NEWS - Kurumsal

Transcription

NEWS - Kurumsal

NEWS
REPORTERS OF
TURKEY
DOĞAN GAZETECİLİK
ANNUAL REPORT 2009
CONTENTS
2
Major Financial Highlights
4
Financial Ratios
5
The Publishing Sector in the World and Turkey
6
From Past to Present, Doğan Gazetecilik A.Ş.
7
Doğan Gazetecilik A.Ş. in 2009
12
Message from the Chairperson
14
Message from the Management
16
Directors
Board of Directors
Executive Committee
Audit Committee
20 Doğan Gazetecilik Broadcasting and Publishing Principles
24 Operations in 2009
Milliyet
Posta
Vatan
Radikal
Fanatik
Internet
Mobile Services
85
Corporate Social Responsibility
90 Corporate Governance Principles Compliance Report
102 2009 Dividend Distribution Proposal
103 Dividend Distribution Policy
104 Resolution of the Board of Directors
105 Statement of Approval of the Financial Statements and Footnotes for the Accounting Period
106 Audit Report
107 Audit Committee Resolution
109 Consolidated Financial Statements and Independent Audit Report
Doğan Gazetecilik A.Ş has maintained
its leading position in the Turkish
newspaper publishing sector by
holding over a quarter of the total
market. According to data for 2009,
of the total 4.7 million newspapers
sold throughout Turkey daily, 1.2
million are Doğan Gazetecilik products.
Amounting to 48% of the total daily
reach, this gives Doğan Gazetecilik a
grand competitive edge. Furthermore,
it is not only the printed press that
Doğan Gazetecilik predominates today;
the Company is also forging a
pre-eminent role in the Internet
advertising market with its pioneering
work in the Internet and mobile media
and through the solutions it has
developed for the classified ads sector.
2
MAJOR
FINANCIAL HIGHLIGHTS
The changes in the main items on the Company’s Income Statement as of December 31, 2009,
as compared with 2008, are set out below:
CONSOLIDATED (TL THOUSAND)
December 31, 2009 December 31, 2008
SALES
COST OF SALES (-)
GROSS PROFIT
OPERATIONAL EXPENSES (-)
REVENUES AND EXPENSES FROM OTHER
ACTIVITIES, NET
OPERATING PROFIT/(LOSS)
FINANCIAL INCOME/EXPENSES, NET
EARNINGS (LOSS) FROM CONTINUING
OPERATIONS BEFORE TAX
TAXATION ON INCOME/EXPENSE
INCOME ATTRIBUTABLE TO
MINORITY INTERESTS
NET PROFIT/(LOSS)*
%
350,364
341,353
2.6
(230,046)
(231,755)
(0.7)
120,318
109,599
9.8
(122,760)
(121,643)
0.9
(9,600)
(4,187)
129.3
(12,041)
(16,231)
(25.8)
(4,376)
7,026
n.m.
(16,417)
(9,205)
78.3
(293)
8,476
n.m.
132
24
(16,255)
(753)
*Income attributable to equity holders of the Company
Compared with 2008, circulation revenues increased by approximately 32.6%, advertising
revenues decreased by 14.8% and total sales revenues increased by a net of 2.6%.
December 31, 2009
December 31, 2008
%
NEWSPRINT COSTS
113,492
121,591
(7)
PRINTING AND OTHER COSTS
116,554
110,164
6
TOTAL SALES COSTS
230,046
231,755
(1)
An increase of 9% in real terms occurred in the foreign exchange-indexed newsprint costs.
On the other hand, the amount of paper used decreased by 18%.
December 31, 2009
December 31, 2008
%
GENERAL ADMINISTRATIVE EXPENSES
27,222
25,406
7
MARKETING AND SALES EXPENSES
95,538
96,237
(1)
122,760
121,643
1
TOTAL OPERATIONAL EXPENSES
General administrative expenses increased by 7%, marketing, sales and distribution expenses
decreased by 1% and total operational expenses increased by 1% in 2009, compared with the same
period in 2008. In parallel with these results, the profit-before-taxes margin was recorded as -4.7%.
ANNUAL REPORT 2009
3
The changes in the main items of the assets and liabilities of the Company’s Balance Sheet of the
last two periods are shown below:
ASSETS (CONSOLIDATED
TL THOUSAND)
December 31, 2009
December 31, 2008
%
96,724
101,354
(5)
NON-CURRENT ASSETS
233,028
229,167
2
TOTAL ASSETS
329,752
330,521
0
December 31, 2009 December 31, 2008
%
CURRENT ASSETS
LIABILITIES AND SHAREHOLDERS’ EQUITY
(CONSOLIDATED TL THOUSAND)
SHORT-TERM LIABILITIES
97,161
84,184
15
LONG-TERM LIABILITIES
7,669
5,293
45
104,830
89,476
17
384
252
52
EQUITY ATTRIBUTABLE TO EQUITY
HOLDERS OF THE COMPANY
224,538
240,793
(7)
TOTAL LIABILITIES AND
SHAREHOLDERS’ EQUITY
329,752
330,521
0
LIABILITIES
MINORITY INTEREST
MAJOR HIGHLIGHTS (TL THOUSAND)
OPERATING PROFIT/(LOSS)
EBITDA
NET PROFIT/LOSS*
NUMBER OF EMPLOYEES
December 31, 2009
December 31, 2008
(12,041)
(16,231)
6,696
(43)
(16,255)
(753)
1,323
1,279
*Attributable to equity holders of the Company
The Company did not record significant investment expenses in the period January-December
2009. Fixed asset expenses (for various technical equipment, computers, furnishings, etc.)
amounted to TL 1,602,540. This item did not benefit from investment tax credit.
The net cash position of the Company, which was TL 15,156,475 at the end of 2008, turned into
a net debt of TL 18,784,093 at the end of December 2009.
“INDEPENDENT NEWSPAPERS” DOĞAN GAZETECİLİK
4
FINANCIAL RATIOS
FINANCIAL RATIOS
The Company’s financial structure and profitability ratios were as follows:
LIQUIDITY RATIOS
December 31, 2009
December 31, 2008
CURRENT RATIO
1.00
1.20
ACID-TEST RATIO
0.93
1.14
LIQUIDITY RATIOS
0.80
1.05
December 31, 2009
December 31, 2008
DEBT/SHAREHOLDERS’ EQUITY
47
37
SHORT-TERM DEBT / TOTAL DEBT
93
94
DEBT / TOTAL ASSETS
32
27
December 31, 2009
December 31, 2008
EBITDA / NET SALES
(0.2)
(2.3)
NET PROFIT / NET SALES
(4.6)
(0.2)
NET PROFIT/SHAREHOLDERS’ EQUITY
(7.2)
(0.3)
December 31, 2009
December 31, 2008
38.06
47.99
ACCOUNTS RECEIVABLES TURNOVER
4.72
4.99
ACCOUNTS PAYABLE TURNOVER
3.73
5.07
CAPITAL STRUCTURE ANALYSIS RATIOS (%)
PROFIT/LOSS RATIOS (%)
ACTIVITY ANALYSIS RATIOS
INVENTORY TURNOVER RATE
ANNUAL REPORT 2009
5
THE PUBLISHING SECTOR
IN THE WORLD AND TURKEY
THE Internet, IT WAS ONCE BELIEVED, WOULD HERALD THE DECLINE OF
TRADITIONal NEWSPAPERS, RENDERING THEM OBSOLETE AND DESTROYING
THEIR REVENUES. IN FACT, TODAY’S LEADING NEWSPAPERS ARE EFFECTIVELY
HARNESSING THE POWER OF THE INTERNET, USING IT TO CREATE NEW SOURCES
OF INCOME BY INTEGRATING IT INTO THEIR BUSINESS MODELS AND IMPORTING
THEIR WELL-ESTABLISHED BRANDS INTO THE DIGITAL ENVIRONMENT.
From clay tablets to websites
The foundations of newspapers and their
role in society were laid during the Roman
Empire, when news reports were written
on clay tablets displayed on public walls.
Since the fifteenth century, when the first
printed newspapers were produced in Europe,
newspapers gradually became an integral part
of the fabric of social life across the world.
With the invention of radio and television and,
more recently, the widespread use of the
Internet in daily life, the print media and
newspapers have had to continually explore
new avenues, responding to fast-changing
competition, in order to maintain their
position in today’s media world.
In parallel with the changing dynamics of
the media world in the 21st century, income
from advertising and newspaper circulation
figures have experienced a decline in recent
years, and regional differences in newspaper
sales, readership reach and advertising
revenue figures are steadily becoming more
pronounced.
The most striking determining factor in
the fall in circulation figures can be traced
to the younger, non-newspaper-reading
generation. Today’s young people have
shown a clear preference for newspapers
offering abbreviated content, enriched with
visual material, and this has forced many
newspapers around the world to adopt a
tabloid format.
Although these changes have been
widespread, however, in societies with high
living standards and low television viewing
rates, newspapers still retain a significant
role as a channel for mass advertising. In such
sectors, interest in newspaper websites is
also increasing rapidly. In the last five years,
there has been a 350% increase in traffic on
newspaper websites worldwide.
In countries such as Norway, Japan,
Finland and Sweden, where the number of
newspapers per capita and newspaper reading
rates are high, technological developments
move the press forward in new directions.
Consumers in these countries quickly adapt to
the speed of technology and are adopting new
concepts, such as e-trade, more readily and
at a faster rate than they previously accepted,
for example, ATMs and e-mails.
Increasing revenues earned from
the Internet each year
Contrary to the once commonly held belief
that the Internet would destroy newspaper
revenues in the 21st century, newspapers
have in fact successfully integrated the
Internet into their business models, importing
the power of their brands into the digital
environment and thus creating new sources
of income. Newspaper websites, as news
sources, are among the most frequently
visited websites around the world. Although
the revenues earned from the Internet
currently represent only a small share of a
newspaper’s total income, it can be seen that
these figures are steadily increasing year-onyear basis.
An examination of global newspaper website
reader profiles reveals that 88% of readers are
business owners, 84% shop online, 66% read
the news from this medium and 58% benefit
from online banking services. The fact that
news portals, compared with traditionally
printed newspapers, are updated faster and
more frequently is indicated as the most
important factor in the popularity of following
the news online.
As the standard of living increases in our
country, the Turkish population is leaning
more toward alternative entertainment
channels which has caused a drop in television
ratings. Meanwhile, total newspaper sales
have exceeded 5 million. Although television
continues to be the primary advertising
medium, newspapers are increasing their
revenue as reliable and effective channels of
advertising. Newspaper web pages are the
most frequently visited websites in Turkey and
Doğan Gazetecilik websites are the leading
online news providers in the country.
Reaching 48% of daily newspaper readership
Despite legislation in 2003 that imposed
major restrictions on promotional activity,
newspaper sales have continued to increase
in recent years. Sales, which averaged
3.7 million in 2001 and 2002, reached 4.5
million in 2004, climbing to 5 million in
2005, and exceeding 5 million in 2006. In
the following years, they continued to top
the 5 million level. In 2009, sales were still
reaching 4.7 million. These figures, achieved
despite the ban on promotional activity,
demonstrate a significant increase in the
number of newspaper readers in Turkey over
the last decade. Read by an average of 5.9
million readers every day, Doğan Gazetecilik
newspapers reach 48% of the country’s total
newspaper readership.
Constantly searching for new directions in
the face of changing dynamics in the global
sector, Turkish newspapers continue to create
new channels of revenue through the effective
use of their current brands in alternative
promotional mediums, such as the Internet
and corporate sponsorship deals.
Turkey’s most popular websites
While newspaper sales are declining in the
West, a rising trend continues to prevail in
Turkey, as well as in the Asian countries.
6
FROM PAST TO PRESENT,
DOĞAN GAZETECİLİK A.Ş.
ACCORDING TO DATA FOR 2009, OF THE 4,718,583
NEWSPAPERS SOLD ON AN AVERAGE DAILY BASIS
NATIONWIDE, 25% WERE DOĞAN GAZETECİLİK A.Ş.
NEWSPAPERS.
1950 - The launch of Milliyet
On May 3, 1950, Ali Naci Karacan established
the foundations of Doğan Gazetecilik,
one of Turkey’s most prominent press and
publishing companies, by launching the
newspaper, Milliyet. Starting out as a new
publication of the Nuri Akça Printing House,
Milliyet breathed new life into the newspaper
publishing district of Babıali. The newspaper
adopted the strong principles of accuracy
and reliability in reporting introduced by its
Editor-in-Chief, Abdi İpekçi, thus, raising
the standards of the press in Turkey and
embracing the masses at the same time. Abdi
İpekçi’s assassination on February 1, 1979
was a tragic turning point in the history of the
paper. After this incident, the Karacan Family,
owners of Milliyet for 30 years, turned the
newspaper over to Aydın Doğan on July 20 the
same year.
2003 - Doğan Gazetecilik A.Ş. founded
At the end of 2003, Milliyet merged, through
acquisition, with Simge Yayıncılık ve Dağıtım
A.Ş., then publishing the Posta, Radikal and
Fanatik newspapers. This led to the formation
of the Company, Doğan Gazetecilik.
Milliyet, Posta, Radikal, Fanatik and Vatan
For 60 years, Milliyet meets its audience with
a consistent image as a “reliable newspaper”
that has reflected its unwavering editorial
policy, founded on fundamental principles of
journalism strongly combined with popular
content. With its stance of always being
near the people, the newspaper Posta has
the broadest readership. Radikal, with its
diversity of opinions and dissenting voices, is
loyally read by a wide audience. Pioneering
codes of ethics in the world of sports, Fanatik
is a leader in its field. Vatan, with its aim of
conveying to readers the diverse voices of all
segments of the population and its columnists
with a broad range of opinion, is one of the
most powerful papers in the Turkish press.
Doğan Gazetecilik accounts for approximately
one-quarter of the total Turkish publishing
sector. According to data for 2009, 1.2 million
of the 4.7 million newspapers sold on an
average daily basis nationwide (almost 25%)
were Doğan Gazetecilik newspapers.
5.9 million daily reach
The prominent and distinctive position Doğan
Gazetecilik occupies in the Turkish press today
is clearly indicated in the results of the Turkish
National Readership Survey, conducted by the
Turkish Joint Industry Committee for National
Readership Survey (BİAK). Comprising the
newspapers Milliyet, Posta, Radikal, Vatan
and Fanatik, Doğan Gazetecilik reaches an
average of 5.9 million readers throughout
Turkey every day, enjoying the advantages
of sustaining the widest reach in the sector.
Other results from the same study show
that the average number of daily newspaper
readership is 12.3 million. Thus, Doğan
Gazetecilik has achieved a 48% total daily
reach, giving the Company a distinctive edge
over its competitors.
The readership profile of Doğan Gazetecilik
A.Ş. is also striking in terms of the different
target audiences its readers represent.
Reaching 1.9 million readers in the AB and 3.9
million readers in the ABC1 socioeconomic
groups every day, Doğan Gazetecilik
newspapers are clearly in the vanguard
of the sector, leaving their competitors
behind. Similar results can be seen in other
educational and age categories.
A pioneer in the Internet advertising market
Doğan Gazetecilik websites are now
reinforcing their leadership positions with
substantial ongoing investment in the
Internet publishing. Doğan Gazetecilik,
thus, continues to innovate online, not
only in journalism, but also in the classified
advertisements market, applying innovative
solutions to the challenges of today’s fastchanging media world.
ANNUAL REPORT 2009
7
IN 2009
DOĞAN GAZETECİLİK A.Ş., PUBLISHING MİLLİYET, POSTA, RADİKAL,
VATAN AND FANATİK WITH THEIR SUPPLEMENTS, AND PREPARING
THE WEBSITE CONTENT OF ALL THESE PAPERS, IS THE MOST
PROMINENT COMPANY, WITHIN ITS OWN SECTOR, IN TURKEY.
As a subsidiary of the Doğan Media Group,
Doğan Gazetecilik A.Ş.’s business activity
encompasses the publication of daily
newspapers, as well as weekly and monthly
magazines and other periodicals, monitoring
the advertising business in the publishing
sector and the distribution and sales of
newspapers, magazines, books and other
publications.
A powerful and reliable news network
In addition to its own reporters, Doğan
Gazetecilik also runs a strong and reliable
news network comprising of 650 reporters,
operating from 35 Doğan News Agency offices
both in and outside of Turkey. Distribution
of all printed materials in Turkey prepared
by Doğan Gazetecilik, is handled by Doğan
Dağıtım A.Ş.
Turkey’s most popular newspapers
The publisher of Turkey’s most popular
newspapers, Milliyet, Posta, Radikal, Vatan
and Fanatik and their supplements, Doğan
Gazetecilik also publishes the website content
of all these papers.
Human resources: qualified, innovative and
open to change
With a typical employee profile of
well-qualified and innovative individuals
who are open to change, Doğan Gazetecilik’s
human resources are regarded as the
Company’s most valued asset. From this
perspective, Doğan Gazetecilik’s aim is to
ensure that all employees are equipped with
the most up-to-date knowledge that is so
crucial in today’s information age, and that
their careers progress in line with both the
organization’s development plans and their
own personal objectives.
Doğan Gazetecilik operates from a facility
in Istanbul’s Bağcılar district, with an
enclosed area of 35,000 square meters, built
on an open area of 40,000 square meters.
Preparation of news reports and editorials
and pre-print technical operations for the
newspapers and magazines take place at
Company headquarters in Istanbul and at
representative offices in Ankara, Izmir, Adana
and Antalya.
In 2009, Doğan Gazetecilik Human Resources
Division performed the following activities:
• The organization charts for 2009 were
updated and job descriptions revised.
• In-house training continued.
• Orientation programs were held for new
recruits.
• In parallel with advances in investment in
the Internet publishing, Doğan Gazetecilik
Internet Division intensified its quality
improvement efforts.
• Efforts to register savings that were started
in 2008 continued in 2009 in terms of
personnel optimization.
8
IN 2009
Information on the Company’s affiliates, subsidiaries and its capital as of December 31, 2009
are as follows:
AFFILIATES
AFFILIATES AND SUBSIDIARIES
SHARE RATIO (%)
KEMER YAYINCILIK
99.98
BAĞIMSIZ GAZETECİLER
99.99
KEMER YAYINCILIK PAZARLAMA
99.96
MİLLİYET VERLAGS
17.34
DYG İLAN
50.02
MİLHA
66.99
BİREY SEÇME VE DEĞERLENDİRME DANIŞMANLIK LTD.
50.00
MİLLİYET İNTERNET
99.83
SHAREHOLDING AND CAPITAL STRUCTURE
NAME AND TITLE OF SHAREHOLDER
CAPITAL (TL)
SHARE RATIO (%)
DOĞAN YAYIN HOLDİNG A.Ş.
74,300,205
70.76
PUBLIC OFFERING
30,151,167
28.72
OTHER
548,628
0.52
TOTAL
105,000,000
100.00
Within the ceiling of the registered capital of the Company amounting to TL 150,000,000, its paid-up
capital is TL 105,000,000.
As of December 31, 2009, 12.67% of the shares held by Doğan Yayın Holding A.Ş. comprised publicly
offered shares.
ANNUAL REPORT 2009
9
IN 2009, DOĞAN GAZETECİLİK CIRCULATION
REVENUES INCREASED BY APPROXIMATELY 32.6% OVER
THE PREVIOUS YEAR, FROM TL 126,397 TO TL 167,587.
2009 SALES
CIRCULATION
The average daily sales figures for Doğan Gazetecilik A.Ş. newspapers and cover prices for
January to December for 2009 were as follows.
Circulation revenues for Doğan Gazetecilik newspapers for the period January-December 2009
increased by approximately 32.6%, from TL 126,397 to TL 167,587 on a year-on-year basis. Net
average daily circulation figures were as follows:
NET AVERAGE DAILY circulation
2008
2009
%
Market Share (%)
MİLLİYET
227,000
203,000
(10.9)
4.3
POSTA
632,000
542,000
(14.3)
11.42
RADİKAL
43,000
40,000
(5.9)
0.85
FANATİK
233,000
202,000
(13.3)
4.26
VATAN
207,000
194,000
(6.2)
4.11
TOTAL
1,342,000
1,181,000
(11.8)
24.94
SALES PRICES FOR THE NEWSPAPERS IN 2009
December 2009 Sales Price
(Kuruş) (Weekday/Weekend)
January 2009 Sales Price
(Kuruş) (Weekday/Weekend)
40-45/50
25-30/35
40-50/60-75
30-35/40
FANATİK
50/50
35/35
RADİKAL
75/100
50/50
50/75
35-40/50-60
POSTA
MİLLİYET
VATAN
10 DOĞAN GAZETECİLİK
IN 2009
ADVERTISING
An examination of Turkey’s total newspaper
advertising markets reveals that ad spending
fell by an estimated 17.7% in 2009 compared
with the previous year.
Similarly, Doğan Gazetecilik’s revenues from
advertising decreased by 14.8% over 2008,
from TL 209,207 to TL 178,266.
INTERNET
www.milliyet.com.tr continued to be one of
the most popular websites in 2009.
With the new websites and mobile websites
introduced and enhanced in 2009, the market
share of Doğan Gazetecilik, measured in total
number of hits and pages opened, increased.
It is anticipated that this increase will have
a positive impact on the revenues of the
Company.
DAILY REACH
According to data published by the Turkish
National Readership Survey for the period
December 2008-November 2009, Doğan
Gazetecilik newspapers reach 48% of the daily
newspaper readership, that is approximately
by 5.9 million* readers every day.
Comprising the newspapers Milliyet, Posta,
Radikal, Vatan and Fanatik, Doğan Gazetecilik
reaches an average daily readership of 5.9
million throughout Turkey every day, and
enjoys all the advantages of sustaining the
widest reach in the country’s entire publishing
sector. Other results from the same study
show that the average number of daily
newspaper readers is 12,359,000, which
means that Doğan Gazetecilik achieves a
48% total daily reach, giving the Company a
competitive edge in the sector.
The readership profile of Doğan Gazetecilik
is also striking in terms of the different target
audiences its readers represent. Reaching
1,912,000 readers in the AB and 3,877,000
readers in the ABC1 socioeconomic group
every day, Doğan Gazetecilik newspapers are
clearly in the vanguard of the sector, leaving
their competitors behind. Similar results
can be seen in other educational and age
categories.
*Every day an average of 5,930,000 people read at least
one Doğan Gazetecilik A.Ş. newspaper.
ANNUAL REPORT 2009 11
DAILY REACH AND READERSHIP
Periods 4-7. Cumulative
December 2007-November 2008
REPRESENTATION*
40,937,000
40,937,000
AVERAGE DAILY READERS
12,655,000
12,359,000
6,398,000
5,930,000
50.6
48
MİLLİYET
1,354,000
1,145,000
POSTA
3,929,000
3,628,000
FANATİK
1,365,000
1,289,000
RADİKAL
233,000
223,000
VATAN
786,000
728,000
DOĞAN GAZETECİLİK’S
DAILY REACH
DOĞAN GAZETECİLİK’S
SHARE IN DAILY REACH (%)
NEWSPAPERS DAILY REACH (UNITS)
* The Turkish National Readership Survey, conducted by an independent research company and coordinated by the Turkish Joint
Industry Committee for National Readership Survey (BİAK), assesses 22 newspapers published in Turkey. This research is very
important, since it provides uniform data on press readership.
MESSAGE FROM
THE CHAIRPERSON
WHILE THE TOTAL NUMBER OF DAILY NEWSPAPERS SOLD
DROPPED BELOW 5 MILLION IN 2009, DOĞAN GAZETECİLİK
NEWSPAPERS - THANKS TO THEIR LOYAL AND RELIABLE
READERSHIP PROFILE ESTABLISHED OVER THE YEARS - HAVE
SUCCEEDED IN PROTECTING THEIR TOTAL MARKET SHARE OF 25%.
Esteemed Members of the Doğan Gazetecilik
Family and our Shareholders,
I would like to say that we have left behind
a financial year that was full of hardships
closely witnessed by everyone.
2009 was a year during which efforts were
made to reverse the damage caused by
the global economic crisis that started in
the US, intensified and spread to the rest
of the world in the last quarter of 2008.
Thanks to the rescue packages initiated by
governments working in coordination, signs
of recovery were starting to be seen during
the second half of 2009. Today, in light of all
the information we have, the opinion that
the global economic crisis, effects of which
are still ongoing, is the biggest we have
experienced since the Great Depression
of 1929, is being widely articulated. In this
respect, it is essential that the process of
emerging from the crisis should be managed
with the right timing and in a coordinated
manner over the coming months.
Although the Turkish economy showed
relative resistance to the crisis, this process,
which affected first the global finance
markets and then the real sector, has caused
a recession in Turkey as well. The fact that
the depth of the Turkish financial markets is
insufficient, unlike those of the developed
economies, together with the experience
gained by the Turkish banking sector following
the economic crisis of 2001, increased the
ability of our economy to withstand the crisis.
As a result, Turkey became one of the few
countries whose credit rating has been raised
by the international credit rating agencies in
this period.
That the advertising sector was among the
areas in which the effects of the crisis were
deeply felt, negatively influenced the press.
Despite the positive movements observed
in the second half of the year, newspaper
advertising revenues decreased by 17.7% in
2009, as compared with the previous year,
because of the global recession.
While the total number of daily newspapers
sold dropped below 5 million in 2009,
Doğan Gazetecilik newspapers, thanks to
the loyal and reliable readership profile
established over the years, have succeeded
in protecting their total market share of 25%.
This performance clearly shows that the
sincere relationship established between our
newspapers and their readers, based on a
long tradition of care and hard work is built on
strong foundations.
In 2009, a net increase of 32.6% was achieved
in Doğan Gazetecilik’s total consolidated
circulation revenues, compared to the
previous year. In spite of the fact that a new
player entered the publishing sector in 2009,
our advertising and circulation market shares
stayed almost the same.
Doğan Gazetecilik succeeded in reflecting
this positive picture in the financial indicators
of its reach figures and ratios. Today, almost
6 million of more than 12 million daily
newspaper readers in Turkey read one of
Doğan Gazetecilik’s papers.
In our desire to develop an even closer
relationship with our readers, we are using
all of the existing communication channels.
Our newspapers reach their readers not
only through printed media but also via the
Internet and mobile communication methods.
At Doğan Gazetecilik, we are aware that the
relationship we have established with our
readers is our most valuable asset. We take
this responsibility seriously, and strive to build
deeply rooted relationships based on trust,
embracing Turkey as a whole, with its diverse
socioeconomic segment. Our success in
realizing this goal is what inspires us to work
with even more enthusiasm and commitment
in the future.
I thank each and every member of the Doğan
Gazetecilik Family, whose dedicated work has
allowed us to travel along this road together,
empowered by the trust of our shareholders
and the support of our readers. Without your
dedicated commitment and efforts, we would
never have achieved our current success.
With my best regards,
Aydın DOĞAN
CHAIRPERSON
MESSAGE FROM
THE DIRECTORS
AS DOĞAN GAZETECİLİK, IN ALL OUR INSTITUTIONS, WE AIM
TO TRANSFORM THE POWER WE GAIN FROM OUR READERS
INTO AN ENERGY THAT WILL CARRY OUR SECTOR AND
SOCIETY FORWARD.
Esteemed Members of the Doğan Gazetecilik
Family and our Shareholders,
2009 was a year during which all sectors
focused on remedying the damage caused by
the global economic crisis. With the signs of
recovery glimpsed during the second half of
the year, the publishing sector entered into a
period of relatively positive progress.
Total advertising turnover in our sector
decreased by 17.7% in 2009. Despite the
decline in newspaper circulation figures
and the fact that the total number of daily
newspaper readers dropped from 5 million
to 4.7 million, at Doğan Gazetecilik, we
succeeded in maintaining our market share
at 25%. Above all, the strong relationship
between Doğan Gazetecilik newspapers and
their readers, based on strong foundations,
underlies this success.
During 2009, we managed to maintain our
circulation revenue at 32.6% when compared
to 2008, whereas our newspaper advertising
revenue decreased by 14.8% within the same
period. Although the number of newspapers
sold decreased with the global economic
crisis, an increase in newspaper prices,
varying between 34% and 48% depending on
the newspaper, caused an elevation in our
circulation income.
Reduction in the number of newspaper pages
and a fall in newsprint prices in US dollars
increased our consolidated EBITDA in 2009 on
a year-on-year basis.
The slow process of coming out of the global
crisis has forced companies in every sector
to take all necessary precautions and to act
with discretion. The personnel optimization
practices/works initiated within Doğan
Gazetecilik in 2007 continued throughout
2009.
At Doğan Gazetecilik, in all our institutions,
we aim to transform the power we gain from
our readers into an energy that will carry our
sector and society forward. In this respect,
we take on different social responsibility
projects and assignments under the roof of
each of our newspapers. The “Daddy Send
Me to School” campaign, which was initiated
by Milliyet and which has now turned into
a social transformation project, is, without
any doubt, our most important project in this
area. By the end of 2009, we had succeeded in
completing the construction of 29 dormitories
and 11 primary schools and continued to
provide education scholarships to more than
7,000 girls.
Thanks to the newspapers, websites and
mobile communication applications under
the Doğan Gazetecilik umbrella, we can keep
in touch with our readers through a wide
variety of methods, and thus strengthen
our relationship with them. It is certainly
true to say that Doğan Gazetecilik embraces
every sector of the society with its range
of newspapers and by using all available
communication channels.
Empowered by the trust built upon this solid
and sincere relationship with our existing
readership, we aim to increase our market
share and to reach even more readers in
the years to come. We will continue to
work devotedly to maintain our pioneering
and leading position, not only in the print
media, but also in the Internet and mobile
communication media. The 22% growth
recorded in the Turkish Internet market
in 2009 is an indicator of the fact that our
Company, one of the leaders in the sector, will
take an even bigger step forward in this area
in the coming years.
We would like to thank our readers, who
have been as devoted as we have been in
the relationship we have built together; our
shareholders and stakeholders who trust
us; and, above all, our colleagues, who have
made such success possible for us.
With our best regards…
DIRECTORS
01
02
03
04
05
06
07
08
BOARD OF DIRECTORS
AYDIN DOĞAN (01)
CHAIRPERSON
SONER GEDİK (04)
BOARD MEMBER
ZAFER MUTLU (07)
BOARD MEMBER
HANZADE V. DOĞAN BOYNER (02)
DEPUTY CHAIRPERSON
BARBAROS HAYRETTİN ÇAĞA (05)
BOARD MEMBER
HAKKI ALP BAYÜLKEN (08)
INDEPENDENT BOARD MEMBER
MEHMET ALİ YALÇINDAĞ (03)
VICE CHAIRPERSON
TAYFUN DEVECİOĞLU (06)
BOARD MEMBER*
* Following Sedat Ergin’s resignation, Tayfun Devecioğlu was
appointed as a Board Member on March 10, 2010.
09
12
11
13
10
EXECUTIVE COMMITTEE
F. SERVET TOPALOĞLU
CHIEF EXECUTIVE OFFICER (CEO)**
BİLEN BÖKE (09)
EXECUTIVE COMMITTEE MEMBER,
CHIEF FINANCIAL OFFICER (CFO)
VİKTORİA HABİF (10)
CHIEF ADVERTISING OFFICER,
MİLLİYET, VATAN, RADİKAL (CAO)
TİJEN MERGEN (11)
CHIEF MARKETING AND BUSINESS
DEVELOPMENT OFFICER (CMO)
MÜNİR CANKURTARAN (12)
CHIEF OPERATIONS OFFICER (COO)***
NESLİHAN TOKCAN (13)
POSTA, FANATİK (CAO)
AUDIT COMMITTEE
ERDEM SEÇKİN
AUDIT COMMITTEE MEMBER
EREM TURGUT YÜCEL
** Appointed to serve as a member on February 1, 2010.
*** Resigned on April 6, 2010.
DIRECTORS
BOARD OF DIRECTORS
AYDIN DOĞAN
CHAIRPERSON
Aydın Doğan was born in Kelkit in 1936 as the son of one
of the oldest families in the region. He completed his
primary and middle school education in Kelkit and later
graduated from high school in Erzincan. He studied at
the Istanbul Academy of Economics and Commerce from
1956 to 1960 and served as president of the Students’
Association. After being registered to the Mecidiyeköy
Tax Office in 1959, he engaged in trade in various sectors,
including shipping, contracting, automotives, commercial
vehicles and construction machinery. He established a
company in his own name in 1961, and was engaged in
wholesaling until 1970.
Doğan took his first step into the industrial world with
a new enterprise in 1974. He was subsequently elected
to the Istanbul Chamber of Commerce Assembly and
appointed a member of the Chamber’s Board of Directors.
He also became a Board Member of Turkey’s Union of
Chambers and Exchanges.
Doğan entered the world of media through his acquisition
of Milliyet Newspaper in 1979. With his acquisition of
Hürriyet Newspaper in 1994, Doğan strengthened his
position in the Turkish media. He served as Head of the
Turkish Union of Newspaper Owners between 1986 and
1996. In 2004, Doğan became the first Turkish citizen to be
elected as the Vice Chairperson of the Board of Directors
at the meeting in Tokyo of the World Association of
Newspapers (WAN).
Doğan was awarded an Outstanding Service Medal by
the Republic of Turkey in 1999. He received honorary
doctorate degrees from Girne American University the
same year and from Ege University, Baku State University
and Marmara University in 2000, 2001 and 2005,
respectively.
Establishing the Aydın Doğan Foundation in 1996, he
incorporated cultural, educational and social services
under the same umbrella. He sponsored the construction
of eight schools, which were named after him or members
of his family. Each year, the Foundation organizes the
globally respected Aydın Doğan International Cartoon
Competition and provides support to communications
students with the Young Communicators Awards.
The Foundation, with its Aydın Doğan Award given
for exceptional and distinguished achievements, also
contributes to projects in many fields from literature to
music, from architecture to social sciences.
Since 1977, Doğan has been cited as one of the country’s
highest taxpayers as recorded by the Istanbul Chamber
of Commerce. The company he founded in 1961, with only
three employees, has today been transformed into a
Company of over 18,000 employees working as part of one
of the three major conglomerates in Turkey.
The Doğan Group is made up of numerous enterprises
providing goods and services to a wide range of sectors
from the media to energy distribution, from industry
to tourism and from telecommunications to financial
services.
Aydın Doğan is married, has four children and six
grandchildren.
HANZADE V. DOĞAN BOYNER
DEPUTY CHAIRPERSON
Hanzade Doğan Boyner graduated with a Bachelor’s
Degree in Economics from the London School of
Economics. She began her career as a financial analyst
in the Communications, Media and Technology Group
at Goldman Sachs International in London, where she
gained experience in mergers and acquisitions.
Earning an MBA from the Columbia University in 1999,
Hanzade Doğan Boyner returned to Turkey the same year
and founded Doğan On-Line, an Internet service provider,
which very soon became the leading Internet service
provider in Turkey.
SONER GEDİK
BOARD MEMBER
Hanzade Doğan Boyner currently serves as the
Deputy Chairperson of the Board of Directors of
Doğan Gazetecilik, an enterprise which publishes the
newspapers Milliyet, Radikal, Posta, Fanatik and Vatan,
which account for 35% of the total newspaper market of
Turkey. She is also a Board Member of Petrol Ofisi and
Doğan Holding.
Born in Eskişehir in 1958, Soner Gedik studied Economics
and Public Finance at Ankara University. Successfully
passing the Finance Ministry’s entry examination for
tax auditors in 1981, Gedik was appointed to the ranks
of Certified Public Accountants, and in 1985 became an
accounting specialist, finishing first in his class. Gedik
worked as a public servant for the next six years, auditing
leading private and state enterprises and reinforcing his
financial skills and experience. He later joined Hürriyet
Holding A.Ş. Finance Division as a financial consultant to
the Group CEO. Appointed Vice President of the Executive
Committee in 1989, Soner Gedik served first as Group
Board Member and later as CFO of Hürriyet Holding.
Gedik is currently a Board Member of all Doğan Yayın
Holding companies.
Hanzade Doğan Boyner is the Deputy Chairperson
of the Board of Directors of the World Association of
Newspapers (WAN), a founding member of the Global
Relations Forum, and also a member of the International
Advisory Council (IAC) at the Brookings Institution,
Turkish Industrialists’ and Businessmen’s Association,
Foreign Economic Relations Board, Young Presidents’
Organization (YPO) and Women Entrepreneurs
Association of Turkey.
