türki̇ye i̇ş bankasi a
Transcription
türki̇ye i̇ş bankasi a
Türkiye İş Bankası Anonim Şirketi and Its Subsidiaries TABLE OF CONTENTS Page -----Independent auditors’ report on review of condensed consolidated interim financial information Condensed consolidated statement of financial position 1-2 Condensed consolidated statement of income 3 Condensed consolidated profit or loss and other comprehensive income 4 Condensed consolidated statement of changes in equity 5-6 Condensed consolidated statement of cash flows 7-8 Notes to the condensed consolidated interim financial statements 9-45 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) Assets Note Cash and cash equivalents Balances with central bank Loans and advances to banks Financial assets at fair value through profit or loss - Trading investment securities - Derivative financial instruments Derivative assets held for risk management Loans and advances to customers Trade receivables Insurance receivables Inventories Investment securities - Available for sale investment securities - Held to maturity investment securities Current tax assets Investments in equity-accounted investees Property, plant and equipment Investment properties Intangible assets and goodwill Non-current assets held for sale Deferred tax assets Other assets 8 9 22 22 10 9 9 11 Total assets 30 June 2015 31 December 2014 2,189,989 29,176,074 7,577,887 2,571,107 1,206,578 1,364,529 79,148 191,915,300 2,379,607 1,991,047 1,895,019 50,143,060 49,864,357 278,703 44,257 959,147 8,344,904 1,182,785 669,753 53,795 1,110,328 4,450,605 2,531,902 22,557,364 6,504,828 2,267,013 1,185,942 1,081,071 84,342 170,346,056 2,001,207 1,630,744 1,551,889 47,068,631 45,676,771 1,391,860 35,946 977,918 7,853,098 1,117,023 560,385 72,647 1,057,817 3,029,086 306,733,812 271,247,896 The accompanying notes form an integral part of these condensed consolidated interim financial statements. 1 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) Liabilities and equity Note Deposits - Deposits from banks - Deposits from customers Obligations under repurchase agreements Derivative financial instruments Derivative liabilities held for risk management Funds borrowed Debt securities issued Payables to stock exchange money market Trade payables Taxes and dues payable Employee benefits Corporate tax liability Insurance contract liabilities Provisions Deferred tax liabilities Other liabilities Subordinated liabilities 22 22 12 14 Total liabilities Share capital Share premium Legal reserves Fair value reserve Hedging reserve Translation reserve Other reserve Remeasurement of the defined benefit plans, net of tax Retained earnings 15 15 15 15 15 Total equity attributable to equity holders of the Bank Non-controlling interest Total equity Total liabilities and equity 22 Commitment and contingencies 30 June 2015 31 December 2014 149,599,434 7,436,071 142,163,363 22,377,400 978,953 10,832 45,060,573 24,304,949 2,320,894 2,891,380 404,896 2,824,567 113,659 6,568,617 1,255,908 13,777 8,522,087 3,871,066 131,836,478 6,689,292 125,147,186 20,011,731 749,841 -36,617,271 19,731,592 2,291,363 2,374,759 376,011 2,755,540 488,183 5,894,351 1,228,466 13,979 7,956,823 3,384,849 271,118,992 235,711,237 6,115,938 38,435 3,203,179 (596,505) 1,030 (242,109) 7,017 (19,359) 19,234,133 6,115,938 38,435 2,912,743 775,524 6,313 (222,840) 7,017 (19,359) 18,389,047 27,741,759 28,002,818 7,873,061 7,533,841 35,614,820 35,536,659 306,733,812 271,247,896 97,558,771 87,495,717 The accompanying notes form an integral part of these condensed consolidated interim financial statements. 2 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF INCOME FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 1 January30 June 2015 1 January30 June 2014 Interest income on loans Interest income on securities Interest income on deposits at banks Interest Income on reserve deposit at central banks Interest income on finance leases Interest income on factoring transactions Other interest income Total interest income 7,696,612 1,981,040 135,522 19,856 122,792 54,685 57,919 10,068,426 6,288,653 2,022,262 77,894 -81,016 36,939 26,658 8,533,422 Interest expense on deposits Interest expense on borrowings Interest expense on interbank borrowings Interest expense on debt securities issued Other interest expense Total interest expense (3,038,984) (657,317) (1,043,014) (733,006) (29,456) (5,501,777) (2,850,090) (436,380) (827,543) (471,501) (46,354) (4,631,868) 4,566,649 3,901,554 1,364,343 (500,918) 863,425 1,162,781 (424,212) 738,569 424,043 (388,262) 3,528,783 1,899,997 323,948 (2,482,180) (1,580,415) (343,668) 444,961 (4,196,889) 273,043 (419,848) 18,983 (5,476) 201,657 (427,422) 3,421,366 1,732,282 249,167 (2,452,975) (1,344,381) (284,643) 523,332 (4,068,478) 327,767 (318,329) 15,026 9,757 2,927,094 2,224,249 (542,809) (485,542) Profit for the period 2,384,285 1,738,707 Profit attributable to: Equity holders of the Bank Non-controlling interest 1,845,909 538,376 1,290,498 448,209 Profit for the period 2,384,285 1,738,707 0.0164 0.0115 Note Net interest income Fee and commission income Fee and commission expense Net fee and commission income Securities trading income, net Derivative trading expense, net Income from manufacturing operations Income from insurance operations Income from other operations Cost of manufacturing operations Cost of insurance operations Cost of other operations Other operating income Other operating expenses Foreign exchange gains, net Impairment losses on financial assets, net Dividend income Share of income from equity-accounted investees 16 16 16 17 18 Profit before income tax Income tax expense Basic and diluted earnings per share (Full TL) 13 20 The accompanying notes form an integral part of these consolidated interim financial statements. 3 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 1 January30 June 2015 1 January30 June 2014 2,384,285 1,738,707 (1,584,429) 1,585,406 (136,010) 288,054 (57,022) (5,283) -- (109,699) (246,127) (73,669) 2,035 3,715 (1,494,690) 1,161,661 Total comprehensive income for the period 889,595 2,900,368 Attributable to Equity holders of the Bank Non-controlling interest 449,328 440,267 2,340,152 560,216 Total comprehensive income for the period 889,595 2,900,368 Profit for the period Other comprehensive income Items that are or may be reclassified subsequently to profit or loss: Change in fair value of available for sale investments Net change in fair value of available for sale financial assets transferred to profit or loss Related tax Foreign currency translation differences Cash flow hedges- effective portion of changes in fair value Change in other reserves Other comprehensive income/(expenses), net of tax The accompanying notes form an integral part of these consolidated interim financial statements. 