurance branch amounts to 1% of total
operations therefore no segment reporting is required. Technical income and expenses are presented in note 5.3.
2.4 Reserves in Foreign Currencies
Foreign currency transactions are accounted compatible with “Effects of foreign currency changes” in Turkish Accounting Standards
(TMS) communiqué no 21, monetary assets denominated in foreign currencies are reconverted at the buying rates of Central Bank of the
Republic of Turkey of the prevailing on the balance sheet date, monetary liabilities denominated in foreign currencies are retranslated at
the selling rates of Central Bank of the Republic of Turkey prevailing on the balance sheet date. Gains and losses arising from exchange rate
transactions are recognized in the income statement as foreign exchange gains or losses.
2.5 Tangible Fixed Assets
Tangible fixed assets purchased prior to January 1, 2005 are carried at restated cost based on the effects of inflation as of December 31,
2004 and property, plant and equipment purchased subsequent to January 1, 2005 are carried at cost, less any accumulated depreciation
and impairment loss. Properties in use including buildings and land are presented with their revalued amounts.
Repair expenditures are capitalized if useful life of the fixed asset rises. Otherwise, the repair costs are recognized as an expense in the
income statement.
At the date of revaluation, accumulated depreciation is offset with fixed assets gross carrying value. If the carrying value is increased
after revaluation, increase is accounted under revaluation fund as an equity item in the financial statements. However, revaluation fund
is reflected to income statement if the same revaluation fund amount arising from the fixed asset is related with income statement in the
previous years.
75
Any impairment arising from revaluation is accounted as an expense. However, revaluation fund is reflected and offset in equity if the same
revaluation fund amount arising from the fixed asset is related with equity in the previous years.
Revaluation fund related to fixed assets can be transferred to previous years’ profits if the fixed asset is carried out off balance sheet.
Same can be executed if the fixed asset is sold or disposed. On the other hand, revaluation fund can be transferred partially. In that case,
transferred revaluation fund is calculated by the depreciation difference between carrying value and original cost amount of the fixed asset.
No transfer from revaluation to prior year profit or loss is made.
Assets, other than land and ongoing constructions, are depreciated over their expected useful lives by using the straight-line method.
Estimated useful life, residual value, and amortization method are reviewed at the end of each annual reporting period, with the effect of
any changes in estimate being accounted for on a prospective basis.
(%)
Buildings
2
Leasehold Improvements
20-33
Vehicles
20
Furniture and Office Equipments
7-25
Assets acquired under finance lease are depreciated as the same basis as property, plant and equipment or, where shorter, the term of the
relevant lease.
Gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the difference between the
sales proceeds and the carrying amount of the asset and is recognized in profit or loss.
2.6 Investment Properties
TMS 40 “Investment properties” standard allows investment properties to be carried at cost and restated to fair value afterwards or to
be carried at cost value. Companies have option to select one of these valuation methods. The Company uses this option and accounts
investment properties with cost value.
Investment property is held to earn rentals and/or for capital appreciation is carried at cost less accumulated depreciation and any
accumulated impairment losses. Carrying amount includes the cost of replacing part of an existing investment property at the time that
cost is incurred if the recognition criteria are met; and excludes the costs of day to day servicing of an investment property. Depreciation
is provided on investment property on a straight-line basis. Depreciation period for investment property is nil for land, and 50 years for
buildings.
Investment properties are derecognized when either they have been disposed of or when the investment property is permanently withdrawn
from use and no future economic benefit is expected from its disposal. Any gains or losses on the retirement or disposal of an investment
property are recognized in profit or loss in the year of retirement or disposal.
76
2.7 Intangible Assets
Intangible assets acquired are reported at cost less accumulated amortization and accumulated impairment losses. Amortization is charged
on a straight-line basis over their estimated useful lives. Estimated useful life and amortization method are reviewed at the end of each
annual reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.
Acquired computer software licenses are capitalized on the basis of the costs incurred from the date of acquisition to the date to bring the
specific software in use. These costs are amortized over their estimated useful lives.
Costs associated with developing or maintaining computer software programs are recognized as expense as incurred. Costs that are directly
associated with the development of identifiable and unique software products that are controlled by the Company and will probably provide
more economic benefits than costs in one year are recognized as intangible assets. Costs include software development employee costs and
an appropriate portion of relevant overheads. Computer software development costs recognized as assets are amortized over their estimated
useful lives.
2.8 Financial Assets
Classification: Financial assets are classified in the financial statements into the following specified categories: financial assets as “at fair
value through profit or loss” (FVTPL), “held-to-maturity investments”, “available-for-sale’ (AFS) financial assets and “loans and receivables”.
Financial assets at fair value through profit or loss are financial assets held for trading. A financial asset can be classified as financial asset
at fair value through profit and loss, if it is acquired principally for the purpose of selling in the short-term. Derivatives are also classified
as held for trading unless they are designated as hedging instruments. Financial assets at fair value through profit and loss are classified as
current assets.
Investments other than held-to-maturity debt securities or financial assets as “at fair value through profit or loss” are classified as either
investments held for trading or a available-for-sale, Trade receivables, loans, and other receivables that are not quoted in an active market
are classified as ‘loans and receivables’.
Valuation: Initially, a financial asset and liability is accounted with “fair value”. A financial asset’s “fair value” is the “cost value” when
accounted at the first time. Subsequently, financial assets are accounted by “fair value” (Effective interest method for held-to-maturity
investments) as of balance sheet dates. Available- forsale investments that have a quoted market price in an active market are carried at
fair value which is determined by reference to the Istanbul Stock Exchange quoted bid prices.
Investments other than held-to-maturity debt securities are classified as either investments held for trading or as available-for-sale, and
are measured at subsequent reporting dates at fair value except available-for-sale investments that do not have quoted prices in an active
market and their fair values cannot be reliably measured are stated at cost and restated to the equivalent purchasing power.
Where securities are held for trading purposes (FVTPL), gains and losses arising from changes in fair value are included in profit or loss for
the period. For available-for-sale investments, gains and losses arising from changes in fair value are recognized directly in equity, until the
security is disposed of or is determined to be impaired, at which time the cumulative gain or loss previously recognized in equity is included
in the profit or loss for the period.
Profit or loss which is calculated with effective interest method is accounted in the income statement. Dividends from available-for-sale
financial assets are also accounted in the income statement.
Loans and receivables are measured at amortized cost using the effective interest method, less any impairment.
77
Impairment of financial assets
The Company assesses its financial assets, other than those at financial assets at fair value through profit and loss, at each balance sheet
date whether there is any objective evidence that a financial asset or group of financial assets classified as held-to-maturity, available- forsale or loans and receivables is impaired. A financial asset or portfolio of financial assets is impaired and an impairment loss incurred if there
is objective evidence that an event or events since initial recognition of the asset have adversely affected the amount or timing of future
cash flows from the asset.
For loans and receivables, the amount of the impairment is the difference between the asset’s carrying amount and the present value of
estimated future cash flows, discounted at the original effective interest rate.
The carrying amount of the financial asset is reduced by the impairment loss directly for all financial except for trade receivables where the
carrying amount is reduced through the use of an allowance account. When a trade receivable is uncollectible, it is written off against the
allowance account. Changes in the carrying amount of the allowance account are recognized in profit or loss.
With the exception of available-for-sale equity instruments, if, in a subsequent period, the amount of the impairment loss decreases and the
decrease can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss
is reversed through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not
exceed what the amortized cost would have been had the impairment not been recognized.
For available-for-sale equity securities, any increase in fair value subsequent to an impairment loss is recognized directly in equity.
2.9. Impairment of Assets
Assets that have an indefinite useful life, for example goodwill, are not subject to amortization and are tested annually for impairment.
Assets that are subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the
carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds
its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of
assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units).
Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at each reporting
date.
2.9.1. Guarantees and mortgages on assets;
Guarantees and mortgages on assets are shown below;
Real Estate Mortgage
Blocked Securities
Affiliates Shares
Blocked Securities
Blocked Deposit
Blocked Deposit
December 31, 2009
22,705,417
-
3,960,247
-
85,324,164
804,803
December 31, 2008
22,705,417
82,100,000
3,960,247
2,000,000
-
760,657
Beneficiary
Turkish Treasury
Turkish Treasury
Turkish Treasury
Tarsim A.Ş.
Turkish Treasury
Republic of Cyprus Ministry Finance
2.9.2. Doubtful receivables already due or not yet due;
As of balance sheet date the doubtful receivables already due is TL 14,256,079, provision booked for these receivables is TL 8,683,527.
(December 31, 2008: the doubtful receivables is TL 9,262,298 and Provision booked is TL 6,398,558)
There is no provision for doubtful receivables for receviables not yet due.
78
2.9.3. Rediscount and provision expenses are shown below;
Tax Provisions
Unearned Premium Provisions Outstanding Claims Provisions
Life Mathematical Provisions
Equalization Reserves
Rediscount Expense, net
Provision for Doubtful Receivables
Provision for Employment Termination Benefits
Total
December 31, 2009
December 31, 2008
-
4,664,460
20,010,997
27,354,537
8,967,171
27,341,935
(3,146,785)
(699,424)
565,765
2,268,314
2,202,423
1,834,561
2,074,657
1,531,946
3,594,870
4,224,526
181,881
744,414
34,450,97969,265,269
2.10. Derivative Financial Instruments
None.
2.11. Netting of Financial Instruments
Financial assets and liabilities are offset and the net amount reported in the consolidated balance sheet when there is a legally enforceable
right to set off the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability
simultaneously.
2.12. Cash and Cash Equivalents
Cash and cash equivalents comprise cash on hand and demand deposits and other short-term highly liquid investments which their
maturities are three months or less from date of acquisition and that are readily convertible to a known amount of cash and are subject to
an insignificant risk of changes in value.
2.13. Capital
2.13.1. Shareholders with a shareholding of 10% or more:
Shareholder
Türkiye Vakıflar Bankası T.A.O. (*)
Groupama S.A. (*)
Vakıfbank Personeli Özel Sosyal Güvenlik Hizmetleri Vakfı December 31, 2009
Share Rate (%) Share amount
35.06
52,596,228
30.00
45,000,000
10.00
15,000,000 December 31, 2008
Share Rate (%) Share amount
35.06
52,596,228
30.00
45,000,000
10.00
15,000,000
(*) Additionally, there are also publicly traded shares purchased by Groupama International S.A. (6%) and Türkiye Vakıflar Bankası T.A.O.
(1.29%) Totally, Türkiye Vakıflar Bankası T.A.O. has 36.35% and Groupama International S.A. has 36% shares with these publicly traded shares
considered.
2.13.2. Preference Shares
None.
2.13.3. Registered Capital Limit: TL 300,000,000 (December 31, 2008: 300,000,000)
The Company decided to increase its capital limit from TL 120,000,000 to TL 300,000,000, applied to Capital Markets Board at February 18,
2008 and increased capital was approved and published in Official Gazette numbered 7039 on April 10, 2008.
2.13.4. Capital increases during the year: None. (December 31, 2008: none)
79
2.13.5. Financial Instruments based on equity: None. (December 31, 2008: none)
2.14. Insurance and Investment Agreements - Classification
Insurance contracts are accounted when the insurance risk is transferred, and classified as an insurance contract as of the maturity date
and/or amortization of the all contractual rights and liabilities.
Investment contracts are those that transfer financial risks, excluding significant insurance risks. The Company has no investment contracts.
2.15. Optional Involvements Insurance and Investments Agreements
None. (December 31, 2008: none)
2.16. Non-Optional Involvements Insurance and Investments Agreements
2.17. Borrowing
Loans acquired are booked at cost less transaction costs. Loans and receivables are measured at amortized cost using the effective interest
method, less any impairment. Differences between loan amounts (excluding transaction costs) and reimbursement are booked the income
statements during the loans payments.
For assets that need substantial time to be ready for use or sale, borrowing costs are capitalized based on the Company’s accounting policy.
2.18. Taxations
The tax liability includes, current tax and deferred tax.
Current Tax:
The current tax payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the income statement because
it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable
or deductible. The Company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the
balance sheet date.
Deferred Tax: Deferred assets and liabilities are recognized on temporary differences between booked values and tax values in accordance
with tax legislation as of the balance sheet date. Deferred tax liabilities are generally recognized for all taxable temporary differences
and deferred tax assets are recognized for all deductible temporary differences to the extent that it is probable that taxable profits will
be available against which those deductible temporary differences can be utilized. Such assets and liabilities are not recognized if the
temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and
liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable
that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred tax assets and liabilities are offset
when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes
levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.
Deferred tax asset is accounted if the statutory loss carry forwards and tax advantages of the Company could be deducted from the
probable future taxable income.
80
Current and deferred tax: Current and deferred tax are recognized as an expense or income in profit or loss, except when they relate to
items credited or debited directly to equity, in which case the tax is also recognized directly in equity, or where they arise from the initial
accounting for a business combination.
2.19 Provision for employment termination benefits
Under the Turkish law and union agreements, lump sum payments are made to employees retiring or involuntarily leaving the Group. Such
payments are considered as being part of defined retirement benefit plan in accordance with IAS 19 “Employee Benefits”.
The retirement benefit obligation recognized in the balance sheet represents the present value of the defined benefit obligation as adjusted
for unrecognized actuarial gains and losses. Retirement pay provision and accrued holiday pay are TL 4,974,510 and TL 1,637,918 as of
December 31, 2009. (December 31, 2008: TL 4,677,388 and TL 1,753,159)
2.20. Provision
Provisions are recognized when the Company has a present obligation as a result of a past event, and it is probable that the Company will
be required to settle that obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the balance
sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows
estimated to settle the present obligation, its carrying amount is the present value of those cash flows.
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, the receivable
is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured
reliably.
No provision is calculated for future operational expenses.
2.21. Revenue recognition
Premium income represents premiums on policies written during the year. Unearned premiums, set aside to provide for the period of risk
extending beyond the end of the financial year, are determined from premiums written during the year on a daily pro-rata basis.
Interest income is booked effective interest methods. Dividend income from the equity share investments are recognized when the
shareholder has the right to receive dividends.
Outstanding claims reserve is provided for the outstanding claims reported but not paid and not reported but paid as of the period-end.