She initiated the “Daddy Send Me to School” campaign,
which has proven to be one of Turkey’s most successful
social responsibility projects to date. This project, which
aims to remove the obstacles towards the education of
girls, has attracted donations more than TL 32 million
within four years, and this money has been used for
scholarships, dormitories and education programs.
Hanzade Doğan Boyner acted as the president of the jury
committee of seven jury members of the “Entrepreneur
of the Year” competition organized by Ernst & Young in
Monte Carlo, into which 32 companies from 32 countries
participated. In 2007, Fortune Magazine chose Hanzade
Doğan Boyner as one of the two most successful Turkish
businesswomen recognized worldwide.
Hanzade Doğan Boyner is married and has one child.
MEHMET ALİ YALÇINDAĞ
VICE CHAIRPERSON
Mehmet Ali Yalçındağ was born in Istanbul in 1964. He
graduated with high honors from the American College
London in 1989. Joining the Doğan Group in 1990,
Yalçındağ was appointed Assistant General Manager
at Doğan Dış Ticaret. In 1991, he became a member
of the Doğan Holding Executive Committee and in
1992 he was appointed Assistant General Manager of
Milliyet newspaper. Yalçındağ took an active part in the
establishment of Simge Group in 1994, thus contributing
to the launch of four new newspapers, including Posta,
Fanatik and Radikal. In 1996, the media enterprises
of the Doğan Group were merged under Doğan Yayın
Holding and Yalçındağ was appointed Vice President
of the Executive Committee of this company. Yalçındağ
has supported all efforts to create areas of synergy to
best serve the publishing enterprises at Doğan Yayın
Holding. In this context, he has worked in various key
capacities for the establishment of Doğan Ofset through
the integration of all dry press facilities, as well as on
the setting up of DPC to gather all newspaper printing
facilities under one roof. He has also participated in
the establishment of Doğan Factoring, an enterprise
that manages the receivables of all Group companies.
Yalçındağ later established the news agency Doğan
Haber Ajansı, placing all news departments under the
control of a single administrative body. He helped form
partnerships with the Egmont Group for children’s books,
with the Burda Media Group for magazines and with Time
Warner for the establishment of a news channel. With
the inclusion of Star TV in 2005 into the Group, Yalçındağ
worked on incorporating all the enterprises involved
in television and radio broadcasting into the Doğan TV
network.
CEO of Doğan Yayın Holding since 1999, Yalçındağ is also
Turkish Chairperson of the International Advertising
Association (IAA), Chairperson of the Turkish Advertising
Council and member of TÜSİAD (Turkish Industrialists’
and Businessmen’s Association), Galatasaray Sports Club
and WEF Media Managers.
Mehmet Ali Yalçındağ is married and the father of two.
BARBAROS HAYRETTİN ÇAĞA
BOARD MEMBER
Born in Istanbul in 1941, Barbaros Hayrettin Çağa
graduated in 1960 from the German High School, in 1967
from Münich Ludwig Maximillans University, School of
Law and in 1972 from Istanbul University, School of Law.
Acquiring the family law firm that was founded in 1916,
Çağa&Çağa Legal Office, as a third-generation company
shareholder in 1978, Çağa specialized in Commercial and
Corporate Law, Foreign Capital Investments, Mergers
and Acquisitions, Capital Market Legislation, Labor, Tax,
Air and Press Law. Çağa has been a Legal Consultant
to the Doğan Group since 1992. He currently serves as a
Board Member in various Holding companies, including
Doğan Yayın Holding A.Ş.
TAYFUN DEVECİOĞLU
BOARD MEMBER
Born in Istanbul in 1963, Tayfun Devecioğlu graduated
from Lycée de Galatasaray and Istanbul University,
Faculty of Economics, Department of International
Relations. He started his career as a journalist in 1987 in
Gelişim Yayınları. He worked as an economics and finance
reporter in newspapers and magazines including Söz,
Ekonomik Panorama, Cumhuriyet and Milliyet. He served
as the Managing Economics Editor in Yeni Yüzyıl and
Editor-in-Chief in Liberal Bakış.
After serving as the News and Publication Coordinator
in Sabah and Ankara Representative of the same
newspaper, he became the Editor-in-Chief of Sabah in
March 2000.
In 2002, he assumed the position of Editor-in-Chief of
Vatan, which was launched in September that year. Since
October 2009, he has been working as the Editor-in-Chief
of Milliyet. He has been serving as a Board Member of
Doğan Gazetecilik since March 2010.
ZAFER MUTLU
BOARD MEMBER
Born in İzmit in 1956, Zafer Mutlu is a graduate of the
Ankara Economic Trade Sciences Academy, School of
Journalism and Public Relations. He started his career in
journalism as a parliamentary reporter at Vatan in 1976.
Later, he worked at Anka Agency and at the newspapers
Dünya and Günaydın. In 1985, he joined Sabah and
became Editor-in-Chief in 1986. Mutlu served as Vice
Chairperson of the Board and President of the Publishing
Group at Sabah and other newspapers and magazines
within the body of Medya Holding A.Ş. and Satel A.Ş.,
a private television channel established in 1992.
Zafer Mutlu was appointed Chairperson of Vatan
Newspaper/Bağımsız Gazeteciler Yayıncılık A.Ş., launched
on September 4, 2002. He has been Board Member at
Doğan Gazetecilik A.Ş. since May 2008.
HAKKI ALP BAYÜLKEN
INDEPENDENT BOARD MEMBER
Born in Izmir in 1940, Hakkı Alp Bayülken graduated from
Robert High School in 1960 and from Robert College in
1964 with a degree in Business Administration. Receiving
an MBA from University of Texas in 1966, Bayülken
completed his military service in the Automated Data
Processing Center at General Staff Headquarters in
Ankara. Returning to the US in 1968, Bayülken joined
Arthur Andersen and became a CPA in 1972. In 1975, he
established Arthur Andersen’s offices in Turkey and was
appointed General Manager in 1978. Going back to the
US in 1980, Bayülken began working at Arthur Young and
then returned to open the Arthur Young offices in Turkey
in 1983. Arthur Young, where Bayülken was General
Manager, merged in 1990 with Ernst & Whinney. In 1999,
Bayülken handed over the company with its staff of 200
to his successor and began to teach Financial Accounting,
Managerial Accounting, Financial Statement Analysis and
Auditing at Koç University. As a chartered accountant,
he participated in committees that prepared Turkey’s
auditing standards and principles. He has also written
articles on various professional topics for journals.
EXECUTIVE COMMITTEE
F. SERVET TOPALOĞLU
CHIEF EXECUTIVE OFFICER (CEO)
Born in Istanbul in 1959, F. Servet Topaloğlu graduated
from Technische Universität Darmstadt Management
Engineering/Department of Mechanics. Starting his
career in Mercedes-Türk as a project engineer in 1985,
Servet Topaloğlu moved to Siemens Türkiye organization
in 1987, starting as logistics manager, and left as Assistant
General Manager in 1997. Topaloğlu then moved into the
retail sector, served as Founding CEO and Board Member
in Real Hipermarketleri between 1997 and 2002; CEO and
Vice Chairperson of Board of Directors of Tansaş between
2002 and 2005, and as General Manager Responsible from
Supermarkets in Carrefour between 2005 and 2006.
Topaloğlu, who has been the CEO of Doğan Gazetecilik
since February, 1 2010, also serves as a Board Member for
a number of retail and FMCG companies and is President
of the Advisory Committee of Trade Council of Shopping
Centers and Retailers (AMPD).
Servet Topaloğlu is married and the father of two.
BİLEN BÖKE
CHIEF FINANCIAL OFFICER (CFO)
Born in Ankara in 1963, Bilen Böke is a 1985 graduate of
Ankara University Political Science Faculty, Department
of Economics. Joining the Ministry of Finance as an
Assistant Certified Public Accountant the same year, Böke
became a Certified Public Accountant in 1988. Completing
his MBA in the US at Fairleigh Dickinson University from
1992 to 1994, Böke also served as Vice President of the
European Union and International Relations Bureau of
the Ministry of Finance and then as Assistant General
Director of Communications at the Transport and
Communications Ministry. In 1998, Böke began to work
at Anadolu Endüstri Holding in the capacity of Assistant
Coordinator of Financial Affairs and as Finance Manager
at Anadolu Honda Otomobilcilik A.Ş. Since October 2000,
he has been the Financial Affairs Group President and
Executive Committee Member at Doğan Gazetecilik A.Ş.
VİKTORİA HABİF
MİLLİYET, VATAN AND RADİKAL (CAO)
NESLİHAN TOKCAN
MEMBER OF THE EXECUTIVE COMMITTEE,
POSTA AND FANATİK (CAO)
Viktoria Habif completed her junior and senior high
school education at Robert College, later graduating
from Strasbourg University Social Sciences Faculty,
Department of Advertising. After three years spent
studying cinematography at Tel-Aviv University, Habif
returned to Turkey, where she began her business
career at the advertising agency Grafika Lintas. Working
at the Güzel Sanatlar-Saatchi&Saatchi agency as
Assistant General Manager, Habif then served as Vice
President in charge of all customers at Cenajans Grey.
From 1997 to 1999, she was General Manager of Sabah
Newspaper Media Group. Joining the Doğan Group in
1999, Habif became Advertising Group President for
Simge Newspapers (Radikal, Posta, Fanatik, Finansal
Forum). She has been Advertising Group President for
the newspapers Milliyet, Vatan and Radikal and is also an
Executive Committee Member.
After attending TED Ankara College, Neslihan Tokcan
graduated from Middle East Technical University
Administrative Sciences Faculty, Department of
Business Administration. She started her career at Arif
Vidinli Mümessillik A.Ş. and later became Assistant
Principal at Robert College Middle School. From 1989
to 1973, Tokcan worked at Martı Gemi İşletmeciliği A.Ş.
She joined the Marie Claire magazine staff in 1990 as
Advertising Manager, later becoming the magazine’s
Editor-in-Chief. She served as Editor-in-Chief of Naturel
magazine in 1995 and as Advertising Division President
of the Hürriyet Magazine Group in 1996. Neslihan Tokcan
worked at Rekpa from 1997 to 1999 and as DBR General
Manager from 1999 to 2005. In 2005, she became
Foreign Investments Vice President at DYH. Tokcan has
been Posta and Fanatik Newspaper Advertising Group
President and is also an Executive Committee Member.
She is mother of a son and a daughter.
TİJEN MERGEN
EXECUTIVE COMMITTEE MEMBER, CHIEF MARKETING
and business development OFFICER (CMO)
Tijen Mergen earned a Master of Science Degree in
Electrical Engineering from Boğaziçi University. Starting
her career as a sales representative for Apple Computers
in 1982, Mergen worked as Sales Manager at NCR Turkey
for 13 years and then took on various high-level executive
positions at NCR’s Central and Eastern European Regions.
Mergen was chosen “Sales Specialist of the Year” early
in her career at NCR and was later acknowledged by the
Chairperson of the Board for having the “Highest Quota”
among NCR companies. She served as Finance Sector
Sales and Marketing Manager at NCR from 1994 to 1998 in
the Middle Eastern and European Regions, encompassing
27 countries. Later working as General Manager of Bilkom
Bilişim Hizmetleri A.Ş., Tijen Mergen won an award from
the International Public Relations Association (IPRA)
for the “iCan” project she developed on differentiation,
which achieved 49% brand awareness. Mergen played an
active role in the smooth turnover of Bilkom Bilgisayar
ve Eğitim Hizmetleri A.Ş. from Komili Holding to Koç
Holding. In 2000, Mergen received the “Businesswoman
of the Year Award” from the newspaper Dünya.
She has been serving as an Executive Committee Member
at Doğan Gazetecilik since 2003.
MÜNİR CANKURTARAN
CHIEF OPERATIONS OFFICER (COO)
Born in Ankara in 1951, Münir Cankurtaran is a graduate
of Middle East Technical University, Department of
Industrial Engineering. Cankurtaran’s career started in
1977 at Alarko Holding and he later served as an Industrial
Engineer and Organization Department Manager at Türk
Demir Döküm Fabrikaları A.Ş., İpraş Refinery Project
Manager, Middle East Region Manager and Foreign
Relations Manager at Metkon A.Ş. and as Marketing
and Sales Manager at Beksa A.Ş. Working in various
capacities at Indocement & Napan Group of Companies
in Indonesia, Cankurtaran became Human Resources
and Communications Coordinator and Lafarge-SA Paris
Human Resources Director at Lafarge Aslan Çimento A.Ş.
Cankurtaran, who had been an Executive Committee
Member at Doğan Gazetecilik A.Ş. since 2003, resigned on
April 6, 2010.
AUDIT COMMITTEE
EREM TURGUT YÜCEL
Born in Istanbul in 1962, Erem Turgut Yücel graduated
in 1984 from Istanbul University School of Law. Yücel
worked at Hürriyet Newspaper Legal Offices from 1986 to
1989, served as attorney and manager at T. Emlak Bankası
for three years, and returned to Hürriyet at the beginning
of 1993. He was appointed Legal Offices Manager in 1996
and Doğan Holding Legal Coordinator in 2003. He also
served on the Board of Directors of the Istanbul Bar over
the period 2002-2004.
ERDEM SEÇKİN
Born in 1965 in Kırklareli, Erdem Seçkin graduated
from Lycée de Galatasaray and in 1989 from Marmara
University’s English-language Economics Department.
Seçkin began his career in 1990 as a customer
representative at Pfizer Pharmaceuticals, later appointed
to the position of Assistant Finance Manager. After
serving in this capacity for four years, Seçkin left Pfizer
and continued his career at Japan Tobacco International
(JTI). During the following eleven years at JTI, Seçkin
served as Finance Manager, Finance and Customer Loans
manager, Budget and Planning Manager and latterly as
CFO. In 2005, Seçkin joined the Doğan TV Group as Group
President in Charge of Financial and Legal Affairs and Vice
President of the Executive Committee.
Erdem Seçkin is married with one child. He is fluent in
English and French.
BROADCASTING AND
PUBLISHING PRINCIPLES
1. The primary function of journalism is to uncover and convey objective information to the
public without distortion, exaggeration or outside influence, in the shortest time and as
completely as possible. 2. Journalists must keep their professional work free of all and any
personal benefit and influential relationships and may not take on active positions in any
kind of political party. a) Employees working in broadcasting and publishing divisions that
deal with economy and finance at Doğan Yayın Holding may not be shareholders or engage
in direct or indirect trading of shares on stock exchanges. 3. Journalists may not employ
methods or adopt attitudes that might cast even a shadow of a doubt on their professional
integrity. a) DYH employees may not travel with third parties or accept invitations without
the permission of their division heads. 4. No gifts or favors may be accepted from persons
or organizations that are or are considered to be the subject of the printed or broadcast
media which are in violation of professional ethics and customary tradition. 5. No one shall
be denigrated, censured or discriminated against in broadcasts or in print because of race,
gender, social status or affiliation, religious beliefs or physical handicaps. 6. No broadcast or
publication shall restrict freedom of thought, conscience or expression, nor discredit general
concepts of ethics, religious feeling or the basic foundations of the institution of the family. 7.
No nicknames or epithets that intimidate, ridicule, libel or slander individuals or institutions
beyond the reasonable limits of criticism shall be used. a) Columnists responsible for offensive,
slanderous or libelous articles that are made the subject of litigation shall personally pay for
20% of the compensation decreed by the court. 8. No one may be pronounced “guilty” until
judged so by decree of the courts. 9. News items within the realm of investigative journalism
shall not be published without research and documentation that can verify the truthfulness
of such news. a) Journalists who publish or broadcast false information under the auspices of
Doğan Yayın Holding shall be subject to sanctions ranging from “censure” to “termination of
employment.” 10. No one may be accused of actions considered crimes by law unless logical
and plausible reasons are set forth. 11. The private lives of individuals - with the exception
of situations where the lifestyle of the particular individual is such that it can be construed
THE PRIMARY PRINCIPLE OF DOĞAN GAZETECİLİK
IS TO UNCOVER AND CONVEY OBJECTIVE
INFORMATION TO THE PUBLIC WITHOUT DISTORTION,
EXAGGERATION OR OUTSIDE INFLUENCE, IN THE
SHORTEST TIME AND AS COMPLETELY AS POSSIBLE.
as an explicit or tacit approval of news coverage and warranting public interest - shall not
be the subject of broadcasting or publication. 12. Until it is in the public interest, news shall
not be produced by methods that would be regarded as an invasion of privacy, such as the
use of hidden cameras, hidden sound recordings or trespassing on private property. 13.
Relatives and close friends of suspects or criminals shall not be exposed to the public unless
they have an involvement with the particular incident or there is reason for their exposure in
order to have the incident correctly understood. 14. “Off the record” information shall not
be published or broadcast unless doing so shall be unquestionably beneficial to the public
interest. 15. Maximum respect and care shall be exercised to maintain the confidentiality of
news sources, except in cases where the source is intentionally attempting to mislead the
public. 16. Journalists must act in a balanced, factual and impartial manner in the investigation,
preparation and publication/broadcasting of a news item. a) The views of the accused party
shall be provided in news coverage. The same news item shall also report cases where the
concerned party has not responded or has not been able to be reached. b) No summary or
change shall be made in quoted material published or broadcast that makes the statement
of the party concerned unintelligible or that makes said party a subject of ridicule. Dates and
sources shall be clearly stated in all published or broadcast quotations. c) All public opinion
polls shall be broadcast or published accompanied by a clear statement of the name of the
institution conducting the poll, the organization that requested and financed it, the date
on which the poll was conducted, the number of respondents and the methodology used in
the research. 17. Restraint will be used in the broadcasting or publication of material that
encourages or incites violence, that adversely affects children, or that provokes hatred and
animosity between individuals, societies and nations. 18. Advertorials shall be clearly identified
in a manner that leaves no doubt as to their being advertising material. 19. News embargoes
shall be strictly adhered to. 20. Respect shall be shown the right to respond to and refute
erroneous broadcasts or publications and the appropriate action taken. Doğan Yayın Holding
press organizations shall establish regularly activated mechanisms to correct mistakes.
For more than half a
century, Milliyet has
preserved its traditions
and has distinguished
itself as an exemplary
model of how a newspaper
can exist without
compromising quality in
any way. Milliyet, with its
news and comments
closely tracking daily
events, and with its
content attracting the
attention of, entertaining
and enlightening readers
in different areas,
strengthens its identity
as a warm and sincere
newspaper open to
every segment of the
population.
OPERATIONS IN 2009
MİLLİYET
MESSAGE FROM MİLLİYET’S
EDITOR-IN-CHIEF
Milliyet in the new communication era
I believe our competitors will agree with
me when I say that Milliyet is the symbol
and flag-bearer of trust in Turkish press.
Apart from the odd inadvertent slip, each
and every news item published in Milliyet
is factually true. It is neither distorted
nor twisted in any way. The parties to
the news stories published are contacted
or, at least, efforts are made to do so.
Every possible detail is scrutinized. The
news is disseminated carefully, without
exaggeration, in an objective manner and
headlines are used to tell the story, rather
than merely attracting attention.
The fundamental philosophy of all our
reporters and editors of Milliyet, on
topics from politics to economics, from
sports to diplomacy, is clear and simple.
Milliyet has a strong enough sense of
responsibility to apologize to its readers,
without shame or embarrassment, when
proven wrong.
However, we should ask ourselves: is the
pursuit of truth alone enough to make a
good newspaper?
Of course, not.
We have to adapt to the needs of the
communications era in 2010, the year in
which we celebrate our 60th anniversary.
In this new communication age, each
and every sector of society, without
exception, is in control of how it receives
news, comments and information, and
how much it is prepared to pay to do so.
Technological innovations increase
the range of options every day. Today,
not only TV channels and computers
connected to the Internet but also mobile
phones and new generation tablet PCs
create competition for print media.
It is not easy for a newspaper, published
as a single edition once every 24 hours to
compete with its new rivals, which can
be updated instantly and which provide
unlimited depth of content.
These new competitors in the
communications industry force Milliyet
to go beyond simply “seeking the truth.”
Responding to these changes, we are
currently running a transformation
project to adapt the newspaper to the
new age, while preserving and developing
our most important features that set us
apart from the rest.
We are constantly striving to extend our
areas of interest to all groups in society
rather than limiting our appeal. Even
though we do not believe it to be true,
we are making every effort to crush
the perception that Milliyet is a “cold
and arrogant newspaper” and to prove
that we are in fact “a warm and sincere
newspaper open to every segment of
society.”
Bearing in mind that a newspaper is not
simply a stack of printed paper offering
news and comments today, but also a
“distribution channel,” we aim to create
content that attracts the attention of,
entertains and is of value to readers in a
broad range of areas.
Our daily life culture supplement,
CADDE, which was launched in
November 2009, is one significant
examples of our efforts to change.
CADDE, a guide to social life, health,
fashion, and arts and entertainment,
especially cinema, has left its rivals
behind and is now on quite a different
track from the supplements of other
major newspapers.
Our series of articles and supplements
on education have been enlightening
students and parents in this problematic
area for years. We strive to take our
responsibility in this area ever more
seriously, offering valuable guidance for
all in this critical aspect of human life.
In 2010, we plan to crystallize our road
map and fully realize our transformation
project.
Naturally, we will achieve this by
remaining fully committed to the values
of democracy and republic, as we have
been for the last 60 years.
TAYFUN DEVECİOĞLU
EDITOR-IN-CHIEF OF MİLLİYET
“RELIABILITY IN THE PRESS” MİLLİYET
OPERATIONS IN 2009
MİLLİYET
FUNDAMENTAL PHILOSOPHY OF MİLLİYET
High-esteem: Milliyet fulfills impeccably the universal rules of journalism by reflecting its
core values in its products in the best way possible. The information it provides is reliable.
This approach makes it the most trusted newspaper in Turkey. Being a source of reference:
Milliyet is a source of reference for all news-related information. Milliyet is the source of
reference for opinion leaders, business people, foreign missions, politicians, bureaucratic and
academic circles, the arts community and researchers. Broadening the reader’s horizons
and progressiveness: Milliyet presents all its content in the most appropriate manner. Its
progressive approach in supporting social and individual development broadens the reader’s
horizons. Milliyet is a newspaper that closely monitors, quickly assimilates and reflects
developments in the economy, politics, sports and in all other areas of life as rapidly as
possible. Being indispensable to readers and creating intellectual loyalty: Milliyet provides
in-depth coverage in every area. It carefully scrutinizes and examines the data it obtains
before accepting it as true. Its news reports are customized and its analysis and commentary
are probing. Each news story undergoes a detailed analysis and no interpretation is made until
the facts are presented in full transparency. Milliyet does not confuse courage with aggression.
Behaving equally to and respecting everyone: Milliyet is not prejudiced towards any segment
of the society. It approaches each and every layer of society without discrimination and
strives to share the problems and joys of everyone. It is not arrogant but sincere. Defending
modern values: Milliyet believes that the values of democracy and republic constitute an
inseparable whole. It is on the side of a secular and democratic state of law. It supports the
full membership of Turkey in the EU. It respects human rights, the environment and animal
rights; it makes every effort to raise standards in these areas. Creating a “clean society” is a
fundamental cause for Milliyet.
TURKEY’S PIONEERING NEWSPAPER, MİLLİYET, WINNER OF
MORE THAN 250 AWARDS TO DATE, 18 OF WHICH HAVE BEEN
ON AN INTERNATIONAL LEVEL, HAS BEEN THE FIRST PAPER
TO FEATURE EDUCATION, ECONOMICS, INTERNATIONAL NEWS
AND HUMOR PAGES IN THE TURKISH PRESS.
WHEN WE SAY “MİLLİYET”
“We have only one goal; to deserve your trust
each and every morning.”
This statement, written in giant letters across
the front of the Doğan Media Center, our
newspaper’s headquarters, clearly reflects the
goal that Milliyet has pursued for more than
59 years as a leading player in the publishing
sector. The slogan, right under the Milliyet
logo - “Basında Güven” (Reliability in the
Press), highlights this goal.
Milliyet pioneered the establishment of
ethical standards in the Turkish press and
it has made these standards part of the
newspaper’s own identity. In this respect,
Milliyet is the undisputed leader of the
principle “Reliability in the Press” in Turkey.
For more than half a century, Milliyet has
preserved its traditions and has distinguished
itself as an exemplary model of how a
newspaper can exist without compromising
quality in any way. Milliyet’s success has
proven that a newspaper can become the
spokesperson for the masses without
resorting to populism.
To date, Milliyet has won more than 250
awards, 18 of which have been on an
international level. The newspaper has
pioneered many innovations in the Turkish
press and was the first paper to feature
education, economics, international news
and humor pages. It was also the first paper
to be aware of the importance of sports and,
by allotting it a larger space, established a
new standard in this area. The Milliyet Sports
Service won the “International Fair Play
Award” in 1997 for its clean sports coverage
and its accurate news and honest reporting
- a first in Turkey.
One of the most important developments
in global journalism over the last 20 years
has been the opening up of newspapers
to reader inspection. Milliyet was the first
newspaper in Turkey to introduce a “Reader
Representation” or “Ombudsman” page.
Milliyet continues actively to represent Turkey
in the World Association of Newspapers
(WAN), established in 1958, to protect
freedom of the press and develop cooperation
between member organizations. Milliyet is
proud to have hosted the 57th WAN Congress
in Istanbul in 2004.
www.milliyet.com.tr is the most popular and
the most trusted news portal in Turkey, with
almost one million visitors every day.
Pursuing its goal of maintaining readers’
trust with its world-class quality standards,
Milliyet became the first newspaper in
Turkey to set up a regular website. This
website, www.milliyet.com.tr, was launched
on November 26, 1996. Every day, one
million readers visit Milliyet’s web pages,
differentiating the site from others as the
most widely read and trusted news portal in
Turkey. Milliyet has, thus, ushered in a new
era with its pioneering news portal.
Milliyet has reinforced its reputation as a
reference newspaper by offering supplements
such as Milliyet Sanat (Arts), Milliyet Kitap
(Book), Milliyet Emlak (Real Estate). Milliyet
Sanat, which has been closely followed by the
art circles since 1972, is the most respected
publication in its field in Turkey. In addition,
the book supplement that Milliyet recently
launched has also received positive acclaim
from literary and cultural circles.
OPERATIONS IN 2009
MİLLİYET
Our Source of Pride: “Daddy Send Me to
School” campaign
Milliyet has taken on many important social
responsibility projects since its foundation.
Some of the innovative projects undertaken
throughout Milliyet’s lifespan so far have
been the “Turkish Elementary Schools Quiz
Contest,” and the “Sports Person of the
Year” and “Journalism” Awards. The most
important social responsibility project to be
completed in the last fifty years has been
the “Daddy Send Me to School” campaign,
launched on April 23, 2005 to raise funds
for Anatolian girls deprived of educational
opportunities. The campaign has accounted
for more than TL 32 million of support to
date. Twenty-nine girls’ dormitories, as well
as eleven village schools were built with
these funds in many regions of Turkey. A
total of 7,156 girls were also provided with
scholarships.
According to the December 2008-November
2009 results of the Turkish National
Readership Survey, an important tool used
by an independent research company to
assess and create common unit data for
all newspapers published in Turkey, 54%
of Milliyet readers belong to the AB group,
identified as the leading upper social segment
of Turkish society. The percentage of Milliyet
readers in ABC1 SES group, a class with a
high consumption power, is 80%. According
to these data, more than three-quarters of
Milliyet readers belong to the higher and
middle social strata.
Milliyet’s readership, when viewed on a
nationwide scale, represents the more
educated sector of the population. 68% of its
readers are at least high school graduates.
Of this group, 37% have university or more
advanced degrees. Another important
characteristic of Milliyet’s readership profile
is that it comprises young adults. 67% of
Milliyet readers are in the 21-54 age group. As
far as distribution by gender is concerned, the
newspaper’s reader profile parallels reader
profiles for the country in general.
The distribution of weekend supplements,
reaching 1,233,000 readers on saturdays
and 1,224,000 readers on sundays, is equally
distributed between men and women.
MİLLİYET IS A NEWSPAPER THAT CLOSELY MONITORS,
QUICKLY ASSIMILATES AND REFLECTS DEVELOPMENTS
IN THE ECONOMY, ARTS, POLITICS, SPORTS -IN
FACT, IN EVERY SPHERE OF LIFE- TO ITS READERS AS
rapıdly AS POSSIBLE.
SUPPLEMENTS
MİLLİYET CADDE
CADDE, published every day, not only offers
tabloid news, but also culture, the arts and world
news, health and television content, each two
pages long, and is the second “newspaper” of
Milliyet.
CADDE takes the pulse of city life and popular
culture. Its writers include Mehveş Evin, Vedat
Milor, Çağdaş Ertuna, Cem Dizdar, Vedat
Özdemiroğlu, Sina Koloğlu and Elif Aktuğ.
CADDE, with its prominent experts like Dilara
Koçak, Hasan İnsel, Başak Demiriz, Eser Alptekin
and with two pages of health content every day,
asserts itself in the field of health and wellbeing.
MİLLİYET CUMARTESİ - MİLLİYET PAZAR
Milliyet Newspaper weekend supplements,
Milliyet Cumartesi (Saturday) and Milliyet
Pazar (Sunday), provide a rich variety of
content including the latest fashion news,
tips on personal care, site reviews, literary
and the arts news, commentaries from
respected writers, current interviews and
success stories. Prepared by Deniz Alphan
and team, Milliyet Cumartesi enjoys a
highly educated readership from the upper
socioeconomic segment of the population.
The Cumartesi supplement has a circulation
of 1,233,000 and the Pazar supplement a
circulation of 1,224,000. Reader profiles from
both supplements reflect an equal gender
distribution.
MİLLİYET EMLAK
Published on fridays and distributed as a
free supplement of Milliyet, Milliyet Emlak
(Real Estate) features global home and
home life trends, new living spaces, real
estate prices, payment plans, transportation
possibilities and other topics. The supplement
also includes suggestions and evaluations
by real estate investment consultants.
Other topics covered by Milliyet Emlak are
home decoration, garden landscaping and
related areas of interest. Milliyet Emlak
attracts the full attention of readers with its
comprehensive coverage.
CADDE includes two series of articles daily and
shares with its readers the best possible sources
of information on a wide range of subjects, from
career choices to sex life.
CADDE also offers a four-page Istanbul city life
guide, entitled “CADDE 34.”
OPERATIONS IN 2009
MİLLİYET
MİLLİYET TELEVİZYON
Distributed free of charge with Milliyet on
saturdays, Milliyet Televizyon (TV Guide)
is a comprehensive TV guide supplement.
It includes detailed information on all TV
programs, as well as ratings data. With its
quality approach, Milliyet Televizyon is a
publication that raises the bar in this area of
the Turkish press.
MİLLİYET SANAT
In publication since 1972 as a monthly
magazine of arts and culture, Milliyet Sanat
(Arts) boasts of a record that is hard to
surpass. Regarded with high-esteem, Milliyet
Sanat attracted a loyal readership from its
inception. Followed closely in arts circles,
Milliyet Sanat continues to play an active
role in developing art awareness in Turkey
and in contributing to the promotion of art
appreciation in younger generations.
ÖSS POZİTİF - SBS POZİTİF
A pioneer of education in the Turkish press,
Milliyet offers a free supplement on thursdays
for students preparing for the university
entrance exams. Prepared by a panel of
experts, ÖSS Pozitif features trial exams,
question solutions and tips from different
branch teachers. Always the press world’s
keenest supporter of students, Milliyet also
offers a supplement for students preparing
for the level placement test (SBS) every
wednesday. Prepared by a panel of experts,
SBS Pozitif includes trial exams in each issue
to provide students with testing practice.
CADDE, MİLLİYET’S DAILY LIFE CULTURE NEWSPAPER,
IN LINE WITH MİLLİYET’S ATTITUDE OF DIRECTING ITS
AREAS OF INTEREST TO EACH AND EVERY SEGMENT OF
SOCIETY, IS NOW ON QUITE A DIFFERENT TRACK FROM
THE SUPPLEMENTS OF OTHER MAJOR NEWSPAPERS.
BULMACA
The Bulmaca (Crossword Puzzle) supplement,
distributed together with Milliyet every
saturday and sunday, appeals to both experts
and beginners. The latest global craze,
Sudoku, is also featured in the Bulmaca
supplement for Milliyet readers.
MİLLİYET OTOMOBİL
Milliyet Otomobil (Automobile) is another
free supplement distributed with Milliyet on
the last tuesday of every month. Prepared by
Levent Köprülü, Milliyet Otomobil features
comprehensive information on the world of
automobiles, including such essential topics
for car enthusiasts as the latest models, test
drives, campaigns, recommendations, motor
sports, advanced driving techniques, new
technology, travel information and news from
the motorcycle world.
MİLLİYET KİTAP
Milliyet Kitap (Book), the newspaper’s book
supplement, is a content-rich resource that
followers of culture and the arts, along with
avid readers, find hard to put down. The
supplement greets Milliyet readers every
month.
OPERATIONS IN 2009
MİLLİYET
SOCIAL ACTIVITIES
The success of Turkish advertising professionals made great waves at the 2009 Cannes Lions.
REPRESENTING TURKEY AT THE CANNES
LIONS INTERNATIONAL ADVERTISING
FESTIVAL
Milliyet promotes the Turkish advertising
sector, and Turkey itself, on an international
level both at the Cannes Lions International
Advertising Festival -at which it has been
representing Turkey since 2002- and Eurobest,
the European Advertising Festival.
The Cannes Lions present awards each year for
the most creative advertising campaigns in the
categories of press, outdoors, television, radio,
media planning, the Internet, direct marketing,
sales promotion, design, Titanium and
integrated. Recognized internationally as the
“Olympic Games of Advertising,” the results
of the Cannes Lions are eagerly anticipated by
advertising professionals worldwide every year.
The Cannes Lions International Advertising
Festival, the most important date in
the advertising calendar, is a showcase
for creativity and developments in the
advertising sector. Every year some 10,000
communications, marketing and advertising
professionals from 85 countries come together
at Cannes for a week-long celebration of the
world’s most creative work in communications
and advertising. This is where the current
trends in the sector are revealed and where
opinions are formed about the new direction it
will take.
Historic Success of Turkish Advertising
Professionals in the 56th Cannes Lions
The 56th Cannes Lions International
Advertising Festival, organized in June 2009,
witnessed a historic success for the Turkish
advertising sector. Turkey was among the
finalists, with 35 works -from 22,653 competing
in the festival- shortlisted for the most
prestigious advertising awards. Eight of the
shortlisted works were awarded with “lions”
and, for the first time in history, a Turkish
agency ranked among the top three in the
“Advertising Agency of the Year” award.
Young Lions Competition: An investment for
future generations in the sector
Since 2002, when Milliyet became Turkey’s
representative at Cannes, it has organized
a series of events to promote the festival
in Turkey and to promote Turkey at the
Cannes Lions. The Cannes Lions Young Lions
Competition, organized in cooperation with
the Advertising Foundation since 2002, aims
to encourage young talents within the sector.
This competition, open to advertising agency
employees under the age of 28, is held in the
press, the Internet and film categories. Three
teams of two participants each that win this
competition represent Turkey in the festival’s
Lions Young Lions Competition, as guests of
Milliyet.
IN THE CANNES LIONS, THE GLOBAL MEETING
POINT OF ADVERTISING, EACH YEAR 10,000
COMMUNICATIONS, MARKETING AND ADVERTISING
PROFESSIONALS FROM 85 COUNTRIES EXAMINE THE
MOST CREATIVE COMMUNICATIONS AND ADVERTISING
WORKS OF THE WORLD.
Milliyet Press Advertising Contest:
An investment in creativity in press
advertising
Milliyet has been hosting the Milliyet Press
Advertising Contest every year since April
2003. The contest aims to encourage the
participation of Turkey in the Cannes Lions,
the most prestigious advertising event in
the world, and to give Turkey’s press ads
international exposure. The jury of the
competition, which assesses ads published
in Turkish newspapers over a twelve months
period, is established by the jury member
who will represent Turkey on the press jury
at the Cannes Lions that year. The top three
ads or advertising campaigns, chosen by the
jury, are submitted to the Cannes Lions by
Milliyet to compete in the press category of
the festival. Furthermore, Milliyet invites two
members of the creative team of each chosen
ad or campaign to the Cannes Lions. Thus, the
winning teams are given the opportunity to
participate in more than 50 seminars and some
20 workshops at the festival, and to look in
detail at the most creative advertising work in
the world on-site.