4 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) Attributable to equity holders of the Bank Balance at 1 January 2015 Total comprehensive income for the period Net profit for the period Other comprehensive income, net of tax Change in unrealised losses on available for sale investments Net gains on available for sale assets transferred to the income statement on disposal Cash flow hedges effective portion of changes in fair value Foreign currency translation differences for foreign operations Total other comprehensive income/(expense) Total comprehensive income/(expense) for the period Contributions and distributions Dividend distribution Transfer to legal reserves Other(*) Total contributions and distributions Changes in ownership interests Changes in non-controlling interests without a change in control Total transactions with owners Balance at 30 June 2015 Remeasurement of the defined benefit Other plans, net of reserve tax Total Noncontrolling interest Total Equity 18,389,047 28,002,818 7,533,841 35,536,659 -- 1,845,909 1,845,909 538,376 2,384,285 -- -- -- (1,222,350) (74,025) (1,296,375) --- --- --- --- (149,679) (5,283) 13,669 -- (136,010) (5,283) -(5,283) (5,283) (19,269) (19,269) (19,269) ---- ---- --1,845,909 (19,269) (1,396,581) 449,328 (37,753) (98,109) 440,267 (57,022) (1,494,690) 889,595 ----- ----- ----- ----- ----- (841,011) (290,436) 130,624 (1,000,823) (841,011) -130,624 (710,387) (168,186) -646 (167,540) (1,009,197) -131,270 (877,927) --(596,505) --1,030 --(242,109) --7,017 --(19,359) -(1,000,823) 19,234,133 -(710,387) 27,741,759 66,493 (101,047) 7,873,061 66,493 (811,434) 35,614,820 Share capital Share premium Legal reserves Fair value reserve Hedging Translation reserve reserve Retained earnings 6,115,938 38,435 2,912,743 775,524 6,313 (222,840) 7,017 (19,359) -- -- -- -- -- -- -- -- -- -- (1,222,350) -- -- --- --- --- (149,679) -- -(5,283) ---- ---- ---- -(1,372,029) (1,372,029) ----- ----- -290,436 -290,436 --6,115,938 --38,435 -290,436 3,203,179 (*) According to the Articles of Incorporation of the Bank, a portion of the net profit for the period is distributed to the employees as a dividend. Provision recognized in 2014 for dividends to be distributed to employees within the scope of “IAS 19 – Employee Benefits” has been added to distributable profit. The accompanying notes form an integral part of these consolidated interim financial statements. 5 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) Attributable to equity holders of the Bank Balance at 1 January 2014 Total comprehensive income for the period Income for the period Other comprehensive income, net of tax Change in unrealised losses on available for sale investments Net gains on available for sale assets transferred to the income statement on disposal Change in other reserves Cash flow hedges effective portion of changes in fair value Foreign currency translation differences for foreign operations Total other comprehensive income/(expense) Total comprehensive income/(expense) for the period Contributions and distributions Dividend distribution Transfer to legal reserves Other(*) Total contributions and distributions Changes in ownership interests in subsidiaries Acquisition of non-controlling interests without a change in control Total transactions with owners Balance at 30 June 2014 Remeasurement of the defined Other benefit plans, reserve net of tax Share capital Share premium Legal reserves Fair value reserve Hedging reserve Translation reserve 6,115,938 38,434 2,657,122 (799,363) (461) 361,631 7,017 -- -- -- -- -- -- -- Total Noncontrolling interest Total Equity 15,437,453 23,846,904 6,277,209 30,124,113 1,290,498 1,290,498 448,209 1,738,707 Retained earnings 29,133 -- -- -- -- 1,280,040 -- -- -- -- -- 1,280,040 59,239 1,339,279 ---- ---- ---- (104,915) --- -2,035 ---- -2,250 -- ---- ---- (104,915) 2,250 2,035 (4,784) 1,465 -- (109,699) 3,715 2,035 ---- ---- ---- -1,175,125 1,175,125 -2,035 2,035 (129,756) (129,756) (129,756) -2,250 2,250 ---- --1,290,498 (129,756) 1,049,654 2,340,152 56,087 112,007 560,216 (73,669) 1,161,661 2,900,368 ----- ----- -254,161 -254,161 ----- ----- ----- ----- ----- (649,410) (254,161) 96,431 (807,140) (649,410) -96,431 (552,979) (136,242) -569 (135,673) (785,652) -97,000 (688,652) --6,115,938 1 1 38,435 354 254,515 2,911,637 --375,762 --1,574 --231,875 --9,267 --29,133 (17) (807,157) 15,920,794 338 (552,641) 25,634,415 (4,576) (140,249) 6,697,176 (4,238) (692,890) 32,331,591 (*) According to the Articles of Incorporation of the Bank, a portion of the net profit for the period is distributed to the employees as a dividend. Provision recognized in 2013 for dividends to be distributed to employees within the scope of “IAS 19 – Employee Benefits” has been added to distributable profit. The accompanying notes form an integral part of these consolidated interim financial statements. 6 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) Note Cash flows from operating activities: Profit for the period Adjustments for: Depreciation and amortization Net interest income Income tax expense Impairment losses on financial assets Increase in provision for employee benefits Unearned premium reserve Provision for outstanding claims Life mathematical provisions Other provision expenses Loss / (gain) from equity accounted investees Allowance for doubtful trade receivables Allowance for doubtful insurance receivables Provisions for / (reversal of) impairment losses on inventory Impairment losses / (reversal of) on property, plant and equipment Gain on sale of property, plant and equipment Change in trading assets Change in reserve deposits Change in loans and advances to banks Change in loans and advances to customers Change in trade receivables Change in insurance receivables Change in inventories Change in other assets Change in deposits from banks Change in deposits from customers Change in obligations under repurchase agreements Change in trade payables Change in other liabilities and provisions Interest received Interest paid Income taxes paid Net cash from / (used in) operating activities Cash flows from investing activities: Dividends received Acquisition of equity accounted investees Acquisition of property, plant and equipment Acquisition of intangible assets Acquisition of investment properties Proceeds from