Reinsurance shares of outstanding claims are offset under the outstanding claims reserve.
2.22. Lease obligations
Assets acquired under finance lease are depreciated over their expected useful lives by using the straight-line method based on Turkish
Accounting Standards (TMS 17 “Lease Transactions”).Their interest and exchange difference expenses are reflected in income statements.
Lease payment expenses are booked separately in equal amounts during the period.
There is no paid-up fine to lessee and accounted as expense, in case the leasing contract which is canceled before the leasing term
81
2.23.Earnings per share and profit share distribution
Earnings per share presented in the income statement is calculated by dividing the net profit into the weighted average number of the
outstanding shares throughout the financial year.
Companies in Turkey can increase their capital by distributing “bonus shares” to shareholders from the prior periods’ profit. Such “bonus
share” distributions are considered as issued shares in the earnings per share calculations. Accordingly, weighted average number of equity
shares used in the calculations is calculated by considering the retrospective effects of share distributions.
There is no distributed bonus share by the company in current period.
There are no liabilities for dividend announced subsequent to balance sheet date.
3. SIGNIFICANT ACCOUNTING ESTIMATES AND REQUIREMENTS
Company management should make estimates about possible liabilities and commitments which effect reported assets and liabilities at
balance sheet date and income and expenses amounts regarding report period when preparing financial statements. Realized results could
be different from estimates. Estimates are under consideration regularly and significant amendments in accounting policies and detected
significant bookkeeping errors are applied retrospectively and prior period financial statements are reordered. If amendments in accounting
estimates are only for one period, applied to current period of the amendments made, if it is for future periods, applied to current period of
the amendments made and future period as forward looking.
Company, as stated at chapter II.1. Preparation Basis, in accordance with TAS Decree, financial statements’ first time prepared on June 30,
2008 and amendments in accountant policies are realized financial statements on December 31, 2007. Except this, the Company has no
amendments on accountant policies and estimates according to prior period
Information for users of financial statements to understand future cash flow amount, timing, and ambiguity from Insurance Agreement:
Total risks from policies is TL 1,963,795,985,260 as of December 31, 2009 (December 31, 2008: TL 1,495,302,421,158) and TL 406,114,021,457
(December 31, 2008: TL 330,423,788,231) portion of this amount is reflected to reinsurers as part of reinsurance agreement. Remaining risk
amount is TL 1,557,681,963,803. (December 31, 2008: TL 1,164,878,632,927)
82
4. INSURANCE AND FINANCIAL RISK MANAGEMENT
4.1 Insurance Risk
4.1.1. Objective of managing risks arising from insurance contracts and policies used to minimize such risks:
Insurance contracts are accounted when the insurance risk is transferred, and classified as an insurance contract as of the maturity date
and/or amortization of the all contractual rights and liabilities. Insurance risk, guarantees under the contract by the insured event occurred
can be described as the negative effect.
Management of the risks arising from insurance contracts and reducing those risks, the Company determines as the basis of branches risk
groups, and decides the appropriate reinsurance policies.
Besides some risks are not covered treaty, they are guaranteed by facultative reinsurance.
4.1.2. Insurance Risk Information About Before and After the Reduction of Risk Through Reinsurance
4.1.2.1. Sensitivity to insurance risk
The Company prepares claim profile statistics to determine reinsurance needs, detail analysis for insurance contracts, compare the risks
between each insurance contracts and claim risks analysis arising from insurance operations.
Within fifteen days following the end of month, the Company prepares risk report and submitted to Turkish Treasury. The report is related to
insurance risks which are accepted keep own (conservation) and excess of 5% of the equity.
The Company guarantees the each insurance risks against to catastrophic events by excess of the claim treaty contracts. The Company
prepares earthquake statistic for determination of earthquake risk assessments and need for additional capacity.
83
4.1.2.2. Insurance risk concentrations are included joint feature for each concentrations and management’s determine (insured
event, geographical regions or currency)
The Company’s insurance agreements are included; fire and natural disaster transportation, accident, motor vehicles, legal protection,
engineering, agricultural, health and life. The Company’s gross and net insurance risk concentrations (after reinsurance) in terms of
insurance branches are summarized as below:
Total Claims Liability (*) December 31, 2009
Accident Health
Motor Vehicles
Marine
Air Craft
Transportation
Fire
General Loss
Motor Vehicles Responsibility
Air Craft Responsibility
General Responsibility
Breach of Trust
Other Financial Losses Legal Protection
TOTAL
Gross Total
Claims Liability
2,185,092
6,363,248
41,816,602
1,758,532
4,749,535
10,013,458
64,500,235
37,274,173
102,551,607
126,896
11,548,840
362,949
17,100
2,305
283,270,571
Reinsurance Share of
Net Total
Total Claims Liability Claims Liability
1,064,618
1,120,474
1,357,438
5,005,810
7,270,011
34,546,591
1,758,532
4,149,394
600,141
7,966,304
2,047,154
58,391,305
6,108,930
35,315,436
1,958,737
13,954,257
88,597,350
126,896
9,033,820
2,515,020
308,237
54,712
15,389
1,711
465
1,840
140,712,101142,558,470
Total Claims Liability (*) December 31, 2009
Accident Health
Motor Vehicles
Marine
Air Craft
Transportation
Fire
General Lose
Legal Protection
Life
TOTAL
Gross Total
Net Total
Claims Liability
Total Claims Liability Claims Liability
1,793,280
955,961
837,319
8,251,198
4,065,600
4,185,598
44,069,548
6,962,383
37,107,165
6,957,054
6,397,637
559,417
236,122
236,093
29
8,410,568
6,038,751
2,371,817
51,904,145
46,215,917
5,688,228
17,162,524
15,469,101
1,693,423
89,363,960
10,889,225
78,474,735
8,478,748
6,571,635
1,907,113
2,086
295
1,791
764,672
-
764,672
237,393,905
103,802,598133,591,307
(*) Total claims liability includes all reserve, outstanding claims reserve, incurred but not reported claims, additional reserves from the
actuarial chain method, and outstanding claims reserve adequacy difference.
84
Gross and net insurance risk concentrations of the insurance contracts (after reinsurance) based on geographical regions are summarized as
below.
Total Claims Liability (*) Gross Total
Net Total
December 31, 2009
Claims Liability
Total Claims Liability
Claims Liability
14,437,685
7,988,483
6,449,202
56,317,288
31,160,793
25,156,495
29,381,746
16,257,148
13,124,598
12,943,011
7,161,469
5,781,542
9,757,188
5,398,728
4,358,460
11,053,042
6,115,734
4,937,308
9,089,843
5,029,481
4,060,362
8,361,527
4,626,498
3,735,029
2,034,130
1,116,981
917,149
7,237,580
4,539,349
2,698,231
966,441
534,739
431,702
Corporate Sales Department
45,212,945
25,016,674
20,196,271
Total
206,792,426
114,946,07791,846,349
Indirect Operations
5,664,547
ACM Difference
12,948,380
Outstanding Claims-IBNR Difference 6,910,942
IBNR Deference
34,429,710
Outstanding Life Claims Reserve Subrogation-Salvage Difference
(9,241,458)
Total142,558,470
Total Claims Liability (*) Reinsurance Share of
Net Total
December 31, 2008
Gross Total Claims Liability
Total Claims Liability
Claims Liability
12,654,205
6,711,218
5,942,987
35,230,107
18,949,817
16,280,290
26,504,154
14,056,604
12,447,550
10,534,232
5,586,880
4,947,352
10,828,905
5,743,161
5,085,744
10,433,949
5,533,694
4,900,255
97,02,790
5,145,921
4,556,869
7,970,250
4,227,060
3,743,190
2,128,171
1,246,211
881,960
5,451,749
2,891,361
2,560,388
338,678
179,619
159,059
Corporate Sales Department
57,146,991
30,308,178
26,838,813
Total
188,924,181
100,579,72488,344,457
Indirect Operations
6,797,547
ACM Difference
6,224,085
Outstanding Claims-IBNR Difference 9,396,609
IBNR Deference
31,700,577
Life Outstanding Claims Reserve 764,672
Subrogation-Salvage Difference
(9,636,640)
Total133,591,307
(*) Total claims liability includes outstanding claims reserve as of balance sheet date.
85
4.1.2.3. Comparison of incurred claims with past estimations:
Outstanding Claims Reserve competence rates in respect of branches shown as below
December 31, 2009December 31, 2008
Incurred but Incurred but
not reported not reported
loss and
loss and
Outstanding Claims Accrual compensation
Portion of
Accrual compensation
Portion of
Reserve competence chart
rate%
cost rate expense rate %
rate%
cost rate expense rate %
Accident 104.84
78.85
-
108.81
68.86
Health -
88.42
-
-
79.53
Motor vehicles
96.70
89.99
47.40
94.25
86.19
40.98
Air Crafts
132.00
28.87
-
168.30
7.40
Marine
113.07
328.52
37.04
96.69
341.81
41.00
Transportation
95.90
88.58
18.66
91.11
116.99
46.10
Fire and natural disasters
94.01
187.10
11.94
107.21
192.66
20.84
General Losses
110.66
57.36
36.74
103.92
80.20
30.87
89.59
87.46
42.61
90.04
84.39
34.25
98.27
111.01
7.54
102.48
114.59
11.43
Legal Protection
-
138.55
-
-
135.86
Company pursues Loss Development Chart considering paid losses according to ‘’ Regulations of Technical Reserve’’. As of December 31,
2009, loss development chart prepared for conservation of remaining loss is shown below.
Period of Lose
January 1-December 31, 2004 January 1-December 31, 2005
January 1-December 31, 2006
Total paid 1 period paid 2 periods
Paid in
after the after the
the incurred incurred incurred
Period period period
101,350,218 3,172,971
1,934,161
152,276,494 5,259,276
2,357,132
172,859,721 7,053,851
3,350,723
200,354,711 6,302,099
2,405,099
239,061,131 3,367,833
67
229,989,794
-
-
1,095,892,069 25,156,030
10,047,182
paid 3 periods paid 4 periods paid 5 periods
after the
after the
after the
incurred
incurred
incurred
Total
period period period
Payment
1,659,409
1,771,828
856,690
110,745,277
2,165,658
1,301,364
-
163,359,924
1,491,210
48
-
184,755,553
-
-
-
209,061,909
-
-
-
242,429,031
-
-
-
229,989,794
5,316,277
3,073,240
856,690 1,140,341,488
4.1.2.4.Effects of the changes in assumptions used in the measurement of insurance assets and liabilities showing the effect of
each change separately that has significant effect on financial statements:
None
4.2. Financial Risk
4.2.1 Capital structure and management
The Company’s capital structure consists of equity items which include issued shares, reserves and retained earnings, respectively. Company
takes possession of using its capital as a financial resource. Outsource financing is not preferred except to raise up spot credit in order to
pay its tax and social security premiums. While the Company maintains to continue its capital management on a going concern basis, it
expects to boost its earnings by optimizing its technical reserve and equity balance.
According to Basel II regulation of “New Capital Agreement” going in effect since 2008 an effective risk management accepted as sectoral
standard and such regulations become obligatory.
86
Activities concerning credit, market and operational risks provide;
•
•
•
•
Developing methods creating strategic competitive power
Designing risk management processes, bases and reporting systems
Improving current systems
Bringing risk management practices in line with legal arrangements
Effective risk management determines impacts of different risks interactive to each other upon cash flows, income and assets structure. As
operational risks lie at the roots of all risks experienced by the Company, risk management should be integrated with strategic decisions.
Therefore financial risk assessments are carried out in accordance with strategic plans formulated on quantitative basis covering 20072011. The strategic plan was broken down into sub-targets monitored by balance scorecards. This process is aimed at ensuring corporate
efficiency, removing deficiencies in technological equipments and communication, achieving going concern, boosting capital structure,
securing transparency, producing financial statements based on International Financial Reporting Standards (IFRS), establishing corporate
risk culture and identifying and managing potential risks. International measurements touching capital adequacy take effect from 2007
at the behest of Turkish Treasury. Accordingly, both reserve and capital adequacy is measured regularly and increased in accordance with
strategic plans.
4.2.2. Information on Capital Adequacy
The Company prepares capital adequacy table on 6th and 12th month in accordance with the “Regulation Pertaining to the Measuring and
Assessment of the Capital Adequacy of Insurance and Reinsurance as well as Retirement Companies- Documents” published on the Official
Gazette no. 26761 dated January 19, 2008, coming into force on the date of publication. As of December 31, 2008 the required capital
amounts represented in capital adequacy table are as follows;
Capital Adequacy Table
1.Premium Basis
2.Loss Basis
I. CAPITAL REQUIRED FOR NON-LIFE INSURANCE
December 31, 2009
74,016,814
62,871,940
74,016,814
December 31, 2008
86,862,641
63,827,864
86,862,641
1.Liabilities
2.Risks
II. REQUIRED CAPITAL FOR NON-LIFE INSURANCE
-
-
-
125,676
15,068
140,744
III. CAPITAL REQUIRED FOR RETIREMENT BRANCH
-
CAPITAL REQUIRED ACCORDING TO 1ST METHOD
74,016,814
1.ASSET RISK
113,899,402
2.REINSURANCE RISK
9,972,782
3.”OVER INCREASE ON PREMIUM” RISK
-
4.CLAIMS RISK
12,643,733
5.PRODUCTION RISK 65,407,033
6.FOREIGN CURRENCY RISK
160,818
CAPITAL REQUIRED ACCORDING TO 2ND METHOD
202,083,768
SHAREHOLDERS’ EQUITY REQUIRED
202,083,768
-
SHAREHOLDERS’ EQUITY
199,185,262
EQUALIZATION PROVISION
4,036,983
AMOUNT OF ASSOCIATES DEDUCTED FROM SHAREHOLDERS’ EQUITY
(9,805,000)
TOTAL AMOUNT OF SHAREHOLDERS’ EQUITY TAKEN INTO ACCOUNT FOR CAPITAL ADEQUACY 193,417,245
CAPİTAL ADEQUACY RESULT (NET)
(8,666,523)
87,003,385
112,933,487
16,631,642
5,345,302
9,346,228
60,295,984
276,134
204,828,777
204,828,777
209,296,108
1,834,561
(9,805,000)
201,325,669
(3,503,108)
87
4.2.3. Information on Financial Instruments
Main risks caused by financial instruments are credit risk, liquidity risk, market risk (interest risk, price risk and foreign currency risk. Due to
its financial investments company, generally, is exposed to interest rate risk and due to its premium receivables the company is exposed to
credit risk.