The Cannes Lions Sharing Meetings:
An investment in knowledge in the sector
Every year, following the Cannes Lions festival,
Milliyet organizes sharing meetings, to which
advertisers and agency executives are invited.
At these meetings, the latest developments
and new trends in the advertising sector,
showcased at the festival, are discussed.
Creative Group President of Leo Burnett
Worldwide, one of the world’s foremost ad
industry creatives, attended the Cannes Lions
Sharing Meeting, as guest speaker in August
2009, to address specially invited leading
personalities from the Turkish advertising
world, along with the other participating
delegates.
Milliyet encourages Turkish participation at Cannes with the Milliyet Press Advertising Contest held every year
since 2003.
The Cannes Lions Award-Winning Works
Exhibit: A source of inspiration for the sector
and the youth
Every year, Cannes Lions award-winning works
are exhibited by Milliyet in Istanbul. The exhibit
is eagerly attended by the professionals working
in advertising agencies, as well as advertisers
and university students, the future of the sector.
The historic success of Turkish agencies in the
56th Cannes Lions added a new dimension
to the 8th Cannes Lions Award-Winning
Works Exhibit. The most important part of
the exhibit, held in Ortaköy in October 2009,
was the “open-air exhibit,” displayed on the
wall just opposite to the exhibit area. The 23
social campaigns that won awards at the 2009
Cannes Lions were exhibited on a specially
constructed display. Turkish agencies received
the Lions they were awarded at Cannes,
together with their Lions and their finalist
certificates, in an award ceremony attended by
the CEO of the Cannes Lions, which was held in
the opening day of the exhibit.
The Cannes Lions Stand and a Special
Newspaper: Promoting the Turkish
advertising sector and Turkey itself
Every year since 2005 Milliyet has been
taking a prominent stand, opposite the
delegate registration table, the busiest
point of the festival. From this stand, which
promotes Turkey to the most prestigious
communications and advertising professionals
in the world, a newspaper specially prepared
and published for the festival by Milliyet is
distributed to the 10,000 delegates attending
the Cannes Lions.
OPERATIONS IN 2009
MİLLİYET
In 2009, Turkish agencies maintained their success at the Eurobest with seven awards.
Turkey’s Representative at the Eurobest
Advertising Festival
The Eurobest Advertising Festival, first
held as an advertising competition in 1988,
and transformed into a festival two years
ago, gathers together the most prominent
advertising professionals in Europe each year.
During the festival, the European and global
advertising sectors are discussed in depth.
850 advertising, communications and marketing
professionals from all around Europe attended the
Eurobest Advertising Festival, held in Amsterdam
in November, 2009. Participants had the chance to
see a wide range of latest works and to catch up
with the newest developments in the advertising
world. During the festival, 80 leading personalities
of the communications, marketing and advertising
sectors presented 26 seminars and held nine
workshops and, for the first time at the festival,
delegates had the opportunity to ask the speakers
questions, either live or via SMS messages.
In 2009, 4,020 works were submitted to the
Eurobest from 35 European countries. These
works were judged by six different juries under
the categories of press, outdoor, TV/cinema,
radio, direct marketing, sales promotion,
media, the Internet, design, integrated and
“perfect advertising application” (craft)
category, held for the first time this year.
Turkish agencies achieved outstanding success,
being awarded with seven prizes at the 2009
Eurobest, thus making a significant contribution
to further increasing the prestige of the Turkish
advertising sector on an international level.
With the Eurobest, the integration of young
advertising professionals within Europe is
ensured
Milliyet, thus, both assumes the important role
of promoting the Turkish advertising sector and
Turkey on an international level via the Cannes
Lions, while also engaging in promoting Turkish
advertising excellence in Europe via the Eurobest.
Believing that today’s youth will take an active
MİLLİYET SUPPORTS COMPETENT AND SUCCESSFUL
WORK IN A WIDE RANGE OF ıssues, FROM THE BUSINESS
WORLD TO SPORTS AND FROM LITERATURE TO SOCIAL
RESEARCH.
This year, as every year, Milliyet has ensured that the voice of Turkey’s most important sectors is heard throughout the country.
and important part in integration of the Turkish
advertising sector with Europe, Milliyet aims to
make Turkey one of the top countries in Europe
in creating advertisements. In this respect,
Milliyet has encouraged the young minds in
this sector to participate in the Eurobest, ever
since it has become Turkey’s representative in
2002, and continues in its efforts to increase
the investments made in the future of the
sector.
Turkish agencies continued to build on their
success at the 2009 Eurobest, too. In this
contest, Turkey was a finalist with 24 works
and was awarded seven prizes. In spite of the
fact that the competition took place during the
Feast of Sacrifice, the rate of participation into
the festival from Turkey was the highest ever.
For the last three years, Milliyet has shed
light on the developments and problems
experienced in ten important sectors of Turkey,
and their solutions, with newspapers entitled
“Letters from the Sectors.” With these papers,
published every December, Milliyet gives top
executives of leading Turkish companies the
opportunity to offer an analysis of their own
sectors. In allowing the voices of these sectors
to be heard throughout Turkey, “Letters from
the Sectors” constitute a forum for discussing
existing problems, their possible solutions and
the different opportunities they offer.
TEN SECTOR NEWSPAPERS IN FIVE DAYS
OPERATIONS IN 2009
MİLLİYET
ACTIVITIES
59th anniversary of Milliyet
ENTREPRENEUR OF THE YEAR
IN TURKEY COMPETITION
The Ernst&Young Entrepreneur of the Year
Award, initiated in 1986 to recognize the
achievement of creative and productive
entrepreneurs, is distinguished as the
“world’s first and only comprehensive
business award program.” The competition
was first organized in Turkey in 2004
through the collaboration of Milliyet and
Ernst&Young, Turkey.
The goal of the Entrepreneur of the Year
competition, which was held for the sixth
time in 2009, is to publicly acknowledge
the outstanding performance of leading
entrepreneurs in Turkey, support their
exemplary model for the benefit of the
business professionals of tomorrow
and contribute to keeping the spirit of
entrepreneurship alive in the country.
Entrepreneur of the Year Award
The competition provides numerous benefits
to the companies represented, presenting
opportunities for international business
contacts, certification of company growth and
development, boosting employee motivation
and acting as a model for other enterprises in
the market.
The award winner of 2009, Yılmaz Yılmaz
and Gülten Yılmaz (Koton Mağazacılık), will
be competing with other first-place winners
from 40 countries at the “Ernst&Young World
Entrepreneur of the Year” awards to be held in
Monte Carlo.
In the competition, which was intended to
gather social entrepreneurs from around
the world and -in this way- contribute to
social development, Ali Nihat Gökyiğit
(TEMA Foundation) was awarded “Social
Entrepreneur of the Year.”
MİLLİYET’S FOUNDING ANNIVERSARY
Founded on May 3, 1950, Milliyet Newspaper
celebrated its Founding Anniversary in May
2009, as it does every year. The Abdi İpekçi
and Örsan Öymen Awards were presented at
the celebrations on the occasion. In addition,
seniority awards were given to employees
who had worked at the newspaper for 30, 25,
20 and 10 years.
ABDİ İPEKÇİ JOURNALISM AWARD
Always proud to support the principle of
“Reliability in the Press,” as an expression
of its half-century commitment to this
tenet, Milliyet offers the “Abdi İpekçi
Journalism Award.” With an awareness of
its responsibility to society, the newspaper
honors dedicated journalists who uphold
the highest ethical standards. In 2009, it
presented the Awards to Aykut Küçükkaya
from Cumhuriyet in the news category and
to Okan Özer from Anadolu Ajansı in the
photography category.
Örsan Öymen Award
Sportsperson of the Year Award
ÖRSAN ÖYMEN RESEARCH STUDY OF
THE YEAR AWARD
Milliyet Awards, distributed in recognition
of accomplishments in the fields of science,
arts, culture, communications, history and
politics, include the “Research Study of the
Year” award to commemorate the late Örsan
Öymen. The aim of this year’s award was to
offer the opportunity to review the history of
educational reforms in Turkey, examine the
mistakes made and offer recommendations on
permanent reforms. Within this framework,
the topic of the 2009 award was “What Kind
of Judicial Reform?” Assistant Prof. Dr. Halit
Yılmaz was this year’s winner. The Örsan
Öymen Award for 2010 will be presented
on the topic, “Violence and Discrimination
against Women.”
HALDUN TANER STORY AWARD
Milliyet places importance on the
perpetuation of literature, bringing new
literary talents into the limelight through
its Haldun Taner Story Award. Presented in
memory of the leading playwright and story
writer of the Republican era, in 2009, the 23rd
award went to Murat Özyaşar for his book,
Ayna Çarpması (Mirror Struck). Many famous
literary figures attended the ceremony at the
Pera Museum.
“SPORTSPERSON OF THE YEAR” AWARDS
The title “Sportsperson of the Year” award,
now in its 56th year, is one of Turkey’s oldest
awards surveys. Every year, sportspersons are
selected in nine categories by Milliyet readers,
and the winner is presented the Sportsperson
of the Year Award at a special ceremony. The
56th Sportsperson of the Year voted for by
Milliyet readers was sports champion Bahri
Tanrıkulu, who won a silver medal at the
World Taekwondo Championship.
Maintaining its status
as the “Best-Selling
Newspaper of Turkey” in
the last six years, Posta,
once again, became
the newspaper with the
highest circulation rates
in 2009. Posta will remain
Turkey’s best-selling
newspaper by meeting the
expectations of its broad
socioeconomic readership
profile, with different
supplements, each more
colorful than the next.
OPERATIONS IN 2009
posta
MESSAGE FROM POSTA’S
EDITOR-IN-CHIEF
First published on January 23, 1995,
Posta is the first newspaper in Turkey to
create its very own unique readership,
generating a completely brand new
market.
With its positive and humanistic
approach, Posta addresses both Turkey’s
urban and rural populations and appeals
equally to men and women. Posta is also
the favorite of young readers. Its readers
belong to the middle and upper income
brackets.
Average daily circulation of Posta
stands at around 550,000. The Posta
supplements - Cumartesi Postası
(Saturday Post), Pazar Postası (Sunday
Post), Salsa, Posta Ege (Aegean),
Posta Akdeniz (Mediterranean), Posta
Çukurova and Maxi Bulmaca (Puzzle)
- all enjoy wide popularity.
Steadily rising in popularity since its
launch, by the end of 2003 Posta was
leading the sector as Turkey’s best-selling
and most widely read newspaper. Posta
has continued to maintain its status as
“Turkey’s Best-Selling Newspaper” for
the last six years.
Posta has also shown a rapid growth
in advertising. The economic recession
experienced in 2009 caused a decrease
in advertising revenues within the
publishing sector. Yet, Posta succeeded
in increasing its advertising market share
even under such adverse circumstances.
In 2009, during which it rapidly increased
its regionally based investments, Posta
upped its turnover by 20% in the regions.
As a result, Posta strengthened its
position among the top three newspapers
with the highest advertising revenues in
2009.
In future years, Posta will continue to
be the number one newspaper in Turkey
with its combination of news, easy-toread style and economical cover price.
RIFAT ABABAY
EDITOR-IN-CHIEF OF POSTA
“WE LOVE TURKEY AND ITS PEOPLE SO MUCH” POSTA
OPERATIONS IN 2009
posta
FUNDAMENTAL PHILOSOPHY OF POSTA
1. Posta appears consistently every day as the same kind of
newspaper in terms of content and format. It does not
confuse the reader.
2. Posta thinks a like the public, writes in the language of the
public, summarizing news without resorting to complicated
explanations.
3. Posta can provide more news because its news stories are
so skillfully summarized. Its motto: “Just reading Posta will
provide all the news.”
4. Posta makes an effort not to be pessimistic. It proudly
shares the news of every positive event in Turkey with its
readers.
5. It does not mislead or deceive the public. If it makes a
mistake, it publishes a correction the next day without fail.
6. Posta columnists express their opinions freely.
POSTA AIMS TO CONTINUE TO BE THE NUMBER ONE
NEWSPAPER IN TURKEY WITH ITS NEWS CONTENT,
EASY-TO-READ STYLE AND ECONOMICAL PRICE IN
FUTURE YEARS AS WELL.
WHEN WE SAY “POSTA”
Making its debut in 1995, Posta, with
its innovative and original news
reporting style, quickly became one of
Turkey’s most popular newspapers.
Posta continued to stand apart
from its competitors in 2009 as the
undisputed leader of the market
and as the newspaper with the
highest circulation. December 2008
- November 2009 results from the
Turkish National Readership Survey
coordinated by the Turkish Joint
Industry Committee for National
Readership Survey (BİAK) confirm
that Posta is the newspaper with
the highest number of readers
in Turkey with a 3,628,000 daily
reach. Maintaining its undisputed
leadership in market share, Posta’s
regular readership is 59%. Another
striking outcome of the study was
that Posta is in top position for both
male and female readers. Posta has
the highest reach figures in the ABC1
group, with 2,217,000 readers, and
holds second place in the AB group.
Posta has the highest net number
of readers in Turkey. Net number of
readers representing those reading
only Posta is 1,448,000. Posta has
maintained its leadership in net
readership level since the end of 2003.
Net readers of Posta account for 40%
of the daily reach of the newspaper.
With its supplements, Cumartesi
Postası (Saturday Post), Pazar
Postası (Sunday Post), Salsa,
Posta Ege (Aegean), Posta Akdeniz
(Mediterrenean), Posta Çukurova and
Maxi Bulmaca (Puzzle), Posta is able
to meet the expectations of its broad
customer base.
Posta aims to be the number one
selling newspaper in Turkey in
future years as well with its scope
of news content, easy-to-read style
and advantageous price. From this
perspective, Posta’s main challenge is
to increase its advertising revenue in
the print media in the coming years.
OPERATIONS IN 2009
posta
SUPPLEMENTS
PAZAR POSTASI
Distributed free of charge on sundays with
Posta, Pazar Postası (Sunday Post) is an
entertaining supplement offering colorful
highlights over the weekend. It tracks events
in the entertainment world, provides travel
information and reviews various restaurants.
CUMARTESİ POSTASI
“Looking at life through women’s eyes,”
Cumartesi Postası (Saturday Post) comes
free of charge with Posta on saturdays.
New products, special interviews, fashion,
decoration, food, mother-and-child issues and
beauty are the features of this supplement.
POSTA SALSA
With its circulation of nearly 90,000, Salsa
has earned the recognition of being Turkey’s
best-selling magazine for young people. It
is delivered to readers every wednesday as a
supplement of Posta. Attracting the attention
of young people with a range of topics from
feature stories to shopping, from fashion to
relationship columns, Salsa’s interviews, song
lyrics, tests, posters and message corners
make it an indispensable part of young lives.
MAXI BULMACA
Distributed every day with Posta free of
charge, this puzzle supplement is the puzzle
lover’s favorite pastime.
POSTA ÇUKUROVA
Distributed on sundays together with Posta,
Posta Çukurova is the “weekend newspaper”
of the Çukurova region. Besides its travel
recommendations and food suggestions, the
supplement provides regional news, offering
readers a pleasant weekend surprise with a
different guest interview every week.
POSTA AKDENİZ
Posta Akdeniz keeps watch over the
Mediterranean Region, particularly over
tourism in the region. Additionally, it provides
entertainment, feature stories and the latest
on social life. Published as a supplement to
Posta on saturdays, Posta Akdeniz’s food and
drink, fashion and entertainment corners add
a special flavor to weekends. The interview
page provides a voice to guests and topics
that interest the region.
OPERATIONS IN 2009
posta
ACTIVITIES
The Posta Band
POSTA EGE
Distributed to readers every day with Posta,
this supplement for the Aegean Region is
a clear-cut leader both in the region and
within the Izmir metropolis, according to
circulation reports. Informing readers about
new investments, new projects in the Aegean
Region and in Izmir, the supplement is also a
guide to news from the markets and the shop
windows.
According to the data of BİAK, Posta Ege
is the region’s most popular newspaper.
Providing its readers with different
alternatives in following up the news -from
city politics to everyday life from the arts to
sports- Posta Ege offers the opportunity to be
informed in every field.
THE POSTA BAND
Posta newspaper assembled a band of
professional musicians in 2006 to travel to
meet reader groups at various entertainment
events. In the summer, the Posta Band
performed at concerts in Ayvalık, Izmir,
Kuşadası, Çeşme, Bodrum, Antalya and
Alanya. The band held their concerts of the
year at various shopping malls in Istanbul and
during the Galata Fashion Days.
RETAILING DAYS
As the press sponsor of the event for the past
seven years, Posta held “Retailing Days”
for the ninth time in 2009. The support it
has given to the celebration of retailing
has earned Posta the title of “Retailing
Newspaper,” allowing it to differentiate itself
in the media sector. Close to 3,000 visitors
stop at the Posta stands and participate in the
activities organized at this important event.
RETAIL DEBATE BETWEEN BRANDS (TAY)
SPONSORSHIP
The aim of TAY, which was organized under
the main sponsorship of Posta, the Retailing
Newspaper, is to build a new wave of
excitement in the sector that enriches retail
sales consultants’ self-development and
personal motivation. Mavi Jeans ranked first
in the debate of 2009.
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
POSTA AVERAGE ANNUAL SALES
(UNITS) (2000-2009)*
POSTA’S MARKET SHARE (%) (2000-2009)*
452,447
10.40
389,264
10.48
406,507
11.15
441,103
11.42
535,208
11.83
641,420
12.82
635,444
12.38
634,833
12.29
632,714
12.47
542,738
11.50
* Based on data obtained from the Press Advertising Institute (Basın İlan Kurumu)
POSTA’S ANNUAL SALES IN MAJOR CITIES (PROVINCIAL TOWNS EXCLUDED)
ANKARA METROPOLITAN AREA
ISTANBUL METROPOLITAN AREA
ıZMİR METROPOLITAN AREA
2007
2008
2009
48,158
46,511
38,761
182,631
186,171
161,521
51,648
51,877
45,422
Attaining the highest
increase in AB readership
ratio, with 74% in
2009, Vatan continues
its bold approach that
differentiates it from its
competitors, with series
of articles and interviews
that attracted a great
deal of attention in 2009.
Delving deeply into
Turkey’s controversial
topics, Vatan will keep
on offering its readers
behind-the scenes
information, telling them
“what really happened.”
OPERATIONS IN 2009
vatan
MESSAGE FROM VATAN’S
EDITOR-IN-CHIEF
Launched in September 2002 with the
motto “without breaking away from
the people and fearing no one,” Vatan
succeeded in recording a significant
increase in the progress during 2009,
a year in which several significant events
took place in the world and in Turkey.
Becoming a part of the biggest media
group in Turkey with the change made in
the capital structure of the enterprise in
2008, Vatan has continued its different
and bold approach to journalism over the
past year.
Vatan launched series of articles and
interviews that attracted a great deal of
attention in 2009. We delved deeply into
Turkey’s controversial topics and created
an important discussion platform. We
were able to offer readers behind-thescenes information, to tell them “what
really happened.”
Throughout 2009, during which the
effects of the global economic crisis were
keenly felt, our specialized economics
writers and reporters presented the crisis
in every detail. More importantly, they
explained to readers what might happen
the next day.
Vatan brings together some of the
youngest sports journalists in Turkey
under its roof. Paying heed to practicing
journalism without “being a fan,” our
staff of sports writers put their names to
some dramatic news and interviews on
topics that were high on the agenda of
the sports world in 2009.
Our supplements, which are focused
on all aspects of lifestyle, have clearly
differentiated themselves through their
outstanding interviews with leading
players in current events.
One of the features of Vatan that
differentiates it from competitors is
its strong staff of writers. Devoting
their entire day to their newspaper
columns, our writers carried forward our
preeminence in this field.
Although it has a short history of just
eight years, Vatan will continue to be
one of the strongest representatives
of the Turkish press with its powerful
staff of top writers and its approach
to uncovering corruption, opening up
taboos to discussion and challenging
controversial issues, while keeping
an equal distance from all powerful
affiliations, unwaveringly pursuing the
news and providing an opportunity for
the voices of all sectors of the population
to be heard.
İSMAİL TURGUT YUVACAN
EDITOR-IN-CHIEF OF VATAN
“INDEPENDENT DAILY NEWSPAPER” VATAN
OPERATIONS IN 2009
vatan
FUNDAMENTAL PHILOSOPHY OF VATAN
1. Continuing in its perspective of adherence to the principle
of democracy and to the tenets of the Republic, respect for
human rights, support of Turkey’s full membership in the
European Union, and compliance with professional press
ethics.
2. Being uncompromisingly loyal to the principles of its
foundation, continuing its path through journalism in pursuit
of the motto, “Without breaking away from the people and
fearing no one.”
3. Developing the institution of correspondent relations in the
coming period, focusing on the training of the newspaper’s
editorial staff, targeting enhanced content and quality.
4. Taking advantage of the new business areas and
opportunities presented by the digital age and concentrating
on developing the news portal gazetevatan.com.
5. Accelerating efforts to achieve integration between the
newspaper staff and the content-providers of the news portal
in line with the new working principles of today’s journalism.
6. Targeting the publication of basic health references that
every family should have in their libraries as part of an effort
to provide readers with significant educational and cultural
works.
7. Initiating an effort to address the dynamic segment of the
population by publishing works particularly for young adults
and women as one of the three newspapers with the highest
AB socioeconomic group readership profile.
8. Increasing supplements that highlight different sectors,
such as automotive, the real estate market and tourism;
contributing to raising standards of quality, helping to
widen the horizons of participants in a range of different
industries and providing readers with suitable investment and
purchasing opportunities.
OPERATIONS IN 2009
vatan
VATAN BECAME THE NEWSPAPER WITH THE HIGHEST
PERCENTAGE INCREASE (7.4%) IN AB READERSHIP IN 2009.
WHEN WE SAY “VATAN”
Based on the Turkish National
Readership Survey figures for the
period December 2008 - November
2009, Vatan’s readership profile is
especially striking, since it is largely
made up of young adults. 71.4% of
Vatan’s readers are between the
ages 21 and 54; 64% are at least high
school graduates; and 36% have
graduate or postgraduate degrees.
When compared with the previous
year, the 10.6% increase in 2009 in
the number of readers with university
degrees is also remarkable. 79.3% of
Vatan’s readers belong to higher and
middle social strata. Rate of readers
belonging to the middle social strata
is 25%. Among its competitors, Vatan
has the second highest AB readership
(54%) following Milliyet. Vatan
became the newspaper with the
highest percentage increase (7.4%) in
AB readership in 2009.
Furthermore, whilst its competitors
lost their female readers in 2009,
Vatan recorded the highest increase
(4.6%) in female readership as well.
32% of Vatan’s readers are women.
With only a short history, Vatan has
carved out a distinctive place for
itself. It has done so with its bold
approach of uncovering corruption
and challenging controversial issues,
while keeping an equal distance
from all powerful affiliations. It
unwaveringly pursues the news and
provides an opportunity for the voices
of all segments of the population
to be heard. Vatan, and the diverse
voices of its journalists, will
continue to be one of the strongest
representatives of the Turkish press.
VATAN, WITH ITS WEEKEND SUPPLEMENTS “BİZİM
KAHVE” AND “PAZAR VATAN”, ENRICHES NEWSPAPER
READING EXPERIENCE OF ITS READERS.
SUPPLEMENTS
BİZİM KAHVE
The Vatan Saturday supplement, Bizim Kahve
(Our Café), targets civic, working and educated
women readers. Interviews with the stars of
popular TV series and the new faces on the
screen, and current news about music and
cinema are some of the topics that Bizim
Kahve features. The supplement is particularly
ambitious in covering fashion and arts.
While Cem Ceminay writes about the
“panorama of the week” with an ironic tone,
Vatan Book Supplement Director Buket Aşçı
interviews a different author every week.
Renowned nutrition expert Yasemin Bradley
offers readers sound dietary advice and Ayşe
Aydın’s column on children’s health issues is
another favorite spot for Bizim Kahve readers.
İpek Çelebioğlu contributes to the supplement
with fashion articles and Esen Hünal offers
recipes from popular modern cuisines.
PAZAR VATAN
Addressing a wide readership audience,
Pazar Vatan features Sanem Altan, Elif Ergu
and Buket Aşçı. Their lively discussions on
controversial political or magazinish topics that
carry over into the following week are one of
our outstanding features.
Pazar Vatan follows up on the media with its
strong staff of writers. Mekânlar ve İnsanlar
(Places and People) is a very popular column
by Reha Muhtar, who is one of Turkey’s most
successful news anchormen. He draws the
interest of readers with his comments on the
featured venue of the week and relationships
between the sexes.
Pazar Vatan launched the first
“pharmaceuticals” column in the Turkish
press. Dr. Seyfullah Dağıstanlı, an expert
in medicine, vitamins, food supplements
and the side-effects of medication, provides
“life-saving” advice to Pazar Vatan readers.
One of the features of the supplement Pazar
Vatan is the focus on gourmet foods and
eating. Turkey’s prominent expert in this field
is Engin Akın, who adds his own flavor to Pazar
Vatan with extraordinary recipes, as well as
information about regional cuisines. Also
at Pazar Vatan are Teoman Hünal, with his
commentaries on travel and the art of drinking,
and Süha Derbent, with his pleasant articles on
the back page.
Another legendary name in the Turkish press,
Leyla Umar, contributes to Pazar Vatan with
her column of memoirs. Selahattin Duman also
writes for Pazar Vatan from time to time.
The newspaper of warm
and friendly intellectuals,
Radikal not only appeals
to readers with its
viewpoint, but also
as a natural medium
of discussion led by
outstanding journalists
and writers. As the
newspaper of diverse
opinions in Turkey,
Radikal preserves its
dignity with its approach
of resisting against the
taboos for 14 years.
OPERATIONS IN 2009
RADİKAL
MESSAGE FROM RADİKAL’s
EDITOR-IN-CHIEF
Fourteen years ago when we first
introduced our newspaper to readers, we
had a very clear answer to the question
“What is Radikal?”: “Something that
strikingly differentiates itself from the
ordinary!”
It has been our stance as an accurate
and reliable source of news and diverse
opinion that has allowed us to achieve
this differentiation. Today we enjoy the
distinction of being one of Turkey’s most
powerful brands and most respected
newspapers.
In 2009, we increased our efforts to make
Radikal a major presence in the field of
news publishing. We launched Radikal
Üç (Radikal Three), which became an
indispensable part of weekends, in
addition to our existing and popular
supplements, Radikal Kitap, Radikal İki
and Radikal Cumartesi.
With our breakthrough in the Internet
journalism in 2008, within a very short
period of time, we became one of the
most popular news portals. We will be
using all the technologies available to
continue to develop our news portal.
Now in its 14th year of publication,
Radikal will strive to extend its reach and
to achieve more progressive goals in the
future, with a continued awareness of its
responsibility towards its readers.
İSMET BERKAN
EDITOR-IN-CHIEF OF RADİKAL
“A NEWSPAPER FOR REAL” RADİKAL
OPERATIONS IN 2009
RADİKAL
WORKING TO ESTABLISH DEMOCRACY IN TURKEY wıth ALL ıts
ORGANIZATIONS AND RULES, DEFENDING HUMAN RIGHTS, DIVERSITY
OF OPINION AND ALL MODERN VALUES, SECULARISM ABOVE ALL, ARE
PART OF THE FUNDAMENTAL PHILOSOPHY OF RADİKAL.
FUNDAMENTAL PHILOSOPHY OF RADİKAL
1. Radikal presents news coverage accurately, reliably and
promptly. For Radikal, providing in-depth coverage and
leading the way to reliable analysis as the newspaper delves
into the depths of the news is of the greatest importance.
2. Radikal works to establish democracy in Turkey with
all its organizations and rules. It defends human rights,
diversity of opinion and all modern values, secularism above
all, and avoids appearing to support any particular political
view or party. It remains equidistant from all political
parties.
3. In order to satisfy its readers, Radikal does not stop at
simply reporting the news but presents the widest possible
range of commentary. In this respect, Radikal is the
newspaper that reflects Turkey’s diversity of opinion.
4. Radikal has no taboos and makes an effort to
overcome the taboos in society. It aims to provide its
readers with information, entertainment, guidance and
recommendations, to interpret their reactions and to
complement their lifestyles.
5. Radikal is a reference point not only for today’s opinion
leaders but for the historians of the future.
BEING A NEWSPAPER WITH AN EQUIDISTANT
POSITION TO ALL POLITICAL VIEWS, RADİKAL, SINCE
THE FIRST DAYS OF ITS PUBLICATION, HAS DELIVERED
TO READERS A MELTING POT OF DIFFERENT IDEAS,
BELIEFS, VOICES AND COLORS.
WHEN WE SAY “RADİKAL”
Standing out in Turkey as the
newspaper of diverse voices, Radikal
has become the favorite of urbanites
and readers of all ages with its
innovative, independent and in-depth
content, since its launch on October
13, 1996.
In addition to providing
comprehensive news on domestic
and international politics, economics,
culture and arts, Radikal also
presents articles written by the
country’s most respected academics,
providing readers with a wide and
varied assortment of rich content.
The supplements Radikal İki (Radikal
Two), Radikal Cumartesi (Radikal
Saturday), Radikal Kitap (Radikal
Books) and Radikal Bulmaca (Radikal
Puzzles) provide enthusiasts in every
area with something to look forward
to each week.
Also, as a service to readers,
the newspaper provides young
people with periodic supplements
throughout the year containing
revision materials to help them
prepare for their university and high
school entrance exams.
Turkish National Readership Survey
figures for the period December
2008-November 2009 show that
Radikal is the favorite newspaper
among the youth and young adults.
Radikal’s readership in the 15-34 age
group stands at 53%. The newspaper
has an especially strong following
among high school and university
graduates; 76% of Radikal’s readers
fall under this category. 46%
of its readers have graduate or
postgraduate degrees.
The research results show that
among concert, cinema and theatergoers in Turkey who are interested
in culture and arts events, a large
percentage are readers of Radikal.
83% of Radikal’s readers who are
frequent concert, cinema and
theater-goers, belong to higher and
middle socioeconomic strata. The AB
socioeconomic readership ratio of
Radikal, which has the most educated
and youngest readership profile
among its competitors, is 61%.
Radikal’s objective is to continue
the relationship based on trust that
it has with, the community’s most
dynamic and contemporary segment.
The newspaper of warm and friendly
intellectuals, Radikal not only
appeals to readers with its viewpoint,
but also as a natural medium of
discussion led by outstanding
journalists and writers. Radikal has
also created a special advertising
niche for its unique readership.
Radikal, recognizing the importance
of online publishing, established
Radikal Online in 1997, thus imported
its respected, independent and
intellectual editorial content into the
virtual world. Radikal plans to provide
a broader range of online services in
the years to come.
Since the first days of its publication,
Radikal has delivered to readers a
melting pot of different ideas, beliefs,
voices and colors. For the last 12
years, Radikal has been a platform
where a diverse range of voices
have blended, earning Radikal the
reputation of being a newspaper
which maintains an impartial position
towards all political views. It is
these qualities that make Radikal
an indispensable newspaper for its
readers.
OPERATIONS IN 2009
RADİKAL
THE SUPPLEMENTS OF RADİKAL ARE FOCUSED ON DIFFERENT AREAS OF INTEREST
OF ITS YOUNG AND EDUCATED READER PORTFOLIO. RADİKAL İKİ (RADİKAL Two),
RADİKAL CUMARTESİ (RADİKAL SATURDAY), RADİKAL KİTAP (RADİKAL BOOKS)
AND RADİKAL BULMACA (RADİKAL PUZZLES) PROVIDE ENTHUSIASTS IN EVERY
AREA WITH SOMETHING TO LOOK FORWARD TO EVERY WEEK.
SUPPLEMENTS
RADİKAL KİTAP
Of prime importance for Turkey’s publishing
sector, Radikal Kitap (Radikal Books),
Radikal’s book supplement, is distributed with
the newspaper free of charge every friday.
For the young and intellectual Turkish reader,
Radikal Kitap holds a special place as one of
the best resources in its field. Respect for its
stature is such that books promoted on the
cover or pages of Radikal Kitap easily become
the bestsellers of that week. Its influential
position has made Radikal Kitap the first
choice of advertisers.
RADİKAL CUMARTESİ
The Radikal Cumartesi (Saturday) supplement
offers Radikal readers an enriched sampling of
many areas of interest, from culture and arts
to entertainment, from shopping to lifestyle.
The supplement is a high-quality weekend
publication that attracts advertisers as well as
readers. Radikal Cumartesi is distributed free
with Radikal on saturdays.
RADİKAL İKİ
Radikal İki (Two) is Turkey’s most outstanding
medium of dynamic discussion. Inviting and
including its readers as writers within its
pages, Radikal İki has a distinguished position
among newspaper weekend supplements.
It is distributed free with the newspaper on
sundays.
ACCORDING TO THE TURKISH natıonal READERSHIP
SUrvey RESULTS FOR THE PERIOD DECEMBER
2008-NOVEMBER 2009, RADİKAL IS THE “NUMBER
ONE” NEWSPAPER among THE YOUth AND
YOUNG ADULTS.
RADİKAL ÜÇ
Providing the opportunity to follow up
the location, date and hour of events like
the movies, theater, concerts, children’s
programs, museums and exhibits, Radikal
Üç (Three) became an indispensable part of
weekends. Radikal Üç is distributed free with
the newspaper every friday.
RADİKAL KRİTER
Turkey’s first and only European Union
magazine, Radikal Kriter’s (Criterion) aim is
to enlighten the reader about the pros and
cons of life in the EU. Brought together by a
staff of specialists, Kriter appears as a free
supplement with Radikal on the first monday
of every month.
RADİKAL BULMACA
The Radikal Bulmaca (Puzzles) supplement,
prepared for an ever-growing group of puzzle
enthusiasts, is distributed free with Radikal.
The only sports newspaper
in the Doğan Gazetecilik
group of newspapers,
Fanatik is Turkey’s sixth
most popular newspaper.
1,248,000 men read
Fanatik every day. The
newspaper’s readership
of sports and football
lovers includes many of
the community’s opinion
leaders, businessmen and
executives.
OPERATIONS IN 2009
FANATİK
MESSAGE FROM FANATİK’S
EDITOR-IN-CHIEF
The world is changing; day by day and
hour by hour... Nothing stays the same.
As always, Fanatik, the newspaper of
“firsts” in the sports press, keeps on
adapting to this change…
During 2009, as so often, our name was
frequently mentioned for our exclusive
news, interviews and photos. We made
the news and received the awards. On
the official website of enerbahçe, famous
for denying all newspaper news, we
appeared with an article entitled “With
our many thanks to Fanatik newspaper.”
Meanwhile, we changed as we had
to distinguish ourselves from those
who seek to imitate the appearance of
Fanatik, right down to its image and
colors, believing that they might gain
an advantage by doing so. It was a
risky move, but one that has proven
successful. Starting with the project of
Yalçın Uygun, our art director, Hakkı
Yılgın, launched a layout that was
appreciated by everyone. We may look
“plain,” but we are more dynamic and
effective than ever. This change was not
limited to the newspaper. Our İddaa
team underwent a transformation from
top to bottom and this was supported
with a serious advertising campaign. The
result was gratifying. Our competitors
had a head start in İddaa, so we were
left with nothing but a few bites from the
İddaa cake. But now, we may safely say
that we have quite a large slice!
That not only journalism but also games
of chance make a difference in the sports
world has become a reality. For this
reason, we took an important step in
horse-racing, too. The first results we
have obtained in this area are positive.
Though we clearly see the reality, we
have never compromised our principle
of good journalism and we never will
do so. Ever since it was first launched,
only the best in Turkey has written in
Fanatik. 2009 was a year full of activities
in this respect. Highly rated sports
commentators such as like Hakan Şükür
and Sergen Yalçın, joined the Fanatik
family. Furthermore, Serdar Tatlı, who
became a legend during his career as
a football referee, started to write in
Fanatik as well. And, no sooner had he
done so, than the doors of the television
world were opened wide to him as well.