sale of equity participations Proceeds from the sale of property, plant and equipment Acquisition of investment securities Proceeds from sale of investment securities Net cash (used in) investing activities 17 1 January 30 June 2015 1 January 30 June 2014 2,384,285 1,738,707 539,065 (4,566,649) 542,809 419,848 69,027 293,448 257,299 45,839 26,612 5,476 3,146 14,560 1,240 1,364 (57,326) (19,957) 526,551 (3,901,554) 485,542 318,329 42,335 238,165 213,162 (48,067) 153,933 (9,757) 14 7,080 (1,608) (87,711) (39,474) (364,353) (20,840) (7,135,552) 692,112 (15,343,327) (381,546) (374,863) (344,370) (2,711,418) 322,722 11,901,743 2,363,328 274,299 843,082 (9,934,587) 204,271 (4,253,902) (411,242) (5,485,488) (24,745) (136,920) (123,207) 410,311 160,352 4,043,052 (1,325,057) (124,693) 2,325,649 (5,105,972) 10,124,370 (5,204,187) (773,241) (5,787,645) 11,155,267 (4,431,654) (671,454) 946,187 18,983 (250) (825,875) (210,541) (54,061) -329,999 (13,271,572) 9,536,439 (4,476,878) 15,026 (5,515) (1,002,594) (158,201) (118,594) 19,873 187,936 (11,731,387) 7,891,979 (4,901,477) The accompanying notes form an integral part of these consolidated interim financial statements. 7 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (CONTINUED) FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 1 January 30 June 2015 1 January 30 June 2014 12,247,641 (7,758,335) (5,043,275) 11,881,640 66,493 (1,009,197) 10,384,967 8,926,425 (5,981,127) (2,220,169) 2,483,645 (4,238) (785,652) 2,418,884 120,444 (1,536,406) Effects of movements in exchange rates on cash held Cash and cash equivalents at 1 January 777,654 13,884,443 (56,620) 13,074,103 Cash and cash equivalents at 30 June 14,782,541 11,481,077 Note Cash flows from financing activities: Proceeds from issue of debt securities Repayments of debt securities Repayments of funds borrowed Proceeds from funds borrowed Changes in non-controlling interest Dividends paid Net cash from financing activities Net increase/(decrease) in cash and cash equivalents The accompanying notes form an integral part of these consolidated interim financial statements. 8 Notes to the consolidated financial statements Note 1 Note 2 Note 3 Note 4 Note 5 Note 6 Note 7 Note 8 Note 9 Note 10 Note 11 Note 12 Note 13 Note 14 Note 15 Note 16 Note 17 Note 18 Note 19 Note 20 Note 21 Note 22 Note 23 Pages 10 – 13 14 - 15 15 – 19 19 19 19 20-22 22 22-24 25-27 28 28-29 30 31 32-33 33 34 34 35-39 40 40 41-43 44-45 Activities of the Bank and the Group Basis of preparation Significant accounting policies Financial risk management Management of insurance risk Business combinations Financial instruments Balances with central bank Securities portfolio Loans and advances to customers Property, plant and equipment Funds borrowed Taxation Provisions Capital and reserves Net fee and commission income Other operating income Other operating expenses Operating segments Earnings per share Related parties Commitment and contingencies Events after the reporting period 9 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 1. Activities of the Bank and the Group Türkiye İş Bankası Anonim Şirketi (“the Bank”) was incorporated in Turkey in 1924. The Bank provides private, retail, commercial and corporate banking, money market and securities market operations as well as international banking services. The Bank now operates a nationwide network of 1,342 (31 December 2014: 1,333) branches, 6,402 ATMs (31 December 2014: 6,290 ATMs), foreign branches in England (LondonEdmonton), Bahrain, Iraq (Erbil-Bagdad), Georgia (Batumi-Tiflis), Kosovo (Pristine, Prizren) and 16 branches in the Turkish Republic of Northern Cyprus and two banking subsidiaries in Germany and Russia. The Bank directly invests in equity participations of 25 companies operating mainly in industry and the financial sector. Address Phone Fax Website : İş Kuleleri, 34330, Levent / İstanbul : +90 212 316 00 00 : +90 212 316 09 00 : www.isbank.com.tr The Bank and its subsidiaries are herein after referred to as the “Group”. The Group controls equity stakes in companies that are active in the areas of banking, insurance, private pensions, capital market brokerage, asset management, venture capital, factoring, reinsurance, finance leasing, investment banking, real estate investment, service and manufacturing. Activities carried out in these business areas and main companies are explained below in summary. Financial services Anadolu Anonim Türk Sigorta Şirketi (“Anadolu Sigorta”) The Company was established in 1925 and operates in almost all non-life insurance branches. The headquarters of the Company is in İstanbul. The Company’s shares are traded in Borsa İstanbul A.Ş. Anadolu Hayat Emeklilik A.Ş. (“Anadolu Hayat”) The Company was founded in 1990 and its headquarters is in İstanbul. The Company’s main activities are private individual or group pension and life insurance. There are 24 private pension funds founded by the Company. The Company’s shares are traded in Borsa İstanbul A.Ş. Closed Joint Stock Company İşbank (“CJSC İşbank”) CJSC İşbank, which was founded in 1998 and headquartered in Moscow, provides banking services by focusing on deposit, loan and brokerage operations with its 10 branches in several regions of the Russian Federation. The title of the Company was changed to “Joint Stock Company İşbank” on 9 September 2015. Efes Varlık Yönetim A.Ş. (“Efes Varlık”) The field of activity of the Company, which was founded in February 2011, is to purchase and sell the receivables and other assets of deposit banks, participation banks and other financial institutions. The Company’s headquarters is in İstanbul. İş Faktoring A.Ş. (“İş Faktoring”) The Company, which operates in the factoring sector since 1993, is engaged in domestic and foreign factoring operations. The Company’s headquarter is in İstanbul. İş Finansal Kiralama A.Ş. The Company, whose field of activity is financial leasing within the country and abroad, started its operations in 1988. The headquarters of the Company is in İstanbul. The Company’s shares are traded in Borsa İstanbul A.Ş. 10 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 1. Activities of the Bank and the Group (continued) Financial services (continued) İş Gayrimenkul Yatırım Ortaklığı A.Ş. (“İş GYO”) The Company, whose main field of activity is investing in real estate, capital market instruments backed by real estate, real estate projects and capital market instruments, is conducting its business in the sector as a real estate investment trust since 1999. The Company’s shares are traded in Borsa İstanbul A.