Credit Risk: Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss .The company transacts only with customers of credit quality and reduces credit risks by letters of credit or other form
of credit insurance covering any shipments to major customers. Credit risk exposures of the Company and credit quality of customers are
assessed constantly. Customer credit risk is managed by purchase limits established for each customer and approved by management. Credit
risk of the Company is concentrated mainly in Turkey.
Due from the insurance and reinsurance companies, provisions for doubtful receivables and guarantees taken are summarized on footnote
12.1. as of balance sheet date.
Liquidity Risk:
Liquidity risk is the risk that the Company does not have sufficient liquidity to meet its liabilities when due. Management keeps transactions
requiring liquidity reserve and cash equivalents under control via monitoring its cash flows on constant basis. The table below summarizes
the maturity profile of assets and liabilities:
December 31, 2009 Up to 1 Liquidity Risk (Thousand TL)
Demand
month
Cash and Cash Equivalents
9,483
123,013
Investments Held-to Maturity
-
-
Financial assets valued at fair value through profit/loss
776
-
Investments with Risks on Policy Holders
-
-
Receivables from main operations (*)
86,452
44,125
Due from Related Parties
-
-
Financial Assets
-
-
Other Assets
-
385
Total Assets
96,711 167,523
Financial Liabilities
Due to Insurance and Reinsurance
Companies/Technical Reserves
Other Liabilities
Total Liabilities
Liquidity Surplus/(Gap) Net
Up to 3
Months
43,504
-
-
-
66,310
-
-
553
110,367
Up to 1
Year
6,382
-
-
-
60,390
-
-
2
66,774
Up to
5 Year
-
-
-
-
539
-
-
-
539
Over
5 year Unallocated
-
-
-
-
-
-
-
-
-
5,574
-
77
-
96,470
-
153,932
-
256,053
Total
182,382
776
263,390
77
96,470
154,872
697,967
-
(321)
-
-
-
-
-
(321)
-
-
-
-
(7,504)
(11,707)
-
(19,532)
(17,388)
(3,895)
-
(21,283)
(40,469)
-
-
(40,469)
-
-
-
-
-
-
-
-
(366,760)
(50,738)
(199,185)
(616,683)
(432,121)
(66,340)
(199,185)
(697,967)
96,711
147,991
89,084
26,305
539
-
(360,630)
-
88
December 31, 2008 Liquidity Risk (Thousand TL)
Demand
44,586
-
-
-
83,599
65
Financial Assets
-
Other Assets
-
Total Assets
128,250
Up to 1 month
18,271
-
-
-
43,276
-
-
-
61,547
Up to 3
Months
100
-
-
-
45,798
-
-
-
45,898
Up to 1
Year
56
125,854
-
7,545
40,290
-
-
-
173,745
Up to
5 Year
-
-
-
-
2,088
-
-
-
2,088
Over
5 year Unallocated
-
-
-
-
5,583
-
-
-
-
-
-
-
-
88,409
-
150,038
5,583
238,447
Total
63,013
125,854
5,583
7,545
215,051
65
88,409
150,038
655,558
Payables from Lease Obligations Due to Insurance and Reinsurance
-
(22,230)
(10,804)
(12,477)
-
-
(338,161)
(383,672)
Other Liabilities
-
-
-
-
-
-
(62,590)
(62,590)
(209,296)
(209,296)
Total Liabilities
- (22,230) (10,804) (12,477)
-
-
(610,047) (655,558)
128,250
39,317
35,094 161,268
2,088
5,583
(371,600)
-
(*) The amount consists of other receivables including TCIP receivables and net amount of doubtful receivables arising from main operations.
Net amount of doubtful receivables is presented in Demand column.
Market Risk: Market risk is probability of loss caused by changes in foreign exchange rates, interest rates and stock prices.
Interest Rate and Foreign Currency Risk: The risk of impairment caused by changes in foreign exchange rates, interest rates. This risk is
managed by holding assets which are sensitive to changes in foreign exchange rates and interest rates for a short period. As of December
31, 2009, maturity dates of assets and liabilities reassessments are almost as same as the maturity dates presented in liquidity risk. For that
reason, there is no additional interest rate risk table presented in accompanying notes.
89
Interest rate risk sensitivity
Interest rate sensitivity of assets and liabilities are as follows;
December 31, 2009
Up to 1 Interest Rate Risk (Thousand TL)
month
87,991
-
-
-
-
-
Financial Assets
-
Other Assets
-
Total Assets
87,991
Up to 3
Months
36,603
-
-
-
-
-
-
-
36,603
Up to
1 Year
45
-
-
-
-
-
-
-
45
Up to
5 Year
-
-
-
-
-
-
-
-
-
Over
5 year Unallocated
-
57,743
-
-
-
776
-
-
-
263,390
-
77
-
96,470
-
154,872
-
573,326
Total
182,382
776
263,390
77
96,470
154,872
697,967
-
-
-
-
-
-
-
-
-
-
Other Liabilities
-
-
-
-
-
-
-
-
-
-
Total Liabilities
-
-
-
-
-
(321)
(321)
-
(432,121)
(66,340)
(199,185)
(697,967)
(434,710)
(64,715)
(199,185)
(697,967)
(124,641)
-
87,991
36,603
45
-
-
Company is not exposed to interest rate risk due to no financial instruments except deposit accounts that are presented in cash and cash
equivalents.
Company is exposed to share price risk due to share investments. Share investments are not held to trade but held for strategic purpose.
90
On reporting date, net profit/loss will not be effected due to share investments has been classified as available for sale and not sold off and
not been subject to impairment loss. However, shareholders’ equity will show an increase/decrease.
December 31, 2008
Up to 1 Up to 3 Up to
Up to
Over
Interest Rate Risk (Thousand TL)
month
Months 1 Year 5 Year
5 year Unallocated
Total
18,271
100
56
-
-
44,586
63,013
-
- 125,854
-
-
-
125,854
-
-
-
-
5,583
-
5,583
-
-
7,545
-
-
-
7,545
-
-
-
-
-
215,051
215,051
-
-
-
-
-
65
65
Financial Assets
-
-
-
-
-
88,409
88,409
Other Assets
-
-
-
-
-
150,038
150,038
Total Assets
18,271
100 133,455
-
5,583
498,149
655,558
Payables from Lease Obligations -
-
-
-
-
-
-
-
-
-
-
(383,672)
(383,672)
Other Liabilities
-
-
-
-
-
(62,590)
(62,590)
(209,296)
(209,296)
Total Liabilities
-
-
-
-
- (655,558) (655,558)
18,271
100 133,455
-
5,583 (157,409)
Foreign currency risk sensitivity
Foreign currency denominated receivables and liabilities are detailed in footnotes 12.4.
This table displays the company foreign currency sensitivity against 10% of increase/decrease in USD and EUR. Sensitivity analysis covers all
foreign currency monetary items and displays effects of 10% changes in foreign currency of those items. Positive value reflects increase in
P/L and other equity items
Foreign Currency Sensitivity:
Changes in Foreign Currency
10% Decrease
10% Increase
December 31, 2009
December 31, 2008
USD EURO USDEURO
Net Changes TL
Net Changes TL Net Changes TL Net Changes TL
(596,557)
423,035
(689,927)
332,495
596,557
(423,035)
689,927
(332,495)
91
Financial Instruments:
December 31, 2009
December 31, 2008
Book Value
Fair Value
Book Value
Fair Value
Financial Assets
776,309
776,309
5,583,384
5,583,384
Financial Assets Held to Maturity -
-
133,399,169
135,029,310
Affiliates
96,469,809
96,469,809
88,408,526
88,408,526
Bank Loans
(320,610)
(320,610)
-
Fair value of financial assets:
Fair value is the amount for which an asset could be exchanged or a liability settled between knowledgeable, willing parties in an arm’s
length transaction. The Company determines the estimated fair value of its financial instruments by using the current market information
and appropriate valuation methods. Additionally, ability to estimate the market values through assessing the market information requires
interpretation and judgment. As a result, the estimations presented herein cannot be an indicator of the amounts obtained by the Company
in a current market transaction.
The following methods and assumptions are used in fair value estimations for financial instruments of which their fair value cannot be
practically measured:
Financial assets:
It is anticipated that fair value of the financial assets including cash and cash equivalents and other financial assets carried at cost will
approximate to their book value based on their short term nature and having insignificant potential losses.
Market value is taken as a basis in the measurement of fair value of government bonds and equity shares.
Financial liabilities:
It is anticipated that fair value of monetary liabilities will approximate to their carrying value based on their short term nature.
92
5. SECTORAL INFORMATION
Company operates in non life branch. Technical profit/loss in financial statements arise from nonlife branches mainly. However, technical
profit amounting to TL 42,947 (December 31, 2008: TL 151,178) arise from discontinuing life insurance operations.
Distribution of Technical profit according to branches:
Branches
December 31, 2009
December 31, 2008
Accident
5,919,895
6,290,937
Health
(4,457,386)
(5,195,183)
Motor Vehicles
1,069,241
15,398,491
Marine
1,460,293
1,882,765
Air Crafts
145,980
210,803
Transportation
2,804,215
3,124,406
Fire and Natural Disasters
21,407,590
22,711,399
General Losses
13,752,728
14,432,441
(16,756,161)
(8,597,114)
Air Crafts Responsibility
174,475
113,780
1,681,307
2,310,403
Credit Insurance
4,077
39,068
Breach of Trust
48,150
Other Financial Losses
59,854
Legal Protection
2,660,715
2,230,265
Life
42,947
151,178
Total
30,017,92055,103,639
Investment Income
20,180,589
19,819,128
Operating Expenses
(62,389,605)
(59,466,924)
Net Technical Profit/Loss
(12,191,096)
15,455,843
6. TANGIBLE FIXED ASSETS
6.1.All Depreciation, Amortization and Depletion Expenses of the current period:
January 1- December 31, 2009
A) Depreciation Expenses
3,010,742
2,557,669
B) Amortization Expenses and Depletion Allowance
385,831
311,520
Total
3,396,5732,869,189
6.2.Changes in depreciation calculation methods and effect of such changes on depreciation expenses for the year (+) (-):
Company uses straight-line method depreciation calculation. There is no change at the depreciation method according to previous period.
93
6.3.Movement of tangible fixed assets during the period are presented below:
December 31, 2009
Value Increase/ December
January 1, 2009
Additions
Transfer (Decrease) Net
Disposals
31, 2008
Costs
Buildings (*)
83,295,254
884,950
-
-
-
84,180,204
Plant, Machinery and Equipments
6,398,963
2,399,790
-
-
(217,545)
8,581,208
Motor Vehicles
626,976
27,901
-
-
(10,000)
644,877
Furniture and Fixtures
3,688,252
460,167
1,925
-
-
4,150,344
Tangible Assets Through Leasing
256,675
-
(1,925)
-
-
254,750
Leasehold improvements
1,016,572
74,965
-
-
-
1,091,537
Total
95,282,692 3,847,773
-
- (227,545)98,902,920
Accumulated Depreciation
Buildings
(9,344,986)
(1,118,799)
-
(694,296)
- (11,158,081)
(4,613,663)
(961,035)
-
-
205,593
(5,369,105)
Motor Vehicles
(260,281)
(119,698)
-
-
8,166
(371,813)
(2,180,037)
(473,450)
-
-
-
(2,653,487)
(154,593)
(50,950)
-
-
-
(205,543)
(439,602)
(173,266)
-
-
-
(612,868)
Total
(16,993,162) (2,897,198)
-
(694,296)
-(20,370,897)
Net Tangible Assets
78,289,530 78,532,023
December 31, 2008
Value Increase/ December
January 1, 2008
Additions
Transfer (Decrease) Net
Disposals
31, 2008
Costs
Buildings (*)
53,994,190
995,219
-
28,305,845
-
83,295,254
4,982,044
1,422,212
-
-
(5,293)
6,398,963
Motor Vehicles
893,070
92,575
-
-
(358,669)
626,976
2,765,140
923,112
-
-
-
3,688,252
254,750
1,925
-
-
-
256,675
548,815
467,757
-
-
-
1,016,572
Total
63,438,009 3,902,800
- 28,305,845 (363,962)95,282,692
Buildings
(8,238,145)
(1,106,841)
-
-
- (9,344,986)
(3,852,943)
(764,500)
-
-
3,780 (4,613,663)
Motor Vehicles
(483,128)
(114,784)
-
-
337,631 (260,281)
(1,814,926)
(365,111)
-
-
- (2,180,037)
(103,643)
(50,950)
-
-
-
(154,593)
(327,874)
(111,728)
-
-
-
(439,602)
Total
(14,820,659) (2,513,914)
-
-
341,411 (16,993,162)
Net Tangible Assets
48,617,350 78,289,530
(*) Properties in use including buildings and land are presented with their revalued amounts. In August 2008, a valuation company named
Lotus Gayrimenkul Değerleme ve Danışmanlık Anonim Şirketi prepared valuation reports for properties in use amounting to TL 28,889,499
considering deferred tax effect amounting to TL 5,777,900 and as a result of these reports the Company has reflected the remaining amount
TL 23,111,599 TL to the financial statements as “revaluation fund” accounted under in shareholders’ equity. (Note 15.2/a)
94
As of December 31, 2009, deferred tax effect amounting to TL 138,860 and amortization amounting to TL 694,296 was calculated on value
increase mentioned above and balance amounting to TL 555,436 was deducted from Revaluation Fund of Tangible Fixed Assets. Revaluation
Fund of Tangible Fixed Assets on equity are amount to TL 22,556,163 as of December 31, 2009 (Note 15.2/a)
The Company has provided impairment for properties in use amounting to TL (583,654) and reflected to the profit/loss accounts for 2008.
6.4. Contingent assets and liabilities on tangible assets listed below:
-Amount of guarantees for dept on the tangible fixed assets; none.