The other stars of our newspapers,
whom we have mentioned frequently
in previous years, keep on shining. Tunç
Kayacı maintains his position as the one
and only Super League commentator in
Turkey. Cem Dizdar is still the favorite of
Beşiktaş fans and the writings of Hasan
Ali Atasoy are discussed in Fenerbahçe
fan sites for days. Our young editing team
works with a wonderful team spirit.
We went through serious transformations
in 2009 but it seems that 2010 will be an
even more dynamic year. We already have
many projects waiting to be realized.
“I was there,” highly acclaimed by the
Executive Committee and regarded as
“terrific” by our advertising agency, is
only one of them …
NECİL ÜLGEN
EDITOR-IN-CHIEF OF FANATİK
“A GENUINE SPORTS NEWSPAPER” FANATİK
OPERATIONS IN 2009
FANATİK
FANATİK’S MISSION IS TO WORK TO ESTABLISH SPORTS
ETHICS AND AWARENESS IN THE COMMUNITY AND
TO PRODUCE PUBLICATIONS IN PURSUIT OF THIS AIM.
FUNDAMENTAL PHILOSOPHY OF FANATİK
1. Fanatik newspaper refrains from speculative reporting and
aims to carry out honest and scrupulous journalism.
2. The newspaper’s mission is to work to establish sports
ethics and awareness in the community and to produce
publications in pursuit of this aim.
3. Fanatik provides quality content for its readers, not only
focused on football but on all branches of sport.
4. It is equidistant from all clubs and sports organizations.
FANATİK, WITH THE FAN-ETİK PAGE IT puBlıshes WITH
THE AIM OF BRINGING HIGH STANDARDS TO SPORTS
JOURNALISM, WON THE “FAIRPLAY” AWARD OF THE
INTERNATIONAL OLYMPIC COMMITTEE.
WHEN WE SAY “FANATİK”
The only sports newspaper in
the Doğan Gazetecilik group of
newspapers, Fanatik is Turkey’s sixth
most popular newspaper, according
to the figures announced for the
period December 2008-November
2009 by the Turkish National
Readership Survey, which is
coordinated by BİAK. Fanatik is also
the fourth ranking newspaper in
reaching male readers; 1,248,000 men
in Turkey read Fanatik every day. The
newspaper’s readership of sports
and football lovers includes many
of the community’s opinion leaders,
businessmen and executives.
Fanatik aspires to bringing high
standards to sports journalism. The
Fan-etik page has been put together
with this objective in mind and has
won the “Fairplay” award of the
International Olympic Committee.
Fanatik is the first sports newspaper
to receive this commendation.
Fanatik distributes a 24-page
supplement, İddaa, on tuesdays and
fridays, as well as a daily four-page
horse-racing supplement, which
is fast becoming an indispensable
source of news and information for
racing fans. Fanatik is also unrivalled
in the quality news stories that it
publishes on Turkey’s four biggest
football teams.
Turkey’s most prestigious sports
newspaper, Fanatik, can also be
accessed on the website
www.fanatik.com.tr.
“A GENUINE SPORTS NEWSPAPER” FANATİK
OPERATIONS IN 2009
INTERNET
MİLLİYET.COM.TR, WITH APPROXIMATELY
40 MILLION HITS PER DAY, IS AMONG THE
WORLD’S TOP 400 MOST VISITED WEBSITES.
MİLLİYET
milliyet.com.tr
According to the report by the Internet
rating institution, Alexa.com, milliyet.com.tr
is among the world’s top 400 most visited
websites. It is also the most visited Turkish
website in its own field. The most widely
used web analysis resource, Web Trends,
reports that 1.8 million individual visitors log
in to the site daily and its monthly individual
visits number over 23.5 million. It receives 40
million hits per day and an estimated
1.2 billion hits per month.
milliyet.com.tr offers a high-quality, transparent
approach to online publication, constant
monitoring of reader expectations and wishes,
development of goal-oriented new products and
projects that expand its publishing perspective
within the scope of changing conditions. Thanks
to developing technology, milliyet.com.tr
continuously monitors advertiser and visitor
expectations and demands.
Since 2007, milliyet.com and Milliyet
newspaper have collaborated in developing
and marketing joint advertising projects.
These very successful projects are planned to
increase incrementally with the establishment
of the Digital Channels Corporate Sales
Department in 2010.
One of the most exciting developments of
2009 was the launch of milliyet.com.tr TV.
Besides being a brand new broadcasting
channel, which attracted a great deal of
interest from viewers, milliyet.com.tr TV
also became a promotion medium with
considerably high return for advertisers.
Launching a variety of new projects in 2009,
milliyet.com.tr has differentiated itself from
its competitors with CADDE, Astrology,
Health, Technology, Infants and Children,
Education, Classified Ads and Competition
pages. milliyet.com.tr continues to offer its
readers a more interactive medium, with
applications like Sizden Size (From You to
You) Milliyet Blog and Günün En Beğenilen
Sitesi (The Most Popular Website of the Day).
Interactive campaigns and competitions
continue non-stop throughout the year.
In March 2009, the mobile website
m.milliyet.com.tr was redesigned and
became compatible with new-generation
mobile phones while iPhone and Blackberry
applications were published too.
Its design, revamped with enriched sections,
has made it an essential source of news and
information for readers in all segments. In
2010, milliyet.com.tr will be adopting a more
content partnership-oriented model, which
will widen its range of content and services. In
addition, the new web 2.0 project is expected
to increase both the Internet traffic and
revenue.
INCREASING ITS VISITOR TRAFFIC OVER A SHORT PERIOD
OF TIME, MİLLİYETEMLAK.COM.TR CURRENTLY HAS 25,657
REAL ESTATE AGENCIES, 2,240 CONTRACTED COMPANIES,
60 BRANDED CONTRACTING COMPANIES AND 189,136
INDIVIDUAL MEMBERS REGISTERED ON THE WEBSITE.
milliyetemlak.com.tr
The real estate sector today handles a
significant amount of its business in buying,
selling and rentals over the Internet. With
this in mind, on July 5, 2005, Milliyet launched
milliyetemlak.com.tr, the largest real estate
website in Turkey. Today milliyetemlak. com.tr
is at the top of the list of websites, a portal
where visitors can obtain all kinds of
information needed on purchasing, selling and
renting real estate, as well as on the specific
details about available properties.
Increasing its visitor traffic over a short period
of time, milliyetemlak.com.tr currently has
25,657 real estate agencies, 2,240 contracting
companies, 60 branded contracting companies
and 189,136 individual members registered
on the website. Since its establishment, the
website has published 1,462,140 postings. The
daily average visitor count is 55,000 and the
daily average hit count is 1,000,000.
Continually developing, milliyetemlak. com.tr
provides a one-stop platform with
comprehensive content and interactive
functions that answer all the needs of real
estate website users. In addition to individual
services, the site also provides services in
four main categories: Real Estate Agencies,
Construction Firms, Branded Residence
Projects and Construction/Decoration.
Closely following developments and
innovations in the real estate sector,
milliyetemlak.com.tr has speeded up efforts
to provide the site with more user-friendly,
accurate and up-to-date information to
accommodate user needs and demands. Also
publishing in English, milliyetemlak.com.tr
responds online to the needs of foreign
investors wishing to buy or rent property in
Turkey.
The goal of milliyetemlak.com.tr continues to
be the perpetuation of its stature as Turkey’s
largest and most popularly used real estate
website.
At the beginning of 2010, mobile page
m.milliyetemlak.com was launched, and
iPhone and Blackberry applications were put
into service. Thus, milliyetemlak.com.tr, which
has assumed the leading position in its sector,
now has the opportunity to serve and be served
easily on the mobile medium.
OPERATIONS IN 2009
INTERNET
CURRENTLY BOASTING MORE THAN ONE MILLION
INDIVIDUAL USERS, ARABAM.COM IS VISITED BY ALMOST
3.5 MILLION INTERNET USERS EVERY MONTH.
arabam.com
arabam.com was launched on August 23, 2000
as the first online portal for classified ads in the
automobile sector.
Currently boasting more than one million
individual users, arabam.com is visited by
almost 3.5 million Internet users every month.
second-hand cars. Displaying more than 40,000
ads, the page is a virtual open market for cars.
Every day, over 3,000 new ads are tagged on the
second-hand section of the website, providing
easy and rapid access to buyers and sellers,
whether individual owners or car showrooms.
There are also special services available for car
showrooms.
arabam.com aims to give visitors access to
all the latest developments in the world of
automobiles as quickly as possible. The variety
of its advertising, the impressive number of its
registered individual and corporate members,
and the interactive campaigns and contests held
online have made www.arabam.com Turkey’s
biggest established automobile website.
Furthermore, as a result of an agreement
concluded with EurotaxGlass in 2009, the users
are only expected to know the model of the
vehicle they own at the stage of submitting an
ad. The system inserts all the other information
automatically, based on the model of the
automobile thus making the procedure easier
for the user.
The “arabam.com/ikinci el” (second-hand)
section, was launched in February 2001 and
soon became a center for buying and selling
As of December 2009, the number of member
showrooms concluding sales of second-hand
cars reached 2,500.
The SRS-Service Rendezvous System was
created for users who do not have a regular
mechanic for their cars. The system allows users
to determine the service needs of their cars in
the comfort of their own home. Then they can
set up an appointment with the mechanic. The
SRS section was launched in 2008, making life
easier for many Internet users who are looking
for easy access to a car maintenance shop
without having to physically scout around.
Since arabam.com is a platform frequented
not only by member showrooms and dealers,
but also by member advertisers, it provides
advertisers with different alternatives. These
are frequently changed to create optimum
revenues as well.
ARAKİBULAKİ.COM HAS MORE THAN 100,000
REGISTERED MEMBERS AND MORE THAN 750,000 ADS
ON ITS PAGES.
arakibulaki.com
Starting with a test launch at the end of
2007, the website arakibulaki.com was
subsequently redesigned and, by the end
of 2008, it had become a portal visited by
thousands of people daily, buying and selling
tens of thousands of products and services
in 22 categories from toys to mobile phones,
from antiques to state-of-the-art computers.
The site is now a reference online classified ad
trade center.
Bringing a new dimension to classified ad
websites using v02, arakibulaki.com functions
not only as a products listing site, but as an
interactive medium where users can share
their own experiences with a very wide
audience. The blogs on the home page of the
site are useful to visitors who want to find
more information about products, carry out
market research or share knowledge and
experience with other arakibulaki.com users.
arakibulaki.com has more than 100,000
registered members and more than 750,000
ads on its pages. The site is a meeting
platform for sellers, buyers of second-hand
or new items and bloggers who enjoy sharing
information.
OPERATIONS IN 2009
INTERNET
HANGİSİNEGİTSEK.COM, AIMS TO BECOME AN ONLINE
REFERENCE SOURCE FOR ALL KINDS OF ORGANIZATIONS
INCLUDING TRAVEL, ENTERTAINMENT, FOOD/DRINK AND
SOCIAL EVENTS.
hangisinegitsek.com
Milliyet’s vacation website was revamped
with completely new content and additional
sections in 2008 and launched under the
name hangisinegitsek.com. Based on a
concept of “lifestyle,” the site provides its
visitors with comprehensive information on
tourism, vacation spots, hotels, restaurants,
entertainment and travel with its motto,
“Wherever there is to go, whatever there is
to see.” The new version of the website is a
combination of the sites hangiotel.com
and hangirestoran.com and aims to become
an online reference source for travel,
entertainment, food/drink and all kinds of
social events. The website hangisinegitsek.com
encompasses every type of content that would
be of interest in organizing an entertainment
or vacation program. Visitors to the site can
also use the facility to make all of their hotel
and restaurant reservations (and, soon, their
vacation tour programs) from a single online
reservation point. Another feature that the
portal offers is the opportunity to share
experiences, either visually or in writing, with
other site visitors.
HANGİOTEL.COM STARTED TO WORK ON A CORPORATE
BASIS at THE END OF 2008, PROVIDING SMALL AND
MEDIUM-SIZE MEMBER BUSINESSES WITH FREE
OPPORTUNITIES IN THE ORGANIZATION OF THEIR
BUSINESS TRIPS.
hangiotel.com
The establishing objective of the website
hangiotel.com when it was launched in 2006
was to provide holidaymakers in Turkey with
a reliable and impartial online resource that
would bring together Internet users and
tourism facilities. hangiotel.com users may
list available facilities in the region of their
choice for the dates of their preference and
other relevant details and then have the
opportunity to read comments by other users
or the facility. The website also provides
access to online reservations.
hangiotel.com member facilities can forward
information directly to customers. The system
features updated photographs, videos, phone
numbers, web addresses, specifications,
promotions, lodging details and prices.
Facility administrators may continually
update information about their facilities via
the management screen provided to them.
They may also view the number of visits to
their sites or their daily or yearly activity on
their report screens, as well as carrying out
spot monitoring of the popularity of their
pages. Facilities that wish to be more visible
in the banner ads on the homepage, search
result pages and facility detail pages of the
site can do this easily online by themselves,
designating the date, province and districts
where they want the ad to appear.
hangiotel.com started to work on a corporate
basis at the end of 2008, providing small and
medium-size member businesses with free
opportunities in the organization of their
business trips.
The website now has 1,000 member facilities
registered in 68 different regions, and its
goal for the coming period is to increase the
volume of its online reservation business.
OPERATIONS IN 2009
INTERNET
HANGİRESTORAN.COM USERS ARE ABLE TO ACCESS
COMPREHENSIVELY DETAILED AND UPDATED
INFORMATION ON RESTAURANTS, INCLUDING
PHOTOGRAPHS AND VIDEO PRESENTATIONS, MENUS
AND PRICES.
hangirestoran.com
Aiming to connect online customers with
restaurants on a reliable platform for the
organization of every kind of food event,
hangirestoran.com currently has 650 member
restaurants all around Turkey registered on
the site as of the end of 2009. The website
lists catering companies as well.
hangirestoran.com users can access
comprehensively detailed and updated
information on restaurants, including
photographs and video presentations, menus
and prices. Restaurant managers may update
their information thanks to the management
screens provided to them. With its ambitious
and rich content, hangirestoran.com provides
visitors with recipes of the specialties of
well-known restaurants, interviews with
the managers of their favorite restaurants
and detailed information about the venues
themselves.
REALAGE.COM.TR ORGANIZES SPECIAL PRODUCTS
AND CAMPAIGNS TO ACT AS A BRIDGE BETWEEN ITS
DETAILED AND QUALIFIED DATA ON MEMBERSHIP
AND COMPANIES THAT WISH TO ADDRESS A QUALITY
TARGET AUDIENCE.
realage.com.tr
realage.com.tr has launched a Turkish
version of the website headed by the world
renowned Dr. Mehmet Öz. With the objective
of becoming Turkey’s largest and most
comprehensive medical health website, Real
Age started by identifying itself as “Your
Guide to a Healthy Life.” It features a detailed
300-item questionnaire for readers on their
general health, family health histories,
lifestyles and eating habits. The results of the
test determine the individual’s real age on the
basis of his/her lifestyle.
Besides information about the latest
advances in health and recommendations for
a healthy life, realage.com.tr also contains
a comprehensive health encyclopedia,
and provides information on local health
centers. The website has a daily average of
10,000 visitors and as of the end of 2009, its
registered an active membership of 1.2 million.
realage.com.tr organizes special products
and campaigns to act as a bridge between its
detailed and qualified data on membership
and companies that wish to address a quality
target audience. Because these special
projects are designed to meet the known
needs of site members, realage.com.tr figures
for hits, browsing and reading always surpass
estimates, with each visitor browsing an
average of 10 pages on each visit.
OPERATIONS IN 2009
INTERNET
BİZEBİZ.COM PROVIDES ITS MEMBERS WITH BREAKING NEWS FROM
DIFFERENT SECTORS AND THE LATEST DEVELOPMENTS IN TURKEY AND ALL
AROUND THE WORLD, FREE CONSULTANCY SERVICES FROM BİZEBİZ.COM
EXPERTS SPECIALIZED IN DIFFERENT AREAS, AND ALSO THE OPPORTUNITY
TO GIVE FREE BUSINESS AND TRAINING ADS.
bizebiz.com
A bizworld-oriented social network, bizebiz.
com was launched at the end of November
2009 and succeeded in creating a membership
portfolio of more than 30,000 distinguished
members within a very short time.
bizebiz.com’s main goal is to provide
a platform where its users will find the
opportunity to meet new people with whom
they can establish new cooperations and
business partnerships and, thus, broaden
their business circles.
bizebiz.com further provides its members with
breaking news from different sectors and the
latest developments in Turkey and all around
the world, free consultancy services from
bizebiz.com experts specialized in different
areas, and also the opportunity to place free
business and training ads. Business and
training suggestions based on the individual
profiles of members and special discounts and
campaigns provided by various institutions
only to the members of bizebiz.com can be
listed as other important functions of the site.
bizebiz.com, besides the facilities it offers
in business life, also serves as a personal
assistant in social life, informing its members
of social events, real estate, automobile and
vacation ads, based on the interests and
needs of each member.
The only business network with local capital
in Turkey, bizebiz.com aims to provide a
meeting platform for the Turkish business
world as a whole very soon.
RADİKAL KİTAP, RADİKAL İkİ, THE FREE EXPRESSION
PLATFORM WHERE EVERY VIEW IS DISCUSSED, THE COLORFUL
RADİKAL CUMARTESİ (SATURDAY) SUPPLEMENT, AND RADİKAL
TASARIM (DESIGN) SUPPLEMENT DISTRIBUTED ONCE every
MONTH CAN ALSO BE ACCESSED ON RADİKAL.COM.TR
RADİKAL
radikal.com.tr
Always expanding its efforts to reach more
and more readers, Radikal closely follows
technological and cultural developments. As a
result of its awareness of the growth in online
reporting, Radikal launched radikal.com.tr in
1997. Equipped with a new design and layout
and a stronger staff in 2008, the news portal
reports all developments in Turkey and the
world. Its coverage is on-the-spot, providing
impartial and in-depth information and
analysis, enriched by feature articles and a
full gallery of photos and videos. Turkey’s best
and most comprehensive book supplement,
Radikal Kitap, the free expression platform
where every view is discussed, Radikal 2,
the colorful Radikal Cumartesi (Saturday)
supplement, and the Radikal Tasarım (Design)
supplement, distributed once every month,
can also be accessed on radikal.com.tr.
With its news reports and columnists, its
exceptionally rich and unrivalled content
of readers’ commentaries, radikal.com.tr
receives 2.5 million individual visits every
month.
OPERATIONS IN 2009
INTERNET
PRIZE COMPETITIONS LIKE FANTASY FOOTBALL,
COACH AND MIXED TEAM OF THE WEEK PROVIDE
A MEETING POINT FOR TENS OF THOUSANDS OF USERS
IN FANATİK.COM.TR EVERY WEEK.
FANATİK
fanatik.com.tr
Launched as part of the Doğan On-Line
websites in May 2000, fanatik.com.tr has
been continuing its operations within the
Doğan Gazetecilik organization since 2008.
Closely monitoring the latest sports news in
Turkey and around the world, with special
pages devoted to major sports events,
fanatik.com.tr is an important resource for
users interested in various branches of sport.
One of the leading sports websites of Turkey,
with 760,000 registered active members
in 2009 and almost 10 million visitors each
month, fanatik.com.tr offers, in addition to
news content, many interactive games and
competitions requiring the active participation
of its users. Prize competitions like Fantasy
Football, Coach and Mixed Team of the
Week provide a meeting point for tens of
thousand users in fanatik.com.tr every week
and hundreds of thousands of participants in
surveys conducted by the Survey Center are
offered the chance to share their views with
visitors to the website.
With live game commentary in the “Games
Center,” all visitors share the excitement of
the games and the exclusive files and photo
galleries prepared by fanatik.com.tr editors
are viewed millions of times every day.
Providing daily webcast news to its visitors,
fanatik.com.tr, as well as its up-to-date
images, also serves as a sports archive, with
the historic videos it edits.
Operating under the motto “Sport does not
only mean football,” fanatik.com.tr continues
to be one of Turkey’s most prominent sports
media, empowered by the trust of its users.
WWW.GAZETEVATAN.COM, ACCORDING TO THE
INTERNET RATING INSTITUTION ALEXA.COM,
IS ONE OF TURKEY’S TOP THREE MOST VISITED
NEWS PORTALS TODAY.
VATAN
gazetevatan.com
“The Internet’s fastest rising news portal”
This description, which has accompanied the
newspaper logo on the site for some time,
is a dramatic statement of the unbelievable
distance that www. gazetevatan.com has
come in a very short time.
www.gazetevatan.com, according to the
Internet rating institution Alexa.com, is one of
Turkey’s top three most visited news portals
today.
Launched in October 2002, gazetevatan.com
exhibited a trend of rapid growth despite
entering the race six years behind its
competitors. The average daily individual
visitor count for the first six months after the
website’s establishment stood at 6,000; its
daily hit count was around 25,000. The site
was radically revamped in 2007. Its enriched
content, and distinguished and bold news
approach quickly made it an indispensable
news source for online readers.
In 2009, the website showed an amazing
performance by increasing its daily individual
visitor count from 770,000 to 1.7 million and
the number of hits from 5.2 million to 12.5
million. The daily individual visitor count for
2010 is expected to rise to 2.2 million, and the
daily hit count to 20 million.
This rapid and rising trend owes its emergence
to a bolder, more adventurous, faster
approach to the medium of the Internet, one
that is full of surprises and dependent upon a
more interactive platform. gazetevatan.com,
taking advantage of the new technologies
available and pursuing projects that broadens
its broadcasting perspective, closely monitors
the expectations and demands of online
visitors as well as advertisers.
OPERATIONS IN 2009
INTERNET
SEVERAL CATEGORIES, such as MİLLİYET’S WRITERS,
NEWS FROM TURKEY AND THE WORLD, ECONOMICS,
SPORTS, CINEMA, CULTURE, ARTS, HEALTH,
TECHNOLOGY AND ASTROLOGY, AS WELL AS VIDEOS
FEATURING THE HOTTEST NEWS, ARE AVAILABLE IN
MİLLİYET MOBILE SITES.
Milliyet Mobil
milliyet.com.tr wap, which has been online
for a long time, was renewed at the beginning
of 2009 and adapted to 3G technology, which
was launched in Turkey the same year. Special
applications of milliyet.com.tr mobile website
for iPhones hit the Appstores in 2009.
Via the mobile websites, users can access
frequently updated breaking news and the
most current issues from their mobile devices,
and, thus, have the opportunity to keep
abreast of the latest news wherever they
are. In 2009, 250,000 individual users visited
Milliyet mobile website each month and the
website had more than 3 million hits.
In Milliyet mobile websites, besides the last
minute news broadcasted in milliyet.com.tr,
the most popular news website of Turkey,
several categories, such as Milliyet’s writers,
news from Turkey and the world, economics,
sports, cinema, culture, arts, health,
technology and astrology as well as videos
featuring the hottest news, are available.
By bringing its qualified, fast and transparent
broadcasting approach to the mobile
medium, milliyet.com.tr closely monitors
the expectations and demands of its readers
and develops more applications based on
the changing conditions and new facilities
provided by the technology.
IN FANATİK.COM.TR MOBILE PAGES, TOGETHER
WITH THE HOTTEST SPORTS NEWS BROADCASTED
ON FANATİK.COM.TR, A RANGE OF CATEGORIES SUCH
AS FANATİK’S WRITERS, TURKCELL SUPER LEAGUE,
NEWS FROM THE FOUR BIGGEST FOOTBALL TEAMS
IN TURKEY, FOOTBALL NEWS FROM EUROPE, on
BASKETBALL AND VOLLEYBALL ARE ALSO AVAILABLE.
Fanatik Mobil
Turkey’s leading sports brand fanatik.com.tr,
responding to demand from its users,
launched its mobile website in 2009.
fanatik.com.tr Mobile, which provides an
iPhone application that can be downloaded
from Appstore, as well as mobile web, gives
sports lovers access to frequently updated
breaking sports news and the most up-todate contents from their mobile phones.
In fanatik.com.tr Mobile pages, together
with the hottest sports news broadcasted on
fanatik.com.tr, a range of categories such as
Fanatik’s writers, Turkcell Super League, news
from the four biggest football teams in Turkey,
football news from Europe, on basketball and
volleyball are also available. Fanatik Mobile,
which was launched in October, was visited by
approximately 200,000 different users every
month and the site has received more than 3
million hits since its opening.
Carrying its dynamic and fast broadcasting
approach to the mobile medium, fanatik.com.tr
shares the latest news in sports with its users.
OPERATIONS IN 2009
INTERNET
RADİKAL.COM.TR MOBILE, ONLINE WITH A SPECIAL
DESIGN THAT SUPPORTS THE UNIQUE BRAND
PERSONALITY OF RADİKAL, IS WELCOMED FOR
PROVIDING ACCESS TO THE SUPPLEMENTS OF RADİKAL
ON THE MOBILE MEDIUM.
Radikal Mobil
radikal.com.tr Mobile website has been
meticulously designed and developed in
order to follow up radikal.com.tr, not just
on a computer, but from anywhere and
everywhere. radikal.com.tr Mobile, which
provides an iPhone application that can be
downloaded from Appstore, besides mobile
web, gives its users access to frequently
updated radikal.com.tr breaking news and the
most up-to-date contents from their mobile
phones.
radikal.com.tr Mobile, online with a special
design that supports the unique brand
personality of Radikal, is welcomed for
providing access to the supplements of
Radikal on the mobile medium, responding to
the demands of its users.
In radikal.com.tr Mobile pages, together with
the hottest news broadcasted on radikal.com.tr,
a range of categories such as Radikal’s writers,
culture and arts, technology, cinema and the
contents of the supplements of Radikal -Radikal
İki, Radikal Kitap and Radikal Cumartesi- are
also available. Launched in December, Radikal
Mobile has been visited by approximately
20,000 individual users and the website has
received more than 200,000 hits.
Carrying its dynamic, culture-arts oriented
and dinstinctive broadcasting approach to the
mobile medium, radikal.com.tr shares the latest
developments from each and every field of life
with its readers.
CORPORATE SOCIAL
RESPONSIBILITY
THE NEWSPAPERS under DOĞAN GAZETECİLİK’s
roof PLAY AN IMPORTANT ROLE IN SOCIAL
DEVELOPMENT WITH THE SOCIAL RESPONSIBILITY
PROJECTS THEY ASSUME.
MİLLİYET
The mission to vocalize the problems of
Turkey nationwide
Since its debut in 1950, Milliyet Newspaper
has always acted with great responsibility
toward its social environment. Ever since
the “A Bridge for the Zap River” campaign,
initiated by former Editor-in-Chief, the late
Abdi İpekçi, Milliyet has made bringing the
problems of Turkey’s farthest regions onto the
country’s agenda its mission.
Some milestones in Milliyet’s history in the
realm of social responsibility projects include
the Çanakkale Monument Campaign, started in
1958, the Varto Earthquake Victims and Gediz
Earthquake Houses and Village Schools Relief
Campaigns. The Clean Society Campaign,
which left its mark on the year 1996, is also one
of the most influential campaigns that Milliyet
has run under the principle of “Reliability in the
Press,” a tenet it has upheld for 59 years.
With the Turkish Beauty Contest in 1966, the
Turkish Elementary Schools Quiz Contest,
which started the same year, the Turkish High
Schools Popular Western Music and Folk
Dancing contests in 1967 and many more,
Milliyet has carved out its name on Turkey’s
culture and art scene. In 1972, Milliyet launched
the Turkish Puzzle, Sportsperson of the Year
and Journalism Awards.
The problems and expectations of the
Turkish people are on the pages of Milliyet
From the beginning, Milliyet writers
have always acted professionally with an
awareness of their position as an integral
part of the society in which they live. As
early as 1958, Milliyet writers organized a
“Milliyet Caravan” to travel through all parts
of Anatolia. More recently, from 2001 to 2005,
Milliyet writers took the campaign dubbed
“The Milliyet Truck-Here We Come” to all
regions of Turkey, bringing the problems and
expectations of the regional inhabitants into
the pages of their columns.
“Daddy Send me to School” campaign:
The biggest step in the social
responsibility tradition
Initiated on April 23, 2005, the “Daddy Send
Me to School” campaign is the biggest and
latest step in Milliyet’s social responsibility
tradition. Within the scope of the campaign,
the structural problems regarding school
attendance of girls were assessed; several
activities were organized to increase social
awareness as well as to provide financial aid.
First conceptualized by Doğan Gazetecilik
Board Deputy Chairperson Hanzade Doğan
Boyner, this wide-ranging, effective campaign
firstly focused on determining the 15 provinces
of Turkey that needed emergency assistance.
In addition to the donation of TL 1 million
made by the pioneer of the campaign, Milliyet,
many other organizations supported the
campaign to provide dormitories, classrooms
and scholarships.
A nationwide education mobilization
The chief objective of the “Daddy Send
Me to School” campaign is to mobilize all
resources for the purpose of education and
achieve the school attendance of every girl in
Turkey. The campaign has been formulated
as a three-dimensional project that will focus
on activities geared to provide financial aid,
increase social awareness and overcome
structural problems.
During the last four years, Milliyet and other
organizations have undertaken the building of
29 dormitories. Scholarships were awarded to
approximately 7,156 girls and the construction
of 11 primary school buildings have been
completed.
CORPORATE SOCIAL
RESPONSIBILITY
Apart from these activities, seminars on “My
Child and I” were organized in five provinces
in cooperation with AÇEV, to enlighten 500
parents on the importance of education.
A two-day training program was also held
for the principals of Regional Elementary
Boarding Schools and Regional Elementary
Schools with Lodgings. Music courses were
provided for the boarding female students.
A multifaceted program of cooperation was
achieved with the universities. Within the
framework of Sabancı University’s Social
Sensitivity course, visits were made to
the Kars Centrum Vaksa Girls’ Dormitory
and Sarıkamış Milliyet Girls’ Dormitory.
Işık University, too, has added a Social
Responsibility course to its curriculum and
participated in various activities at the Mardin
Milliyet Girls’ Dormitory.
Almost 300,000 individual donors and
TL 32 million donations
In cooperation with the Turkish Family Health
and Planning Foundation, girls boarding
at the dormitories were offered seminars
in hygiene and health. Other supporting
education training programs were organized,
including a four-day course in Puberty
and Dormitory Management and a
five-day program in Communication Skills
and Dormitory Administration.
Milliyet has frequently published and
informed the public of exemplary efforts to
influence public opinion and increase social
consciousness. The appointment of women
administrators to girls’ dormitories and the
changes made in scholarship regulations
were some of the structural issues that were
the subject of Milliyet news coverage. As
the symbol of reliability in the press, Milliyet
MİLLİYET HAS DEVELOPED VARIOUS FUND-RAISING
PROJECTS FOR THE “DADDY SEND ME TO SCHOOL”
EDUCATION MOBILIZATION, WHICH WILL CELEBRATE
ITS FIFTH YEAR IN 2010.
succeeded in enlisting the great support of
readers whenever it called upon the country
to participate in a campaign. From children
sending in their allowance to Limak Holding,
which built a dormitory, from the Hacı Ömer
Sabancı Foundation, the governorships
and the Union of Chambers and Exchanges
in Turkey to Petrol Ofisi, which awarded
scholarships to female students, as well as
Türkiye Ekonomi Bankası, the Metro Group,
Garanti Bankası, Enka Foundation, Oriflame
and Siemens constituted the wide range of
individuals and organizations that gave their
wholehearted support to the “Daddy Send
Me to School” campaign. ÇYDD (Association
in Support of Contemporary Living) has
been one of Milliyet’s staunchest and most
effective partners in this campaign. Besides
ÇYDD, Türk Üniversiteli Kadınlar Derneği
(Association of University Graduate Women
of Turkey), Türkiye Aile Sağlığı ve Planlama
Vakfı (Turkish Family Health and Planning
Foundation), Anne Çocuk Eğitim Vakfı
(Mother & Child Education Foundation), as
well as the Ministry of National Education and
other civil administrations were also effective
contributors to the campaign.
The campaign set the stage for a large-scale
mobilization of resources in which TL 32
million was collected. The fact that
approximately 300,000 individuals made
personal donations demonstrates how close
the campaign cut through to the collective
conscience of the Turkish people.
Many girls were channeled to the school
Families who were keeping their daughters
out of school started sending them to school,
influenced by Milliyet’s news stories. The
added value generated by the campaign
was augmented by the efforts of school
administrators, who, after taking part in
the training sessions, visited the villages to
encourage the enrollment of girls at schools.
It is believed that the actual number of girls
channeled into the school this way is much
higher than the official figure.
Milliyet has developed various fund-raising
projects for the “Daddy Send Me to School”
education mobilization, which will celebrate
its fifth year in 2010. Furthermore, activities
like drawing, poetry and prose competitions
frequently organized among the “Daddy Send
Me to School” campaign students, education
workshops and the education of dormitory
administrators will continue.
One of the proudest acknowledgements of
Milliyet’s 59-year history
The success achieved by “Daddy Send Me
to School,” which has turned into a genuine
social movement, was made possible not only
because of the determination of Milliyet’s
administration but also through the resolute
efforts of the members of the newspaper
committee involved in the campaign. It is
one of the proudest acknowledgements of
Milliyet’s 59-year history to be able to say
that the success of the campaign lies in the
sensitivity and creativity of each Milliyet
employee and reader. The campaign has
become as integral a part of Milliyet’s identity
as the principle it upholds of “Reliability in the
Press.”
CORPORATE SOCIAL
RESPONSIBILITY
RADİKAL, WITH THE PROJECTS IT RUNS AND
SUPPORTS on CULTURE AND THE ARTS, HAS A PLACE
IN EVERY ARTS AND CULTURE-RELATED PLATFORM
WITH ITS READERS.
POSTA
SUPPORT FOR THE PHYSICALLY CHALLENGED
Posta places particular emphasis on the
problems of the physically challenged. The
newspaper’s sensitivity in this matter can be
seen in its news content and in the events
it organizes with an eye to increasing public
awareness. Reflecting its own awareness in
this matter in its news stories, Posta also
organized two wheel-chair campaigns that
led to the distribution of wheelchairs; 500 on
March 30, 1996 and 400 on November 1, 1999.
Since December 18, 2000, TESYEV (Support
and Education Foundation for the Physically
Challenged of Turkey) Founding President
Yavuz Kocaömer has been writing a column
called “Çengelli İğne” (Safety Pin) in the
monday edition of the newspaper. Safety
Pin is the only column in the Turkish press
that features the problems of the physically
challenged, reporting on their activities and
events, including sporting events.
RADİKAL
Since 1999, Radikal newspaper, a pioneer in
supporting events in culture and the arts,
has been a sponsors of the Istanbul Arts and
Culture Foundation (İKSV), one of Istanbul’s
vital cultural organizations, as well as
other culture and arts events. Sponsoring
jazz, music, theater and other festivals,
together with the Biennales organized by
the Foundation, Radikal organizes a contest
judged by the Radikal People’s Jury on
the occasion of the Istanbul Film Festival.
Presenting a Special Award at the end of this
event to the director of the most admired
movie, Radikal also offers one viewer the
opportunity to attend a film festival abroad.
Radikal Kitap took place at the 2008 TÜYAP Istanbul Book Fair, with a stand designed as a bookstore.
RADİKAL-EDAM COOPERATION
Radikal, in cooperation with EDAM (Economy
and Foreign Policy Platform), hosts regular
meetings with leading European journalists,
columnists and newspaper managers in
Istanbul. The first of these meetings was
organized in 2005.
The meeting, held between April 3-5, 2009
in Istanbul enjoyed the participation of
European journalists, EDAM experts and
representatives of the Turkish press. This last
gathering, as it had done in the past, reviewed
the important issues on the world agenda
from a European perspective; within this
framework, this year’s topic at the meeting
was “The Relationship between Turkey and
EU in 2009.”
TÜYAP BOOK FAIR RADİKAL STAND
Radikal Kitap (Book Supplement) enjoyed
taking its place at the 2009 TÜYAP Istanbul
Book Fair on a specially designed stand
featuring Radikal Kitap covers translated into
14 languages, which offered the opportunity
to distribute Radikal Kitap to booklovers at
the fair.
FAN-ETİK: FLYING THE BANNER OF FAIR PLAY IN
SPORTS
FANATİK
In its belief that sports is more than just
winning on the playing field, Fanatik has
been publishing a weekly Fan-etik (FanEthics) page since 1998. It is also the first
and only newspaper to publish a page, called
“No Problem,” appearing once a month,
which incorporates sports for the physically
challenged.