Ş. since its establishment. İş Girişim Sermayesi Yatırım Ortaklığı A.Ş. (“İş Girişim”) The Company, which began its venture capital operations in 2000, is making long-term investments in entrepreneurships founded or to be found in Turkey with a development potential and in need of capital. The Company’s shares are traded in Borsa İstanbul A.Ş. since 2004. Is Investment Gulf Ltd.(“Is Investment”) The purpose of Is Investment, which was founded in Dubai in 2011, is to operate in capital markets in the Gulf Region. İş Portföy Yönetimi A.Ş. (“İş Portföy”) The purpose of the Company, which was founded in 2000, is to engage in capital market operations stated in its articles of association. Among the capital market operations, the Company offers portfolio management and investment consulting services for corporate investors exclusively. İş Yatırım Menkul Değerler A.Ş. (“İş Menkul”) The Company is mainly engaged in intermediation, corporate finance, investment consulting and private portfolio management services. The Company’s shares are traded in Borsa İstanbul A.Ş. since May 2007. İş Yatırım Ortaklığı A.Ş. The field of activity of the Company, which was founded in İstanbul in 1995, is portfolio management. The Company’s shares are traded in Borsa İstanbul A.Ş. since April 1996. İşbank AG İşbank AG was founded to carry out the banking transactions of the Bank in Europe. İşbank AG has 17 branches in total, 13 branches in Germany, 1 branch in the Netherlands, 1 branch in France, 1 branch in Switzerland and 1 branch in Bulgaria. Maxis Investments Ltd. The purpose of the Company, which was founded in England in 2005, is to engage in activities in foreign capital markets. Milli Reasürans T.A.Ş. (“Milli Reasürans”) The Company, which was founded in 1929 to provide reinsurance services, is located in İstanbul. 11 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 1. Activities of the Bank and the Group (continued) Financial services (continued) TSKB Gayrimenkul Yatırım Ortaklığı A.Ş. (“TSKB GYO”) The main field of activity of the Company, which was founded in 2006, is to create and develop an investment property portfolio and to invest in capital market instruments that are based on investment properties. The Company’s shares are traded in Borsa İstanbul A.Ş. since April 2010. Türkiye Sınai Kalkınma Bankası A.Ş. (“TSKB”) TSKB, the first private industrial development and investment bank of Turkey, is founded especially to support private sector investments and facilitate contribution of domestic and foreign capital to Turkish companies. The Bank’s shares are traded in Borsa İstanbul A.Ş. Yatırım Finansman Menkul Değerler A.Ş. (“Yatırım Finansman”) The purpose of the Company, which was founded in 1976, is to engage in capital market operations stated in its articles of association. The Company is located in İstanbul. Arap Türk Bankası A.Ş. (“Arap Türk”) Arap Türk has been established on 18 July 1976 as a joint stock entity in accordance with an agreement signed between the Republic of Turkey and the Libyan Arab Republic. In accordance with the Articles of Association, the Board of Directors shall elect a Chairman among its Turkish members and a Deputy Chairman among its Arab members. The General Manager shall always be nominated by the Arab shareholders and assigned by the Board. Glass Türkiye Şişe ve Cam Fabrikaları A.Ş. (“Şişecam Group”) Şişecam Group consists of a holding company, Türkiye Şişe ve Cam Fabrikaları A.Ş., 54 subsidiaries, 5 joint ventures and 3 associates. Türkiye Şişe ve Cam Fabrikaları A.Ş. started its glass production in 1935. Besides Turkey, Şişecam Group operates in various countries such as Bosnia-Herzegovina, Bulgaria, Georgia, Netherlands, Egypt, Ukraine, Russia, Romania, Slovakia, Hungary, Germany, England, Italy, Austria and India Şişecam Group’s core business is mainly glass production. In addition, Şişecam Group is engaged in complementary industrial and commercial operations related to glass production and has participated in various industrial and commercial companies’ capital and management. Telecommunications Avea İletişim Hizmetleri A.Ş (“Avea”) Avea is a mobile communications operator officially founded on 19 February 2004 with the merger of Türk Telekomünikasyon Anonim Şirketi’s (“Türk Telekom”) GSM operator Aycell with Is-TIM, joint venture of the Group and Telecom Italia Mobile. In September 2006, Türk Telekom increased its stake in Avea by acquiring Telecom Italia’s stake in the Company. As at 30 June 2015, the Group holds 9.57% of Avea’s shares while Türk Telekom’s stake in Avea is 89.99%. 12 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 1. Activities of the Bank and the Group (continued) Others Bayek Tedavi Sağlık Hizmetleri ve İşletme A.Ş. (“Bayek”) The Company was founded in 1992 and operates in medical and education services sectors. İş Net Elektronik Bilgi Üretim Dağıtım Ticaret ve İletişim Hizmetleri A.Ş. (“İş Net”) İş Net locally and globally provides services in information and technology sectors since 1999. İş Altınhas İnşaat Taahhüt ve Ticaret A.Ş. (“İş Altınhas”) The Company operates as a contractor of large size construction projects since its establishment in 1997. The title and the capital structure of İş Koray Turizm Ormancılık İnşaat Taahhüt ve Ticaret A.Ş. was changed to İş Altınhas İnşaat Taahhüt ve Ticaret A.Ş. on 13 January 2015. Nemtaş Nemrut Liman İşletmeciligi A.Ş. (“Nemtaş”) Nemtaş is a Turkish registered shipping company which was established in 1981, operating a fleet of dry bulk vessels. Nemtaş engages in ship management and related activities such as chartering and brokering facilities, and ship agency services. Numnum Yiyecek ve İçecek AŞ. (“Numnum”) Numnum opened its first restaurant in İstanbul, in 2013. The Company is managing and operating 10 restaurants, 6 in İstanbul and 4 in Ankara. Toksöz Spor Malzemeleri Tic A.Ş. (“Toksöz Spor”) Toksöz Spor is selling sporting goods and products since 1985. Ortopro Tıbbi Aletler Sanayi ve Ticaret A.Ş. (“Ortopro”) Ortopro was founded in 2002 and it produces, trades, exports and imports orthopedics, medical and surgical instruments. Nevotek Bilişim Ses ve İletişim Sistemleri San. ve Tic. A.Ş. (“Nevotek”) Nevotek provides project consultancy, research and development services about software and hardware for computer, audio technologies and telecommunication systems in domestic and foreign markets. The Company conducts exporting, importing, distributorship, agency, installation, maintenance, after sale services, training and management, and marketing of these systems. Radore Veri Hizmetleri A.