-Amount of Pledges and Mortgage on the tangible fixed assets; 22,705,417 (December 31, 2008: TL 22,705,417)
-Amount of Total Insurance on tangible fixed assets; TL 52,137,834. (December 31, 2008: TL 60,077,278)
-Amount of additional diminution in value for tangible fixed assets booked in the period; none (December 31, 2008: TL 583,654)
7. INVESTMENT PROPERTIES
Movement of investment property for the period between January 1 - December 31, 2009 are as follows;
January 1, 2009
Additions Value Increase/(Decrease), Net
Disposals December 31, 2009
Costs
Lands
16,245,848
73,000
-
-
16,318,848
Buildings (*)
7,120,091
124,812
-
-
7,244,903
Total
23,365,939197,812
-
-
23,563,751
Lands
-
-
-
-
Buildings
(4,762,507)
(113,544)
-
-
(4,876,051)
Total
(4,762,507) (113,544)
-
-
(4,876,051)
Net Investment Property
18,603,432
-
-
-
18,687,700
Movement of investment property for the period between January 1 - December 31, 2008 are as follows;
January 1, 2008
Additions Value Increase/(Decrease), Net
Costs
Lands
16,243,071
2,777
-
-
16,245,848
Buildings (*)
5,691,765
1,274
1,427,052
-
7,120,091
Total
21,934,8364,051
1,427,052
- 23,365,939
Lands
-
-
-
-
Buildings
(4,718,752)
(43,755)
-
-
(4,762,507)
Total
(4,718,752)
(43,755)
-
-
(4,762,507)
Net Investment Property
17,216,084
18,603,432
(*) Acquisition cost for investment properties valuation is chosen by the Company. In the current period, the Company has revalued buildings
which are classified as investment properties amounting to TL 1,427,052 and the revaluation fund reflected to income statement for the
reason that the Company has calculated impairment in the previous years and reflected that amount to income statement.
The total amount of maintenance expense in operating expenses for investment properties is TL 26,267 for the current period. (December 31,
2008: TL 12,994)
95
8. INTANGIBLE FIXED ASSETS
Movement of Intangible fixed assets for the period between January 1- December 31, 2009 are as follows;
January 1, 2009
Additions
Costs
Rights
934,560
381,749
-
1,316,309
Research and Development Expenses
1,818,716
1,076,719
-
2,895,435
Total
2,753,2761,458,468
-
4,211,744
Rights
(337,479)
(385,831)
-
(723,310)
Total
(337,479)(385,831)
-
(723,310)
Intangible Fixed Assets, Net
2,415,797
3,488,434
Movement of Intangible fixed assets for the period between January 1- December 31, 2008 are as follows;
January 1, 2008
Additions
Costs
Rights
934,560
-
-
934,560
Research and Development Expenses
300,000
1,518,716
-
1,818,716
Total
1,234,5601,518,716
-
2,753,276
Rights
(25,959)
(311,520)
-
(337,479)
Total
(25,959)(311,520)
-
(337,479)
Intangible Fixed Assets, Net
1,208,601
2,415,797
There is no loss of diminution in value for intangible fixed assets in the current period. There is no record of goodwill in financial statements.
96
9. INVESTMENTS IN AFFILIATES
9.1. As of December 31, 2009 book value and share percentage for affiliates are as follows;
Costs Value
Value increase Value Decrease
Fair Value
Share %
Stock Exchange Affiliates
3,912,319
6,455,135
-
10,367,454
15.65
Vakıf Menk. Kıy. Yatı. Ort. A.Ş
825,000
231,000
-
1,056,000
11.00
Vakıf Gayrimenkul Yatı. Ort. A.Ş.
379,842
993,675
-
1,373,517
1.67
5,117,161
7,679,810
-12,796,971
Other Affiliates
Vakıf Sistem Pazarlama A.Ş. (**)
908,983
741,017
(4,116,000)
1,650,000
10
Vakıf Enerji ve Madencilik A.Ş. (***)
4,703,224
-
(5,019,032)
587,224
1.77
Vakıf İnşaat Restorasyon A.Ş. (**)
5,915,332
-
(738,656)
896,300
10.00
Taksim Otelcilik A.Ş. (*)
3,836,957
-
-
3,098,301
1.43
Vakıf Emeklilik A.Ş. (**)
26,554,374
43,745,626
(511,653)
70,300,000
37.00
Vakıf Fin. Factoring Hizmetleri A.Ş. (**)
7,229,553
-
(12,918,952)
6,717,900
13.71
Vakıf Pazarlama ve Ticaret A.Ş. (*)
13,080,699
-
-
161,747
9.71
Güneş Turizm Oto End. ve Tic. A.Ş
1,076,713
-
(1,076,713)
-
100
Vakıf Yatırım Menkul Değerler A.Ş. (*)
130,801
-
-
130,801
0.25
Tarım Sigortaları Havuz İşl. A.Ş.
130,565
-
-
130,566
4.54
63,567,201
44,486,643(24,381,006) 83,672,838
Total
68,685,212
52,166,453(24,381,006) 96,469,809
97
As of December 31, 2008 book value and share percentage for affiliates are as follows;
Costs Value
Value increase Value Decrease
Fair Value
Share %
Stock Exchange Affiliates
3,129,870
813,675
-
3,943,545
15.65
Vakıf Menk. Kıy. Yatı. Ort. A.Ş
825,000
(363,000)
-
462,000
11.00
Vakıf Gayrimenkul Yatı. Ort. A.Ş.
354,842
(26,742)
-
328,100
1.67
Vakıf Girişim Serm. Yat. Ort. A.Ş. 850
1,193
-
2,043
0.05
4,310,562
425,126
-4,735,688
Other Affiliates
Vakıf Sistem Pazarlama A.Ş. (**)
908,983
741,017
-
1,650,000
10.00
Vakıf Enerji ve Madencilik A.Ş. (***)
4,703,224
-
(4,116,000)
587,224
1.77
Vakıf İnşaat Restorasyon A.Ş. (**)
5,915,332
-
(5,019,032)
896,300
10.00
Taksim Otelcilik A.Ş. (*)
3,836,957
-
(738,656)
3,098,301
1.43
Vakıf Emeklilik A.Ş. (**)
26,554,374
43,745,626
-
70,300,000
37.00
Vakıf Fin. Factoring Hizmetleri A.Ş. (**)
7,229,553
-
(511,653)
6,717,900
13.71
Vakıf Deniz Finansal Kiralama A.Ş. (*)
13,080,699
-
(12,918,952)
161,747
9.71
Güneş Turizm Oto End. ve Tic. A.Ş
1,076,713
-
(1,076,713)
-
100.00
Vakıf Yatırım Menkul Değerler A.Ş. (*)
130,801
-
-
130,801
0.25
Tarım Sigortaları Havuz İşl. A.Ş.
130,565
-
-
130,565
4.54
63,567,201
44,486,643(24,381,006) 83,672,838
Total
67,877,763
44,911,769(24,381,006) 88,408,526
(*) Impairment due to audited financial statements.
(**) Impairment due to current year valuation reports.
(***) Impairment due to previous year valuation reports.
Stocks traded on the Stock Exchange are shown with the market value. The differences between the market and cost value are presented in
shareholder’ equity.
While Affiliates are not traded at the Stock Exchange are shown with the adjusted costs and based on price in 2004, company realized
value increase and decrease in the affiliates as result of due diligence in 2008. In this content, impairment test on equity capital in
audited financial statements has been made for the affiliates which could not have value assessment. Value Increase in these Affiliates are
accounted under Financial Assets Evaluation Account in equity capital considering effect of deferred tax as net TL 35,389,315 (Note 15.2/b)
Concerning Impairments which are arising from index of inflation in 2004 are arranged in profit of previous year and which are arising
from acquisition cost are reflected to expenses of current period. Deferred tax on impairment is not calculated because of impairment is
permanent.
The table below presents decrease in value on financial statements at the end of period:
December 31, 2009
Transferred previous year loss (17,820,070)
Expensed in previous Year
(6,560,936)
Expensed in the current period -
Total Diminution in Value
(24,381,006)
December 31, 2008
(17,820,070)
(4,116,000)
(2,444,936)
(24,381,006)
98
Valuation of above mentioned five affiliates of the company has been made by Deloitte Consulting A.Ş. and the evaluation report issued
between October, 2008 – January, 2009.
The table below presents increase in value on financial statements at the end of period:
Transferred to Valuation of Financial Assets Account
December 31, 2009
December 31, 2008
Increase in Stock Exchange Value
7,679,810
425,126
Increase in Expertise Value
44,486,643
44,486,643
Calculated Deferred Tax on Increase in Expertise Value
(8,897,328)
(8,897,328)
Total Increase in Equity Capital Value (Not 15.b)
43,269,125
36,014,441
9.2. Summary of Affiliates’ Financial Information according to arrangement on 9.1;
Summary of financial information of the affiliates as of December 31, 2009 is as follows
Financial Total Net
Statement Total
Total
Equity
Current
Affiliate’s Name
Period Total Assets
Liabilities
Capital
Profit Standard
31.12.2009 1,012,199,965
887,885,214 124,314,751 17,981,728
Hazine
31.12.2009 570,390,000
502,695,000 67,695,000 13,876,000
BDDK
Vakıf Pazarlama ve Ticaret A.Ş
30.06.2009
85,832,072
84,265,422
1,566,650 2,564,527
BDDK
30.09.2009 268,387,000 215,397,000 52,990,000 4,892,000
SPK
31.12.2009
61,437,242 16,282,817 45,154,425 23,437 VUK
Vakıf İnşaat Restorasyon ve Ticaret A.Ş. 31.12.2008
10,568,813
1,731,658
8,837,155
(484,955)
VUK
31.12.2009
214,953,907 2,270,559 212,683,348 (894,536) VUK
Vakıf Sistem Pazarlama Yazılım Servis A.Ş.31.12.2009
13,786,042
6,025,196
7,760,846
869,043
VUK
Vakıf Menkul Kıymetler Yatırım Ort. A.Ş. 30.09.2009
14,761,805
939,553 13,822,252 2,275,179
SPK
31.12.2009
77,834,088
140,774 77,693,314 6,879,007
SPK
Güneş Turizm Otomotiv End. ve Tic. A.Ş 31.12.2008
40,523
46,491
(5,968)
6,960
VUK
30.09.2009
77,412,224
23,499,694 53,912,530 4,339,475
SPK
Tarım Sigoraları Havuz İşl. A.Ş.
31.12.2009
4,805,631
1,399,282
3,406,349
(5,789)
VUK
Audited or
Unaudited
Unaudited
Unaudited
Audited
Unaudited
Unaudited
Unaudited
Unaudited
Unaudited
Audited
Audited
Unaudited
Audited Unaudited
Auditor’s
Opinion
unqualified
unqualified
unqualified
unqualified
99
Summary of financial information of the affiliates as of December 31, 2008 is as follows
Financial Total Net
Statement Total
Total
Equity
Current
Affiliate’s Name
Period Total Assets
Liabilities
Capital
Profit Standard
31.12.2008 853,734,221
674,854,827 106,479,394 15,782,888
SPK
31.12.2008 164,992,875
111,176,445 53,816,430 (15,281,634)
VUK
Vakıf Deniz Finansal Kiralama A.Ş
31.12.2008 100,536,660
101,969,479 (1,432,819) (1,687,721)
SPK
31.12.2008 286,149,000
248,675,000 37,474,000 4,255,000
SPK
31.12.2008
61,481,164
16,350,176 45,130,988 (3,160,571)
VUK
Vakıf İnşaat Restorasyon A.Ş.
31.12.2008
10,568,813
1,731,658
8,837,155
(484,955)
VUK
31.12.2008 230,728,672
3,997,769 226,730,903 22,970,481
VUK
Vakıf Sistem Pazarlama Yazılım Servis. A.Ş.31.12.2008
14,303,832
4,987,893
9,315,939 2,665,769
VUK
Vakıf Menkul Kıymetler Yatırım Ort. A.Ş 31.12.2008
11,627,483
80,410 11,547,073 (4,518,523)
SPK
31.12.2008
70,955,740
141,432 70,814,308
8,113,009
SPK
Güneş Turizm Otomotiv. End. ve Tic. A.Ş 31.12.2008
40,523
46,491
(5,968)
6,960
VUK
31.12.2008
68,614,309
19,471,237 49,143,072 5,306,576
SPK
Vakıf Girişim Ser. Yat. Ort. A.Ş. 30.09.2008
4,431,310
33,984
4,397,326
222,879
SPK
Tarım Sigoraları Havuz İşl. A.Ş.
31.12.2008
4,287,814
1,284,814
3,003,000
291,314
VUK
Audited or
Unaudited
audited
unaudited
audited
audited
unaudited
unaudited
unaudited
unaudited
audited
audited
unaudited
audited
audited
unaudited
Auditor’s
Opinion
unqualified
unqualified
unqualified
unqualified
unqualified
unqualified
unqualified
10. REINSURANCE ASSETS
Profit and loss accounted in income statement by miscellaneous reinsurance agreements are disclosed in note 17.16.
Profit and losses from the purchase of reinsurance contracts as a ceding company is not deferred and no depreciation is calculated for these
contracts.
100
11. FINANCIAL ASSETS
11.1.Company has liquid funds amounting to TL 776,309 classified as Financial Assets Held for Trading
As of December 31, 2008 Detail of financial assets are as follows:
Valued Amount
According to Effective
Nominal Value
Cost Value
Interest Rate Method
Marketable Securities To Be
Held Until Maturity
150,000,000
125,584,822
133,399,169
Government Bonds (*)
133,000,000
110,332,620
117,868,674
Treasury Bills
17,000,000
15,252,202
15,530,494
Securities available for Sale
5,047,350
4,953,671
6,170,681
Eurobond
5,047,350
4,953,671
6,170,681
Fair Value
135,029,310
119,246,850
15,782,460
5,583,384
5,583,384
(*) The portion of Government bonds amounting to TL 7,544,982 are presented in the financial assets with risk on policyholders account.
Maturity dates of financial investments held-to maturity for government bonds are between August 5, 2009 and October 7, 2009 and
effective interest rate is between 18.65% and 19%, for treasury bonds is June 24, 2009 and effective interest rate is 19.92%.
11.2.Marketable securities except for the shares issued during the year; none.
11.3. Debt securities matured during the year; none.
11.4.Securities issued by shareholders, affiliates and subsidiaries and insurer of them; none.