The newspaper will continue regularly to
set aside space for sports for the physically
challenged, an area that interests close
to 5 million Turkish people, and one that
has brought us a great deal of pride in
achievement in recent years.
Since its first day of publication, the Fan-etik
page has worked in close cooperation with
municipal authorities in terms of achieving a
social transformation. Thousands of children
were taught how to swim, through Fan-etik’s
campaign “Let Everyone Learn How to Swim.”
The bicycle and walking lanes along the Izmir
waterfront are models of municipal support
and have provided hundreds of thousands of
Izmir residents with the opportunity to take
advantage of outdoor sports activities. The
Fan-etik page was also the first to propose
the idea for the Universiade 2005, the biggest
sporting event organized in Turkey to date.
It was Cem Can, one of the writers for the
Fan-etik page, who gave the first briefing on
the project to Izmir’s unforgettable Mayor,
the late Ahmet Pritina, and his team.
Fan-etik is a pioneer in changing the
unethical aspects of fanaticism, directing
it more appropriately toward the spirit of
sportsmanship. It leads the sports world
in the adoption of antidoping methods.
The package of measures drawn up to save
stadiums from hooliganism was again first
introduced to Turkey by Fan-etik.
Receiving many awards in response to the
mission it has thus taken on during the 12
years of its existence, Fan-etik was the first
newspaper page in the world to receive the
Fair Play Promotion Grand Prize from the
International Olympic Committee (IOC).
Furthermore, writer Cem Can was awarded
the Fair Play Grand Prize by the Turkish
Olympic Committee (TMOK). Fan-etik was
selected “Best Sports Page of the Year” by
many of the country’s leading universities.
In keeping with the mission it has set
forth, Fan-etik is determined to continue to
contribute to the efforts to make fair play a
widely accepted tenet of sports.
CORPORATE GOVERNANCE PRINCIPLES COMPLIANCE REPORT
Statement of Compliance with Corporate Governance Principles
The Company engages in the work required to ensure compliance with the Capital Markets Board
Corporate Governance Principles (Principles), as set forth by the Capital Markets Board (CMB). In
this respect, at the Extraordinary General Meeting held on October 27, 2009, Articles 4, 7, 9, 10, 14,
15, 22, 23, 24, 25, 27, 29, 30, 31, 32 and Interim Article 1 of our Company’s Articles of Association were
amended.
With regards to the financial year, which ended on December 31, 2009, the principles with which full
compliance has not been achieved have been reported in detail in Sections I/2.1.1, I/3.1.2 and IV/18.1
of the Report. There is no expectation, however, that non-compliance as above defined will lead to
any significant conflict of interest.
Mehmet Alİ Yalçındağ
Vice CHAIRPERSON
Soner Gedİk
Board Member
SECTION I-SHAREHOLDERS
2. Shareholders Relations Department
2.1. Matters related to the exercise of shareholder rights are conducted in compliance with the relevant
legislation, the Articles of Association and other regulations and all necessary measures are taken to
ensure that these rights are duly exercised.
2.1.1. Efforts continue at the Company to establish a Shareholders Relations Department. Shareholder
relations are carried out by the Financial Affairs Group Presidency.
Efforts are paid to use the electronic communication means and our website in performing the necessary
operations with regards to the shareholders.
Financial Affairs Manager of our Company, H. Avni Süleymanoğlu and Financial Control Manager M.
Önder Akşit are entrusted with this duty.
[email protected] Tel: 0212 505 63 24
2.1.2. Of the shares representing Company Capital, 22% are owned by Deutsche Bank AG and 41.39% are
traded on the Istanbul Stock Exchange.
2.1.3. No written/verbal complaint was received by the Company in 2009 concerning the exercise of
shareholder rights and to the best of the Company’s knowledge, there has been no official investigation
conducted on the Company.
2.1.4. Close to the entirety of Company shares have been registered in the Central Registration System
(MKS). Applications of MKS are monitored within the Company.
3. Exercise of Shareholders’ Rights to be Informed
3.1. No discrimination is made between shareholders in the context of their exercising their rights to
obtain and examine information.
3.1.1. All information and documents required for the proper exercise of shareholder rights are offered for
the use of shareholders on the Company website on an equal access basis.
3.1.2. The appointment of a special auditor has not as yet been stipulated as an individual right in
the Articles of Association. This right may be incorporated into the Articles of Association, however,
depending upon future developments.
4. Information on General Meetings of Shareholders
4.1. An Ordinary General Meeting of Shareholders and an Extraordinary General Meeting were held
during the year 2009.
The list of attendees for the Ordinary General Meeting of Shareholders held on August 19, 2009 is as
below:
Shareholder’s First, Last Name/
Title Amount of Capital(TL)
Aydın Doğan
Arzuhan Yalçındağ
Hanzade V. Doğan Boyner
Y.Begümhan Doğan Faralyalı
Ishares MSCI Turkey Inv.
IBM Savings Plan
TOTAL
Number of
Shares
60,993,705
188,271
65,044
65,044
65,044
186,543
105,555
61,669,206
Group Representation
60,993,705
In person
188,271
By proxy
65,044
By proxy
65,044
By proxy
65,044
By proxy
186,543
In person
105,555
In person
61,669,206
Signature
The list of attendees for the Extraordinary General Meeting held on October 27, 2009 is as follows:
Shareholder’s First, Last Name/
Title Amount of Capital (TL)
Number of
Shares
Group Representation
60,993,705
60,993,705
In person
Aydın Doğan
188,271
188,271
By proxy
Işıl Doğan
97,565
97,565
By proxy
Arzuhan Yalçındağ
65,044
65,044
By proxy
65,044
65,044
By proxy
Vuslat Doğan Sabancı
65,044
65,044
By proxy
Y.Begümhan Doğan
Faralyalı65,044
65,044
By proxy
Ishares MSCI Turkey İnv
337,553
337,553
In person
IBM Savings Plan
105,555
105,555
In person
Signature
TOTAL
61,982,825
61,982,825
4.1.1. The invitation to the General Meeting of Shareholders and the meeting agenda is announced to the
public by publication in two nationwide newspapers and on www.milliyet.com.tr twenty-one days before
the meeting, as set out by the Turkish Commercial Code and Capital Market Legislation. In accordance
with the legislation of the Company, the announcements are also made via electronic medium on the
corporate website of the Company.
4.1.2. The Company has no registered shares.
4.1.3. There have been no suggestions or questions either expressed by shareholders and/or recorded in
the minutes of the General Meetings in 2009.
4.1.4. The General Meeting exercises the authority vested to it by the Turkish Commercial Code, Capital
Market Law and the applicable legislation and performs its duties accordingly.
4.2. General Meetings are organized in such a way as to provide optimal shareholder participation.
4.2.1. General Meetings are held in a manner that is not conducive to inequality between shareholders,
and at minimum cost and complexity for shareholders.
4.2.2. The venue for General Meetings is conducive to the participation of all shareholders.
4.3. At General Meetings, topics on the agenda are stated in an impartial and detailed, clear and
intelligible manner and an environment is created where shareholders can state their views under equal
terms; shareholders are given the opportunity to ask questions and pursue a healthy discussion.
4.4. Each Company share comprises one voting right.
4.5. The Company has no regulations concerning postponing a right to vote for a given period after the
acquisition of a share.
4.6. The Company Articles of Association does not have an article that prevents a non-shareholder from
voting by proxy.
4.7. No cross shareholdings exist in the Company’s capital structure.
5. Voting Rights and Minority Rights
5.1. The Company avoids applications that make exercising voting rights difficult and provides each
shareholder with the opportunity to exercise the right to vote in the most appropriate and convenient
manner.
5.2. The Company has no preferred stocks or groups of shares.
6. Dividend Distribution Policy and Timing of Distribution
6.1. The Company’s dividend distribution policy has been set forth within the framework of Capital
Markets Legislation and the Articles of Association.
6.2. Since a loss for the period in the amount of TL 753,288 occurred in the Company’s consolidated
financial statement for the accounting period January 1, 2008 - December 31, 2008, which was drawn up
in accordance with International Reporting Standards (IFRS), in accordance with the related legislation
and decisions of the Capital Market Board (CMB), no profit distribution was made in 2009. It was decided
that the profit for the period in the amount of TL 11,691,863, which occurred in our statements kept in
accordance with the Turkish Commercial Code and V.U.S. should be set aside as reserve.
6.3. Should a decision be taken to distribute dividends, such dividend distribution shall be performed
within the time foreseen by dividend distribution legislation and as soon as possible after the General
Meeting.
6.4. According to the Articles of Association, the Board of Directors may distribute dividends in advance,
provided it is authorized to do so by the General Meeting of Shareholders and there is compliance with
Article 15 of the Capital Markets Law and other Capital Markets Board regulations relating to this matter.
The authority granted by the General Meeting to the Board of Directors to distribute dividends in advance
is restricted to the year in which the authority is granted. No decision can be taken for an additional
dividend advance and/or dividend distribution until the dividend advances paid out in the previous year
have been offset.
6.5. The Company’s dividend distribution policy is announced to the public in the Annual Report.
6.6. The Company’s Dividend Distribution policy was revised in keeping with the CMB decision of January
27, 2006, submitted to the General Meeting of Shareholders and announced to the public.
Accordingly,
1- In principle, at least 50% of “net distributable period profit” calculated on the basis of financial statements
prepared in accordance with capital markets legislation and International Financial Reporting Standards
(IFRS) is to be distributed.
2- Should it be desired that 50-100% of the calculated net distributable period profit be distributed and in any
case, in the determining of dividend distribution rates, the Company’s financial structure and budget shall be
taken into consideration.
3- The proposal for dividend distribution shall be disclosed to the public within the legally required timeframe and
in accordance with the Capital Market Legislation and CMB Regulations and Decisions.
4- If the net distributable period profit calculated on the basis of the Company’s stand-alone financial statement,
which has been prepared within the scope of the Turkish Commercial Code and Tax Laws,
a. is less than the amount calculated according to Article 1 the net distributable profit calculated according to
the financial statement prepared within the scope of this Article (Art.4) will be taken into consideration and
fully distributed.
b. is higher, the second paragraph shall apply.
5- Should there be no net distributable period profit on the stand-alone financial statements drawn up within
the scope of the Turkish Commercial Code and Tax Laws, dividends shall not be distributed even though “net
distributable period profit” has been calculated on the basis of Capital Markets legislation and in keeping with
International Accounting and Reporting Standards.
6- Dividend distribution may not be made should the calculated net distributable period profit remain below 5%
of issued capital.
7- Value-adding investments that require a significant output of Company funds, issues that would affect the
Company’s financial structure, market conditions, uncertainties in the economy and adverse events are factors
that are taken into consideration before a decision is made on dividend distribution.
7. Transfer of Shares
7.1. The Company Articles of Association does not contain any provisions that complicate the free
transfer of shares.
SECTION II-PUBLIC DISCLOSURE AND TRANSPARENCY
8. Company Disclosure Policy
8.1. Company disclosure policy is publicly announced on our Company’s corporate website.
8.2. Technical help is obtained from DYH in the public disclosure process and in responding to the questions
of investors. In responding to questions, care is taken to give equal opportunity to all stakeholders.
8.3. The financial statements and accompanying footnotes for 2009 have been prepared on a
consolidated basis and in keeping with International Financial Reporting Standards (IFRS); they have
been audited by independent auditors and announced to the public in accordance with International
Auditing Standards (IAS).
9. Material Disclosures
9.1. Public announcements comply with capital markets legislation, CMB regulations and CMB Principles.
In 2009, 19 material disclosures were made.
Disclosures made to the public are also published on the Company website.
With regards to the material announcements made to the public in 2009, a request for additional
disclosure was made by CMB to our Company.
Based on the contents of the Decision adopted by CMB on August 20, 2009 with no. 26/737, “Executive
Summary” and “Comparison of Assessment Results” sections of the Kemer Yayıncılık ve Gazetecilik A.Ş.
Assessment Report dated May 22, 2008 were published on our website as in the said Report.
CMB issued an administrative monetary fine in the amount of TL 30,000 against our Company on the
basis that the aforementioned announcement made in 2009 was not made on time. Our Company raised
the necessary objections against the administrative monetary fine issued by CMB against our Company.
9.2. Since the Company has no capital market instruments traded on foreign stock exchanges, it has no
obligation to make an additional disclosure to the public.
10. Company Website and its Contents
10.1. The Company’s website address is: www.kurumsal.milliyet.com.tr. The website includes
information and explanations on Corporate Governance, the Corporate Profile, Investor Relations,
Company Publications and Social Activities. The website is actively used.
11. Public Disclosure of Real Person Ultimate Controlling
Shareholder(s)
11.1. Changes in the shareholding structure and/or administrative control of the Company are disclosed
to the public in accordance with Capital Markets Legislation and CMB regulations.
11.2. The Company’s Real Person Ultimate Controlling Shareholder(s) have been listed in the table
below, free of indirect ownership relations;
Name of Shareholder
Doğan Family
Aydın Doğan Foundation
Publicly Traded Shares
Total
Amount of Share (TL)
%
27,129,759
25.84
483,148
0.46
77,387,093
73.70
105,000,000
100.00
11.3. To the Company’s knowledge, shareholders did not make any voting agreements in 2009 for the
purpose of achieving control of Company management.
12. Public Disclosure of Persons Privy to Insider Trading
Information
12.1. All necessary measures are taken to prevent insider trading. The names and titles of the persons
who may be privy to information of the nature of a commercial secret have been listed below;
Aydın Doğan
Mehmet Ali Yalçındağ
Soner Gedik
Barbaros Hayrettin Çağa
Zafer Mutlu
Hakkı Alp Bayülken
Faik Servet Topaloğlu
Tayfun Devecioğlu
Chairperson
Deputy Chairperson
Vice Chairperson
Board Member/Audit Committee Member
Board Member/Audit Committee Member
Board Member
Board Member (Independent)
Chief Executive Officer
Board Member/Executive Committee Member
Erem Turgut Yücel
Erdem Seçkin
Bilen Böke
Asil Alptekin
Murat Doğu
D. Ali Yılmaz
Mehmet Yörük
Hakan Genç
Kemal Sertkaya
Alpay Güler Auditor/Doğan Yayın Holding/Coordinator
Auditor
Chief Financial Officer/Executive Committee Member
Director of Financial Affairs
Doğan Yayın Holding/Coordinator
Doğan Yayın Holding/ Coordinator
Aykut Yükseltürk
Handan Karakuş
Doğan Yayın Holding/Financial Control Expert
Doğan Yayın Holding/Information Technologies Manager
Hüseyin Avni Süleymanoğlu
M.Önder Akşit
Niyazi Alkaya
Semra Mandal
Niyazi Hancı
Financial Affairs Manager
Financial Control Manager
Financing Manager
Budget and Financial Reporting Manager
Accounting Manager
Other than those mentioned hereinabove, though their names are not explicitly inserted here;
- Employees of Independent Auditing Companies,
- Certified Public Accountants providing services to our Company,
- Those taking an active part in the financial control, accounting and auditing procedures
are also regarded as persons privy to insider trading information.
SECTION III-STAKEHOLDERS
To ensure the consistent and effective management of relationships with shareholders and investors, the
capital market activities and corporate governance applications of the public companies within the Doğan
Media Group (DMG), of which the Company is a part, are coordinated by DYH. Because of the Company’s
operations in the media sector and the importance of advertising revenue in its total revenue, advertisers
are another significant stakeholder group.
13. Announcements to Stakeholders
13.1. Readers report their complaints and requests to the Company’s Call Center. The complaints and
requests reaching the call center are reported to the appropriate promotion, distribution, editorial and
other departments and an effort is made to answer all complaints. In addition, a reply is given also to
requests and complaints sent in by post or e-mail. The newspaper’s “Readers’ Representation” column
also publishes letters from readers. Regular meetings with advertisers are held at Company headquarters
or at external venues, to hear their demands and reach mutual solutions.
Any information received from the above-listed stakeholders is evaluated at the regular Board of Directors
meetings and solution proposals and policies are developed on a continuous basis.
14. Human Resources Policy
14.1. The Company’s human resources policy has been set down in writing. The framework of this policy
foresees the employment of persons with superior skills and knowledge, who can easily adapt to the
corporate culture, who have a well-developed sense of business ethics, who are honest, consistent, open
to change and development and who can integrate the future of the organization with their own.
14.2. The principle of equal opportunity for persons with equal qualifications is the foundation of the
recruitment and career planning aspects of the Company’s human resources policy.
14.2.1. Criteria for personnel recruitment are defined in writing and these criteria are adhered to in
practice.
14.2.2. Employees are treated equally in training and promotion; they are ensured participation in training
programs designed to increase their knowledge, skills and experience.
Decisions taken about employees and/or developments that concern employees are shared over an
electronic medium by means of the “Intranet” which was established to increase communication among
employees.
The Company’s working environment has been designed to ensure the utmost security and productivity.
No discrimination is practiced against any employee and all employees are treated equally. The
management and/or Board Committees of the Company have not received any complaints in this regard.
15. Relations with Customers and Suppliers
The Company publishes the newspapers Milliyet, Posta, Radikal, Fanatik and Vatan, as well as their
supplements. The Milliyet, Radikal, Fanatik and Vatan websites are also part of the Company.
Our most important raw material is paper. The Company’s paper suppliers are the Group companies
Doğan Dış Ticaret ve Mümessillik A.Ş. and Işıl İthalat İhracat Mümessillik A.Ş.
The newspapers and supplements are printed at Doğan Printing Centers in Istanbul, Ankara, Izmir,
Adana, Antalya and Trabzon belonging to the DMG company Hürriyet Gazetecilik ve Matbaacılık A.Ş.
Magazines are printed at the facilities of the Group Company Doğan Ofset A.Ş.
Nationwide distribution is handled by Doğan Dağıtım A.Ş.
A major portion of revenues are composed of income from advertising. Every effort is made to guarantee
advertiser satisfaction.
Reparation is made for advertisements that for any reason have not been published in accordance with
the customer’s wishes.
16. Social Responsibility
The work that has been undertaken in the pursuit of social responsibility projects has been described in
the relevant sections of the Annual Report.
SECTION IV-BOARD OF DIRECTORS
17. The Structure of the Board of Directors, its Formation and
Independent Members
17.1. The rules related to the formation and election of the Board of Directors has been set down in the
Articles of Association. Accordingly,
17.1.1. The Company is managed and represented by a Board of Directors comprising at least 3 and at most
15 members who have been elected from among shareholders at the General Meeting.
17.1.2. In 2009, one independent member has taken their place in the Board of Directors, fulfilling the
criteria outlined in the principles of the Capital Markets Board.
17.2. The names and positions of the Members of the Board of Directors, as defined by the Articles of
Association, are listed below:
First, Last Name
Position in Board of Directors
Executive/ Non-executive
Aydın Doğan
Chairperson of the Board
Non-executive
Deputy Chairperson
Non-executive
Mehmet Ali Yalçındağ
Vice Chairperson
Non-executive
Soner Gedik
Board Member
Non-executive
Barbaros Hayrettin Çağa
Board Member
Non-executive
Sedat Ergin*
Board Member
Executive
Zafer Mutlu
Board Member
Non-executive
Hakkı Alp Bayülken
Board Member
Non-executive (Independent)
* Sedat Ergin resigned from Board Membership on March 10, 2010 and Tayfun Devecioğlu was appointed in his stead.
17.2.1. The Chairperson of the Board and the Chief Executive Officer are not the same person.
17.2.2. More than half of the Board is non-executive.
17.2.3. The Company does not impose any rules and/or restrictions concerning additional duties that its
Board Members may assume outside of the Company.
18. Qualifications of the Board Members
18.1. The Board of Directors is structured to ensure maximum efficiency and effectiveness. Compliance
with the stipulations of the Principles is ensured in this matter. A new arrangement in this regard was
made in our Articles of Association with amendments in 14 articles.
18.2. The brief personal histories of Company Board Members can be found in the Annual Report and on
the website (www.kurumsal.milliyet.com.tr).
19. Mission, Vision and Strategic Goals of the Company
19.1. Company Mission: The newspapers included in Doğan Gazetecilik A.Ş. unerringly adhere to the
universal rules of journalism by incorporating their basic values into their products. With this approach,
the newspapers play a role in societal progress and constitute the most reputable newspapers in their
respective domains.
19.2. Vision: To be a reference newspaper group that is dedicated to the principles of the Doğan
Gazetecilik Handbook and to professional tenets, one that is reliable, progressive, brave and effective. To
deploy all of these values across its brands to become the highest-circulating newspaper group.
19.3. Strategy: To provide customer-oriented service, develop reader-oriented special products, produce
contents with traditional brands, closely monitor technological advances and increase the range of
distribution channels using creative methods.
The Board of Directors and Company management constantly review the status of the Company in the
light of strategic goals. The Company’s position is assessed at periodic and frequent board meetings and
new goals and strategies are developed.
20. Risk Management and Internal Control Mechanisms
Financial risk management is monitored under the authority and responsibility of the Executive
Committee and Financial Affairs Group Presidency. Whenever it deems it necessary, the Audit Committee
informs Company management about problems in risk management and internal control mechanisms.
The Company’s financial and operational internal control risks are separately determined and reported by
DYH.
21. Powers and Duties of Board Members and Executives
The General Meeting of Shareholders may change Board Members at any time it is deemed necessary.
The Members of the Board of Directors are elected to the Board for a maximum of three years. Unless the
decision of the General Meeting of Shareholders specifically states the term of office, the election shall be
assumed to have been conducted for one year.
The Board of Directors is required to fulfill all the duties defined in the Turkish Commercial Code, Capital
Market Law and in the Articles of Association. All business and procedures that do not necessitate
a resolution by the General Meeting according to the law or to the provisions of these Articles of
Association are to be undertaken by the Board of Directors.
Among the duties entrusted with the Board of Directors are;
- determining the Company’s mission and vision and announcing the same to the public,
- continuously and with a participatory spirit scrutinizing the degree of attaining the Company’s goals,
activities and its previous performance,
- among the activities defined to be performed in the goals article of the Articles of Association,
specifying those to be performed and defining their timing and conditions,
- establishing a risk management and an internal control mechanism to minimize the effects of the risks
that the Company may encounter and taking the necessary precautions for healthy operation of these,
- monitoring the compliance of the activities of the Company with the legislation, Articles of Association,
and internal regulations,
- determining the approach of the Company with regards to the shareholders and public relations, taking
the initiative in the settlement of any and all disputes that may arise between the Company and the
shareholders,
- specifying and approving the annual business program, budget and personnel, examining and deciding
on any changes that may be deemed necessary in them,
- assuming the duties of drawing up the balance sheet and the income statement, financial statements
and annual report in accordance with the applicable legislation and the international standards,
including the Capital Market Board Corporate Governance Principles, issuance of them accurately and
correctly and presentation of the same to the relevant authorities,
- controlling the expenses exceeding 10% of the total amount of the assets as per the latest balance
sheet of the Company,
- determining the disclosure policy of the Company,
- taking the necessary precautions to adapt the structure of the Company to the current situations,
arranging on-the-job training and career planning for the executives and other employees, specifying
the standards to be used in assessing and awarding the activities,
- determining the code of ethics for the Company and its employees,
- ensuring that the General Meetings are held in compliance with the law and Articles of Association,
- monitoring compliance with the General Meeting decisions,
- specifying the executive and consultancy boards to be established within the Company and assigning
their members.
The Board of Directors, during fulfilling the duties and responsibilities entrusted with it, may delegate
some of the said duties and responsibilities to the committees of the Company by clearly indicating their
functions but by no means dismissing its own responsibility.
22. Activities of the Board of Directors
22.1. Board Members are provided timely access to any information they might need to fully meet their
obligations.
22.2. The Board of Directors issues a separate decision for the approval of financial statements and
footnotes, the independent auditing report and the annual report.
22.3. In 2009, 42 Board Meetings were held and the decisions taken at these meetings were resolved by
unanimous vote of the members present; no dissenting votes were cast.
22.4. Board meetings are effectively and productively planned and conducted. As the Articles of
Association stipulate:
22.4.1. The Board of Directors meets not less than once in a month, and whenever Company business
requires.
22.4.2. As a rule, the Board of Directors convenes at the invitation of the Chairperson or Deputy
Chairperson. The Board must be invited to convene as well in the event of the request of at least three of
the members. In addition, any of the Auditors may determine the agenda of the Board of Directors and
call a meeting.
22.4.3. Invitations to the meetings contain the agenda; these are sent at least seven days before the day
of the meeting and obligatorily include every kind of document or information pertinent to the matters
listed in the agenda.
22.4.4. As a rule, the Board of Directors holds its meetings at Company headquarters. However, the
meeting may also be held at any other location in the central city or in a different city, based on the
decision of the Board of Directors.
It is essential that the Members of the Board of Directors attend to the Board of Directors meetings in
person; attendance may take place via all kinds of technological methods providing remote access to the
meetings. If a member cannot attend a meeting but notifies the Board of its opinions on a certain issue in
writing, these opinions of the member are shared with the other members of the Board.
22.4.5. The discussions and decisions of the Board of Directors must be recorded in the minutes of the
meeting in a special journal and signed by the attendees of the meeting. Members casting dissenting
votes must also sign the minutes, specifying the grounds for their dissension.
22.4.6. The Board of Directors shall meet with one more than half the number of members and decisions
shall be taken by majority vote. All Board Members have one right of vote regardless of their position or
duties.
22.5. Board Members have no weighted vote and/or veto rights.
22.6. Duties and Responsibilities of the Executive Committee formed by the Board of Directors:
- To define the goals and policies of and guide the Company.
- To create the best organizational structure that will allow the effective execution of Company activities
and the realization of foreseen goals.
- To establish new products, services and markets in keeping with formulated goals and policies.
- To evaluate activities in terms of quality and productivity and to ensure compliance with defined goals
and policies.
- To ensure that operations are executed by sufficiently qualified employees.
- To take care and provide incentive to employees to ensure career development.
- To determine the goals and strategic targets and policies that are necessary to ensure the productive,
effective and adequate use of resources in order to maintain Company continuity and to see to it that
each unit in the organization works accordingly.
- To audit all Company activities according to performance criteria and to make amendments and changes
if required.
Members of the Executive
Committee
Position
Servet Topaloğlu*
CEO
Sedat Ergin*
Member-Editor-in-Chief of Milliyet
Bilen Böke
Member-Chief Financial Officer
Victoria Habif
Member-Chief Advertising Officer
Münir Cankurtaran
Member-Chief Operations Officer
Tijen Mergen
Member-Marketing, Chief Marketing Officer
Rıfat Ababay
Member-Editor-in-Chief of Posta
İsmet Berkan
Member-Editor-in-Chief of Radikal
Necil Ülgen
Member-Editor-in-Chief of Fanatik
Neslihan Tokcan
Member-Posta Chief Advertising Officer
* Servet Topaloğlu was assigned on February 1, 2010.
* Sedat Ergin resigned from his duty of Editor-in-Chief of Milliyet on October 2009, Tayfun Devecioğlu was assigned in his stead.
23. Conducting Business with the Company and the Prohibition on
Competition
At the Ordinary General Meeting of Shareholders held in 2009, the General Meeting gave Members of the
Board of Directors authority to engage in business and compete with the Company.
On the other hand, none of the Board Members and executives nor any of the controlling shareholders or
persons with privileged access to information engaged in any kind of business on their own behalf in 2009
in fields of activity that would fall within the Company’s scope of operations.
24. Code of Ethics
The Handbook of Milliyet newspaper and the Fundamental Philosophies of Milliyet, Posta, Radikal and
Fanatik newspapers are published on the website (kurumsal.milliyet.com.tr).
The Company complies with the Publication and Broadcasting Principles defined by DYH and disclosed to
the public. In addition to these principles, a Code of Conduct applicable to all DMG employees has been
drawn up and announced to the public. These texts are available on the DYH website.
25. The Number, Structure and Independence of Board Committees Formed
by the Board of Directors
An Audit Committee composed of two persons has been formed from among the Members of the Company’s Board
of Directors.
The Audit Committee is established and operates in accordance with the Capital Market Law, Capital Market Board
regulations and other applicable legislation provisions.
The Audit Committee, besides taking all of the necessary precautions to ensure that all kinds of internal and
independent auditing operations are fulfilled adequately and in a transparent manner, is especially responsible for
performance of the duties listed herein below:
a- It monitors the accounting system of the Company, disclosure of the financial information to the public,
operation and efficiency of the independent and internal auditing mechanism of the Company,
b- It monitors the choice of the independent auditing company, preparation of the independent auditing contracts,
initiation of the independent auditing process and operations of the independent auditing company in every stage,
c- It specifies the independent auditing company that will serve the Company and the services to be provided by
these companies and presents the same to the approval of the Board of Directors,
d- It determines the methods and criteria to be applied to examination and finalization of the complaints made to
the Company with regards to the accounting and internal control system and independent auditing process, and
to assessment of the notifications of the Company’s employees with regards to the accounting and independent
auditing systems in accordance with the principle of confidentiality,
e- It informs the Board of Directors in writing whether or not the annual and interim financial statements of the
Company to be publicly announced are in compliance with the accounting principles that the Company follows up
and on the accuracy and adequacy of the same by receiving the opinions of the related executives and independent
auditors of the Company, together with its own assessments,
f- It may resort to expert opinions whenever it deems necessary with regards to its activities. The cost of the
expertise will be paid by the Company.
The Audit Committee will meet quarterly; not less than once in every three months and the results of the meeting
will be recorded in minutes and be presented to the Board of Directors. The committee in charge of auditing will
immediately notify the Board of Directors in writing of its findings and suggestions that fall within its area of
responsibility.
Duties and responsibilities of the Audit Committee will not release the Board of Directors from its own responsibility
arising from the Turkish Commercial Code.
The CEO and the Executive of the Company in charge of Financial Affairs cannot take part in the Audit Committee.
The Audit Committee, if it deems necessary, may notify certain issues to the General Meeting of the Company.
25.1.1. Information on the Committee members can be found below:
Persons who took part in this Committee in 2009 are
Name and Surname
Title
Description
Soner Gedik
Member
Board of Directors Member/Non-executive
Barbaros H. Çağa
Member
Board of Directors Member/Non-executive
25.2.2. Members of the Audit Committee are not independent Board members. However, as they do not hold
executive duties, this does not violate Capital Market legislation.
26. Remuneration of the Board of Directors
26.1. According to the Company Articles of Association, the Chairperson of the Board, the Vice-Chairperson and
Members shall be remunerated according to the fee determined at the General Meeting of Shareholders. This fee
is determined after consideration of the fee paid the Chief Executive Officer and of the time spent by individuals at,
before and after the meetings and during the performance of their duties.
At the Ordinary General Meeting of Shareholders held on August 19, 2009, it was unanimously decided that
the Chairperson of the Board would be paid a monthly net fee of TL 7,500, the Vice-Chairperson and Assistant
Chairperson each TL 6,000 and each of the Board Members TL 5,000.
2009 DIVIDEND DISTRIBUTION PROPOSAL
Issued Capital
Total Legal Reserves (According to Legal Records)
Total Legal Reserves (According to Legal Records) Information
about Preferred Stock, if any, as per Articles of Association
105,000,000
1,279,827
Period Profit/ Loss (-)
Tax Income from Ongoing Operations (+)
Net Period Profit/ Loss (-)
Loss from Previous Years (-)
First Series Legal Reserves (-)
NET DISTRIBUTABLE PERIOD PROFIT
Donations Made during the Year (+)
Period Profit including Donations from which Series 1
Dividends will be Calculated
Net Distributable Period Profit
First Dividend to Shareholders
Cash
Bonus Shares
Total
Dividends Distributed to Shareholders with Preference Shares
Dividends to Board Members, Employees, etc.
Dividends Distributed to Shareholders with Redeemed Shares
Second Dividend to Shareholders
Second Series Legal Reserves
Statutory Reserves
Special Reserves
Extraordinary Reserves
Other Resources Deemed to be Distributed
Profit for Previous Years
Extraordinary Reserves
Other Distributable Reserves Permitted by Law and
Articles of Association
none
CMB (IFRS)
(16,548,745)
293,401
(16,255,344)
(12,297,302)
(339,478)
0
434,208
Legal Records
8,925,926
2,136,359
6,789,567
0
(339,478)
6,450,089
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
6,450,089
0
0
0
0
0
DIVIDEND INFORMATION PER SHARE
Dividend
Corresponding
to One Share of
a Nominal Value
of (TL)
Group
Total Dividend
Amount (TL)
Amount (TL)
Ratio (%)
Gross
-
0
0.000
0.00
Net
-
0
0.000
0.00
0
0.00
0
0.00
Ratio of Dividends Distributed to Net Distributable Period Profit including
Donations
Amount of Dividends Distributed to
Shareholders (TL)
Ratio of Dividends Distributed to
Shareholders to Net Distributable Period
Profit including Donations (%)
DIVIDEND DISTRIBUTION POLICY
The Company makes its dividend distribution decisions on the basis of the Turkish Commercial Code,
Capital Markets legislation, Capital Markets Board (CMB) Regulations and Decisions, Tax Laws,
other legal provisions and the provisions of the Articles of Association.
Accordingly,
1. In principle, at least 50% of the “net distributable period profit” calculated on the basis of
financial statements prepared in accordance with capital markets legislation and International
Financial Reporting Standards (IFRS) is to be distributed.
2. Should it be desired that 50-100% of the calculated net distributable period profit be distributed,
in the determining of dividend distribution rates, the Company’s financial structure and budget
shall be taken into consideration.
3. The proposal for dividend distribution shall be disclosed to the public within the legally required
timeframe in accordance with the Capital Market Legislation and CMB Regulations and
Decisions.
4. If the “net distributable period profit” calculated according to the financial tables prepared
according to the Turkish Commercial Code and Tax Laws is:
a. less than the amount calculated according to paragraph 1, then the net distributable period
profit calculated according to the financial tables prepared according to paragraph 4 of this article
shall be taken into consideration and fully distributed,
b. higher, the second paragraph shall apply.
5. If the net distributable period profit does not materialize according to the financial tables
prepared within the scope of the Turkish Commercial Code and Tax Laws, profit shall not be
distributed even though “net distributable period profit” has been calculated in the financial
tables prepared according to CMB Legislation and in keeping with the IFRS.
6. Profit distribution may not take place in the event that the calculated “net distributable period
profit” is less than 5% of issued capital.
7. Investments designed to increase Company value that require fund output, matters that
affect the Company’s financial structure, market conditions, uncertainties in the economy and
the existence of adverse developments are all taken into consideration in the distribution of
dividends.
RESOLUTION OF THE BOARD OF DIRECTORS
Date of Meeting:
Meeting No. :
Attended by
:
April 5, 2010
2010/07
Aydın DOĞAN (Chairperson)
Hanzade Vasfiye DOĞAN BOYNER (Deputy Chairperson)
Mehmet Ali YALÇINDAĞ (Vice Chairperson)
Soner GEDİK (Board Member)
Barbaros Hayrettin ÇAĞA (Board Member)
Zafer MUTLU (Board Member)
The Board of Directors of Doğan Gazetecilik A.Ş. has convened at Company headquarters on the
date specified above. It has been unanimously resolved that:
In line with the recommendations for revision of the Company’s Audit Committee, the consolidated
financial statement for the accounting period January 1, 2009 - December 31, 2009, including
comparison with the previous year, duly inspected by independent auditors, which have been
presented with positive acknowledgement to the Board, prepared in accordance with the provisions
of CMB Communiqué Series XI, No. 29 and in keeping with International Financial Reporting
Standards and which have been presented in the form specified in the CMB decisions are to be
accepted and presented to the General Assembly of Shareholders for approval.