Ş. (“Radore”) Radore was established in 2004 with the aim of developing individual and corporate web hosting services. Kanyon Yönetim İşletim ve Pazarlama Ltd. Şti. (“Kanyon”) Kanyon was established on 6 October 2004. The main objective and operation of the investment is the management of Kanyon Complex, which includes residences, offices and shops; providing maintenance, security, basic environmental set up and similar activities as well as acting as an agent for introduction and marketing of the projects belonging to the complex, including property letting and sale. 13 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 2. Basis of preparation 2.1 Basis of accounting The Bank and its subsidiaries operating in Turkey maintain their books of account and prepare their statutory financial statements in Turkish Lira (“TL”) in accordance with the accounting principles as promulgated by the Banking Regulation and Supervision Agency (“BRSA”), Capital Markets Board of Turkey, the Turkish Commercial Code and tax legislation. The foreign subsidiaries maintain their books of account in accordance with the laws and regulations in force in the countries in which they are registered. These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all the information required for a complete set of IFRS financial statements. However selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group’s financial position and performance since the last annual consolidated financial statements as at and for the year ended 31 December 2014. 2.2 Use of estimates and judgments The preparation of these condensed consolidated interim financial statements in accordance with IFRS requires management to make estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. The actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised and in any future years affected. The significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December 2014. Measurement of fair values Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or, in its absence, the most advantageous market to which the Group has access at that date. The fair value of a liability reflects its nonperformance risk. When available, the Group measures the fair value of an instrument using the quoted price in an active market for that instrument. A market is regarded as active if transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis. If there is no quoted price in an active market, then the Group uses valuation techniques that maximise the use of relevant observable inputs and minimise the use of unobservable inputs. The chosen valuation technique incorporates all of the factors that market participants would take into account in pricing a transaction. The best evidence of the fair value of a financial instrument at initial recognition is normally the transaction price – i.e. the fair value of the consideration given or received. If the Group determines that the fair value at initial recognition differs from the transaction price and the fair value is evidenced neither by a quoted price in an active market for an identical asset or liability nor based on a valuation technique that uses only data from observable markets, then the financial instrument is initially measured at fair value, adjusted to defer the difference between the fair value at initial recognition and the transaction price. Subsequently, that difference is recognized in profit or loss on an appropriate basis over the life of the instrument but no later than when the valuation is wholly supported by observable market data or the transaction is closed out. 14 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 2. Basis of preparation (continued) 2.2 Use of estimates and judgments (continued) Measurement of fair values (continued) When measuring the fair value of an asset or a liability, the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows. Level 1: inputs that are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs). If the inputs used to measure the fair value of an asset or a liability might be categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement. The Group recognises transfers between levels of the fair value hierarchy as of the end of the reporting period during which the change has occurred. 3. Significant accounting policies The accounting policies applied in these interim financial statements are the same as those applied in the Group’s consolidated financial statements as at and for the year ended 31 December 2014. The Group has applied fair value hedge accounting as explained below after 31 December 2014. Fair value hedges When a derivative is designated as the hedging instrument in a hedge of the change in fair value of a recognised asset or liability or a firm commitment that could affect profit or loss, changes in the fair value of the derivative are recognised immediately in profit or loss together with changes in the fair value of the hedged item that are attributable to the hedged risk (in the same line item in the statement of profit or loss and OCI as the hedged item). If the hedging derivative expires or is sold, terminated or exercised, or the hedge no longer meets the criteria for fair value hedge accounting, or the hedge designation is revoked, then hedge accounting is discontinued prospectively. However, if the derivative is novated to a central counterparty by both parties as a consequence of laws or regulations without changes in its terms except for those that are necessary for the novation, then the derivative is not considered as expired or terminated. Any adjustment up to the point of discontinuation to a hedged item for which the effective interest method is used is amortised to profit or loss as part of the recalculated effective interest rate of the item over its remaining life. 3.1 Basis of consolidation Subsidiaries The condensed consolidated interim financial statements incorporate the financial statements of the Bank and entities controlled by the Bank (its subsidiaries). The control exists if and only if; 1) when the Bank has the power over an affiliate which that power, directly or indirectly, give rights to govern the financial and operating policies of the entity so as to obtain benefits from its activities, 2) exposure, or rights, to variable returns from its involvement with the affiliate, 3) the ability to use its power over the affiliate to affect the amount of its returns. The Bank reassess its control power over its subsidiaries if there is an indication that there are changes to any of the three elements of control. The results of subsidiaries acquired or disposed of during the year are included in the consolidated statement of income from the effective date of acquisition or up to the effective date of disposal, as appropriate. 