11.5. Increase in value of financial assets during the last three years;
Decrease in Financial Assets Value
Marketable Securities To Be Held Until Maturity
Securities Available for Sale
Affiliates
Total
December 31, 2009
December 31, 2008 December 31, 2007
TL
TL
TL
-
7,814,346
11,313,727
-
(433,467)
(71,405)
-
44,911,769
19,917,251
-52,292,64831,159,573
101
12. RECEIVABLES AND PAYABLES
12.1. Details of Receivables are presented below;
December 31, 2009
December 31, 2008
Agency Receivables
204,377,430
200,677,591
Insurance Receivables
47,803,643
12,676,813
Withdrawing and Salvage Receivables
6,812,108
3,000,869
Rediscount on Receivables (-)
(2,447,245)
(5,465,550)
Receivables from Insurance Operation 256,545,936
210,889,723
Receivables from Reinsurance Operation 694,946
93,838
Doubtful Insurance Operation Receivables 13,748,470
8,754,689
Doubtful Reinsurance Operation Receivables
507,609
507,609
Doubtful Receivables From Main Operations
14,256,079
9,262,298
Provision for Doubtful Receivables from Insurance Operations
(8,175,918)
(5,890,949)
Provision for Doubtful Receivables from Reinsurance Operations
(507,609)
(507,609)
Provision for Doubtful Receivables from Main Operations
(8,683,527)
(6,398,558)
Debtor Agencies From Dask Insurance 798,841
1,197,192
Branch Current Accounts
(198,477)
Other
(23,713)
6,264
Other Receivables 576,651
1,203,456
Deferred Commission Expense
47,597,273
45,593,759
Other
590,795
158,540
Prepaid Expenses
48,188,068
45,752,299
12.2.Debt and credit relation of company with shareholders, affiliates, subsidiaries and group companies:
a) Shareholders:
Receivables
December 31, 2009
December 31, 2008
Commercial
Non Commercial
Commercial
Non Commercial
Türkiye Vakıflar Bankası T.A.O. (*)
140,470,640
-
69,471,368
140,470,640
-69,471,368
(*) TL 92,483,518 of TL 140,470,640 receivables arising from deposit account in this bank, receivables amount of TL 18,627,759 is arising from
insurance operation and remaining amount of TL 29,359,363 receivables is arising from credit cards. (December 31, 2008; TL 23,285,081 of
TL 69,471,368 receivables arising from deposit account in this bank, amount of TL 15,114,917 receivables is arising from insurance operation
and remaining amount of TL 31,071,370 receivables is arising from credit cards)
102
b) Affiliates:
Receivables
December 31, 2009
December 31, 2008
Commercial Non-commercialCommercial Non-commercial
Vakıf Sigorta Aracılık A.Ş.
2,398,248
-
2,232,396
62,645
-
50,890
18,498
-
243,047
Güneş Tur.Oto.End. ve Tic. A.Ş.
-
52,322
-
46,226
Vakıf İnş. Ve Restorasyon A.Ş.
535
-
197
Total
2,479,926
52,3222,526,530
46,226
12.3. Total Amount of received mortgage and other guarantees for receivables:
Received mortgage and guarantee from agencies are as follows:
Mortgage
Letter of Guarantee
Securities
Cash Guarantee Received
Other
Total
December 31, 2009
December 31, 2008
68,490,993
55,920,643
13,363,030
10,917,840
1,230,042
983,824
407,073
205,630
874,674
866,673
84,365,81268,894,610
As Insurance Auditing Board’s opinion, cheques and notes receivables from agency and insured has not been booked until collected and
followed in memorandum accounts. Amounts of undue cheques and notes at the balance date are as follows;
Cheques
Bonds
Total
December 31, 2009
December 31, 2008
7,753,527
9,480,778
5,664,766
4,100,755
13,418,29313,581,533
103
12.4 Details of the Company’s foreign currency denominated receivables without exchange rate guarantees are presented below:
December 31, 2009
Deposit Account
Amount
Foreign Currency
FX Rate TL Equivalent
Banks
3,824,440
USD
1,5057
5,758,459
838,749
EURO
2,1603
1,811,950
669,730
GBP
2,3892
1,600,119
27,311
CHF
1,4092
38,487
41,774
JPY
0,0163
681
Total9,209,696
Receivables from Reinsurance Operations 157,160
USD
1,5057
236,636
175,534
EURO
2,1603
379,206
Total615,842
Receivables from Insurance Operations
28,651,834
USD
1,5057
43,104,583
4,178,861
EURO
2,1603
9,011,024
58,058
GBP
2,3892
138,713
39,695
CHF
1,4492
57,527
224,525
J,YENİ
0,0163
3,560
77
NOK
0,2589
20
95
SEK
0,2082
20
12
JD
2,1378
26
Total52,315,473
Reinsurance Operation Payables
(28,517,422)
USD
1,5057
(42,938,682)
(7,141,199)
EURO
2,1603
(15,427,131)
(5,578)
GBP
2,3892
(13,326)
Total(58,379,139)
Deposits and Guarantees Received
(77,550)
USD
1,5057
(116,767)
(38,910)
EURO
2,1603
(84,057)
Total(200,824)
104
December 31, 2008
Deposit Account
Amount
Foreign Currency
FX Rate TL Equivalent
Banks
1,120,014
USD
1,5123
1,693,798
765,345
EURO
2,1408
1,638,451
18,641
GBP
2,1924
40,870
467
CHF
1,4392
672
Total3,373,391
Securities Available for Sale
Government Bonds
2,608,083
EURO
2,1408
5,583,384
Total5,583,384
Receivables from Insurance Operations
11,797,472
USD
1,5123
17,841,317
2,733,011
EURO
2,1408
5,850,829
27,993
GBP
2,1924
61,373
74,777
CHF
1,4392
106,931
30,979
DKK
0,2873
8,900
31,991
JPY
0,0167
534
99
SEK
0,1945
19
81
NOK
0,216
17
Total23,808,608
Receivables from Reinsurance Operations (8,227,593)
USD
1,5196
(12,502,650)
(4,996,194)
EURO
2,1511
(10,747,313)
(45,222)
GBP
2,2039
(99,665)
(8,452)
CHF
1,4392
(12,164)
Total(23,361,792)
(87,650)
USD
1,5196
(133,193)
(31,110)
EURO
2,1511
(66,921)
Total(200,114)
12.5.Movement of provisions for doubtful receivables in the current period are as follows:
Balance at beginning of year
Provision expenses of the current period
Revenue of the current period (-)
Deleted from Assets (-)
Balance at end of year
December 31, 2009
(6,398,558)
(3,594,870)
1,247,164
62,737
(8,683,527)
December 31, 2008
(2,450,700)
(4,224,526)
189,156
87,512
(6,398,558)
105
12.6. Assets obtained from Receivables;
- Information about quality and book value
The Company takes guarantees for receivables. These guarantees represent assurance against the risk of uncollectible receivables from
insurance policies from agencies.
- Disposal and usage in operating activities approach by the Company, with the aforementioned mortgages has no cashable quality.
The Company receives guarantees from insurance agencies for hedging the risk of uncollectable premium receivables. Guarantees except the
cash guarantees are accounted as off balance sheet items. The details of these guarantees are presented in note 12.3.
Cash guarantees are presented in guarantees and deposits received item in the financial statements. The said item is deducted from
receivables when the insurance agency is unable to pay properly.
The Company plans to dispose mortgages received for receivables which net book value amounts to TL 174,700 Due to the uncertainty
of Company’s decision about these properties and probability of disposal before one year is very low, these properties are presented in
“Investment Properties” in the financial statements. (December 31, 2008: Gross TL 112,700, Net: TL 109,567)
12.7 Explanation about impairments of the financial assets as of reporting date including the factors of the Company’s
determination about those impairments
The Company calculates impairments for the receivables that are subject to administrative and legal follow-up in the financial statements
after deducting the guarantees received for these receivables.
12.8.Ageing of operating receivables which were overdue at reporting date but not impaired are shown below;
December 31, 2009
December 31, 2008
Overdue 1-30 Days on The Maturity 45,286,379
41,172,409
Overdue 1-3 Months on The Maturity
36,301,236
18,458,643
Overdue 3-12 Months on The Maturity
1,978,701
19,229,745
Overdue 1-5 Years on The Maturity
4,111,093
Total
87,677,40978,860,797
No provision calculated for these receivables in the accompanying financial statements.
13. DERIVATIVE FINANCIAL INSTRUMENTS
106
14. CASH AND CASH EQUIVALENTS
Detail of cash and cash equivalents are shown below:
December 31, 2009
Cash269,092
TL
269,092
Banks 134,055,535
Time Deposits
9,215,766
TL
5,764,507
USD
1,811,950
EUR
1,600,119
GBP
38,487
CHF
681
JPY
22
Demand Deposits (*)
124,839,769
TL
124,839,769
Other Liquid Assets
48,107,828
Post Cheques
30,989
Credit Cards
48,076,839
Cheques Given (-)
(50,099)
Total182,382,356
December 31, 2008
Cash753,853
TL
753,853
Banks 26,037,563
Time Deposits
7,609,726
TL
4,238,053
USD
1,693,798
EUR
1,636,310
GBP
40,870
CHF
672
JPY
23
Demand Deposits (*)
18,427,837
TL
18,427,837
Other Liquid Assets
36,235,710
Post Cheques
65,572
Credit Cards
36,170,138
Cheques Given (-)
(14,067)
Total63,013,059
(*) Time deposits interest rate in banks is between 8% and 14% and maturity dates are between January 1, 2010 and December 20, 2010.
(December 31, 2009; Time deposits interest rate in banks is between 13% and 18.75% and maturity dates is between January 2, 2009 and
December 20, 2009)
107
15. CAPITAL
15.1. As of December 31, 2008 Shareholder’s equity shares and their amounts are presented below.
December 31, 2009
December 31, 2008
Shareholder
Share Percentage (%)
Share Amount Share Percentage (%) Share Amount
34.22
51,336,302
34.22
51,336,302
Groupama International S.A.
30.00
45,000,000
30.00
45,000,000
Güvenlik Hizmetleri Vakfı
10.00
15,000,000
10.00
15,000,000
Publicly Traded Shares (*)
20.77
31,148,698
20.77
31,148,698
Memur ve Hiz. Emekli ve Sağlık Yardım Sandığı Vak.
5.01
7,515,000
5.01
7,515,000
Total
100.00 150,000,000
100.00150,000,000
(*) Additionally, there are also publicly traded shares purchased by Groupama International S.A. (6%) and Türkiye Vakıflar Bankası T.A.O.
(2.13%) Totally, Türkiye Vakıflar Bankası T.A.O. has 36.35% and Groupama International S.A. has 36% shares with these publicly traded shares
considered.
15.2 a) Bonus share through capital increase in equity capital and value increase through revaluation of tangible fixed assets are
shown at other capital reserves in accompanying financial statements and detailed as follows;
December 31, 2009
December 31, 2008
Income From Sales of Property
59,437
59,437
Value Increase Fund of Tangible Fixed Assets 22,556,163
23,111,599
Total
22,615,60023,171,036
Movement in the current period is presented below:
Beginning of the period
Additions during the period
Disposal during the period (*)
End of the period
20092008
23,171,036
59,437
-
28,889,499
(555,436)
(5,577,900)
22,615,600
23,171,036
(*) See footnote 6.3
b) Movement of “Valuation of Financial Assets” account in the current period is presented below:
December 31, 2009
January 1, 2009 Balance
Additions during the period Disposal during the period
Effect of Deferred Tax
Total
Shares are publicly traded
425,126
7,254,684
-
-
7,679,810
Shares not publicly traded
Total
35,589,315
36,014,441
-
7,254,684
-
-
35,589,31543,269,125
108
December 31, 2008
Shares are publicly traded
Shares not publicly traded
Total
January 1, 2008 Balance
19,917,252
-
19,917,252
Additions during the period -
44,486,643
44,486,643
Disposal during the period
(19,492,126)
-
(19,492,126)
Effect of Deferred Tax
(8,897,328)
(8,897,328)
Total
425,126
35,589,31536,014,441
c) Detail of Other Profit Reserves is presented below;
December 31, 2009
December 31, 2008
Transferred Earthquake Fund to Equity Capital
12,464,935
12,464,935
Transferred Reserves from previous year profit
6,592,946
6,592,946
Total
19,057,88119,057,881
15.3 For each type of share capital;
15.3.1 Explanation of marketable security quantity which arising from registered capital;
Marketable security quantity which arising from registered capital are 3,000,000,000 units.
15.3.2. Explanation of marketable security quantity which is issued and paid in and issued but unpaid; Marketable security quantity which issued and paid in is 1,500,000,000 units.
15.3.3. Explanation of marketable securities with nominal value or not;
Paid in capital is TL 150,000,000 and each of them dividend to 1,500,000,000 unit shares at TL 0.10 value.
15.3.4Explanation of Marketable securities quantity compared with beginning of the period and end of the period
December 31, 2009
Marketable Securities (Unit)
Beginning of the Period, January 1, 2009
1,500,000,000
Disposal during the period
-
End of the Period, December 31, 2009
1,500,000,000
December 31, 2008
Marketable Securities (Unit)
1,500,000,000
1,500,000,000
15.3.5 Explanation of Rights, Benefits and Restriction regarding the distribution of income and repayment of capital
None.
15.3.6. Explanation of foundation’s own securities issued by themselves or affiliates or subsidiaries;
None.
15.3.7 Explanation of maturity dates and amounts of marketable securities other than shares issued which is for forward
transaction and agreements
None.
109
15.4 Share Base Payments
None.
15.5 Subsequent Events
There are no securities transactions subsequent to balance sheet date.