Aydın DOĞAN
Chairperson
Hanzade Vasfİye DOĞAN BOYNER
Deputy Chairperson
Mehmet Alİ Yalçındağ
Vice Chairperson
SONER GEDİK
Board Member
Board Member
ZAFER MUTLU
Board Member
01.01.2009-31.12.2009
STATEMENT OF APPROVAL OF THE
FINANCIAL STATEMENTS AND FOOTNOTES
FOR THE ACCOUNTING PERIOD
RESOLUTION OF BOARD OF DIRECTORS WITH REGARDS TO
THE APPROVAL OF FINANCIAL STATEMENTS
DATE
: April 5, 2010
RESOLUTION NO. : 2010/07
STATEMENT OF RESPONSIBILITY IN ACCORDANCE WITH ARTICLE 9 OF SECTION 3 OF
CAPITAL MARKET BOARD’S COMMUNIQUE SERIES XI, NO 29
We have studied the consolidated financial statements of Doğan Gazetecilik A.Ş. for the accounting
period January 1, 2009 - December 31, 2009, duly inspected by independent auditors, prepared in
accordance with the CMB’s (Capital Markets Board of Turkey) Communiqué Series XI, No 29 and in
keeping with International Financial Reporting Standards and presented in the form specified by
CMB decisions. We hereby declare that insofar as our duties and responsibilities are concerned and
within the framework of the information known to us:
a- The financial statements and footnotes do not contain any misrepresentation of the facts or any
deficiency that may be construed as misleading information as from the date of their disclosure;
b- The financial statements prepared according to effective financial reporting standards, together
with the consolidated statements, correctly reflect the Company’s assets, liabilities, financial
condition and profit and loss status; the report on the operations of the Company likewise correctly
reflect business progress and performance and together with the consolidated information, are a
true presentation of the Company’s financial state, including the risks and uncertainties that it faces.
BİLEN ÖKE
CHIEF FINANCIAL OFFICER
ASİL ALPTEKİN
DIRECTOR OF
FINANCIAL AFFAIRS
AUDIT REPORT
TO THE GENERAL ASSEMBLY OF
Having completed the auditing of the Company for the Accounting Year 2009, we hereby declare
that:
1. The Company’s statutory books and documents have been recorded; the records have been
observed to be in compliance with the law and general principles of accounting, provisions of the
Articles of Association and articles of the Turkish Commercial Code.
2. Values documented in the Inventory, Balance Sheet and Income Statement were in compliance
with the records and provisions of the Articles of Association and articles of Turkish Trade Law. The
Balance Sheet and Income Statement were in compliance with the principles of clarity and accuracy
mentioned in Article 75 of Turkish Trade Law and identical with statutory books.
3. Decisions concerning Corporate Governance were seen to have been recorded in the Company
casebook.
In conclusion, we submit the report prepared by the Board of Directors summarizing the activities
of the Company and the Balance Sheet and Income Statement for the approval of the General
Assembly.
ERDEM SEÇKİN
AUDITOR
EREM TURGUT YÜCEL
AUDITOR
AUDIT COMMITTEE RESOLUTION
DATE : April 5, 2010
SUBJECT: Financial statements for the financial year of 01.01.2009 - 31.12.2009
We have studied the consolidated financial statements of the Company for the accounting period
January 1, 2009 - December 31, 2009, including comparison with the previous year, prepared in
accordance with the CMB’s (Capital Markets Board of Turkey) Communiqué Series XI, No. 29 and
in keeping with International Financial Reporting Standards and presented in the form specified by
Decisions of CMB and have received the comments of the executives responsible for the preparation
of said financial statements.
Within the framework of the information conveyed and known to us, our views on said financial
statements have been conveyed to the executives responsible for the preparation of the financial
statements and we have concluded that said statements accurately reflect the operational results
of the Company, contain no significant deficiency which may result in misrepresentation and comply
with CMB regulations.
SONER GEDİK
CONVENIENCE TRANSLATION INTO ENGLISH OF
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 DECEMBER 2009
TOGETHER WITH INDEPENDENT AUDITOR’S REPORT
(ORGINALLY ISSUED IN TURKISH)
CONVENIENCE TRANSLATION INTO ENGLISH OF
INDEPENDENT AUDITOR’S REPORT
ORIGINALLY ISSUED IN TURKISH
INDEPENDENT AUDITOR’S REPORT
To the Board of Directors of
Doğan Gazetecilik A.Ş.
1. We have audited the accompanying consolidated financial statements of Doğan Gazetecilik A.Ş., its subsidiaries and its joint venture (collectively referred
to as the “Group”) which comprise the consolidated balance sheet as of 31 December 2009 and the consolidated statement of comprehensive income, the
consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended and a summary of significant accounting
policies and other explanatory notes.
Management’s responsibility for the financial statements
2. The Group management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with the financial
reporting standards endorsed by the Capital Markets Board (“CMB”). This responsibility includes: designing, implementing and maintaining internal control
relevant to the preparation and fair presentation of the consolidated 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 an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with auditing
standards issued by the CMB. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance on whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The
procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated 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 consolidated 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 the Group management, as well as evaluating the overall presentation of the
consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
4. In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of Doğan
Gazetecilik A.Ş.,its subsidiaries and its joint venture as of 31 December 2009, and of its consolidated financial performance and its consolidated cash flows for
the year then ended in accordance with the financial reporting standards endorsed by the CMB (Note 2).
Additional paragraph for convenience translation into English
5. The accounting principles described in Note 2 to the consolidated financial statements differ from International Financial Reporting Standards (“IFRS”)
issued by the International Accounting Standards Board with respect to the application of inflation accounting for the period between 1 January-31 December
2005. Accordingly, the accompanying consolidated financial statements are not intended to present the consolidated financial position and results of
operations of the Group in accordance with IFRS.
Başaran Nas Bağımsız Denetim ve
Serbest Muhasebeci Mali Müşavirlik A.Ş.
a member of
PricewaterhouseCoopers
ORIGINALLY SIGNED
IN TURKISH
Gökhan Yüksel, SMMM
Partner
Istanbul, 5 April 2010
Convenience Translation into English of Consolidated Financial Statements Originally Issued in Turkish
CONSOLIDATED BALANCE SHEETS
AT 31 DECEMBER 2009 AND 2008
(Amounts expressed in Turkish Lira [“TRY”] unless otherwise indicated.)
Note References
31 December 2009
31 December 2008
96.723.860
101.354.481
5
1.230.535
16.217.556
29
8
18.005.852
58.785.253
62.637
6.443.551
12.196.032
14.730.824
57.051.551
97.714
5.643.760
6.837.876
96.723.860
100.579.281
-
775.200
233.028.605
229.166.916
65.033
69.585
12.914.147
24.096.837
71.045.052
113.857.178
6.419.546
4.561.227
65.033
69.585
6.827.628
26.029.809
74.733.424
113.857.178
3.850.344
3.733.915
329.752.465
330.521.397
ASSETS
Current assets
Cash and cash equivalents
Trade receivables
-Due from related parties
-Other trade receivables
Other receivables
Inventories
Other current assets
10
18
Non-current assets held for sale
26
Non-current assets
Other receivables
Financial assets
Investment property
Property, plant and equipment
Intangible assets
Goodwill
Deferred income tax assets
Other non-current asset
9
6
11
12
13
14
27
18
TOTAL ASSETS
The consolidated financial statements for the year ended 31 December 2009 have been approved by Bilen Böke, Chief Financial Officer and Asil Alptekin,
Director of Financial Affairs on behalf of the Board of Directors on 5 April 2010. In addition, financial statements are subject to approval of shareholders of
the Company in the General Assembly of year 2009.
Bilen Böke
Chief Financial Officer
Asil Alptekin
Director of Financial Affairs
The accompanying notes form an integral part of these consolidated financial statements.
CONSOLIDATED BALANCE SHEETS
AT 31 DECEMBER 2009 AND 2008
Note References
31 December 2009
31 December 2008
97.161.078
84.183.491
7
20.014.628
1.061.081
29
8
9
27
15
18
44.345.558
8.659.476
6.103.589
2.841.288
15.196.539
64.654.389
5.652.991
4.267.000
2.928.267
5.619.763
7.669.281
5.292.537
LIABILITIES
Current liabilities
Borrowings
Trade payables
-Due to related parties
-Other trade payables
Other payables
Current income tax liabilities
Provisions
Other current liabilities
Non-current liabilities
Provision for employment termination benefit
17
7.669.281
5.292.537
EQUITY
19
224.922.106
241.045.369
Equity attributable to equity holders of the company
19
224.537.858
240.793.202
Share capital
Adjustment to share capital
Share premium
Restricted reserves
Retained earnings
(Loss)/profit for the period
19
19
19
19
19
105.000.000
45.910.057
82.060.000
20.120.447
(12.297.302)
(16.255.344)
105.000.000
45.910.057
82.060.000
8.904.299
(327.866)
(753.288)
384.248
252.167
329.752.465
330.521.397
Minority interests
TOTAL LIABILITIES AND EQUITY
Provisions, contingent assets and liabilities
15
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED 31 DECEMBER 2009 AND 2008
Note
References
20
20
Sales
Cost of sales (-)
Gross Profit
Marketing, selling and distribution expenses (-)
General administrative expenses (-)
Other income
Other expenses (-)
21
21
23
23
Operating loss
Financial income
Financial expenses (-)
24
25
Loss before income taxes
Taxation on income
-Current income tax for the period
-Deferred income tax credit/(charge)
27
27
Loss for the period
1 January31 December 2009
350.364.286
(230.045.787)
341.353.101
(231.754.513)
120.318.499
109.598.588
(95.538.435)
(27.221.653)
4.663.109
(14.262.674)
(96.236.602)
(25.406.422)
8.440.719
(12.627.605)
(12.041.154)
(16.231.322)
4.327.270
(8.702.780)
19.841.156
(12.815.330)
(16.416.664)
(9.205.496)
293.401
(2.275.801)
2.569.202
8.476.110
(3.039.626)
11.515.736
(16.123.263)
(729.386)
-
-
(16.123.263)
(729.386)
Other comprehensive income:
Other comprehensive income
Total comprehensive loss
Allocation of loss for the period
Attributable to minority interests
Attributable to equity holders of the Company
2
132.081
(16.255.344)
23.902
(753.288)
Allocation of comprehensive loss for the period
Attributable to minority interests
Attributable to equity holders of the Company
2
132.081
(16.255.344)
23.902
(753.288)
28
(15,5)
(0,7)
Loss per share attributable to equity holders of the Company (Kr)
19 105.000.000
Balances at
31 December 2009
-
-
-
-
-
45.910.057 82.060.000
-
-
45.910.057 82.060.000
45.910.057 82.060.000
-
-
-
-
11.216.148
8.904.299
8.904.299
-
-
5.066.735
3.837.564
Retained
reserves
- 20.120.447
-
-
-
-
-
(69.911)
-
-
69.911
Share Translation
premium
reserve
45.910.057 82.060.000
Adjustment
to share
capital
(12.297.302)
-
(11.969.436)
(327.866)
(327.866)
-
(5.000.000)
3.766.365
905.769
(16.255.344)
(16.255.344)
753.288
(753.288)
(753.288)
(753.288)
-
(8.833.100)
8.833.100
-
19 105.000.000
Balances at
1 January 2009
19
19 105.000.000
Balances at
31 December 2008
-
-
19
19
5.000.000
2
19
Transfers
Total comprehensive
loss
-
19
19 100.000.000
Share
capital
Transfers
Currency translation
differences
Capital increase
Total comprehensive
loss
Balances at
1 January 2008
Note
references
224.537.858
(16.255.344)
-
240.793.202
240.793.202
(753.288)
(69.911)
-
-
241.616.401
Equity
attributable
Restricted
to equity
Net profit/
earnings/
holders of
(accumulated (loss) for the
period the company
losses)
Total
equity
(729.386)
(69.911)
-
-
(16.123.263)
-
384.248 224.922.106
132.081
-
252.167 241.045.369
252.167 241.045.369
23.902
-
-
228.265 241.844.666
Minority
interest
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS ENDED 31 DECEMBER 2009 AND 2008
(Amounts expressed in thousands of Turkish Lira [“TRY”] unless otherwise indicated.)
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEAR ENDED 31 DECEMBER 2009 AND 2008
Note References
31 December 2009
(16.416.664)
31 December 2008
(9.205.496)
11, 12
13
3.620.913
3.818.131
4.287.670
3.420.895
23
8
29
25
24
8
18
17
98.135
296.067
(119.236)
4.643.817
(857.947)
3.680.305
1.132.415
4.534.236
(175.229)
(1.212.650)
653.421
(260.524)
111.271
(5.383.150)
1.700.114
771.763
3.184.076
(69.911)
(3.185.528)
9.436.217
471.733
4.254.943
4.719.901
(5.710.074)
(3.275.028)
(799.791)
(1.719.395)
35.077
(4.466.073)
3.006.485
(20.189.595)
1.836.589
(1.219.394)
7.300.975
(2.157.492)
775.200
9.441.433
(1.360.872)
(118.966)
(3.881.039)
5.318
(582.177)
(3.356.874)
(34.179.250)
(1.619.133)
(1.357.924)
2.369.776
(6.103)
(2.768.912)
311.200
(22.327.573)
(32.383.622)
6
11
12
13
(8.437.933)
(1.472.782)
(129.759)
65.051
(1.759.763)
(2.175.582)
(17.676.568)
11, 12, 23
3
2.213.349
-
2.432.296
(21.179.960)
(7.827.125)
(40.294.526)
18.919.534
(4.609.804)
857.947
(22.703.825)
(111.271)
5.377.093
15.167.677
(17.438.003)
Adjustments:
Amortization
Depreciation
Loss/(gain) on disposal of property, plant and equipment, intangible assets and investment
property
Unearned financial income
Unearned credit finance charged to related parties
Interest expense
Interest income
Doubtful receivable provision
Unused vacation liability
Employment termination benefit provision
Currency translation differences
Gain on disposal of subsidiary
Diminution in carrying value of goodwill
Provision for impairment on investment property
23
14
11
Adjustments to reconcile profit before income taxes from continuing operations to net cash from
operating activities
Other trade receivables
Receivables from related parties
Inventories
Income tax paid
Other current receivables
Other trade payables
Payable to related parties
Other payables
Provisions
Other current liabilities
Other non-current receivables
Employment termination benefits paid
8
29
10
27
9
18
8
29
9
15
18
9
17
26
Net cash used in operating activities
Investing activities:
Sales of financial asset
Purchase of investment property, net
Purchase of property, plant and equipment
Purchase of intangible assets
Proceeds from sale of property, plant and equipment, intangible assets and investment property
Acquisition of subsidiaries, net paid
Net cash used in investing activities
Financing activities:
Increase/(decrease) in borrowings, net
Interest paid
Interest received
7
Net cash (used in)/provided by financing activities
Net decrease in cash and cash equivalents
5
(14.987.021)
(90.116.151)
Cash and cash equivalents at the beginning of the period
5
16.217.556
106.333.707
1.230.535
16.217.556
Cash and cash equivalents at the end of the period
31 ARALIK 2009 TARİHİNDE SONA EREN YILA AİT
KONSOLİDE FİNANSAL TABLOLARA İLİŞKİN AÇIKLAYICI DİPNOTLAR
(Tutarlar aksi belirtilmedikçe Türk Lirası [“TL”] olarak ifade edilmiştir.)
NOTE 1-ORGANIZATION AND NATURE OF OPERATIONS
Doğan Gazetecilik A.Ş. (“the Company”) and its Subsidiaries and Joint Venture (“the Group”) operate in the media sector; mainly in newspaper and
magazine publishing, and undertake related distribution and sales activities.
The Company’s parent company is Doğan Yayın Holding A.Ş., ultimate parent company is Adilbey Holding.
The address of the registered office is as follows:
Doğan Gazetecilik A.Ş.
Yüzyıl Mahallesi Doğan Medya Center Bağcılar, Istanbul-Turkey
Doğan Gazetecilik A.Ş. is registered in the Capital Markets Board (“CMB”) and its shares have been quoted on the Istanbul Stock Exchange (“ISE”) since
1993. The shares of the Company quoted on the ISE are 41,39% of the total shares.
The Company is a member of Doğan Şirketler Grubu Holding A.Ş. (“Doğan Holding”) through the investment of Doğan Yayın Holding A.Ş. (“Doğan
Yayın”), which has a majority ownership in the Company.
Joint Ventures
The table below sets out all Subsidiaries included in the scope of consolidation at 31 December 2009 and
31 December 2008:
Subsidiaries
Kemer Yayıncılık ve Gazetecilik A.Ş. (“Kemer Yayıncılık”)
Bağımsız Gazeteciler Yayıncılık A.Ş. (“Bağımsız Gazeteciler”)
Kemer Yayıncılık Pazarlama San. ve Tic. A.Ş. (“Kemer Yayıncılık Pazarlama”)
Milliyet Verlags und Handels GmbH (“Milliyet Verlags”) (1)
DYG İlan ve Reklam Hizmetleri A.Ş. (“DYG İlan”)
Milliyet Haber Ajansı A.Ş. (“Milha”)
Milliyet İnternet Hizmetleri ve Ticaret A.Ş. (“Milliyet İnternet”) (2)
Registered country
Turkey
Turkey
Turkey
Germany
Turkey
Turkey
Turkey
Nature of business
Investment
Newspaper publishing
Internet services
Newspaper distribution
Advertising
News Agency
Internet publishing
(1) On 13 June 2008, share capital of Milliyet Verlags was increased from Euro 616.000 to Euro 2.620.000. The Group did not use its right to buy new
shares resulting in a decrease its participation rate from 74,03% to 17,34%. Effective from 13 June 2008, Group ceased to consolidate Milliyet Verlags
and classified as available for sale (Note 6). The financial asset is recognized with an amount equal to the Group’s share in the net assets of Milliyet
Verlags after the share capital increase.
(2) On 9 May 2008, share capital of Milliyet İnternet has been increased from TRY50.000 to TRY20.000.000. The Group’s participation rate is increased
to 99,8% from 30,5% hence the Group started to consolidate Milliyet İnternet effective from 9 May 2008.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Joint Venture
The table below sets out the Joint Venture included in the scope of consolidation at 31 December 2009 and 2008:
Birey Seçme ve Değerlendirme Danışmanlık Ltd. Şti.
Registered country
Turkey
Nature of business
Internet publishing
Joint venture partner
Doğan Portal ve Elektronik Tic. A.Ş.
NOTE 2-BASIS OF PRESENTATION OF FINANCIAL STATEMENTS
2.1 Basis of presentation
2.1.1 Financial reporting standards
CMB regulated the principles and procedures of preparation, presentation and announcement of financial statements prepared by the entities with the
Communiqué No: XI-29, “Principles of Financial Reporting in Capital Markets” (“the Communiqué”). This Communiqué is effective for the annual periods
starting from 1 January 2008 and supersedes the Communiqué No: XI-25 “The Financial Reporting Standards in the Capital Markets”. According to the
Communiqué, entities shall prepare their financial statements in accordance with International Financial Reporting Standards (“IAS/IFRS”) endorsed
by the European Union. Until the differences of the IAS/IFRS as endorsed by the European Union from the ones issued by the International Accounting
Standards Board (“IASB”) are announced by Turkish Accounting Standards Board (“TASB”), IAS/IFRS issued by the IASB shall be applied. Accordingly,
Turkish Accounting Standards/Turkish Financial Reporting Standards (“TAS/TFRS”) issued by the TASB which are in line with the aforementioned
standards shall be considered.
With the decision taken on 17 March 2005, the CMB has announced that, effective from 1 January 2005, for companies operating in Turkey and preparing
their financial statements in accordance with CMB Financial Reporting Standards the application of inflation accounting is no longer required.
Accordingly, the Group did not apply IAS 29 “Financial Reporting in Hyperinflationary Economies” issued by IASB in its financial statements for the
accounting periods starting 1 January 2005.
Within the scope of CMB’s Communiqué Serial XI, No:29 and its announcements clarifying this communiqué the consolidated financial statements have
been prepared in accordance with the CMB’s Financial Reporting Standards which are based on IAS/IFRS, as the differences of IAS/IFRS, adopted by
the European, from those published by IASB have not yet been announced by TASB as of the date of these financial statements. Consolidated financial
statements and accompanying notes have been presented in accordance with the format, recommended to be implemented by CMB through its
announcement dated 14 April 2008 and 9 January 2009, and by including the mandatory information. As per CMB’s Communiqué No: XI, No: 29 and its
announcements clarifying this communiqué entities are required to present the hedging rate of their total foreign exchange liability and total export and
import amounts in the notes to the consolidated financial statements.
The Company and its subsidiaries and joint venture registered in Turkey maintain their books of account and prepare their statutory financial statements
(“Statutory Financial Statements”) in TRY in accordance with the Turkish Commercial Code (the “TCC”), tax legislation, and the Uniform Chart of
Accounts issued by the Ministry of Finance. The foreign subsidiaries prepare their statutory financial statements in accordance with the laws and
regulations in force in the countries in which they are registered.
These consolidated financial statements are based on the statutory records, which are maintained under historical cost conversion, with the required
adjustments and reclassifications reflected for the purpose of fair presentation in accordance with the CMB Financial Reporting Standards.
2.1.2 Financial statements of subsidiaries operating in foreign countries
Financial statements of subsidiaries that are operating in foreign countries are prepared in accordance with the laws and regulations in force in the
countries in which they are registered in and required adjustments and reclassifications reflected for the purpose of fair presentation in accordance with
the Group’s accounting policies.
The results and financial position of all the group entities (none of which has the currency of a hyper-inflationary economy) that have a functional
currency different from the presentation currency are translated into the presentation currency as follows:
•
•
•
assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet;
income and expenses for each income statement are translated at average exchange rates; and
all resulting exchange differences are recognised as a separate component of equity (translation reserve).
2.1.3 Consolidation principles
The consolidated financial statements include the accounts of the parent company, Doğan Gazetecilik A.Ş., its subsidiaries and joint venture on the basis
set out in sections (a) to (d) below. The financial statements of the companies included in the scope of consolidation have been prepared as of the date of
the consolidated financial statements, and are prepared in accordance with CMB Financial Reporting Standards as explained in Note 2.1.1.
(a) Subsidiaries
Subsidiaries are companies over which Doğan Gazetecilik A.Ş. has power to control the financial and operating policies for the benefit of Doğan
Gazetecilik A.Ş. either (a) through the power to exercise more than 50% of voting rights relating to shares in the companies as a result of shares owned
directly and indirectly by itself; or (b) although not having the power to exercise more than 50% of the voting rights, through the exercise of actual
dominant influence over the financial and operating policies. The results of Subsidiaries are included to the consolidated financial statements from their
effective dates of acquisition.
The balance sheets and statements of income of the subsidiaries are consolidated on a line-by-line basis and the carrying value of the investment held by
Doğan Gazetecilik A.Ş. and its Subsidiaries is eliminated against the related equity. Intercompany transactions and balances between Doğan Gazetecilik
A.Ş. and its subsidiaries are eliminated on consolidation. The cost of and the dividends arising from shares held by Doğan Gazetecilik A.Ş. are eliminated
from shareholders’ equity and income for the period respectively.
The table below sets out all subsidiaries included in the scope of consolidation and shows their shareholder structure at 31 December 2009 and 31
December 2008:
Kemer Yayıncılık
Bağımsız Gazeteciler
Kemer Yayıncılık Pazarlama
DYG İlan
Milha
Milliyet İnternet
Proportion of the
voting power
held by the Group (%)
31 December 2009
99,98
99,99
99,96
50,02
66,99
99,83
Proportion of the
voting power
held by the Group (%)
31 December 2008
99,98
99,99
99,96
50,02
66,99
99,83
(b) Financial assets at fair value through profit and loss
Financial assets at fair value through profit and loss in which the Group has controlling interests below 20%, or above 20% over which the Company does
not exercise a significant influence, or which are immaterial and that do not have quoted market price in active markets and whose fair values cannot be
measured reliably, are carried at cost less any provision for diminution in value and for the periods which inflation accounting is applied are carried at cost
and restated to the equivalent purchasing power at the balance sheet date less any provision for diminution in value (Note 6).
(c) Joint Venture
Joint ventures are companies in respect of which there are contractual arrangements through which an economic activity is undertaken subject to joint
control by the Company and one or more other parties. The Group’s interest in joint ventures is accounted for by way of proportionate consolidation. By
this method, the Group includes its share of the assets, liabilities, income and expenses of each joint venture in the relevant components of the financial
statements.
The table below sets out the joint venture included in the scope of consolidation and shows its shareholder structure at 31 December 2009 and 31
December 2008:
Proportion of
joint management
31 December 2009
Proportion of
joint management
31 December 2008
50
50
Joint Venture
Partner
Doğan Portal ve
Elektronik Tic. A.Ş.
(d) Minority Interest
The minority shareholders’ share in the net assets and results for the period for subsidiaries are separately classified in the consolidated balance sheets
and statements of income as minority interest.
The losses applicable to the minority in a consolidated subsidiary may exceed the minority interest in the equity of the subsidiary. The excess, and any
further losses applicable to the minority, are charged against the majority interest except to the extent that the minority has a binding obligation to, and
is able to, make good the losses. If the subsidiary subsequently reports profits, the majority interest is allocated all such profits until the minority’s share
of losses previously absorbed by the majority has been recovered.
2.1.4 Offsetting
Financial assets and liabilities are offset and the net amount is reported in the consolidated balance sheet when there is a legally enforceable right to setoff the recognized amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously.
2.1.5 Comparatives
The financial statements of the Group include comparative financial information to enable the determination of the financial position and performance.
The balance sheet of the Group at 31 December 2009 has been provided with the comparative financial information of 31 December 2008 and the
statement of comprehensive income, the statement of changes in equity and the statement of cash flows for the year ended 31 December 2009 have been
provided with the comparative financial information, for the year ended 31 December 2008.
Where necessary, comparative figures have been reclassified to conform to the changes in presentation in the current year
•
Legal reserves and other extraordinary reserves amounting to TRY5.066.735 included in “Retained earnings” in the consolidated balance sheet at 31
December 2008 have been reclassified to “Restricted reserves” in the current period.
•
Trade receivables amounting to TRY2.882.370 included in “Other trade receivables” in the consolidated balance sheet at 31 December 2008 have been
reclassified to “Due from related parties” in the current period.
•
Land amounting to TRY5.539.598 included in “Property plant and equipment” in the consolidated balance sheet at 31 December 2008 have been
reclassified to “Investment Property” in the current period
•
Trade Receivable amounting to TRY142.844 included in “Other trade receivables” in the consolidated balance sheet at 31 December 2008 have been
reclassified to “Due from related parties” in the current period.
2.1.6 Going concern
Financial statements have been prepared in accordance with the principle of going concern.
2.1.7 Changes in CMB Financial Reporting Standards
(a) Standards, amendments and interpretations to existing standards that are in effective in 2009 and are relevant to the Group’s operations:
•
IAS 1 (Revised), “Presentation of financial statements” (effective from 1 January 2009). The revised standard will prohibit the presentation of items
of income and expenses (that is, “non-owner changes in equity”) in the statement of changes in equity, requiring ‘non-owner changes in equity’ to
be presented separately from owner changes in equity. All non-owner changes in equity will be required to be shown in a performance statement,
but entities can choose whether to present one performance statement (the statement of comprehensive income) or two statements (the income
statement and statement of comprehensive income). Where entities restate or reclassify comparative information, they will be required to present
a restated balance sheet as at the beginning comparative period in addition to the current requirement to present balance sheets at the end of the
current period and comparative period. In this respect, the Group presented comprehensive income statements for the years ended 31 December
2009 and 2008.
•
IAS 36 (Amendment), “Impairment of assets” (effective from 1 January 2009). The amendment is part of the IASB’s annual improvements project
published in May 2008. Where fair value less costs to sell is calculated on the basis of discounted cash flows, disclosures equivalent to those
for value-in-use calculation should be made. The Group applies IAS 36 (Amendment) and provides the required disclosure where applicable for
impairment tests effective from 1 January 2009.
•
IFRS 8, “Operating segments” (effective from 1 January 2009). IFRS 8 replaces IAS 14,”Segment reporting”, and aligns segment reporting with the
requirements of the US standard SFAS 131, “Disclosures about segments of an enterprise and related information”. The new standard requires a
‘management approach’, under which segment information is presented on the same basis as that used for internal reporting purposes. The Group
has one reportable segment in accordance with IFRS 8.
•
IFRS 7 “Financial instruments-Disclosures” (amendment)-effective 1 January 2009. The amendment requires enhanced disclosures about fair value
measurement and liquidity risk. In particular, the amendment requires disclosure of fair value measurements by level of a fair value measurement
hierarchy. As the change in accounting policy only results in additional disclosures, there is no impact on earnings per share.
The following standards and amendments to existing standards are not disclosed in detail as it is expected that their application will not have a
significant effect on the consolidated financial statements of the Group.
•
•
•
•
•
•
•
•
•
IAS 23, (Revised), “Borrowing Costs” (effective from 1 January 2009)
IAS 27 (Revised), “Consolidated and separate financial statements” (effective from 1 July 2009)
IFRS 3 (Revised), “Business combinations” (effective from 1 July 2009)
IFRS 2 (Revised), “‘Share-based payment” (effective from 1 July 2009)
IAS 31(Revised), “ Accounting for jointly controlled entities” (effective from 1 July 2009)
IFRIC 17, “ Distribution of non-monetary assets to shareholders” (effective from 1 July 2009)
IAS 38 (Revised), “Intangible Assets” (effective from 1 July 2009)
IAS 1 (Revised), “Presentation of financial statements” (effective from 1 January 2010)
IFRS 5 (Revised), “Non-current assets held for sale and discontinued operations” (effective from 1 January 2010)
2.1.8 Convenience Translation into English of Consolidated Financial Statements Originally Issued in Turkish
The financial reporting standards issued by the CMB as described in Note 2.2 to these consolidated financial statements differ from IFRS issued by the
International Accounting Standards Board with respect to the application of inflation accounting for the period between 1 January-31 December 2005.
Accordingly, these consolidated financial statements are not intended to present the consolidated financial position, consolidated financial performance
and consolidated cash flows of the Group in accordance with IFRS.
2.2 Summary of Significant Accounting Policies
The principal accounting policies adopted in the preparation of these consolidated financial statements are set out below:
Related parties
For the purpose of these consolidated financial statements, shareholders, key management personnel and Board members, in each case together with
their families and companies controlled by or affiliated with them, associates and joint ventures are considered and referred to as related parties
(Note 29).
Trade receivables and provision for doubtful receivables
Trade receivables that are created by the Group by way of providing goods or services directly to a debtor are carried at amortised cost. Trade receivables,
net of unearned financial income, are measured at amortised cost, using the effective interest rate method, less the unearned financial income. Short
duration receivables with no stated interest rate are measured at the original invoice amount unless the effect of imputing interest is significant (Note 8).
A credit risk provision for trade receivables is established if there is objective evidence that the Group will not be able to collect all amounts due.
Additionally, the Group impairs the receivables for which there are no guarantees or special agreements and which are overdue for more than one year.
The amount of the provision is the difference between the carrying amount and the recoverable amount, being the present value of all cash flows,
including amounts recoverable from guarantees and collateral, discounted based on the original effective interest rate of the originated receivables at
inception.
If the impairment amount decreases due to an event occurring after the write-down, the release of the provision is credited to other income in the current
period.
Financial assets
Financial assets intended to be held for an indefinite period of time, which may be sold in response to needs for liquidity or changes in interest rates are
classified as “available-for-sale”. Management determines the appropriate classification of its financial assets at the time of the purchase and reevaluates such designations on a regular basis.
All financial assets are initially recognised at cost, being the fair value of the consideration given and including acquisition charges associated with the
investment. Available-for-sale financial assets are subsequently re-measured at fair value if the fair values can be reliably measured.
For the financial assets which the Group owns less than %20 of the shares are measured at their acquisition cost less the impairment amount if the fair
value cannot be reliably estimated. Gains and losses resulting from the fair value changes of the financial assets which are classified as “available-forsale” are reflected to financial statements at the year end.
Unrealized gains and losses arising from changes in the fair value of securities classified as available-for-sale are deferred in the equity until the financial
asset is sold, collected or otherwise disposed of. When available for sale securities are sold, collected or otherwise disposed of, related deferred gains and
losses in equity are released to the statement of income.
Inventories
Inventories are valued at the cost or net realisable value. Cost elements included in inventories are materials, labour and an appropriate amount of
factory overheads. The cost of inventories is determined using the moving weighted average and weighted average methods. Net realisable value is the
estimated selling price in the ordinary course of business, less the costs of completion and selling expenses (Note 10).
Investment properties
Buildings and land held to earn rent or for capital appreciation or both rather than for use in the production or supply of goods or services or for
administrative purposes or sale in the ordinary course of business are classified as investment property. Investment properties are carried at cost less
accumulated depreciation. Investment properties (except land) are amortised on a straight-line basis. Depreciation is calculated over the investment
properties’ book values. The depreciation periods for investment properties, which approximate the economic useful lives of such assets, is 50 years.
At each balance sheet date, the Group evaluates whether an indication of impairment exists. Where an indication of impairment exists; investment
properties are reviewed for impairment losses whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
An impairment loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount, which is the higher of the
asset’s net selling price or value in use (Note 11).
Property, plant, equipment and related depreciation
Property, plant and equipment are carried at cost less accumulated depreciation. They are amortised on a straight-line basis. The depreciation is
calculated over tangible assets’ purchasing power at the balance sheet date.
The depreciation periods for property, plant and equipment, which approximate the useful lives of such assets, are as follows:
Buildings
Machinery and equipment
Furniture and fixtures
Motor vehicles
Leasehold improvements
25-50 years
3-15 years
4-15 years
5-10 years
5 years
At each balance sheet date, the Group evaluates whether an indication of impairment exists. Where an indication of impairment exists; property,
plant and equipment are reviewed for impairment losses whenever events or changes in circumstances indicate that the carrying amount may not be
recoverable. An impairment loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount, which is the
higher of asset net selling price or value in use.
Gains or losses on disposals of property, plant and equipment are determined by comparing proceeds with carrying amounts and are included in
operating profit.
Repair and maintenance expenses are charged to the income statement as they are incurred. Repair and maintenance expenditures are capitalized if they
result in an enlargement or substantial improvement of the respective assets (Note 12).
Goodwill
Goodwill represents the excess of the cost of an acquisition over the fair value of the group’s share of the net identifiable assets of the acquired
subsidiary/associate at the date of acquisition.
Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Impairment losses on goodwill are not reversed. The
Group performs the goodwill impairment tests at 31 December.
Intangible assets and amortization
Intangible assets comprise trademark, software, established information systems and other identified rights.
They are recorded at their acquisition cost and amortised using the straight-line method over their estimated useful lives for a period not exceeding 10
years. Where an indication of impairment exists, the carrying amount of any intangible asset is assessed and written down immediately to its recoverable
amount (Note 13).
Estimated useful lives of the finited lived intangible assets are as follows:
Trademark
Rights
Other intangible assets
Years
25
15
10
Assets held for sale
Non-current assets are classified as assets held for sale and stated at the lower of carrying amount and fair value less costs to sell if their carrying
amount is to be recovered principally through a sale transaction rather than through continuing use.
Taxes on income
Taxes include current period income taxes and deferred taxes. Current year tax liability consists of tax liability on period income calculated according to
currently enacted tax rates and tax legislation in force as of balance sheet date and includes adjustments related to previous years’ tax liabilities.
Deferred income tax is provided in full, using the liability method, on all temporary differences arising between the tax bases of assets and liabilities and
their carrying values in the consolidated financial statements. Currently enacted tax rates are used to determine deferred income tax.
In substance, temporary differences arise from the differences in the periods of the recognition of income and expenses in accordance with the
accounting policies described in Note 2 and tax legislation.
Deferred tax liabilities are recognized for all taxable temporary differences, whereas deferred tax assets resulting from deductible temporary differences
are recognized to the extent that it is probable that future taxable profit will be available against which the deductible temporary difference can be
utilized.
Deferred tax assets and deferred tax liabilities related to income taxes levied by the same taxation authority are offset accordingly.
Borrowings
Borrowings are recognized initially at the proceeds received, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost
using the effective yield method. Any difference between proceeds, net of transaction costs, and the redemption value is recognized in the income
statement as financial expense over the period of the borrowings (Note 7).
Employment termination benefits
The Group is required to pay termination benefits to employees who is retired, whose employment is terminated without due causes in Labour Law, in
accordance with the Law related with The Arrangement of the Relationships within the Employees in Press Sector (employees in media sector) and other
laws. The provision for employment termination benefits, as required by Turkish Labour Law, is recognised in these financial statements as the benefits
are earned. The total provision represents the present value of future probable obligation of the Group arising from the retirement of its employees
regarding the actuarial projections (Note 17).