15 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 3. 3.1 Significant accounting policies (continued) Basis of consolidation (continued) Business combinations The Group accounts for business combinations using the acquisition method when control is transferred to the Group. The Group measures goodwill at the acquisition date as: the fair value of the consideration transferred; plus the recognised amount of any non-controlling interests in the acquiree; plus if the business combination is achieved in stages, the fair value of the pre-existing equity interest in the acquiree; less the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed. When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss. The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts generally are recognised in profit or loss. Transactions costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred. Any contingent consideration is measured at fair value at the acquisition date. If the contingent consideration is classified as equity, it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes to the fair value of the contingent consideration are recognised in profit or loss. Interests in equity-accounted investees The Group’s interests in equity-accounted investees comprise interests in associates and joint ventures. Associates are those entities in which the Group has significant influence, but not control or joint control, over the financial and operating policies. A joint venture is an arrangement in which the Group has joint control, whereby the Group has rights to the net assets of the arrangement, rather than rights to its assets and obligations for its liabilities. Interests in associates and the joint ventures are accounted for using the equity method. They are recognised initially at cost, which includes transaction costs. Subsequent to initial recognition, the consolidated financial statements include the Group’s share of the profit or loss and other comprehensive income of equity-accounted investees, until the date on which significant influence or joint control ceases. Special purpose entities Special purpose entities are entities that are created to accomplish a narrow and well defined objective such as the securitisation of particular assets, or the execution of a specific borrowing or lending transaction. The Group does not have any direct or indirect shareholdings in these entities. Special purpose entities are consolidated when the substance of the relationship between the Group and the special purpose entity indicates that the special purpose entity is controlled by the Group. Non-controlling interests Non-controlling interests are measured at their proportionate share of the acquiree’s identifiable net assets at the acquisition date. Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. Loss of control When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any related non-controlling interests and other components of equity. Any resulting gain or loss is recognised in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control is lost. Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions, are eliminated. Unrealised gains arising from transactions with equity-accounted investees are eliminated against the investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment. 16 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 3. 3.1 Significant accounting policies (continued) Basis of consolidation (continued) Group entities Subsidiaries Country of Incorporation Effective Ownership Rate % 30 June 31 December 2015 2014 Manufacturing (Glass industry) Anadolu Cam Eskişehir Sanayi A.Ş. Anadolu Cam Investment BV Anadolu Cam San. A.Ş. Anadolu Cam Yenişehir Sanayi A.Ş. Automotive Glass Alliance Rus Trading OOO Automotive Glass Alliance Rus AO Balsand BV CJSC Brewery Pivdenna Camiş Ambalaj San. A.Ş. Çayırova Cam San. A.Ş. Denizli Cam San. A.Ş. Glass Corp SA JSC Mina Merefa Glass Company Ltd. OAO Ruscam Pokrovsky OOO Posuda OOO Ruscam Glass Packaging Holding OOO Ruscam Glass OOO Ruscam OOO Ruscam Management Company OOO Ruscam Sibir Paşabahçe Cam San. ve Tic. A.Ş. Paşabahçe Investment BV Paşabahçe Mağazaları A.Ş. Paşabahçe SRL Richard Fritz Holding GmbH (1) Richard Fritz Kft Richard Fritz Prototype+Spare Parts GmbH Richard Fritz Spol SRO Trakya Cam Investment BV Trakya Cam Sanayii A.Ş. Trakya Glass Bulgaria EAD Trakya Glass Rus AO Trakya Glass Rus Trading OOO Trakya Investment BV Trakya Polatlı Cam Sanayii A.Ş. Trakya Yenişehir Cam Sanayi A.Ş. TRSG Autoglass Holding BV (2) TRSG Glass Holding BV Türkiye Şişe ve Cam Fab. A.Ş. Turkey Netherlands Turkey Turkey Russia Russia Netherlands Ukraine Turkey Turkey Turkey Romania Georgia Ukraine Russia Russia Russia Russia Russia Russia Russia Turkey Netherlands Turkey Italy Germany Hungary Germany Slovakia Netherlands Turkey Bulgaria Russia Russia Netherlands Turkey Turkey Netherlands Netherlands Turkey 53.88 39.35 51.83 53.88 45.71 45.71 26.43 26.43 65.50 59.94 30.17 41.14 51.76 26.43 26.43 55.03 26.43 26.43 39.24 26.43 26.43 55.03 55.03 50.06 55.03 45.71 45.71 45.71 45.71 48.51 45.71 48.51 32.00 32.00 45.71 48.68 48.68 45.71 32.00 65.51 53.88 39.35 51.83 53.89 45.71 45.71 26.43 26.43 65.50 59.94 30.44 41.14 51.76 26.43 26.43 55.03 26.43 26.43 39.24 26.43 26.43 55.03 55.03 50.11 55.03 45.71 45.71 45.71 45.71 48.51 45.71 48.51 32.00 32.00 45.71 48.69 48.69 45.71 32.00 65.51 Manufacturing (Other) Cam Elyaf San. A.Ş. Camiş Egypt Mining Co. Camiş Elektrik Üretim A.Ş. Camiş Limited Camiş Madencilik A.Ş. Cromital S.p.A. Madencilik San. ve Tic. A.Ş. Nemtaş Ortopro SC Glass Trading BV Soda San. A.Ş. Şişecam Bulgaria EOOD Şişecam Chem Invesment BV Şişecam Enerji A.Ş. Turkey Egypt Turkey England Turkey Italy Turkey Turkey Turkey Netherlands Turkey Bulgaria Netherlands Turkey 62.99 65.31 55.08 62.36 65.51 51.29 65.25 100.00 11.39 65.51 51.14 51.22 51.22 65.51 62.99 65.31 55.09 62.36 65.51 52.97 65.23 100.00 11.34 65.51 52.83 52.90 52.90 65.51 17 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 3. Significant accounting policies (continued) 3.1 Basis of consolidation (continued) Group entities (continued) Subsidiaries Country of Incorporation Manufacturing (Other) Şişecam Soda Lukavac DOO Toksöz Spor Holding Camiş Yatırım Holding A.Ş. Trakya Yatırım Holding A.Ş. Service Bayek İş Merkezleri Yön. ve İşl. A.