16.OTHER PROVISIONS AND CAPITAL COMPONENT WHICH IS DISCRETIONARY PARTICIPATION
16.1 Equity accrued directly and total amount of each income and expenses of the current period required by other standards or
comments
Value Increase in Affiliates
Value Increase in Tangible Fixed Assets Depreciation of Value Increase in Tangible Fixed Assets
Total
December 31, 2009
December 31, 2008
-
36,014,441
-
23,111,599
(555,436)
(555,436)59,126,040
16.2Reconciliation of Net exchange rate classified in equity and those exchange rate at beginning of period and end of current
period
16.3. Hedges of financial risks from estimates and net investment risks
16.4. Hedges from Financial Risks
16.5. Income and expense from affiliates accounted directly under shareholders’ equity
16.6. Revaluation of Tangible Fixed Assets
No revaluation increase of tangible fixed assets as of December 31, 2009. (December 31, 2008: TL 23,111,599)
16.7 Tax of current period and deferred tax of receivables and payables accounted directly under shareholders’ equity
From Value Increase in Affiliate
From Value Increase in Tangible Fixed Assets
Total
December 31, 2009
December 31, 2008
-
(8,897,328)
138,860
(5,777,900)
138,860(14,675,228)
110
17. INSURANCE LIABILITIES AND REINSURANCE ASSETS
17.1.Guarantee amounts given to life and non-life insurances according to branches and assets
Branch
December 31, 2009
Available Blockage Current Blockage
December 31, 2008
Available Blockage Current Blockage
Non Life
67,562,260
106,442,895
Bank Blockage
85,324,163
Government Bonds
-
75,000,000
Securities
-
3,960,247
Property
-
22,705,417
Life
-7,100,000
Government Bonds
-
7,100,000
17.2.The company’s number of life insurance policies, additions, disposals during the year and the related mathematical reserves;
End of Year (Individual Policies) During the Period (Individual Policies)
December 31, 2009
Unit Mathematical Reserves
-
-
-
-
December 31, 2008
Unit
Mathematical Reserves
1,101
1,765,054
(457)
(1,474,276)
17.3. Guarantee amounts given to non-life insurances according to branches
Branches
Accident
Motor Vehicles
Marine Transportation
General Loses
Air Craft Responsibility
Legal Protection
Life
Total
December 31, 2009
December 31, 2008
Amount (TL)
Amount (TL)
12,952,627,602
12,814,189,419
6,817,157,652
6,602,789,487
152,628,980
130,013,965
7,206,037,281
7,454,162,606
26,178,425,398
20,976,197,949
1,577,065,961
1,846,798,150
1,495,892,648,064
1,109,923,662,413
100
6,259,301,565
4,501,314,722
646,071,200
620,422,715
-
8,326,598
1,557,681,963,8031,164,877,878,024
17.4. Pension funds established by company and unit prices;
17.5. Number and amount of participation certificates in portfolio and in circulation;
17.6. Number and portfolio amounts of incoming, disposed, cancelled and existing individual and group retirement participations
in the current period;
111
17.7. Valuation method used to calculate profit share in profit share based life insurance;
None. (December 31, 2008; Profit share is calculated in accordance with the collection basis in line with the daily profit share accounting
plan)
17.8.Distribution of new individual retirement participation and gross and net participation shares for individual and corporate
clients in the current period;
17.9.Distribution of new individual retirement participation transferred from other insurance company and gross and net
participation shares for those individual and corporate clients in the current period;
17.10.Distribution of new individual retirement participation transferred from life insurance portfolio and gross and net
participation shares for those individual and corporate clients in the current period;
17.11.Distribution of individual retirement participation disposed from company portfolio and transferred to another insurance
company or not for both of them and gross and net participation share for individual and corporate clients in the current period;
17.12. Distribution of new individual life insurance policyholders in terms of numbers and gross and net premium as individual and
group in the current period;
17.13. Distribution of mathematical reserves for former life insurance policyholders as an individual or group in the current period:
December 31, 2009
Individual Policies
Group Policies
Unit
1,101
-
Gross
1,951
-
Net Premium
1,795
-
2,692,125
-
Unit
541
-
Gross
2,973
-
Net Premium
2,736
-
1,474,000
-
December 31, 2008
Individual Policies
Group Policies
17.14. The rate of dividend distribution for life insurance policyholders during the current period;
As of December 31, 2009, 18.10%. (December 31, 2008; 18.77%)
17.15. Explanation of amounts from insurance agreement on financial statements
None. (December 31, 2008; none)
112
17.16. Accounted assets, liability, income, expense and cash flows from insurance agreement and if insurer is ceding company;
December 31, 2009
December 31, 2008
Reinsurance Receivables
Receivables From Reinsurance Operations
694,946
93,838
Provisions for Unearned Premiums 171,085,929
133,539,091
Provisions for Outstanding Claims
140,712,102
103,802,598
Total
312,492,977237,435,527
Reinsurance Payables
Payables Due to Reinsurance Operations
65,360,492
43,688,584
Received Cash Deposited from Reinsurance Companies
-
21,380
Total
65,360,49243,709,964
The table below presents detail of the amount accounted under profit and loss through reinsurance agreements.
Profit and Loss in Reinsurance Terms January 1 –
January 1 –
December 31, 2009
December 31, 2008
Premium carried forwarded to Reinsurer (-)
(332,005,302)
(335,761,766)
Reinsurance Commission Received
66,535,521
46,544,856
Reinsurer Share in Unearned Premium (net)
37,546,838
50,518,185
Reinsurer Share in Paid Claims 143,110,161
114,384,048
Reinsurer Share in Provision for outstanding claims 36,909,504
29,060,540
Total
(47,903,278)(95,254,137)
The Company as a ceding company does not defer income and expenses from reinsurance agreements and does not amortize these income
and expenses.
17.17. Comparison of realized claims with estimates:
Disclosed in Note; 4.1.2.3.
17.18.Effect of amendment on estimates for using measurement of insurance assets and liabilities as showing effect of each
change which is material changes in financial statement:
Disclosed in Note; 4.1.2.4
113
17.19.Reconciliation of changes on Insurance liabilities, reinsurance assets and deferred costs (if any)
December 31, 2009
December 31, 2008
Insurance Payables
Reinsurance Assets Insurance Payables
Reinsurance Assets
Beginning of Year, January 1, 2009
43,688,584
93,838
32,862,436
204,142
21,671,970
601,108
10,826,148
(110,304)
Changes during the period
End of Year, December 31, 2009
65,360,492
694,946
43,688,584
93,838
18. INVESTMENT CONTRACT LIABILITIES
19. TRADE AND OTHER PAYABLES, DEFERRED INCOME
19.1 Classifications of accounts in the line with operations
Payables due to Insurance Operations (TCIP Current Account)
Payables due to Reinsurance Operations
Received Cash Deposited from Reinsurer Companies
Due to Personnel
Due to Share holders
Other Payables
Deferred Income
Total
December 31, 2009
1,651,076
65,360,492
-
19,256
1,446
1,627,115
2,364,786
34,737,940
105,762,111
December 31, 2008
1,801,386
43,688,584
21,380
44,502
1,446
184,031
2,669,253
31,644,841
80,055,423
19.2 Due to Related Parties:
Shareholder payables which is arising from uncollected dividend by shareholders in previous year amounts to TL 1,446 (December 31, 2008;
TL 1,446)
20. PAYABLES
Company’s Liabilities disclosed in Note 19.
114
21. DEFERRED TAX ASSETS AND LIABILITIES
Deferred tax liabilities are TL 8,382,716 in the current period (December 31, 2008; TL 8,592,444) and detailed below;
Total Temporary Differences
Deferred Tax Assets and Liabilities
December 31, 2009 December 31, 2008 December 31, 2009 December 31, 2008
Depreciation and Amortization Differences 3,150,775
3,343,486
630,155
668,697
Rediscount on Credit Cards
340,523
278,839
68,105
55,768
Rediscount on Agency Receivables
2,447,245
6,776,300
489,449
1,355,260
Provision for Employment Termination Benefits
6,612,428
6,430,547
1,322,485
1,286,109
Diminution in Value (Property)
2,311,743
2,227,747
462,349
445,549
2,834,079
2,268,314
566,816
453,663
Compensation Reserves
502,677
-
100,535
ACM
12,948,380
6,224,085
2,589,676
1,244,827
Valuation of Securities
-
2,326,157
-
465,231
Deferred Tax Assets
31,147,850
6,229,570
38,367,874
5,975,104
Rediscount on Payables
(379,584)
(1,261,548)
(75,917)
(252,311)
Increase in Value (Affiliates)
(44,486,642)
(44,486,642)
(8,897,328)
(8,897,328)
Increase in Value (Properties for in use)
(28,195,203)
(28,889,499)
(5,639,041)
(5,777,899)
Deferred Tax Liabilities
(73,061,429)
(36,269,815)
(14,612,286)
(14,927,538)
Deferred Tax Assets/(Liabilities), Net
(86,779,804)
(36,269,815)
(8,382,716)
(8,952,434)
Movement of Deferred Tax Assets/Liabilities
Opening Balance, January 1
Deferred tax reflected to equity
Deferred tax income/expense
Ending balance as of December 31, 2008
December 31, 2009
(8,952,444)
138,860
430,868
(8,382,716)
December 31, 2008
3,409,626
(14,675,227)
2,313,167
(8,952,434)
As of December 31, 2009 and 2008, Reconciliation of the tax expenses with the current profit is as follows;
Taxable Profit
Expected taxation (2008: 20%)
Effect of Non-deductable expenses
Effect of Non-taxable income
Deferred Tax income/(expense)
Tax Income/(expense)
December 31, 2009
-
-
-
-
430,868
430,868
December 31, 2008
13,233,019
(2,646,603)
(4,326,643)
2,308,786
2,313,167
(2,351,293)
22. RETIREMENT BENEFIT LIABILITIES
Under Turkish Labor Law, the Company is required to pay termination benefits to each employee who has completed one year of service and
whose employment is terminated without due cause, is called up for military service, dies or who retires after completing 25 years of service
(20 years for women) and achieves the retirement age (58 for women and 60 for men).
The amount payable consists of one month’s salary limited to a maximum of TL 2,365.16 TL (December 31, 2008: 2,173.19 TL) for each year
of service at December 31, 2009.
115
The provision has been calculated by estimating the present value of the future probable obligation of the Company arising from the
retirement of employees. IAS 19 (“Employee Benefits”) requires actuarial valuation methods to be developed to estimate the enterprise’s
obligation under defined benefit plans. Accordingly, the following actuarial assumptions were used in the calculation of the total liability:
The principal assumption is that the maximum liability for each year of service will increase parallel with inflation. Thus, the discount rate
applied represents the expected real rate after adjusting for the anticipated effects of future inflation. Consequently, in the accompanying
financial statements as at December 31, 2009, the provision has been calculated by estimating the present value of the future probable
obligation of the Company arising from the retirement of the employees. The provisions at the respective balance sheet dates have been
calculated assuming an annual inflation rate of 5.40% and a discount rate of 12%, resulting in a real discount rate of approximately 6.26%
(31 December 2008: 5%, 11% and 5.71%, respectively). The anticipated rate of forfeitures is considered and estimated rate of the Company’s
retirement pay is also taken into account. As the maximum liability is updated semi annually.
Additionally, the Company makes provision for holiday pays not used by the employees as of balance sheet date which is added as a liability
to employee termination benefits in financial statements.
Details of provision for employment termination benefits are as follows;
December 31, 2009
December 31, 2008
Accrued Holiday Pay 1,637,918
1,753,159
Provision for Employment Termination Benefits (*)
4,974,510
4,677,388
Total
6,612,4286,430,547
(*) Movement of provision for employment termination benefits as of December 31, 2009 and 2008 as follows;
Termination Benefits
December 31, 2008 Opening Balance Provision in 2008 December 31, 2009 Opening Balance Provision in current period
December 31, 2009 Balance
Accrued Holiday Pay
Provision for Employment
(1,660,135)
(93,024)
(1,753,159)
115,241
(1,637,918)
(4,025,998)
(651,390)
(4,677,388)
(297,122)
(4,974,510)
23. OTHER LIABILITIES AND EQUALIZATION RESERVES
23.1. Details of Taxes Payable & Funds and Social Security Withholdings Payable as follows:
December 31, 2009
Banking Insurance Transaction Tax (BITT) Payable
6,582,402
Payroll Tax
964,718
VAT Payable
64,249
Insurance Guarantee Fund
1,921,832
Traffic Service Development Fund
955,885
Other
325,431
Taxes Payable and Funds 10,814,517
Insurance Premiums -Personnel
306,584
Insurance Premiums- Employer
465,936
Other
69
Social Security Withholdings Payable 772,589
December 31, 2008
3,803,982
853,873
153,962
1,659,975
688,035
229,679
7,389,506
270,027
337,932
746
608,705
116
23.2 Total Commitment Amount off Balance Sheet:
As of December 31, 2009, the remaining amount of company’s own policies is TL 1,557,681,963,803 (December 31, 2008: TL
1,164,878,632,927). As of December 31, 2009, letter of guarantees amounting to TL 14,191,343 are given to insurance companies and
enforcement office. (December 31, 2008: TL 9,198,897)
23.3Provisions, Contingent Liabilities and Contingent Assets
As of December 31, 2009, 3,768 lawsuits against the Company are in progress (December 31, 2008; 3,328) It is estimated that maximum
liabilities for these lawsuits are TL 54,490,630 (December 31, 2008; TL 50,603,816). There are 1922 (December 31, 2008; 1,776) lawsuits
TL 23,194,390 in favor of the company. (December 31, 2008; TL 19,185,175). Provisions for outstanding claims are accounted for lawsuits
against the Company.
24. NET INSURANCE PREMIUM REVENUE
Non Life Branches
Accident
7,316,678
7,353,314
Health
43,923,646
18,691,876
Motor Vehicles
146,831,316
146,675,239
Marine
434,305
717,089
Aircraft
2,209
55,021
Transportation
4,881,585
6,525,510
35,444,284
36,892,255
General Losses
8,141,874
12,984,901
Motor Vehicles Responsibilities
123,034,330
111,614,048
Aircraft Responsibilities
(6)
22,989
2,141,344
2,429,428
Credit
(6,106)
14,699
Breach of Trust
99,635
Other Financial Losses
43,853
Legal Protection 2,715,015
2,235,339
Non Life Branches Total
375,003,962
346,211,708
Life
54,700
291,289
Total
375,058,661346,502,997
As of January 1 – December 31, 2009 amounts are computed after deducted reinsurer shares and unearned premium provisions from gross
premiums.