Provisions, contingent liabilities and assets
Provisions are recognized when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of
resources will be required to settle the obligation, and a reliable estimate of the amount can be made.
Possible assets or obligations that arise from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more
uncertain future events not wholly within the control of the Group are not included in financial tables and are treated as contingent assets or liabilities.
Contingent assets usually arise from unplanned or other unexpected events that give rise to the possibility of an inflow of economic benefits to the entity.
Contingent assets are not recognized in the financial statements since this may result in the recognition of income that may never be realized.
A contingent asset is disclosed where an inflow of economic benefit is probable. Contingent assets are assessed continually to ensure that developments
are appropriately reflected in the financial statements. If it has become virtually certain that an inflow of economic benefits will arise, the asset and the
related income are recognized in the financial statements of the period in which the change occurs.
Share capital, dividends and share premium
Ordinary shares are classified as equity. Pro-rata capital increases to existing shareholders are accounted for at par value as approved. Dividends on
ordinary shares are recognised in equity in the period in which they are declared. Share premium represents the difference between nominal value of the
publicly held shares and their sales prices (Note 19).
Foreign currency transactions and translation
Income and expenses arising in foreign currencies have been translated at the exchange rates prevailing at the dates of the transactions. Monetary
assets and liabilities denominated in foreign currencies have been translated at the exchange rates prevailing at the balance sheet dates. Exchange gains
or losses arising from settlement and translation of foreign currency items have been included in the consolidated income statement.
Revenue recognition
Revenue from newspaper sales is recognised at the time of delivery of the newspapers by the distribution company to the vendor at the invoiced values.
Revenue arising through advertising is recognised at the time of publishing, at the invoiced values. Revenue from unpublished part of advertisements
is recognized as deferred income in balance sheet. The amount of recorded income should be measurable, economic benefits should arise as a result of
the transactions, and the income should be accounted for with respect to the fair value of the receivable income. If the sales transaction is including a
financing transaction, the fair value of the sales amount should be calculated according to the receivables dates related to the sales. Net sales represent
the invoiced value of goods shipped less sales returns, commission, sales premiums given to the advertising agencies based on the advertising revenue,
and excluding sales taxes. When the arrangement effectively constitutes a financing transaction, the fair value of the consideration is determined by
discounting all future receipts using an imputed rate of interest. The difference between the fair value and the nominal amount of the consideration is
recognized as interest income on a time proportion basis that takes into account the effective yield on the asset. Newspaper sale returns are recorded at
the time of sale, based on previous experience and other relevant factors.
Interest income:
Interest income is recognized on a time proportion basis that takes into account the effective yield on the asset.
Rental income:
Rental income of investment properties is recognized on an accrual basis.
Service income:
Service income consisting of building contribution shares, electricity, and heating is recognised on an accrual basis.
Barter agreements
When goods or services are exchanged or swapped for goods or services which are of a similar nature and value, the exchange is not regarded as a
transaction that generates revenue. When goods are sold or services are rendered in exchange for dissimilar goods or services, the exchange is regarded
as a transaction that generates revenue. The revenue is measured at the fair value of the goods or services received. When the fair values of goods and
services received cannot be estimated reliably, the revenue is measured at the fair value of the goods or services received, adjusted by the amount of any
cash or cash equivalents transferred (Note 16).
Earnings/loss per share
Earnings/loss per share disclosed in the consolidated statements of income are determined by dividing net profit/loss by the weighted average number of
shares that have been outstanding during the period concerned.
In Turkey, companies can increase their share capital by making a pro-rata distribution of shares (“bonus shares”) to existing shareholders from
retained earnings. For the purpose of earnings per share computations, such bonus share issuances are regarded as issued shares. Accordingly the
weighted average number of shares used in earnings per share computations is derived by giving retroactive effect to the issuances of the shares without
consideration (Note 28).
Cash and cash equivalents comprise cash in hand, bank deposits and highly liquid assets, whose maturity at the time of purchase is less than three
months (Note 5).
Web page development costs
The Group capitalises direct costs incurred in the development of its websites and recognises over the estimated useful lives. The costs incurred that
relate to the planning and post implementation phases are expensed. Costs associated with repair and maintenance of the website is included in
operating expenses in the consolidated statements of operations (Note 13).
Changes and errors in accounting policies and estimates
Material changes in accounting policies and material errors are corrected retrospect from previous periods’ financial statements. If the accounting policy
changes are only related with the current period, they are only reflected to the current period’s financial statements; whereas if they are related with
both the current and following periods, they are reflected to both periods in consideration of the definition of net income of the period.
During 2009, the Group re-evaluated the useful life of the buildings classified in investment property and increased to 50 years from 25 years. As a result
of this change in estimate, depreciation charge for the year ended 31 December 2009 decreased by TRY379.367.
Subsequent events
Subsequent events consist of all events between balance sheet date and date of authorization for validity, even if they have been existed after public
explanation of an announcement about profit or other financial information.
The Group adjusts amounts in financial statements accordingly, when an operation or event to be adjusted exists after balance sheet date.
Reporting of cash flows
In the statement of cash flows, cash flows during the period are classified under operating, investing or financing activities.
The cash flows raised from/(used in) operating activities indicate cash flows due to the Group’s operations.
The cash flows due to investing activities indicate the Group cash flows that are used for and obtained from investments (investments in property, plant
and equipment and financial investments).
The cash flows due to financing activities indicate the cash obtained from financial arrangements and used in their repayment.
Cash and cash equivalents include cash and bank deposits and the investments that are readily convertible into cash and highly liquid with less than
three months to maturity (Note 5).
Critical Accounting Estimates and Judgements
Preparation of financial statements requires the use of estimates and assumptions that may affect the amount of assets and liabilities recognised as of
the balance sheet date, contingent assets and liabilities disclosed and the amount of revenue and expenses reported. Although, these estimates and
assumptions rely on the Group management’s best knowledge about current events and transactions, actual outcomes may vary from those estimates
and assumptions. The critical accounting estimates which may have a significant risk of causing a material adjustment to the carrying amounts of assets
and liabilities and operating results of the Group are as follows:
(a) Goodwill impairment test
Goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. The fair value of cash generating units is determined
on the basis of value-in-use calculations.
The key assumptions used for the value-in-use calculations are as follows:
Growth rate (*)
Discount rate (**)
4%
17-18%
(*) Compound annual growth rate.
(**) After tax discount rate used for cash flow estimations.
(b) Impairment on intangible assets
At each balance sheet date, the Group evaluates whether an indication of impairment exists for intangible assets. Where an indication of impairment
exists; intangible assets are reviewed for impairment losses 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 carrying amount of the asset exceeds its recoverable amount, which is the
higher of asset net selling price or value in use.
The important estimates and assumptions regarding the cash flow projections prepared in TRY in the scope of the fair value studies of the website rights
acquired by the Company in 2008 (Note 13) are explained below.
The EBITDA margin for the year ended 31 December 2009 is 9%. The Group estimates that the EBIDTA margin will be 18% for 2010, 39% for 2013 and will
increase in the following years. These rights will be fully amortized in 2023.
EBITDA has not been defined by the CMB Financial Reporting Standards or other generally accepted accounting standards. EBITDA is the earnings
before interest, taxes, depreciation and amortization.
The after-tax discount rate applied for the cash flow estimations is 18%.
(c) Provisions
Provisions in the consolidated financial statements are based on Group management’s best estimations.
(d) Carry forward tax losses
Deferred tax asset is calculated over the carry forward tax losses based on the projections of Group management (Note 27).
NOTE 3-BUSINESS COMBINATIONS
There has occurred no business combination during the period 1 January-31 December 2009. The details of the business combinations during the period 1
January-31 December 2008 are as follows:
Group acquired 40.16% shares of Bağımsız Gazeteciler, which owns Vatan Gazetesi brand and its franchise right, for a consideration of USD7.228.125
and 100% shares representing the capital of Kemer Yayıncılık ve Gazetecilik A.Ş., which has a 59.84% shareholding in the share capital of Bağımsız
Gazeteciler, taking into account the fact that almost all of Kemer Yayıncılık ve Gazetecilik A.Ş.’s assets are composed of its participation in Bağımsız
Gazeteciler, in consideration of USD10.771.875. Total cost of acquisition is USD18.000.000.
The Group recognised goodwill for the excess of the cost of the business combination over the Group’s interest in the net fair value of the identifiable
assets, liabilities and contingent liabilities (Note 14).
The Group appointed independent valuation companies in order to determine the fair value of identifiable assets, liabilities and contingent liabilities,
allocation of the purchase price and the calculation of goodwill or negative goodwill that may result in accordance with the business combination. Fair
value of the brand name is calculated based on the report prepared by the independent valuation companies in accordance with IFRS 3.
Since the acquisition of Bağımsız Gazeteciler has been completed at 13 March 2008, considering that the transactions between 13 March-31 March 2008
are not material for the consolidated financial statements, income statement of Bağımsız Gazeteciler is included in the consolidated income statement
of the Group starting from 31 March 2008.
If the acquisition transaction had taken place on 1 January 2008, revenue of the Group would have been TRY357.806.794 and net loss of the Group for the
year would have been TRY11.261.460.
Net assets and positive goodwill acquired from Subsidiaries are as follows:
Total purchase consideration
Fair value of net assets acquired
Goodwill (Note 14)
Bağımsız Gazeteciler
22.206.963
(40.657.919)
62.864.882
The fair values of acquired identifiable assets, liabilities, contingent liabilities and cost of acquisition are as follows:
Trade receivables (net)
Due from related parties (net)
Other receivables
Inventories (net)
Property, plant and equipment
Intangible assets
Deferred income tax
Trademark
Borrowings
Trade payables (net)
Other payables
Provisions
Due to related parties (net)
Other liabilities
Provision for employment termination benefits
Deferred income tax liabilities
Net assets acquired
Fair value
953.879
15.371.375
3.557.821
103.032
1.510.628
1.086.400
1.672.464
2.193.292
1.928.969
1.689.809
57.781.640
(20.644.732)
(3.589.063)
(632.723)
(2.082.008)
(88.306.480)
(56.302)
(1.179.442)
(12.016.478)
Book value
953.879
15.371.375
3.557.821
103.032
1.510.628
1.086.400
1.672.464
2.193.292
229.509
1.689.809
(20.644.732)
(3.589.063)
(632.723)
(2.082.008)
(88.306.480)
(56.302)
(1.179.442)
(120.158)
(40.657.919)
(88.242.699)
Details of the cash outflow on acquisition are as follows:
Cost of acquisition
Cash and cash equivalents of the Subsidiary acquired
22.206.963
(953.879)
Cash outflow on acquisition (*)
21.253.084
(*) The unpaid amount of 31 December 2009 is TRY72.804 (31 December 2008: TRY73.124), has been classified in other current payables (Note 9).
NOTE 4-JOINT VENTURES
The joint venture and the proportion joint management at 31 December 2009 and 2008 are as follows:
Proportion of
joint management
31 December 2009
Proportion of
joint management
31 December 2008
50
50
Joint venture
partner
Doğan Portal ve
Elektronik Tic. A.Ş.
The aggregate amounts of current assets, non-current assets, current liabilities, non-current liabilities of the Joint Venture included in the consolidated
financial statements as of 31 December 2009 and 2008 by using the proportionate consolidation method are as follows:
Balance sheets:
Current assets
Non-current assets
31 December 2009
21.906
1.586
31 December 2008
50.017
1.586
Total assets
23.492
51.603
Current liabilities
Non-current liabilities
287.618
-
181.281
7.932
Total liabilities
287.618
189.213
(264.126)
(137.610)
23.492
51.603
387
176.744
(90.740)
(2.745)
(8.954)
(165.987)
(15.182)
101.840
(102.052)
97.415
Financial income
Financial expenses (-)
(24.465)
44
(59.818)
Profit/(Loss) before income taxes
(126.517)
37.641
Current income tax for the period
Deferred income tax charge
-
731
(126.517)
38.372
Equity
Total liabilities and equity
Income and expenses of the Joint Venture for the years ended 31 December 2009 and 2008 are as follows:
Income Statements:
Gross profit
Marketing, selling and distribution expenses (-)
General administrative expenses (-)
Other income/(expenses), net
Operating income/(loss)
Net Profit/(Loss) for the period
NOTE 5-CASH AND CASH EQUIVALENTS
The analysis of cash and cash equivalents at 31 December 2009 and 31 December 2008 is as follows:
Cash
Banks
-TRY time deposits
-demand deposits
Other liquid assets
31 December 2009
38.043
31 December 2008
54.890
249.628
898.045
44.819
15.048.408
1.110.878
3.380
1.230.535
16.217.556
31 December 2009
980.907
249.628
31 December 2008
1.169.148
15.048.408
1.230.535
16.217.556
The maturity analysis of cash and cash equivalents at 31 December 2009 and 31 December 2008 is as follows:
Demand
Up to 3 months
Total
At 31 December 2009, effective interest rate for local currency time deposits is 6,5% (31 December 2008: TRY time deposit 17,9%).
At 31 December 2009, cash and cash equivalents amounting to TRY 12.046 (31 December 2008: TRY 12.098) are held in blocked bank accounts as
guarantees for bank borrowings.
NOTE 6-FINANCIAL ASSETS
The analysis of financial assets at 31 December 2009 and 31 December 2008 is as follows:
Available-for-sale investments
Doğan Haber
Milliyet Verlags
Ak Enerji
Doğan Dağıtım
Doğan Dış Ticaret
D&R
Other (11 subsidiaries)
Provision for impairment
Total
31 December 2009
TRY
Share capital (%)
51.590
17.236
477
275
4
3
649.737
2,65
17,34
-
31 December 2008
TRY
Share capital (%)
51.590
17.236
477
275
4
3
649.737
(649.737)
(649.737)
69.585
69.585
2,65
17,34
-
NOTE 7-BORROWINGS
The analysis of bank borrowings at 31 December 2009 and 31 December 2008 is as follows:
Short term bank borrowings:
Short term bank borrowings
31 December 2009
20.014.628
31 December 2008
1.061.081
20.014.628
1.061.081
31 December 2009
TRY
31 December 2008
20.014.628
1.061.081
20.014.628
1.061.081
31 December 2009
9.000.000
31 December 2008
-
9.000.000
-
Total
Effective interest rate (%)
31 December 2009
31 December 2008
Short term bank borrowings
-TRY Short term bank borrowings
14,3
-
Toplam
The contractual repricing schedule of bank borrowings at 31 December 2009 and 31 December 2008 is as follows:
6 months or less
Total
As of 31 December 2009, TRY105.537 of total borrowings comprises consumer finance credits for vehicle purchase purposes (31 December 2008:
TRY128.556).
The fair value of short term borrowings approximates their carrying amount.
NOTE 8-TRADE RECEIVABLES AND PAYABLES
The analysis of trade receivables and payables at 31 December 2009 and 31 December 2008 is as follows:
Short-term trade receivables
Trade receivables
Cheques and notes receivable
Less: Unearned financial income
Less: Provision for doubtful receivables
Total
31 December 2009
74.398.070
332.845
31 December 2008
68.797.001
1.260.939
74.730.915
70.057.940
(296.067)
(15.649.595)
(653.421)
(12.352.968)
58.785.253
57.051.551
The average due date of the Group’s trade receivables is 2-3 months (31 December 2008: 2-3 months). In accordance with the factoring contract signed
with Doğan Factoring, trade receivable amounting to TRY52.294.152 (31 December 2008: TRY52.819.518) regarding advertisement revenues is followed by
Doğan Factoring. Unearned financial income due to trade receivables regarding advertisement revenues followed by Doğan Factoring is TRY296.067 (31
December 2008: TRY653.421). Effective interest rate related with the receivables followed by Doğan Factoring is 7% (31 December 2008: 16%).
The movements in the provision for doubtful receivables for the years ended 31 December 2009 and 2008 are as follows:
1 January
Business combinations
Additions during the period (Note 23)
Collections
2009
12.352.968
3.680.305
(383.678)
2008
7.599.996
4.957.272
1.700.114
(1.904.414)
31 December
15.649.595
12.352.968
31 December 2009
8.659.476
-
31 December 200
5.476.589
176.402
8.659.476
5.652.991
31 December 2009
65.033
31 December 2008
65.033
65.033
65.033
5.040.193
925.286
72.804
65.306
3.751.044
422.406
73.124
20.426
6.103.589
4.267.000
31 December 2009
7.520.517
1.376.050
259.392
31 December 2008
7.399.242
1.423.209
288.385
9.155.959
9.110.836
(2.712.408)
(3.467.076)
6.443.551
5.643.760
Short-term trade payables
Trade payables
Cheques and notes payable
NOTE 9-OTHER RECEIVABLES AND PAYABLES
The analysis of other receivables and payables at 31 December 2009 and 31 December 2008 is as follows:
Other non-current receivables:
Deposits and guarantees given
Other current payables:
Taxes and funds payable
Payables to personnel
Liabilities related to business combination (Note 3)
Other
NOTE 10-INVENTORIES
The analysis of inventories at 31 December 2009 and 31 December 2008 is as follows:
Promotion materials
Finished goods and merchandise
Raw materials and supplies
Less: Provision for impairment on inventories
Promotion materials are comprised of materials given together with the newspapers. Provision for impairment on inventories is related to the promotion
materials.
The movement of provision for impairment of inventories during the years is as follows:
1 January
(Decrease)/increase during the period
2009
3.467.076
(754.668)
2008
314.112
3.113.789
39.175
31 December
2.712.408
3.467.076
NOTE 11-INVESTMENT PROPERTY
The movements in investment property during the periods ended 31 December 2009 and 2008 are as follows.
Cost
Accumulated depreciation
1 January
2009
14.856.565
8.028.937
Net book value
6.827.628
Cost
1 January
2008
15.076.119
8.347.126
Net book value
6.728.993
Additions
8.437.933 (*)
257.685
Disposals
(2.304.100)
(35.142)
Provision for
impairment
(63.809)
-
Reversal of
impairment
239.038
-
31 December
2009
21.165.627
8.251.480
12.914.147
Additions
1.759.763
543.115
Disposals
(1.507.584)
(861.304)
Provision for
impairment
(471.733)
-
Reversal of
impairment
-
31 December
2008
14.856.565
8.028.937
6.827.628
TRY3.100.882 of the investment property comprise properties acquired by the Group in accordance with barter agreements, and TRY9.813.265 comprise
leased buildings.
The fair value of the investment properties as of 31 December 2009 was determined as TRY32.190.903 (31 December 2008: TRY22.768.739). The fair value
has been calculated by the Group management by using the monthly rental amounts determined by two different valuation companies with the rental
amount comparison method. The rent income from the buildings leased in 2009 is TRY1.986.358 (2008: TRY1.632.306).
NOTE 12-PROPERTY, PLANT AND EQUIPMENT
The movements in property, plant and equipment during the periods ended 31 December 2009 and 2008 are as follows.
Cost
Land and land improvements
Buildings
Motor vehicles
Furniture and fixture
Buildings
Motor vehicles
Net book value
1 January 2009
Business
combinations
Additions
Disposals
31 December 2009
1.538.814
26.096.010
22.048.468
1.337.299
26.185.151
1.820.400
-
473.032
881.919
117.831
(30.191)
(387.577)
-
1.538.814
26.096.010
22.491.309
949.722
27.067.070
1.938.231
79.026.142
-
1.472.782
(417.768)
80.081.156
1.318.521
7.840.479
20.482.841
695.106
21.579.709
1.079.677
-
22.687
529.241
344.353
236.647
1.959.383
270.917
(30.191)
(345.051)
-
1.341.208
8.369.720
20.797.003
586.702
23.539.092
1.350.594
52.996.333
-
3.363.228
(375.242)
55.984.319
26.029.809
24.096.837
As of 31 December 2009, there are no collateral and mortgage on property, plant and equipment (31 December 2008: None). TRY4.058.193 (31 December
2008: TRY3.941.6409) of depreciation expense was included in cost of sales and TRY3.380.851 (31 December 2008: TRY3.766.925) was included in operating
expenses.
Cost
Buildings
Motor vehicles
Buildings
Motor vehicles
Net book value
1 January 2008
Business
combinations
Disposal of
subsidiary (Note 1)
Additions
Disposals
31 December 2008
1.488.784
26.548.449
22.088.760
1.100.447
26.048.695
928.550
5.000
416.164
1.038.875
733.254
(88.424)
-
50.030
268.812
120.587
1.577.557
158.596
(457.439)
(220.680)
(299.899)
(2.479.976)
-
1.538.814
26.096.010
22.048.468
1.337.299
26.185.151
1.820.400
78.203.685
2.193.293
(88.424)
2.175.582
(3.457.994)
79.026.142
1.295.439
7.566.608
20.392.624
497.155
21.715.277
871.807
-
(74.262)
-
23.082
533.779
385.158
412.489
2.182.176
207.870
(259.908)
(220.680)
(214.537)
(2.317.744)
-
1.318.521
7.840.479
20.482.840
695.107
21.579.709
1.079.677
52.338.910
-
(74.262)
3.744.554
(3.012.869)
52.996.333
25.864.775
26.029.809
NOTE 13-INTANGIBLE ASSETS
The movements in intangible assets during the periods ended 31 December 2009 and 2008 are as follows.
Cost
Rights
Trademark
Accumulated amortisation
Rights
Trademark
Net book value
Cost
Rights
Trademark
Accumulated amortisation
Rights
Trademark
Net book value
1 January 2009
Business
combinations
Additions
Disposals
31 December 2009
22.211.092
57.781.640
2.760.692
-
99.775
29.984
-
22.310.867
57.781.640
2.790.676
82.753.424
-
129.759
-
82.883.183
3.714.864
1.926.055
2.379.081
-
1.261.693
2.345.275
211.163
-
4.976.557
4.271.330
2.590.244
8.020.000
-
3.818.131
-
11.838.131
74.733.424
71.045.052
1 January 2008
Business
combinations
Additions
Disposals
31 December 2008
3.209.016
2.299.023
1.703.214
57.781.640
225.756
17.440.655 (1)
235.913
(141.793)
-
22.211.092
57.781.640
2.760.692
5.508.039
59.710.610
17.676.568
(141.793)
82.753.424
2.459.491
2.153.165
-
1.268.924
1.926.055
225.916
(13.551)
-
3.714.864
1.926.055
2.379.081
4.612.656
-
3.420.895
(13.551)
8.020.000
895.383
74.733.424
(1) TRY17.400.000 of the additions is related to the rights of the web site purchased from related parties. Purchase price is based on the report of
independent valuer (Note 29).
NOTE 14-GOODWILL
The movements in goodwill during the periods ended 31 December 2009 and 2008 are as follows.
1 January
Additions (Note 3) (1)
Diminution in carrying amount of goodwill (2)
2009
113.857.178
-
2008
60.428.513
62.864.882
(9.436.217)
31 December
113.857.178
113.857.178
Goodwill as of 1 January 2008 consists of the acquisition premium amounting TRY66.526.804 arising from the complete purchase of assets and liabilities
of Simge Yayıncılık A.Ş. by the Group on 31 December 2003.
(1) Group acquired 99,99% shares of Bağımsız Gazeteciler for a consideration of TRY22.206.963. The Group recognised goodwill amounting to
TRY62.864.882 for the excess of the consideration paid over the Group’s interest in the fair value of the net assets of Bağımsız Gazetecilik.
(2) On 31 December 2008, the Group recognised deferred tax assets arising from unused tax losses, in the amount of TRY9.436.217, that were not
previously recognised as identifiable asset since required conditions were not fulfilled during the purchase of Bağımsız Gazeteciler, in the scope of
the IFRS 3 “Business Combinations” and decreased the carrying amount of the goodwill in the same amount. Both transactions were reflected in the
income statement as income and expense, and they have no impact on loss for the period (Notes 23, 27).
NOTE 15-PROVISIONS, CONTINGENT ASSETS AND LIABILITIES
The analysis of provisions, contingent assets and liabilities at 31 December 2009 and 31 December 2008 is as follows:
i. Short term provisions
Provision for lawsuits
Other
31 December 2009
2.820.844
20.444
31 December 2008
2.701.324
226.943
2.841.288
2.928.267
2009
2.701.324
119.520
2008
1.446.830
1.766.592
(512.098)
2.820.844
2.701.324
Movements of the “provision for lawsuits” during the periods are as follows:
1 January
Increase/(decrease) during the period
31 December
ii. Lawsuits
The nature and amount of the litigations against the Group at 31 December 2009 and 2008 are as follows:
Legal cases
Commercial cases
Administrative cases
Business lawsuits
Cancellation of appeal
31 December 2009
16.810.105
1.588.483
1.454.330
1.303.457
47.537
31 December 2008
35.401.263
967.986
979.292
827.708
47.536
21.203.912
38.223.785
As of 31 December 2009, the provision for lawsuits amounting to TRY2.820.844 (31 December 2008: TRY2.701.324) has been set aside with reference to the
opinions of the Group’s lawyers and past experiences of management related to similar litigations against the Group.
iii. Tax penalty
The Group was subject to a tax penalty amounting to TRY948.012, related to the interest expenses incurred during the purchase of subsidiary and VAT
amounts in the interest invoices, with respect to the 2003 accounting period. Group management objected to the tax principal and fine amount and filed
a lawsuit in the tax court. The management did not set aside any provision related to the issue in this consolidated financial statements in line with the
counsel of the group legal consultant.
iv. Purchase of Bağımsız Gazetecilik
Group acquired 40,16% shares of Bağımsız Gazeteciler, which owns the brand name of Vatan Gazetesi and its franchise right, in consideration of
USD7.228.125 and 100% shares representing the capital of Kemer Yayıncılık ve Gazetecilik A.Ş., which has a 59,84% shareholding in the share capital
of Bağımsız Gazeteciler, taking into account the fact that almost all of Kemer Yayıncılık ve Gazetecilik A.Ş.’s assets are composed of its participation in
Bağımsız Gazeteciler, in consideration of USD10.771.875.
The Competition Authority permitted the transaction via its decision taken on 10 March 2008 following the application made to the Competition Board
regarding the above mentioned transactions, provided that:
•
following two years after obtainment of permission, brand name Vatan Gazetesi and franchise rights will be transferred by releasing them of
any obligations and debts, to persons or entities excluding Doğan Group, or an enterprise Doğan Group directly or indirectly controls (which has
already been established, or which is to be established), and the relevant transfer is subject to approval of Competition Authority regardless of the
deficiencies in the Communiqué No.1997/1;
•
if the brand Vatan Gazetesi and its franchise right cannot be sold under the above-mentioned conditions within two years from the date on which the
permission is given, the brand and franchise right will be sold via tender under the supervision of Competition Authority within two months from the
end of the second year;
•
if the brand and franchise right cannot be sold during this tender process, Doğan Group continues to own the brand Vatan Gazetesi and its franchise
right for three years following the tender; Doğan Group meets the liabilities necessary for the brand’s legal existence; Doğan Group does not use the
said brand name and franchise on any periodicals; Doğan Group evaluates any demands or requests as being subject to the approval of Competition
Board pursuant to this decision in the case of any demand towards the said brand and franchise right during the relevant period; and Doğan Group
possesses all kinds of usage rights on the brand, if the brand and franchise right cannot be still sold after this period expires.
Subsequent to the decision of the Competition Authority dated 26 September 2008 regarding the permission to purchase within stated terms being
received by the Company, a lawsuit was filed with the Council of State, demanding a stay of execution of the terms stated in the decision. On 13 February
2009, the Council of State ruled for a stay of execution of the terms, subject to lawsuit and included in the decision of the Competition Authority dated 10
March 2008. Accordingly, the part of the Competition Authority decision related to the purchase of Bağımsız Gazeteciler and Kemer Yayıncılık shares by
Doğan Gazetecilik A.Ş. is effective, and the stay of execution only applies to the terms included in the decision, which are subject to the lawsuit. Appeal
of the Competition Authority for the stay of execution is rejected with the decision of the Plenary Session of the Administrative Law Divisions on 16
September 2009.
NOTE 16-COMMITMENTS
i. Letter of guarantees and guarantee notes given
Collaterals, pledges and mortgages (CPM) given by the Group at 31 December 2009 and 2008 are as follows:
A. Total amount of the CPM given for its own legal entity (1)
B. CPM given on behalf of fully consolidated companies
C. CPM given on behalf of the third parties’ debt for the continuation of their economic activities
D. Total amount of other CPM
i. Given on behalf of majority shareholder
ii. Given on behalf of other group companies which are not in the scope of B and C
iii. Given on behalf of third parties which are not in scope of C
Total
31 December 2009
7.167.943
79.250
-
31 December 2008
5.619.184
-
7.247.193
5.619.184
(1) Collaterals, pledges and mortgages are given to executive offices, courts, customs offices, the National Lottery.
ii. Barter agreements
The Group, as a common practice in the media sector, has entered into barter agreements which involve the exchange of goods or services without cash
collections or payments. In connection with the barter agreements as of 31 December 2009, the Group is under obligation to provide advertisement
services to Group and non-group companies amounting to TRY9.437.489 (31 December 2008: TRY6.130.228) and TRY1.498.159 respectively (31 December
2008: TRY983.007). The Group has the right to purchase various types of goods and render services amounting to TRY11.012.5968 (31 December 2008:
TRY8.908.513) regarding barter agreements, including purchase right from related parties amounting to TRY4.750.354 (31 December 2008: TRY2.644.457).
NOTE 17-PROVISION FOR EMPLOYMENT TERMINATION BENEFITS
31 December 2009
7.669.281
31 December 2008
5.292.537
Under the Turkish Labour Law, the Group is required to pay termination benefits to each employee who has completed one year of service and who
achieves the retirement age (58 for women and 60 for men) and whose employment is terminated without due cause, is called up for military service, or
dies. Since the legislation was changed on 23 May 2002 there are certain transitional provisions relating to length of service prior to retirement.
At 31 December 2009 the amount payable consists of one month’s salary limited to a maximum of TRY2.365,16 (31 December 2008: TRY2.173,19) for each
year of service.
In addition, according to press sector regulations, companies should make payments to personnel who work for a minimum of 5 years and whose
employment is terminated without due cause. The maximum payable amount is 30 days’ salary for each year of service. The monthly salary figure is
calculated by adding all cash and non-cash payments received during the year and dividing by twelve.
The liability is not funded, as there is no funding requirement.
Provision for employment termination benefits is calculated by estimating the present value of the future probable obligation arising from the retirement
of the employees of the Group.
Accounting Standards specified in Note 2 require 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 provision:
Discount rate (%)
Turnover rate to estimate the probability of retirement (%)
31 December 2009
5,92
93
31 December 2008
6,26
93
The principal assumption is that the maximum liability for each year of service will increase in line with inflation. Thus, the discount rate applied
represents the expected real rate after adjusting for the anticipated effects of future inflation. As the maximum liability is revised semi-annually, the
maximum amount of TRY2.427,04 effective from 1 January 2010 (1 January 2009: TRY2.260,05) has been taken into consideration in calculating the reserve
for employment termination benefit of the Group.
Movements in the provision for employment termination benefits for the years ended 31 December 2009 and 2008 are as follows:
1 January
Increase during the period
Increase during the period
Actuarial gain/loss
31 December
2009
5.292.537
4.171.585
(2.157.492)
362.651
2008
3.697.931
1.179.442
3.341.189
(2.768.912)
(157.113)
7.669.281
5.292.537
31 December 2009
5.907.395
2.703.585
1.962.424
415.764
268.551
40.344
1.558.862
31 December 2008
1.967.320
2.836.479
1.408.940
389.993
824.957
71.080
-
12.856.925
7.498.769
(660.893)
(660.893)
12.196.032
6.837.876
NOTE 18-OTHER ASSETS AND LIABILITIES
The analysis of other assets and liabilities at 31 December 2009 and 31 December 2008 is as follows:
i. Other current assets:
Deferred VAT and other tax receivables
Prepaid expenses
Personnel advances
Job advances
Prepaid taxes and funds
Income accruals
Advances given for the purchase of raw materials
Provision for diminution in value
ii. Other non-current assets:
Deferred VAT and other tax receivables
31 December 2009
4.561.227
31 December 2008
3.733.915
4.561.227
3.733.915
Provision for diminution in value is related to the prepaid expenses.
iii. Other current liabilities:
Tax penalty liability (*)
Deferred revenue
Provisions for promotion stocks
Tax Liability
31 December 2009
8.833.140
2.553.169
1.997.975
1.785.818
26.437
31 December 2008
1.420.754
3.696.814
502.195
-
15.196.539
5.619.763
(*) This liability is related to the original tax amount, tax penalty and late payment interest, amounting to TRY8.833.140 based on the negotiations for
the original tax, tax loss penalty and special penalty of irregularity notified as a result of the tax inspection performed in the Group for the fiscal years
2004, 2005, 2006 and 2007. This obligation was paid on 11 January 2010.
NOTE 19-EQUITY
Doğan Gazetecilik A.Ş.’s shareholders and shareholding structure at 31 December 2009 and 2008 are as follows:
Shareholders
Public offering
Other
31 December 2009
TRY
Share %
74.300.205
70,76
30.151.167
28,72
548.628
0,52
105.000.000
Adjustment to share capital
Paid in capital
100,00
31 December 2008
TRY
Share %
74.147.743
70,62
30.303.629
28,86
548.628
0,52
105.000.000
45.910.057
45.910.057
150.910.057
150.910.057
100,00
The total authorised number of ordinary shares is 105.000.000 (31 December 2008: 100.000.000) with a par value of TRY1 per share (31 December 2008:
TRY1). All issued shares are fully paid.
Doğan Yayın Holding A.Ş. owns 12,67% of shares offered to the public as of 31 December 2009 (31 December 2008: 12,53%).
Due to tax principal and tax penalty notices communicated by the related tax office, the shares that Doğan Yayın Holding A.Ş. possesses in the Doğan
Gazetecilik A.Ş.’s share capital and which represent 70,76% of the share capital of Doğan Gazetecilik A.Ş. included in the export/investment accounts
of the Central Registry Institution and Intermediary Institution were immobilised and their transfer has been restricted. In the public announcement of
Doğan Yayın Holding, dated 1 February 2010, it was mentioned that a significant portion of the lawsuits filed for the aforementioned tax amounts and
notices have been finalised in favour of Doğan Yayın Holding. Since it is thought that the amount of sequestration exceeds the total public receivable
accrued, Doğan Yayın Holding expects that the sequestration exceeding the public receivable will be removed after the assessment of the related tax
office.
22.000.000 units of shares with a nominal value of TRY1, corresponding to 22% of the Company Capital were allocated to Deutsche Bank AG by Deutsche
Securities Menkul Degerler A.Ş. with the transaction in ISE wholesales market on 19 November 2007, through restricting new share purchase completely,
each share with TRY1 nominal value having the price of USD4,0 (TRY4,73). Share premium arising in the amount of TRY82.060.000 was recognized in the
equity capital.
Adjustment to share capital represents the restatement effect of cash contributions to share capital at year-end equivalent purchasing power.
The legal reserves consist of first and second reserves, appropriated in accordance with the Turkish Commercial Code (TCC). The TCC stipulates that the
first legal reserve is appropriated out of statutory profits at the rate of 5% per annum, until the total reserve reaches 20% of the Company’s paid-in share
capital. The second legal reserve is appropriated at the rate of 10% per annum of all cash distributions in excess of 5% of the paid-in share capital. Under
the TCC, the legal reserves can only be used to offset losses and are not available for any other usage unless they exceed 50% of paid-in share capital.
The aforementioned amounts shall be classified in “Restricted Reserves” in accordance with CMB Financial Reporting Standards. Restricted reserves of
the Company amounts to TRY20.120.447 as of
31 December 2009 (31 December 2008: TRY8.904.299).
In accordance with the CMB regulations effective until 1 January 2008, the inflation adjustment differences arising at the initial application of inflation
accounting which are recorded under “accumulated losses” could be netted off from the profit to be distributed based on CMB profit distribution
regulations. In addition, the aforementioned amount recorded under “accumulated losses” could be netted off with net income for the period, if any,
undistributed prior period profits, and inflation adjustment differences of extraordinary reserves, legal reserves and capital, respectively.