Ş. İş Net Mipaş Mümessillik İth. İhr.ve Paz. A.Ş. Nevotek Num Num Şişecam Dış Ticaret A.Ş. Banking CJSC İşbank İşbank AG TSKB Reinsurance Milli Reasürans Insurance Anadolu Hayat Anadolu Sigorta Şişecam Sigorta Aracılık Hizmetleri A.Ş. Leasing İş Finansal Kiralama A.Ş. Factoring İş Faktoring Other financial Efes Varlık İş Girişim İş GYO Is Investment İş Menkul İş Portföy İş Yatırım Ortaklığı A.Ş. Maxis Investments Ltd. TSKB GYO Yatırım Finansman (1) The (2) The Effective Ownership Rate % 30 June 31 December 2015 2014 Bosnia Herzegovina Turkey 45.74 19.28 47.24 19.18 Turkey Turkey 99.99 88.05 99.99 88.05 Turkey Turkey Turkey Turkey Turkey Turkey Turkey 95.36 99.33 98.14 100.00 28.48 21.61 65.51 95.15 99.31 98.10 100.00 28.34 21.51 65.50 Russia Germany Turkey 100.00 100.00 48.88 100.00 100.00 48.85 Turkey 76.72 76.72 Turkey Turkey Turkey 72.96 50.97 65.51 72.45 48.42 65.48 Turkey 42.73 42.72 Turkey 44.07 44.06 Turkey Turkey Turkey United Arab Emirates Turkey Turkey Turkey England Turkey Turkey 65.66 35.05 53.26 67.93 67.93 67.01 24.75 67.93 29.47 47.37 65.65 34.88 53.10 67.93 67.93 66.91 24.71 67.93 29.45 47.34 title of Fritz Holding GmbH was changed to Richard Fritz Holding GmbH on 25 February 2015. title of TRSG Autoglass Holding BV was changed to Trakya Autoglass Holding BV on 29 June 2015. 18 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 3. Significant accounting policies (continued) 3.1 Basis of consolidation (continued) Group entities (continued) Special purpose entities Country of Incorporation TIB Card Receivables Funding Company Limited TIB Diversified Payment Rights Finance Company England England The following investments in associates and joint ventures which the Group has significant influences have been accounted for using the equity method: Investment in associates Adana Otel Projesi Adi Ortaklığı Anavarza Otelcilik A.Ş. Arap Türk Avea HNG Float Glass Ltd. İş Altınhas Kanyon OAO Form Mat Omco İstanbul Kalıp Sanayii ve Tic. A.Ş. OOO Balkum Oxyvit Kimya San. ve Tic. A.Ş. Radore Rudnika Krecnjaka Vijenac DOO Lukavac Saint Gobain Glass Egypt SAE Solvay Şişecam Holding AG 4. Country of Incorporation Turkey Turkey Turkey Turkey India Turkey Turkey Russia Turkey Russia Turkey Turkey Bosnia Herzegovina Egypt Austria 30 June 2015 31 December 2014 Ownership % Ownership % 50.00 50.00 20.58 9.57 50.00 50.00 50.00 48.46 50.00 50.00 50.00 28.50 50.00 30.00 25.00 50.00 -20.58 9.57 50.00 50.00 50.00 48.46 50.00 50.00 50.00 28.50 50.00 30.00 25.00 Financial risk management The Group’s financial risk management objectives and policies are consistent with those disclosed in the financial statements as at and for the year ended 31 December 2014. 5. Management of insurance risk The Group’s insurance risk management objectives and policies are consistent with those disclosed in the financial statements as at and for the year ended 31 December 2014. 6. Business combinations There is no business combination within the scope of IFRS-3 “Business Combinations” between 1 January and 30 June 2015 (Between 1 January and 31 December 2014: None). 19 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 7. Financial instruments The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels in the fair value hierarchy for financial instruments measured at fair value. It does not include fair value information for financial assets and liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value. Financial assets 30 June 2015 Financial assets measured at fair value Investment securities - Trading Derivative financial instruments Derivatives used for hedging purposes Investment securities - Available-for-sale (1) Financial assets not measured at fair value Due from banks (including central banks) Loans and advances to customers Investment securities - Held-to-maturity Insurance receivables (1)As Carrying amount Investments, including derivatives Fair value Total Level 1 Level 2 Level 3 Total ----- 1,206,578 1,364,529 79,148 49,864,357 1,206,578 1,364,529 79,148 49,864,357 913,010 --37,370,745 289,274 1,364,529 79,148 9,838,406 4,294 --2,590,108 1,206,578 1,364,529 79,148 49,799,259 36,753,961 191,915,300 -1,991,047 230,660,308 --278,703 -52,793,315 36,753,961 191,915,300 278,703 1,991,047 283,453,623 ----38,283,755 ----11,571,357 ----2,594,402 ----52,449,514 of 30 June 2015, securities that are not publicly traded and the determination of fair values could not be obtained reliably amounting to TL 65,098 have been measured at cost. 31 December 2014 Financial assets measured at fair value Investment securities - Trading Derivative financial instruments Derivatives used for hedging purposes Investment securities - Available-for-sale (1) Financial assets not measured at fair value Due from banks (including central banks) Loans and advances to customers Investment securities - Held-to-maturity Insurance receivables (1) Loans and receivables ----- 1,185,942 1,081,071 84,342 45,676,771 1,185,942 1,081,071 84,342 45,676,771 871,981 --37,015,110 312,889 1,081,071 84,342 7,846,058 1,072 --744,601 1,185,942 1,081,071 84,342 45,605,769 29,062,192 170,346,056 -1,630,744 201,038,992 --1,391,860 -49,419,986 29,062,192 170,346,056 1,391,860 1,630,744 250,458,978 ----37,887,091 ----9,324,360 ----745,673 ----47,957,124 As at 31 December 2014, securities that are not publicly traded and the determination of fair values could not be obtained reliably amounting to TL 71,002 have been measured at cost. 20 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 7. Financial instruments (continued) Carrying amounts and fair values (continued) Carrying amount Financial liabilities 30 June 2015 Financial liabilities measured at fair value Derivative financial instruments held for trading Derivative liabilities held for risk management Financial liabilities not measured at fair value Deposits from banks Deposits from customers Obligations under repurchase agreements Funds borrowed Payables to stock exchange money market Debt securities issued Subordinated liabilities 31 December 2014 Financial liabilities measured at fair value Derivative financial instruments held for trading Financial liabilities not measured at fair value Deposits from banks Deposits from customers Obligations under repurchase agreements Funds borrowed Payables to stock exchange money market Debt securities issued Subordinated liabilities Fair value Loans and borrowings Derivatives Total Level 1 Level 2 Level 3 Total --- 978,953 10,832 978,953 10,832 --- 978,953 10,832 --- 978,953 10,832 7,436,071 142,163,363 22,377,400 45,060,573 2,320,894 24,304,949 