25. COMMISSION INCOME
Service Income (Expenses)
December 31, 2009
December 31, 2008
Commission from Reinsurer
66,535,521
46,544,856
Commissions Paid to Agencies (-)
(95,943,557)
(53,683,064)
Total
(29,408,036)(7,138,208)
117
26. INVESTMENT INCOME/(EXPENSE)
Details of Investment Income/(expense) are as follows:
December 31, 2009
December 31, 2008
Securities Available for Sale (Fair Value Differences Reflected to Assets as Profit or Loss)
Rediscount on Interest Income/(Expenses)
433,467
(231,296)
Dividend Incomes
-
Sales Profit/(Losses) -
Financial assets which are held during the maturity Interest Rediscount Incomes/(expenses) (7,389,743)
(4,313,204)
Dividend Incomes
-
Amortization Incomes
24,691,629
24,132,372
Affiliates
Dividend Incomes
1,237,351
5,274,344
Other Incomes/(Expenses)
-
Investment Property Rent Incomes
539,991
500,523
Incomes from cancellation of diminution in value -
1,427,052
Deposits interest discount income/expense
3,293,933
2,912,070
Others
6,828
92,501
Total
22,813,45629,794,362
27. NET INCOME ACCRUAL OF FINANCIAL ASSETS
Income/expense items accounted directly under shareholders’ equity during the period and financial assets for sale which are disposed from
equity and accounted under the period profit or loss.
28.FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT/LOSS
None. (December 31, 2008: TL 231,296)
Valuation method for investing properties is cost method in accompanying financial statements
29. INSURANCE RIGHTS AND DEMANDS
As of December 31 2009, Gross amount of receivables from other insurance company by subrogation is TL 8,257,100 (December 31, 2008: TL
3,637,416) and net amounts to TL 6,812,108 (December 31, 2008: TL 3,000,868) recorded as revenue to technical profit/loss account.
30. INVESTMENT AGREEMENT RIGHTS
118
31. OTHER ESSENTIAL EXPENSES
Operating expenses are as follows.
January 1 - December 31, 2009
Personnel Expenses
39,833,045
34,679,945
Commission Expenses
95,943,557
53,683,064
Office Expenses
3,806,027
3,542,003
Fixture Expenses
586,006
826,907
Real Estate Maintenance Expenses
654,175
754,831
Cleaning Expenses
741,711
526,572
IT Expenses
1,965,441
1,434,876
Fuel Costs
1,261,438
1,048,153
Advertisement and Establishment Expenses
11,889,601
14,956,330
Reinsurance Commissions
(66,535,522)
(46,544,856)
Cost of Entertainment
794,223
766,569
Banks Charges
380,250
453,476
Scholarship Expenses
236,101
231,300
Other
11,573,410
7,897,437
Total
103,129,46474,256,607
32. EXPENSE TYPES
32.1. a) Detail of personnel expenses are as follows:
Salary Expenses
29,988,801
24,615,670
Social Aid Payments 4,972,453
5,056,801
Social Security Premiums
3,379,256
3,616,789
Other
1,492,535
1,390,685
Total
39,833,04534,679,945
32.2.Total of accounted research and development expenses during the period;
None.
33. EMPLOYEE BENEFIT EXPENSES
Detail of employee benefit termination expenses and provision for employee termination expenses which are given for release during the
current period:
Employment Termination Benefits Paid
Accrued Holiday Pay Provision for Employment Termination Benefits Expenses Total
December 31, 2009
December 31, 2008
(1,064,618)
(674,975)
115,241
(93,024)
(297,122)
(651,390)
(882,737)(1,419,389)
34. FINANCE COSTS
34.1. All financial expenses during the period;
Financial expense during the period amounts to TL 3,075,158 (December 31, 2008: TL 720,226)
119
34.2. Financial expenses for shareholders, affiliates and subsidiaries during the period;
Financial expense for shareholders, affiliates and subsidiaries during the period amounts to TL 86,898 (December 31, 2008: TL 49,698)
34.3. Purchase and sale for shareholders, affiliates and subsidiaries;
Purchase and sale for shareholders, affiliates and subsidiaries disclosed in Note 44.2.
34.4. Received from shareholders subsidiaries and affiliates and interest, rent and equivalent paid to them;
Received from shareholders subsidiaries and affiliates and interest, rent and equivalent paid to them disclosed in Note 44.3.
35. INCOME TAX
The tax rate used in 2009 is 20%. Corporation tax is payable at a rate of 20% on the total income of the Company after adjusting for certain
disallowable expenses, exempt income and investment and other allowances.
Companies file their tax returns within the end of the fourth month following the close of the financial year to which they relate. Tax
authorities may, however, examine such returns and the underlying accounting records and may revise assessments within five years.
In Turkey, advance tax returns are filed on a quarterly basis. The advance corporate income tax rate used in 2009 is 20%. Losses are allowed
to be carried 5 years maximum, to be deducted from the taxable profit of the following years.
Income earned in foreign currency arising from activities in Free Zones is not subject to corporation tax according to Communiqué No: 50 of
Corporation Tax Law.
No further tax is payable unless the profit is distributed.
In addition to corporate taxes, companies should also calculate income withholding taxes and funds surcharge on any dividends distributed,
except for companies receiving dividends who are resident companies in Turkey and Turkish branches of foreign companies. The rate of
income withholding tax is 15%. Undistributed dividends incorporated in share capital are not subject to income withholding taxes.
Corporate tax liability in the current period is not occurred (December 31, 2008: TL 4,664,460)
Current Tax Liabilities/(Assets)
Provision for corporate tax
Less: Prepaid taxes
December 31, 2009
December 31, 2008
-
4,664,460
(4,940,002) (4,515,965)
(4,940,002)148,495
Tax Expenses on Income Statement
Provision for Current Corporate Tax Deferred Tax Income/(expense) Total Tax Income/(expense)
December 31, 2009
-
430,868 430,868 December 31, 2008
(4,664,460)
2,313,167
(2,351,293)
December 31, 2009
6,885,495
(6,730,914)
154,581
December 31, 2008
10,060,125
(7,432,004)
2,628,121
36. NET INCOME FROM THE CHANGES OF FOREIGN EXCHANGE RATES
Foreign Currency Gains
Foreign Currency Losses (-)
Net Foreign Exchange Rates Income/(Expense)
120
37. EARNING PER SHARE
As of December 31, 2009, the Company has no profit (December 31, 2008: TL 10,881,726), weighted average number of shares are
1,500,000,000 (December 31, 2008: nominal share value is TL 0.0079 for each TL 0.1)
38. DIVIDENDS PER SHARE
None.
In 2008, the Company has paid TL 0.001 of gross cash dividend having TL 0.10 nominal value each (total cash dividend is TL 1,500,000) to
shareholders . Also TL 1,500,000 was paid to personnel from profit of year 2007.
39. CASH GENERATED FROM OPERATIONS
Cash flow from the operation is calculated as net (indirect) method according to effect of income or loss items concerning cash increase and
cash decrease accruals from net profit/loss, non-cash operations, past and future operation or deferments and investment or cash flow from
financial operations
40. EQUITY SHARE CONVERTIBLE BONDS
41. CASH CONVERTIBLE PRIVILEGED EQUITY SHARES
42. RISKS
Information of commitments is disclosed in Note 23.3.
43. COMMITMENTS
43.1. Total amount of commitments which are not shown in liabilities:
Disclosed in Note 23.2.
43.2.Contractual commitments to have tangible fixed assets
43.3. Contractual commitments to have intangible fixed assets
44. BUSINESS COMBINATIONS
45. RELATED PARTY TRANSACTIONS
45.1. Purchase and Sales with Shareholders, Affiliates and Subsidiaries
a) Insurance and Reinsurance Companies:
Premium Given Commission Received Claims Received Depository Interest
Groupama International S.A.
7,232
1,400
-
Total
7,2321,400 - -
121
b) Agencies:
Premium Received Prepaid Commission Premium ReceivedPrepaid Commission
59,280,348
(6,051,309)
60,641,756
(6,845,067)
Vakıf Sigorta Aracılık A.Ş.
7,244,855
(1,029,143)
8,441,757
(1,131,734)
Vakıf İnşaat ve Restorasyon A.Ş.
3,648
(434)
6,806
(1,014)
269,104
-
455,918
(48,410)
Total
66,797,955 (7,080,886)69,546,237 (8,026,225)
c) Policyholders:
Premium Received
118,581
Premium Received
115,778
45.3 Received from shareholders subsidiaries and affiliates and interest, rent and equivalent paid to them;
Interest, lease and equivalent received
Prepaid Interest, Lease and equivalent
19,657,817
(172,341)
25,830,859
(196,290)
45.4. Provision for doubtful receivables is provided for due from shareholders, affiliates and subsidiaries,
None. (December 31, 2008; none)
45.5 Bonus share through capital increase from insourcing of affiliates and subsidiaries
Affiliates
782,449
Bonus Issue
13,667
45.6 Real rights and their values on real property
Guaranty, commitment, bail, advance, endorsement and other liabilities in favor of shareholders, affiliates and subsidiaries;
45.7. Remuneration, fringe benefits provided to top management in the financial year is as follows;
As of December 31, 2009, remuneration and fringe benefits provided to top management such as; chairman and members of the board of
directors, managing director and manager assistant in total amount to TL 1,689,957 (December 31, 2008: TL 1,814,315)
46. SUBSEQUENT EVENTS
1- Between January 1 and December 1, 2009, 89 new lawsuits have been brought by the company amounting TL 2,734,807 and 278 new
lawsuits brought against to the company amounting to TL 2,664,096 for the same period.
122
47. OTHER ISSUES TO BE EXPLAINED
47.1. Items and amounts classified under the “other” account in financial statements either exceeding 20% of the total amount of
the group to which they relate or 5% of the total assets in the balance sheet:
December 31, 2009
1- Other Cash and Cash Equivalent
48,107,828
Post Cheques
30,989
Credit Cards
48,076,839
576,651
Debtor Agencies from TCIP Insurance
798,841
Other
(222,190)
4- Other Payables
2,364,786
Compromised Tax Due
154,575
Supplier Current Account
2,155,093
Consigned Money
55,118
Other
-
5- Other Technical Provisions -Net
4,036,984
Equalization Reserve 4,036,984
6- Other Incomes and Profits
2,246,926
Collection From Doubtful Receivables
1,247,164
Default Interests Received
352,749
Other
647,013
7- Other Expenses and Losses
486,909
Non-deductable Expenses 486,909
December 31, 2008
36,235,710
65,572
36,170,138
1,203,456
1,197,192
6,264
2,669,253
696,615
1,803,099
40,075
129,464
1,834,561
1,834,561
488,175
189,156
161,304
137,715
1,030,897
1,030,897
47.2. Total amount of each due to/from personnel items classified under “Other Receivables” and “Other Short and Long Term
Payables” exceeding one percent of total assets in the balance sheet
47.3 Subrogation receivables in the technical income amounts to TL 6,812,108 (December 31, 2008; TL 3,000,868)
47.4. Descriptive disclosure in relation to amounts and resources of income, expenses, and losses for the prior periods
123
Financial Status, Profitability and Compensation Payments Assessments
Assets of Güneş Sigorta increased by 1% in 2009 and reached TL 697,966,688.
Despite of the global financial crisis, our premium production accessed TL 727,074,961 with an increase of 2.46% and maintained its fifth
position in the sector.
In keeping with the regulations by Undersecretariat of Treasury to which insurance, reinsurance and pension companies are subject, Güneş
Sigorta provides guarantee for current and possible obligations.
With its liquidity-based asset structure and a prudent distribution of maturities in investment-directed assets, Güneş Sigorta has been able
to promptly fulfill all of its legal and commercial obligations.
As a result of efficient and effective management of the cash and cash-like assets, ability and balance of compensation payment is
maintained while an emphasis is placed on keeping customer satisfaction at the foreground of all endeavors.
With the impact of the flooding in Marmara and Black Sea Regions, gross paid claims ratio accessed TL 442,787,301 with an increase of 23%
and gross outstanding losses accessed TL 283,270,573 with an increasing of 34%. Our company, giving priority to customer satisfaction,
achieved the loss payments on the time to prevent financial losses, which arised from the mentioned natural disaster.
Hereby net claims/premiums ratio increased by 4.3%, reaching 82.42% with the impact of natural disasters. Parallelly, profitability decreased.
A minimum impact on company assets have been ensured with the reinsurance agreements undertaken.
Parallel to its target of increasing its policy production in the new financial year, Güneş Sigorta also plans to register growth in current
assets.
The financial status of Güneş Sigorta in the last five years is shown below:
Total Assets
Gross Written Premiums
Retention Ratio
Gross Paid Claims
Gross Outstanding Losses
General Expenses
Investment Profit
Net Profit (Loss) of the Period
2009 2008 2007 20062005
697,966,688 655,557,982 498,716,436
401,757,718 372,409,750
727,074,961 709,619,300 638,136,263
513,293,060 446,803,780
395,069,659 373,857,534 343,399,362
261,783,630 230,519,086
442,787,301 361,176,226 326,007,984
277,567,200 245,853,128
283,270,573
211,188,600 158,367,974
120,796,642
84,886,000
62,389,606
59,466,924
43,766,899
31,329,296
26,406,691
15,072,790
24,639,912
5,161,277
7,496,208
9,963,722
-16,810,104
11,081,365
7,249,225
2,533,478
6,103,622
124
The objective of the Risk Management System is to define, measure, monitor and control risk through policies that are drawn up to track,
keep under control and if necessary, change the structure of risk and earnings that will be yielded by the Company’s future cash flow and
related activities, through the use of different methods and limits.
Insurance Risk
These are insurance policy risks and can be classified as risk related to the choice of assets to be insured, to whether insurance premiums
have been determined at a level that will cover future claims, the occurrence of unforeseen risks in the preparation stage of the policy or
an inaccurate estimation made regarding claims on expected risk, changes in the conditions of the economic environment, claims to be
retained by the Company due to catastrophic risks or concentrated risks arising from insufficient spreading of risk, unforeseen behavior of
the insured or the inadequacy of provisions set aside in the financial statement to cover the claims of insurance company policy-holders.
Market conditions, reinsurance agreements, endorsements, profitability and sustainable growth goals are considered in their entirety in the
drawing up of insurance payment schedules and individual pricing.