In addition, in accordance with the CMB regulations effective until 1 January 2008, “Capital, Share Premiums, Legal Reserves, Special Reserves and
Extraordinary Reserves” were recorded at their statutory carrying amounts and the inflation adjustment differences related to such accounts were
recorded under “inflation adjustment differences” at the initial application of inflation accounting. “Equity inflation adjustment differences” could have
been utilised only in issuing bonus shares and offsetting accumulated losses, carrying amount of extraordinary reserves could have been utilised in
issuing bonus shares, cash dividend distribution and offsetting accumulated losses.
In accordance with the Communiqué No:XI-29 and related announcements of CMB, effective from 1 January 2008, “Share capital”, “Restricted Reserves”
and “Share Premiums” shall be carried at their statutory amounts. The valuation differences arised due to implementing the communiqué (such as
inflation adjustment differences) shall be disclosed as follows:
-
if the difference is arising due to the inflation adjustment of “Paid-in Capital” and not yet been transferred to capital should be classified under the
“Inflation Adjustment To Share Capital”;
-
if the difference is due to the inflation adjustment of “Restricted Reserves” and “Share Premium” and the amount has not been utilised in dividend
distribution or capital increase yet, it shall be classified under “Retained Earnings”.
Other equity items shall be carried at the amounts calculated based on CMB Financial Reporting Standards.
Capital adjustment differences have no other use other than being transferred to share capital.
Quoted companies are subject to dividend requirements regulated by CMB as follows:
Dividend payment:
Based on CMB Decree No. 02/51, dated 27 January 2010, there is no mandatory minimum profit distribution requirement for the quoted entities at the
stock exchange for profits arising from operations in 2009. Regarding the dividend distribution for the current and following years, the entities are to
distribute their profits for the current and following years under the scope of CMB Communiqué
No. IV-27, their articles of association and their previously publicly declared profit distribution policies. In regards to the profit distribution, in accordance
with the decision of the General Assembly, the distribution can be made as cash or as bonus shares or as a combination of a certain percentage of cash
and bonus shares. It is also permitted to retain this amount in the Company reserves if the first dividend amount is below 5% of the paid in/issued
capital; however if the Company has increased its paid-in capital without dividend distribution in the previous year when the outstanding shares have
been identified as “old” and “new”, it is mandatory for companies that will make profit distribution from the net distributable profit of the previous year
to make this first dividend distribution in cash.
NOTE 20-SALES AND COST OF SALES
Domestic sales
Foreign sales
Sales income, net
Cost of sales
Gross profit
31 December 2009
350.364.286
-
31 December 2008
339.834.266
1.518.835
350.364.286
341.353.101
(230.045.787)
(231.754.513)
120.318.499
109.598.588
31 December 2009
178.265.404
167.587.114
4.511.768
31 December 2008
209.206.662
126.396.588
5.749.851
350.364.286
341.353.101
31 December 2009
113.491.602
33.837.704
32.243.865
31.760.156
4.058.193
14.654.267
31 December 2008
121.590.529
31.521.961
33.250.633
23.751.779
3.941.640
17.697.971
230.045.787
231.754.513
The details of sales income and cost of sales for the years ended 31 December 2009 and 2008 are as follows:
Sales income
Advertising income
Newspaper sales income
Other income
Sales income, net
Cost of sales
Raw material costs
Printing costs
News production costs
Payroll costs
Depreciation and amortization expenses
Other
NOTE 21-RESEARCH AND DEVELOPMENT EXPENSES, MARKETING, SELLING AND DISTRIBUTION EXPENSES, GENERAL
ADMINISTRATIVE EXPENSES
Marketing, sales and distribution expenses
Advertisement expenses
Distribution expenses
Personnel expenses
Promotion expenses
Presentation and marketing expenses
Travel expenses
Sponsorship expenses
Communication expenses
Consulting expenses
Commission expense
Internet expense
Packaging expense
Other
31 December 2009
26.966.449
20.819.785
17.321.004
16.343.028
4.786.047
1.197.436
856.703
595.895
430.660
287.889
247.398
46.563
41.796
5.597.782
31 December 2008
26.073.464
25.417.879
19.808.315
11.735.182
3.866.023
1.531.928
1.043.697
720.094
745.510
822.277
663.496
18.178
137.768
3.652.791
95.538.435
96.236.602
31 December 2009
13.859.157
4.067.876
3.133.453
702.209
583.622
504.762
387.805
371.357
365.843
360.460
342.884
240.115
2.302.110
31 Aralık 2008
13.509.423
3.909.053
3.103.429
455.694
606.865
498.452
200.203
404.255
333.191
249.247
562.743
284.572
1.289.295
27.221.653
25.406.422
General administrative expenses:
Personnel expenses
Consulting expenses
Rent expenses
Transportation expenses
Legal expenses
Travel expenses
Cleaning expense
Electricity expense
Taxes and funds expenses
Communication expenses
Maintenance expenses
Other
NOTE 22-EXPENSES BY NATURE
As of 31 December 2009 and 2008, expenses are disclosed by function and the analysis of the expenses is summarized in Note 20 and Note 21.
NOTE 23-OTHER OPERATING INCOME/(EXPENSES)
The details of other operating income and expense for the years ended 31 December 2009 and 2008 are as follows:
i. Other operating income:
Rent income
Provision reversal
Gain on sale of property, plant and equipment, intangible assets and investment property
Gain on disposal of a subsidiary (Note 1)
Other
31 December 2009
2.052.916
1.993.625
95.414
521.154
31 December 2008
1.838.607
1.490.612
1.212.650
3.185.528
713.322
4.663.109
8.440.719
31 December 2009
(8.833.140)
(3.680.305)
(510.451)
(193.549)
(63.809)
(981.420)
31 December 2008
(1.700.114)
(471.733)
(9.436.217)
(1.019.541)
(14.262.674)
(12.627.605)
31 December 2009
2.391.614
1.077.709
857.947
31 December 2008
5.635.843
8.822.163
5.383.150
4.327.270
19.841.156
31 December 2009
(4.643.817)
(2.033.787)
(682.208)
(682.139)
(660.829)
31 December 2008
(111.271)
(9.072.066)
(608.963)
(1.368.162)
(1.045.510)
(609.358)
(8.702.780)
(12.815.330)
ii. Other operating expenses:
Negotiated tax penalty (Note 18)
Provision for doubtful receivables
Loss on sale of property, plant and equipment, intangible assets and investment property
Provision for impairment on investment property (Note 11)
Diminution in carrying amount of goodwill (Note 14)
Other
NOTE 24-FINANCIAL INCOME
The details of financial income for the years ended 31 December 2009 and 2008 are as follows:
Financial income from sales
Foreign exchange gains
Interest income
NOTE 25-FINANCIAL EXPENSES
The details of financial expenses for the years ended 31 December 2009 and 2008 are as follows:
Interest expenses
Foreign exchange losses
Factoring expenses
Financial expense from purchases, net
Other financial expenses
Bank commissions
NOTE 26-NON-CURRENT ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS
As of 31 December 2009, there is no asset held for sale (31 December 2008: a dublex house TRY775.200).
NOTE 27-CURRENT AND DEFERRED INCOME TAXES
Corporation and income taxes payable
Less: Prepaid taxes
Prepaid tax (Note 18)
31 December 2009
2.275.801
(2.544.352)
31 December 2008
3.039.626
(3.864.583)
(268.551)
(824.957)
Turkish tax legislation does not permit a parent company and its subsidiaries to file a consolidated tax return. Therefore, provisions for taxes, as reflected
in these consolidated financial statements, have been calculated on a separate-entity basis.
Corporate Income Tax Law numbered 5520 was published in the official gazette numbered dated 13 September 2006 and most clauses has came into
effect from 1 January 2006. The corporation tax rate of the fiscal year 2009 is 20% (2008: 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 allowances. No further tax is payable unless the profit
is distributed (except withholding tax at the rate of 19.8% on the investment incentive allowance utilized within the scope of the Income Tax Law
transitional article 61).
Dividends paid to non-resident corporations which have a place of business in Turkey or resident corporations are not subject to withholding tax.
Otherwise dividends paid are subject to withholding tax at the rate of 15%. An increase in capital via issuing bonus shares is not considered as a profit
distribution and thus does not incur withholding tax.
Corporations are required to pay advance corporation tax quarterly at the rate of 20% (31 December 2008: 20%) on their corporate income. Advance tax
is to be declared by the 14th day of the second month following each calendar quarter end and is payable by the 17th of the second month following each
calendar quarter end. Advance tax paid by corporations is credited against the annual corporation tax liability. The balance of the advance tax paid may
be refunded or used to be set off against other liabilities to the government.
In accordance with Tax Law No.5024 “Law Related to Changes in Tax Procedural Law. Income Tax Law and Corporate Tax Law” that was published
on the Official Gazette on 30 December 2003 to amend the tax base for non-monetary assets and liabilities effective from 1 January 2004 income and
corporate taxpayers will prepare the statutory financial statements by adjusting the non-monetary assets and liabilities for the changes in the general
purchasing power of the Turkish lira. In accordance with the aforementioned laws’ provisions, in order to apply inflation adjustment the cumulative
inflation rate (SIS-WPI) over the last 36 months and 12 months must exceed 100% and 10% respectively. Inflation adjustment has not been applied as
these conditions were not fulfilled since
1 January 2005.
In Turkey there is no procedure for a final and definitive agreement on tax assessments. Companies file their tax returns within the 25th of the fourth
month following the close of the financial year to which they relate.
Tax returns are open for 5 years from the beginning of the year that follows the date of filing during which time the tax authorities have the right to audit
tax returns, and the related accounting records on which they are based, and may issue re-assessments based on their findings.
Under the Turkish taxation system tax losses can be carried forward to offset against future taxable income for up to 5 years. Tax losses can not be
carried back to offset profits from previous periods.
There are numerous exemptions in the Corporate Tax Law concerning the corporations. Those related to the Group are as follows:
Exemption for participation in domestic subsidiaries:
Dividends obtained from Turkish resident corporations and dividends received by founders’ shares and bonus shares (dividends from investment fund
participation certificates are excluded), and investment partnership shares are exempt from corporate tax.
Exemption for share premium:
Profits from the sale of preferential right certificates and share premiums generated from the sale of shares at a price exceeding face values of those
shares during incorporations or capital increases of joint stock companies are exempt from corporate tax.
Exemption of participation in foreign subsidiaries:
The participation income of corporations participating in 10% or more of the capital of a limited liability or joint stock company which does not have its
legal or business centre in Turkey (except for corporations whose principal activity is financial leasing or investment of marketable securities) for at least
one continuous years until the date of the income is generated and transferred to Turkey until the date of the filing of the corporate income tax return
of the fiscal year in which the income is generated is exempt from corporation tax subject to those subsidiaries are subject to corporate income tax, or
alike, in their country of legal or business centre at the rate of at least 15% (at corporate income tax rate applicable in Turkey for those companies whose
principal activity is financial assurance or insurance).
A 75% portion of the gains derived from the sale of preferential rights, usufruct shares and founding shares from investment equity and real property
which has remained in assets for more than two full years are exempt from corporate tax. To be entitled to the exemption, the relevant gain is required to
be held in a fund account in the liabilities and it must not be withdrawn from the entity for a period of 5 years. The sales consideration has to be collected
up until the end of the second calendar year following the year the sale was realized.
In additions to exemptions explained above, tax deductions specified in Corporation Tax Law Articles 8, 9, 10, and Income Tax Law article 40, are also
considered in the assessment of the corporate tax base.
The taxes on income for the years ended 31 December 2009 and 2008 is summarized as follows:
-Current year corporate tax
-Deferred tax income
Total tax income
31 December 2009
(2.275.801)
2.569.202
31 December 2008
(3.039.626)
11.515.736
293.401
8.476.110
The reconciliation of the taxation on income in the consolidated statement of income for the years ended 31 December 2009 and 2008 and the taxation on
income calculated with the current tax rate over income from continuing operations before tax is as follows:
20% provision for corporate tax calculated by effective tax rate
Effects of carry forward tax losses over which deferred tax asset is net recognized
Income not subject to tax
The effects of carry forward tax losses
Expenses not deductible for tax purposes
Other
Total
31 December 2009
(16.416.664)
3.139.680
(299.770)
237.346
(2.553.497)
(230.358)
31 December 2008
(9.205.496)
1.841.099
892.100
9.436.217
(3.177.712)
(515.594)
293.401
8.476.110
Deferred taxes
The Group recognizes deferred income tax assets and liabilities based upon temporary differences arising between their financial statements as reported
under CMB Financial Reporting Standards and their statutory tax financial statements. These differences usually result in the recognition of revenue and
expenses in different reporting periods for CMB Financial Reporting Standards and tax purposes.
Deferred income taxes are calculated on temporary differences that are expected to be realized or settled based on the taxable income in coming years
under the liability method using a principal tax rate of 20% (31 December 2008: 20%).
The temporary differences giving rise to deferred income tax assets/(liabilities) using the enacted tax rates as of 31 December 2009 and 31 December
2008 are as follows:
Carry forward tax losses (1)
Provision for doubtful receivables
Deductable income tax witholding
Provision for impairment on inventories
Provision for promotion stocks
Other provisions
Unearned financial income
Temporary differences
2009
2008
79.937.691
88.505.726
7.669.281
5.292.537
5.153.821
4.818.995
3.730.000
2.712.408
3.467.076
2.553.169
1.420.754
1.785.818
502.195
1.592.567
1.550.225
660.893
660.893
296.067
653.421
Deferred tax assets
Difference between the tax base and carrying value of property, plant
and equipment and intangible assets
Unearned financial expenses
Deferred tax liabilities
Deferred tax assets, net
Deferred tax assets:
To be recovered after one year
To be recovered within one year
Total
Deferred tax liabilities:
To be recovered after one year
To be recovered within one year
Total
(53.005.377)
(119.236)
(56.417.634)
(260.524)
Deferred Tax assets/(liabilities)
2009
2008
11.813.665
11.512.757
1.533.856
1.058.507
1.030.764
963.799
746.000
542.482
693.415
510.634
284.151
357.164
100.439
318.513
310.045
132.179
132.179
59.213
130.684
17.044.470
15.185.976
(10.601.075)
(23.849)
(11.283.527)
(52.105)
(10.624.924)
(11.335.632)
6.419.546
3.850.344
31 December 2009
12.053.166
4.991.304
31 December 2008
12.571.264
2.614.712
17.044.470
15.185.976
31 Aralık 2009
(9.918.625)
(706.299)
31 Aralık 2008
(11.283.527)
(52.105)
(10.624.924)
(11.335.632)
(1) Deferred income tax assets are recognized for all deductible temporary differences to the extent that it is probable that taxable profit will be
available against which the deductible temporary difference can be utilized. As of 31 December 2009, carry forward tax losses for which deferred income
tax asset was recognized amounted to TRY59.068.325 (31 December 2008: TRY57.563.784). As of 31 December 2009, total amount of carry forward tax
losses is TRY79.937.691 (31 December 2008: TRY 88.505.726).
The maturity analysis of carry forward tax losses is as follows:
2010
2011
2012
2013
2014
31 December 2009
6.468.966
10.191.355
13.612.629
19.597.492
9.197.883
31 December 2008
8.736.957
15.452.518
13.712.115
19.662.194
-
Total
59.068.325
57.563.784
The movements in deferred income tax assets/(liabilities) for the years ended 31 December 2009 and 2008 are as follows:
1 January
Deferred tax income
2009
3.850.344
2.569.202
2008
2.661.277
(10.326.669)
11.515.736
31 December
6.419.546
3.850.344
NOTE 28-EARNINGS/(LOSS) PER SHARE
(Loss)/earnings per share for each class of shares disclosed in the consolidated statements of income is determined by dividing the net (loss)/income by
the weighted average number of shares of that class that have been outstanding during the year.
Net income/(loss) for the period
Weighted average number of shares with face value of TRY1 each
Earnings/(loss) per share (Kr1)
31 December 2009
(16.255.344)
105.000.000
(15,5)
31 December 2008
(753.288)
105.000.000
(0,7)
NOTE 29-TRANSACTIONS AND BALANCES WITH RELATED PARTIES
A summary of the balances and transactions with related parties for the years ended 31 December 2009 and 2008 is disclosed below:
a) Due from related parties:
Medyanet İletişim Reklam Paz. Turizm A.Ş. (“Medyanet”)
Doğan Dağıtım Satış ve Pazarlama A.Ş. (“Doğan Dağıtım”)
Vatan Dergi Grubu A.Ş.
Doğan TV Holding A.Ş. (“Doğan TV”)
Vatan Imako Medya Yayıncılık A.Ş. (“Vatan Imako”)
Milliyet Verlags und Handels GmbH (“Milliyet Verlags”)
Birey İK
Other
Total
31 December 2009
8.142.990
3.580.942
2.634.534
1.191.740
941.905
330.186
264.590
918.965
31 December 2008
4.242.416
5.424.138
1.888.754
438.095
992.141
252.012
138.748
1.354.520
18.005.852
14.730.824
b) Due to related parties:
DTV Haber ve Görsel Yayıncılık A.Ş. (“Kanal D”)
Hürriyet Gazetecilik ve Matbaacılık A.Ş. (“Hürriyet”)
Işıl İthalat ve İhracat Mümessillik A.Ş. (“Işıl İthalat İhracat”)
Doğan Dış Ticaret (“Dış Ticaret”)
Doğan Faktoring Hizmetler A.Ş. (“Doğan Faktoring”)
Doğan Yayın Holding A.Ş. (“Yayın Holding”)
Doğan İletişim Elektronik Servis Hizmetleri ve Yayıncılık A.Ş. (“Doğan Online”)
Doğan Ofset Yayıncılık ve Matbaacılık A.Ş. (“Doğan Ofset”)
Milta Turizm İşletmeleri A.Ş. (“Milta Turizm”)
Doğan Burda Dergi Yayıncılık ve Pazarlama A.Ş. (“Doğan Burda”)
Other
31 December 2009
13.252.988
10.747.754
10.127.232
4.394.709
2.042.953
1.019.175
828.911
748.534
505.761
499.010
297.767
31 December 2008
6.130.228
12.387.407
31.196.596
5.953.046
6.512.272
881.744
410.449
725.407
10.975
706.789
44.464.794
64.914.913
(119.236)
(260.524)
44.345.558
64.654.389
31 December 2009
165.339.967
7.940.953
4.164.363
3.343.716
3.137.402
2.137.976
1.399.455
1.022.524
4.293.965
31 December 2008
128.309.281
6.627.730
1.974.600
4.968.763
7.267.888
1.748.074
1.753.979
9.697.527
192.780.321
162.347.842
31 December 2009
66.386.532
50.413.170
32.532.351
9.715.094
31 December 2008
85.872.960
41.081.583
30.784.539
12.856.539
159.047.147
170.595.621
(682.139)
(1.368.162)
158.365.008
169.227.459
Less: Unearned credit finance charged to related parties
Due to Işıl İthalat ve İhracat is related with paper purchases, due to Hürriyet is related with printing of newspapers.
c) Service and product sales to related parties:
Doğan Dağıtım
Medyanet A.Ş.
Doğan TV Dijital Platform
Kanal D
Mozaik İletişim Hizmetleri A.Ş. (“Mozaik”)
Star TV
Bravo
Petrol Ofisi
Other
d) Service and product purchases from related parties:
Işıl İthalat
Dış Ticaret
Hürriyet
Other
Less: Unearned credit finance charged to related parties
e) Other significant transactions with related parties:
Other income/(expense), net
Kanal D
Other
31 December 2009
1.986.358
39.021
31 December 2008
1.632.307
157.510
2.025.379
1.789.817
The Company has rented the part of building in which it operates to Kanal D for 7 years with a monthly rent of USD106.530 beginning from 1 January 2003.
Effective from 1 January 2010, monthly rent is determined as TRY217.708.
Financial (expense)/income, net
Işıl İthalat
Kanal D
Doğan Factoring
Hürriyet
Doğan Dış Ticaret
Other
Financial expenses
31 December 2009
(1.210.486)
(713.354)
(667.125)
(570.752)
(273.658)
(220.279)
31 December 2008
(4.343.629)
(889.591)
(79.804)
(636.092)
-
(3.655.654)
(5.949.116)
31 December 2009
21.355.495
15.984.989
2.033.008
1.713.807
723.774
594.071
385.432
320.182
299.585
294.909
254.637
1.402.230
31 December 2008
24.515.920
17.835.365
925.786
3.036.200
2.747
34.200
204.503
138.807
8.333
113.179
1.953.052
1.664.255
45.362.119
50.432.347
31 December 2009
4.444.823
31 December 2008
-
4.444.823
-
31 December 2009
-
31 December 2008
17.400.000
-
17.400.000
31 December 2009
2.094.143
31 December 2008
-
2.094.143
-
General administrative, marketing, distribution and selling expenses
Doğan Dağıtım
Kanal D
D Yapım Reklamcılık ve Dağıtım A.Ş.
Doğan Yayın Holding
Doğan TV Dijital Platform
Doğan Egmond
Hürriyet
DBR
Doğa TV
Radyo Kulübü
Star TV
Other
Investment property purchases from related party
Kanal D (Note 11)
Total
Intangible asset purchases from related parties
Doğan Portal ve Elektronik Tic. A.Ş.
Intangible asset sales to related parties
Işıl İthalat
Total
Intangible asset sales to related parties
Birey Seçme ve Değerlendirme Danışmanlık Ltd. Şti. sold www.insankaynaklari.com web site to Yenibiriş İnsan Kaynakları Danışmanlık A.Ş. for
TRY443.865.
f) Remuneration paid to top management:
The Group defined its top management personnel as board of directors’ members and executive board members. Remuneration of top management
includes salaries, premiums, health insurance and transportation benefits.
Board of Directors
Executive Board
31 December 2009
1.294.978
2.806.506
31 December 2008
1.019.896
2.418.080
4.101.484
3.437.976
NOTE 30-FINANCIAL RISK MANAGEMENT
Financial risk management
The Group’s activities expose it to a variety of financial risks, these risks are market risk including the effects of changes in debt and equity market
prices, foreign currency exchange rates, fair value interest rate risk and cash flow interest rate risk, credit risk, and liquidity risk. The Group’s overall
risk management programme focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the financial
performance of the Group.
Financial risk management is carried out by individual subsidiaries under policies, which are approved by their Board of Directors within the limits of
general principles, set by the Company.
Market Risk
Interest rate risk
The Group is exposed to interest rate risk through the impact of rate changes on interest bearing liabilities and assets. These exposures are managed
using natural hedges that arise from offsetting interest rate sensitive assets and liabilities.
The Group’s interest rate sensitive financial instruments are as follows:
Financial instruments with fixed interest rate
Fixed interest rate financial instruments
-Designated as fair value through profit or loss (*)
-Financial assets available for sale
Financial liabilities
31 December 2009
249.628
249.628
11.014.628
31 December 2008
15.048.408
15.048.408
1.061.081
Financial instruments with floating interest rate
Financial assets
31 December 2009
9.000.000
31 December 2008
-
(*) Financial assets designated as fair value through profit or loss consists of fixed interest rate time deposits with maturity less than three months.
The Group has borrowing with a floating interest rate amounting to TRY9.000.000 as of 31 December 2009 (31 December 2008: None).
As of 31 December 2009, if interest rate on borrowings had been 1% higher/lower with all other variables held constant, interest expense would have been
TRY63.750 higher/lower. The Group has no borrowing with a floating interest rate as of 31 December 2008.
Foreign currency risk
Assets
Liabilities
Net foreign currency position
31 December 2009
421.702
(12.970.076)
31 December 2008
410.988
(44.998.403)
(12.548.374)
(44.587.415)
31 December 2009
1.
Trade Receivables
2a. Monetary Financial Assets (Cash, Banks included)
2b. Non-Monetary Financial Assets
3.
Other
4.
Current Assets (1+2+3)
5.
Trade Receivables
6a. Monetary Financial Assets
7.
Other
8.
Non-current assets (5+6+7)
9.
Total assets (4+8)
10.
Trade Payables
11.
Financial Liabilities
12a. Other Monetary Financial Liabilities
12b. Other Non-Monetary Financial Liabilities
13.
Current Liabilities (10+11+12)
14.
Trade Payables
15.
17.
Non-current Liabilities(14+15+16)
18.
Total Liabilities (13+17)
19.
Net asset/liability position of Off-balance sheet derivatives (19a-19b)
19.a Off-balance sheet foreign currency derivative assets
19b. Off-balance sheet foreign currency derivative liabilities
20. Net foreign currency asset liability position (9-18+19)
21.
Net foreign currency asset/liability position of monetary items
(1+2a+5+6a-10-11-12a-14-15-16a)
22. Fair value of foreign currency hedged financial assets
23. Exports
24. Imports
TRY Equivalent
330.186
91.516
421.702
421.702
12.970.076
12.970.076
12.970.076
(12.548.374)
US Dollar
49.288
49.288
49.288
12.970.076
12.970.076
12.970.076
(12.920.788)
Euro
330.186
33.820
364.006
364.006
364.006
Other
8.408
8.408
8.408
8.408
(12.548.374)
-
(12.920.788)
-
364.006
-
8.408
-
31 December 2008
1.
Trade Receivables
2a. Monetary Financial Assets (Cash, Banks included)
3.
Other
4.
Current Assets (1+2+3)
5.
Trade Receivables
6a. Monetary Financial Assets
7.
Other
8.
Non-current assets (5+6+7)
9.
Total assets (4+8)
10. Trade Payables
11.
13. Current Liabilities (10+11+12)
14. Trade Payables
15. Financial Liabilities
17.
Non-current Liabilities(14+15+16)
18. Total Liabilities (13+17)
19. Net asset/liability position of Off-balance sheet derivatives (19a-19b)
19.a Off-balance sheet foreign currency derivative assets
19b. Off-balance sheet foreign currency derivative liabilities
20. Net foreign currency asset liability position (9-18+19)
21. Net foreign currency asset/liability position of monetary items
(1+2a+5+6a-10-11-12a-14-15-16a)
22. Fair value of foreign currency hedged financial assets
23. Exports
24. Imports
TRY Equivalent
252.012
158.976
410.988
410.988
44.998.403
44.998.403
44.998.403
(44.587.415)
US Dollar
75.459
75.459
75.459
44.998.403
44.998.403
44.998.403
(44.922.944)
Euro
252.012
65.504
317.516
317.516
317.516
Other
18.013
18.013
18.013
18.013
(44.587.415)
-
(44.922.944)
-
317.516
-
18.013
-
TRY equivalent of import and exports for the periods ended 31 December 2009 and 2008 is as follows:
31 December 2009
If the US dollar had changed by 10% against the TRY
USD net (liabilities)/assets
Hedging amount of USD
USD net effect on (loss)/income
31 December 2008
If the US dollar had changed by 10% against the TRY
USD net (liabilities)/assets
Hedging amount of USD
USD net effect on (loss)/income
Income/Loss
Foreign currency
Foreign currency
appreciates
depreciates
(1.292.079)
(1.292.079)
1.292.079
1.292.079
Income/Loss
Foreign currency
Foreign currency
appreciates
depreciates
(4.492.294)
(4.492.294)
4.492.294
4.492.294
Credit risk
Ownership of financial assets involves the risk that counterparties may be unable to meet the terms of their agreements. These risks are monitored by
credit ratings and by limiting the aggregate risk to any individual counterparty. The credit risk is generally highly diversified due to the large number of
entities comprising the customer bases and their dispersion across many different industries.
The maximum exposure of the Group to credit risk as of 31 December 2009 and 31 December 2008 is as follows:
31 December 2009
Maximum credit risk exposure as of balance sheet
date
-Collateralized or secured with guarantees part of
maximum credit risk
A. Neither past due nor impaired
B. Restructured otherwise accepted as past due
and impaired
C. Past due but not impaired
-Guaranteed amount by commitment
D. Impaired asset net book value
-Past due (gross amount)
-Impairment (-)
-Net value collateralized
…or guaranteed part of net value
-Not over due (gross amount)
-Impairment (-)
E. Off-balance sheet items bearing credit risk
Trade receivables
Related
Party
Other
Other receivables
Related
Party
Other
Cash and cash
equivalents
Financial
assets
Other
18.005.852
58.785.253
-
62.637
1.147.673
-
-
-
11.424.741
-
-
-
-
-
9.820.385
38.020.074
-
62.637
1.147.673
-
-
-
-
-
-
-
-
-
8.185.467
20.765.179
-
-
-
-
-
-
8.836.759
-
-
-
-
-
-
-
-
-
-
-
-
-
15.649.595
(15.649.595)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Trade receivables
Other receivables
Related
Party
Other
Cash and cash
equivalents
Financial
assets
Other
97.714
16.159.286
-
-
-
-
-
-
-
36.846.509
-
97.714
16.159.286
-
-
-
-
-
-
-
-
-
6.045.038
20.205.042
-
-
-
-
-
-
8.869.558
-
-
-
-
-
-
-
-
-
-
-
-
-Past due (gross amount)
-Impairment (-)
-
12.352.968
(12.352.968)
-
-
-
-
-
-
-
-
-
-
-
-
-Not over due (gross amount)
-Impairment (-)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
31 December 2008
Maximum credit risk exposure as of balance sheet
date
-Collateralized or secured with guarantees part of
maximum credit risk
A. Neither past due nor impaired
B. Restructured otherwise accepted as past due
and impaired
C. Past due but not impaired
-Guaranteed amount by commitment
D. Impaired asset net book value
E. Off-balance sheet items bearing credit risk
Related
Party
Other
14.730.824
57.051.551
-
-
11.983.064
8.685.786
The ageing schedule of receivables that are overdue but not impaired is as follows:
Trade Receivables
31 December 2009
Up to 1 month
1 to 3 months
3 to 12 months
1 to 5 years
More than 5 years
Total
Related Party
1.059.427
1.427.515
2.677.146
3.021.379
-
Other
9.664.935
5.286.974
4.573.862
1.239.408
-
Bank deposits
-
Financial
instruments
-
Other
-
8.185.467
20.765.179
-
-
-
-
8.836.759
-
-
-
Guaranteed amount
Trade Receivables
31 December 2008
Up to 1 month
1 to 3 months
3 to 12 months
1 to 5 years
More than 5 years
Total
Related Party
4.823.665
1.221.373
-
Other
9.488.187
5.813.423
3.599.670
1.303.762
-
Bank deposits
-
Financial
instruments
-
Other
-
6.045.038
20.205.042
-
-
-
-
8.869.558
-
-
-
Guaranteed amount
The credit quality of trade receivables which is impaired is as follows:
Trade Receivables
Related Party
-
Other
1.742
46.913
15.600.941
Bank deposits
-
Financial
instruments
-
Other
-
Less: provision for doubtful receivables
-
(15.649.596)
-
-
-
Total
-
-
-
-
-
Related party
-
Other
18.523
267.435
12.067.010
Bank deposits
-
Financial
instruments
-
Other assets
-
Less: provision for doubtful receivables
-
(12.352.968)
-
-
-
Total
-
-
-
-
-
31 December 2008
Up to 3 months
3 to 12 months
1 to 5 years
Trade receivables
31 December 2008
Up to 3 months
3 to 12 months
1 to 5 years
Liquidity Risk
Prudent liquidity risk management includes maintaining sufficient cash and marketable securities, the availability of funding from an adequate amount
of committed credit facilities and the ability to close out market positions. The ability to fund the existing and prospective debt requirements is managed
by maintaining the availability of adequate committed funding lines from high quality lenders.
According to agreement maturities, undiscounted cash flows of financial liabilities as of 31 December 2009 and 31 December 2008 are as follows:
31 December 2009
Financial liabilities excluding derivatives
Due to related parties (*)
Other trade payables (**)
Other payables
31 December 2008
Financial liabilities excluding derivatives
Due to related parties (*)
Other trade payables (**)
Other payables
Book
value
Contractual
cash flow
Up to 3
months
3-12
months
1-5
years
Over
5 years
20.014.628
44.345.559
8.659.476
6.097.490
20.554.633
35.027.306
7.161.317
6.097.490
14.840.907
35.027.306
7.161.317
6.097.490
5.713.726
-
-
-
Book
value
Contractual
cash flow
Up to 3
months
3-12
months
1-5
years
Over
5 years
1.061.081
64.654.389
5.652.991
4.267.000
1.061.081
58.784.685
4.669.984
4.267.000
937.791
11.979.551
-
123.290
46.805.134
4.669.984
4.267.000
-
-
(*) Barter related liabilities amounting to TRY9.437.489 (31 December 2008: TRY6.130.228) are not included in the total cash outflow.
(**) Barter related liabilities amounting to TRY1.498.159 (31 December 2008: TRY983.007) are not included in the total cash outflow.
Capital risk management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for
shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
In order to recapitalise or maintain the current capital structure, the Group can change dividend payment amount, announce new shares and in order to
decrease borrowings the Group can sell assets.
The Group monitors capital using liability/capital ratio which is calculated by dividing net liability to total capital. Net liability amount is obtained from
the deducting cash and cash equivalents from the total liability (includes financial liabilities, trade payables and payables due to related parties as
stated in balance sheet). Total capital is the sum of equity and net liabilities as also stated in balance sheet.
NOTE 31-FINANCIAL INSTRUMENTS
Fair value of financial instruments
Fair value is the amount at which a financial instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or
liquidation, and is best evidenced by a quoted market price if one exists.
The estimated fair values of financial instruments have been determined by the Group using available market information and appropriate valuation
methodologies. However, judgment is necessarily required to interpret market data to estimate the fair value. Accordingly, the estimates presented
herein are not necessarily indicative of the amounts the Group could realise in a current market exchange.
The following methods and assumptions were used to estimate the fair value of the financial instruments for which it is practicable to estimate fair value:
Monetary assets:
The fair values of balances denominated in foreign currencies, which are translated at year-end exchange rates, are considered to approximate carrying
value.
The fair values of certain financial assets carried at cost, including cash and amounts due from banks are considered to approximate their respective
carrying values due to their short-term nature.
The carrying values of trade receivables along with the related allowances for uncollectibility are estimated to be their fair values.
NOTE 31-FINANCIAL INSTRUMENTS
Monetary liabilities:
Trading liabilities have been estimated at their fair values.
The fair values of short-term bank borrowings and other monetary liabilities are considered to approximate their respective carrying values due to their
short-term nature.
Long-term borrowings, which are denominated in foreign currencies, are translated at period-end exchange rates and accordingly their carrying amounts
approximate their fair values.
NOTE 32-SUBSEQUENT EVENT
Due to tax principal and tax penalty notices communicated by the related tax office, the shares that Doğan Yayın Holding A.Ş. possesses in the Doğan
Gazetecilik A.Ş.’s share capital and which represent 70,76% of the share capital of Doğan Gazetecilik A.Ş. included in the export/investment accounts
of the Central Registry Institution and Intermediary Institution were immobilised and their transfer has been restricted. In the public announcement of
Doğan Yayın Holding, dated 1 February 2010, it was mentioned that a significant portion of the lawsuits filed for the aforementioned tax amounts and
notices have been finalised in favour of Doğan Yayın Holding. Since it is thought that the amount of sequestration exceeds the total public receivable
accrued, Doğan Yayın Holding expects that the sequestration exceeding the public receivable will be removed after the assessment of the related tax
office (Note 19).
Contact InformatIon
Headquarters:
Yüzyıl Mahallesi, Doğan Medya Center
34204 Bağcılar, Istanbul - TURKEY
Tel: +90 212 505 61 11
Pbx Fax: +90 212 505 63 98
Ankara Liaison Office:
Nevzat Tandoğan Cad. No: 8
Aşağı Ayrancı, Ankara - TURKEY
Tel: +90 312 410 88 00
Pbx Fax: +90 312 417 38 78
Izmir Liaison Office:
Şehitler Cad. Key Plaza No: 18 Kat: 5
Alsancak, Izmir - TURKEY
Tel: +90 232 464 20 00
Pbx Fax: +90 232 464 18 04
Adana Liaison Office:
Çınarlı Mah. Atatürk Cad. Torun Apt.
Kat: 1 No: 5-6 Seyhan, Adana - TURKEY
Tel: +90 322 459 84 84
Pbx Fax: +90 322 459 84 95
Antalya Liaison Office:
Havaalanı Yolu, 8. km Doğan
Printing Center Antalya - TURKEY
Tel: +90 242 340 38 38
Pbx Fax: +90 242 340 64 64

NEWS - Kurumsal

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