Based on the experience gained from reinsurance treaties and previous claims each year, the Company’s technical service departments
determine a set of Risk Acceptance Principles by which the conditions for accepting risk are determined on the agency, regional office and
Head Office levels.
The principles of implementation, which include the principles of risk acceptance, are then set out in a booklet defining the conditions under
which insurance products can be sold and not sold as well as to whom and how. The booklet is distributed to the sales channels.
Compliance Audit is carried out the principles, which were determined by audit activities during the year.
Before coverage is provided at business branches or in areas of settlement that have exceeded predetermined amounts and/or are seen
to represent a risk, upon the request of the technical departments, specialized risk engineers provide support in creating the appropriate
insurance conditions by carrying out a risk analysis and reviewing every kind of insurable asset which will be under coverage, if necessary,
reassessing insurance value. The sole method of risk transfer is reinsurance. After reviewing the Company’s customer portfolio, insurance
policies, previous claim statistics, the volume of business expected for the next year, the structure of shareholder’s equity and current
market conditions, the Reinsurance and Special Risks Department and senior management together determine retention ratios and treaty
conditions on the basis of each branch.
Risks that exceed the treaty conditions and capacities that are within the scope of reinsurance agreements or risks that have the potential of
disrupting the treaty balance of the Company are covered with the support of domestic and international facultative reinsurances.
Minimally potential risks with significant impact beyond the control of the Company (as in the case of earthquakes, floods, fires, etc.)
are reviewed in terms of concentrated risk status, a possible risk estimate is made and transferred to reinsurers. Provisions for unearned
premiums, outstanding claims reserves and the reinsurer shares and balancing provisions shown among the technical insurance accounts
on the financial statements, are set aside in accordance with Insurance Law and the Regulations on the Technical Provisions of Insurance,
Reinsurance and Pension Companies and the Assets for which these Provisions are to be invested.
125
Credit Risk
These are risks related to insured entities and agencies that have premium or claim debts to the Company, or risks related to fulfillment of
obligations of the insured, insurers abroad or co-assurers in the case of fronting transactions, or risks related to the payment ability of the
third parties in the case of non-insurance-based movables or immovables or equity investments.
Since the best interests of the insured may only be protected with a strong financial structure, collection on premium receivables from the
insured and from the agencies is promptly carried out by the Collections Department which has been reorganized as the Collection Service
under the Financial Affairs Group Management in the head office. In the reorganization, the processes and limits of authority in the head
office and in the regional offices have been redefined.
Credit grades are considered in the selection of reinsurers as well as the effects of market conditions on these credit grades.
Redundant cashes are assessed in terms, which not causing to delay in compensation payments, on the other hand they are invested in
domestic government bonds and assessed in repos and deposits to get maximum return.
Market Risk
This refers to risks that arise from changes in financial market interest rates, stock prices, foreign exchange rates, etc. which have an effect
on the receivables and debts of the insurer. This type of risk may also stem from the time elapsing between the collection of receivables and
the fulfillment of obligations.
The cash flow of the Company is monitored on a daily and monthly basis and assets and liabilities management is carried out through the
monitoring of the balance sheet in terms of maturity mismatches and foreign currency positions. Claims payments that exceed a determined
significant part of the Company’s cash flow are carefully reviewed by the Claims Management Department. Claims are paid out as soon as
possible, avoiding the ballooning impact of inflation on claim costs.
Liquidity Risk
This is the risk that stems from the inadequacy of liquid assets in the payment of claims. While resources set aside for this purpose are
invested in time deposits to avoid delays in claims payments, on the other hand, some investments are made in domestic government bonds,
repos and deposits that bring in maximum yield.
Operational Risk
This is risk of loss that arises from inadequate or unsuccessful internal processes, people, systems and external events.
All transactions carried out throughout the Company have been described and updated in written procedures. Powers and responsibilities
have been determined and employees are notified through the channels of communication of strategic decisions made by the Company.
Laundering Proceeds of Crime and Preventing of Terrorist Financing
A company policy has been drawn up with respect to identifying customers connected with transactions involving money laundering
and the financing of terrorism. Transactions carrying probable risk in this respect have been pinpointed and training in this area has been
organized for employees and agencies. Customer acceptance guidelines and doubtful transactions have been determined and a system
of internal control, reporting and communication set up to facilitate the operations of the Internal Auditing Department and compliance
officer in their identification, uncovering and avoidance of doubtful transactions before they occur.
126
5-Year Summary of Financial Data
2009 2008 2007 20062005
Total Assets
697,966,688 655,557,982 498,716,436
401,757,718 372,409,750
199,185,262 230,102,331 196,984,012
161,168,550 168,246,591
Paid Capital
150,000,000 150,000,000 150,000,000
75,000,000
75,000,000
Gross Written Premiums
727,074,961 709,619,300 638,136,263
513,293,060 446,803,780
Gross Paid Claims
442,787,301 361,176,226 326,007,984
277,567,200 245,853,128
Gross Outstanding Losses
283,270,573
211,188,600 158,367,974
120,796,642
84,886,000
Retention Premiums
395,069,659 373,857,534 343,399,362
261,783,630 230,519,086
30,017,920
57,001,769
49,660,019
29,354,938
28,600,362
Retention Ratio (%)
54.3
52.7
53.8
51.0
51.6
Net Claims/Premiums Ratio (%) 82.4
79.0
80.8
81.2
81.6
General Expenses
62,389,606
59,466,924
43,766,899
31,329,296
26,406,691
Investment Incomes
29,698,951
39,854,486
20,575,773
15,404,269
14,990,982
Investment Expenses
34,806,750
35,033,702
15,414,496
7,908,061
5,027,260
Investment Profit
15,072,790
24,639,912
5,161,277
7,496,208
9,963,722
Gross Profit (Loss) of the Period
-16,810,104
15,745,825
10,432,782
2,533,478
9,616,051
Tax Provision
0
-4,664,460
3,183,557
0
3,512,429
Net Profit (Loss) of the Period
-16,810,104
11,081,365
7,249,225
2,533,478
6,103,622
Return on Equity (%)
-8.4
4.8
3.7
1.6
3.6
Return on Assets (%)
-2.4
1.7
1.5
0.6
1.6
Technical Profit/Premiums Written (%)
4.1
8.0
7.8
5.7
6.4
Net Profit/Premiums Written (%)
-2.3
1.6
1.1
0.5
1.4
127
Information for Shareholders
Independent External Auditing Firm
: Kapital Karden Bağımsız Denetim ve Yeminli Mali Müşavirlik A.Ş.
Contact Information of the Auditing Firm
: Sıklemen Sokak No: 1 3. Levent/ 34330 İstanbul
Tel: (0212) 284 3900 Fax: (0212) 284 3901
According to resolution in General Assembly of Shareholders, which occurred on March 12, 2010; Başaran Nas Bağımsız Denetim ve
Serbest Muhasebeci Mali Müşavirlik A.Ş. (a member of Price Waterhouse Coopers) was assigned in order to audit our bookkeeping entries in
accordance with the law Capital Market.
Relations with shareholders are executed by the Financial Affairs Group Management under the supervision of Deputy Chief Executive
Officer Mehmet Bostan.
The enterprises that participate in Güneş Sigorta’s TL 300 million registered capital, of which TL 150 million is paid in, are leading companies
in their respective sectors with strong financial structures. The majority shareholder, Türkiye Vakıflar Bankası, with deposits and capital of TL
2.5 billion, is among Turkey’s largest banks and an enterprise that is rapidly advancing to the prime ranks within the banking sector.
Groupama S.A. with 30% of Güneş Sigorta’s shares is the second largest insurance group in France with a 10% market share. Active in
21 countries, the group adds strength to Güneş Sigorta in its path toward becoming a more effective organization in the future in terms
of strength and services provided, bolstered by the power of years of international experience. With 20.77% of its shares open to public
trading, Güneş Sigorta looks toward the future with confidence.
The General Shareholders’ Meeting of the Company for the operating period of 2009 took place on March 12, 2010, with the attendance of
shareholder representatives, the Commissioner of the Minister of Industry, shareholders and the representatives of intermediary agencies.
The General Shareholders’ Meeting’s date, venue, invitation, agenda, proxy letter and information concerning voting were announced
to the public in the Daily Bulletin of the İstanbul Stock Exchange and in the daily newspapers published in Turkey under the heading,
Announcement for our Shareholders. The shareholders attending the General Shareholders’ Meeting were presented with proposals
regarding the items on the agenda and discussions were held accordingly. The members of the Board of Directors and of the Board of
Auditors during the previous period were re-elected to the same posts.
128
Contact Information
HEADQUARTERS
Güneş Plaza Büyükdere Cad. No: 110 34394 Esentepe Şişli/İSTANBUL-TURKEY
Tel: +90 (212) 444 1957
MARMARA REGIONAL HEADQUARTERS
Atatürk Cad. No: 70 Vakıf İşhanı Kat: 3 No: 304-310
16000 Heykel/BURSA-TURKEY
Tel: +90 (224) 275 4200
Transaction Groups Fax Numbers:
General Transactions
Policy Proposal Transactions
Claims Transactions
Collection Transactions
Health Insurance Transactions EAST ANATOLIA REGIONAL HEADQUARTERS
Yukarı Mumcu Cad. Akçay Apt. No: 4 Kat: 5 25200 ERZURUM-TURKEY
Tel: +90 (442) 235 1957
+90 (442) 235 4758 -59
: +90 (212) 355 6464
: +90 (212) 355 6870
: +90 (212) 355 6871
: +90 (212) 355 6872
: +90 (212) 355 6873
Customer Complaints and Information:
E-mail: [email protected]
Tel: +90 (212) 444 1957
Investor Relations:
E-mail: [email protected]
CENTRAL REGIONAL HEADQUARTERS
Güneş Plaza Büyükdere Cad. No: 110 34394 Esentepe Şişli/İSTANBUL-TURKEY
Tel: +90 (212) 355 6565
KADIKÖY REGIONAL HEADQUARTERS
Saniye Ermutlu Sk. Şaşmaz Plaza No: 6 Kat: 1 34742
Kadıköy/İSTANBUL-TURKEY
Tel: +90 (216) 571 5353
CENTRAL ANATOLIA REGIONAL HEADQUARTERS
Atatürk Bulvarı No: 97 Gama İşhanı Kat: 2 06650 Kızılay/ANKARA-TURKEY
Tel: +90 (312) 410 4646
AEGEAN REGIONAL HEADQUARTERS
Şehit Fethibey Cad. No: 55 Heris Tower İş Merkezi Kat: 9-10
35210 Pasaport/İZMİR-TURKEY
Tel: +90 (232) 497 4141
MEDITERRANEAN REGIONAL HEADQUARTERS
Metin Kasapoğlu Cad. Ayhan Kadam İş Merkezi Kat: 1, A Blok No: 3-4-5
07100 ANTALYA-TURKEY
Tel: +90 (242) 311 9500 (10 lines)
SOUTH ANATOLIA REGIONAL HEADQUARTERS
Yeni Döşeme Mah. Karaisalı Cad. Baysan İş Merkezi A Blok Kat: 2 01120
Seyhan/ADANA-TURKEY
Tel: +90 (322) 459 7800 (10 lines)
BLACK SEA REGIONAL HEADQUARTERS
K. Maraş Cad. Zorlu Otel Karşısı Bordo İşhanı No: 4
Kat: 3 61200 TRABZON-TURKEY
Tel: +90 (462) 323 1300 (9 lines)
THRACE REGIONAL HEADQUARTERS
Ertuğrul Mah. Hüseyin Pehlivan Cad. Dibek Sk. Yazıcı İşhanı No: 1
Kat: 2 59030 Merkez /TEKİRDAĞ-TURKEY
Tel: +90 (282) 264 3660
TRNC REGIONAL HEADQUARTERS
Küçük Kaymaklı Şehit Mustafa Ahmet Ruso Cad.
Muhtar Yusuf Galeria İş Merkezi No: 218/A Nicosia/CYPRUS
Tel: +90 (392) 228 6690, +90 (392) 227 9513, +90 (392) 228 6482
DENİZLİ REPRESENTATIVE OFFICE
Atatürk Bulvarı Ağa Han No: 27 Kat: 3 20300 DENİZLİ-TURKEY
Tel: +90 (258) 241 1268
ESKİŞEHİR REPRESENTATIVE OFFICE
Cumhuriye Mah. Cengiz Topel Cad. Zeytinoğlu Apt. No: 12/2 26010
Odunpazarı/ESKİŞEHİR-TURKEY
Tel: +90 (222) 220 4550, +90 (222) 220 4548, +90 (222) 220 4560
+90 (222) 220 4572
GAZİANTEP REPRESENTATIVE OFFICE
İncirlipınar Mah. Gazi Muhtarpaşa Bulvarı, Nişantaşı Sok.
Tekerekoğlu İş Merkezi Kat: 3 No: 91 27090 Şehitkâmil/GAZİANTEP-TURKEY
Tel: +90 (342) 215 1930
KAYSERİ REPRESENTATIVE OFFICE
Erdem Plaza, Gevher Nesibe Mah. Gök Sok. Avrupa Hastanesi Yanı
No: 17 Kat: 1/1 38010 Kocasinan/KAYSERİ-TURKEY
Tel: +90 (352) 222 5645
KOCAELİ REPRESENTATIVE OFFICE
İstiklal Cad. İlhan İş Merkezi No: 8 Kat: 2 41040 İzmit/KOCAELİ-TURKEY
Tel: +90 (262) 331 2666
KONYA REPRESENTATIVE OFFICE
Mahmuriye Mah. Feritpaşa Cad. Esencan Apt. No: 25/A 42040 Meram/
KONYA-TURKEY
Tel: +90 (332) 321 8889
SAMSUN REPRESENTATIVE OFFICE
Kale Mah. Kazımpaşa Cad. Adnan Kefeli İşhanı No: 2 Kat: 4
55030 SAMSUN-TURKEY
Tel: +90 (362) 432 4663, +90 (362) 432 8033, +90 (362) 435 9600
Produced by Tayburn Kurumsal
Tel: (90 212) 227 04 36 Fax: (90 212) 227 88 57
www.tayburnkurumsal.com

Annual Report - Güneş Sigorta

Transcription

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