3,871,066 247,534,316 -------989,785 7,436,071 142,163,363 22,377,400 45,060,573 2,320,894 24,304,949 3,871,066 248,524,101 --------- -------989,785 --------- -------989,785 -- 749,841 749,841 -- 749,841 -- 749,841 6,689,292 125,147,186 20,011,731 36,617,271 2,291,363 19,731,592 3,384,849 213,873,284 -------749,841 6,689,292 125,147,186 20,011,731 36,617,271 2,291,363 19,731,592 3,384,849 214,623,125 --------- -------749,841 --------- -------749,841 21 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 7. Financial instruments (continued) Carrying amounts and fair values (continued) The reconciliation from the beginning balances to the ending balances for fair value measurements in Level 3 of the fair value hierarchy as at and for the periods ended 30 June 2015 and 30 June 2014 are as follows: 1 January 30 June 2015 1 January 30 June 2014 Balance at the beginning of the period Purchases Redemption or sales Valuation difference Transfer 745,673 3,469 (11,577) 96,007 1,760,830 4,145,290 1,081,237 (523,679) 603,705 1,049,846 Balance at the end of the period 2,594,402 6,356,399 Level 3 of the fair value hierarchy includes all instruments where the valuation technique includes inputs not based on observable data and the unobservable inputs have a significant effect on the instrument’s valuation. This category includes instruments that are valued based on quoted prices for similar instruments where significant unobservable adjustments or assumptions are required to reflect differences between the instruments. During 2015, due to changes in market conditions for certain investment securities, quoted prices in active markets were no longer available for these securities. Hence, these securities amounting to TL 1,760,830 were transferred into Level 3 of the fair value hierarchy. During 2014, due to changes in market conditions for certain investment securities, quoted prices in active markets were no longer available for these securities. Hence, these securities amounting to TL 1,049,846 were transferred into Level 3 of the fair value hierarchy. 8. Balances with central bank Unrestricted balances with central bank Demand deposits – Turkish Lira Demand deposits – Foreign currency Reserve deposits Demand deposits – Foreign currency Total balances with central bank 30 June 2015 31 December 2014 1,880,814 3,359,557 3,138,527 2,627,004 5,240,371 5,765,531 23,935,703 16,791,833 23,935,703 16,791,833 29,176,074 22,557,364 As per the Communiqué numbered 2013/15 “Reserve Deposits” of the Central Bank of the Republic of Turkey (CBRT), banks keep reserve deposits at the CBRT for their TL and FC liabilities mentioned in the communiqué. The reserve deposit rates vary according to their maturity compositions; the reserve deposit rates are realized between 5%-11.5% for TL deposits and other liabilities, between 9%-13% for FC deposits and between 6%-20% for other FC liabilities. Reserves are calculated and set aside every two weeks on Fridays for 14-day periods. In accordance with the related communiqué, CBRT pays interest for TL and USD reserves. 22 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 9. Securities portfolio At 30 June 2015 and 31 December 2014, financial assets at fair value through profit or loss comprised the following items: Treasury bills and government bonds Debt securities issued by corporations Mutual funds Equity shares Total of financial assets at fair value through profit or loss 30 June 2015 31 December 2014 605,409 289,177 255,653 56,339 490,328 299,450 326,321 69,843 1,206,578 1,185,942 Financial assets at fair value through profit and loss, which are subject to repurchase agreements as at 30 June 2015 are amounting to TL 410,091 (31 December 2014: TL 318,315). At 30 June 2015 and 31 December 2014, available for sale securities portfolio comprised the following: 30 June 2015 31 December 2014 Treasury bills and government bonds Debt securities issued by corporations Credit linked notes Mutual funds Equity shares Allowance for impairment on securities 47,913,101 886,106 719,707 253,061 99,573 (7,191) 43,878,530 818,990 629,656 247,864 110,374 (8,643) Total of available for sale securities 49,864,357 45,676,771 Financial assets available for sale which are subject to repurchase agreements amount to TL 23,267,601 as at 30 June 2015 (31 December 2014: TL 20,785,043). TL 1,667,809 of the available for sale investment comprise marketable securities of Anadolu Hayat, reserved in the name of life insurance policy holders (31 December 2014: TL 1,736,239). The equity shares in available for sale portfolio are detailed as follows: 30 June 2015 31 December 2014 İMKB Takas ve Saklama Bankası A.Ş. Kültür Yayınları İş-Türk Ltd. Şti. Kredi Garanti Fonu Bankalararası Kart Merkezi A.Ş. Kredi Kayıt Bürosu A.Ş. T.C. Merkez Bankası Stock Exchange (Borsa İstanbul A.Ş.) Other Allowance for impairment 43,079 11,591 4,719 1,986 1,685 1,452 1,589 33,472 (7,191) 43,079 5,591 4,211 1,986 1,685 1,452 1,589 50,781 (8,643) Total equity shares in available for sale investments 92,382 101,731 23 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 9. Securities portfolio (continued) The details of allowance for impairment on available for sale portfolio is as follows: 30 June 2015 31 December 2014 Bakırsan Bakır Sanayi Mamülleri Tic. A.Ş. Kültür Yayınları İş-Türk Ltd. Şti. Paşabahçe Mağazaları BV Other 2,107 1,559 -3,525 2,107 1,559 1,452 3,525 Allowance for impairment on securities 7,191 8,643 30 June 2015 31 December 2014 Treasury bills and government bonds Debt securities issued by financial institutions 172,286 106,417 1,307,192 84,668 Total of held to maturities portfolio 278,703 1,391,860 Held to maturity investments comprised the following items: There are no held to maturity investment securities subject to a repurchase agreement as at 30 June 2015 (31 December 2014: TL 348,913). There is not any reclassification between securities portfolio in the current period. The following table summarizes the securities that were deposited as collaterals with respect to various transactions: Guarantee given for borrowing funding loans Guarantee given for Export Finance Intermediary Loan (“EFIL”) Turkish Treasury International Foreign Banks Clearing House Central Bank of Turkey Stock Exchange (Borsa İstanbul A.Ş.) Central Banks of other countries Interbank money market Derivative exchange market Securities deposited as collaterals 24 30 June 2015 31 December 2014 6,499,267 2,550,550 1,899,039 602,475 94,785 73,863 73,358 23,086 21,460 12,222 6,069,559 2,019,957 1,820,055 144,767 91,786 198,021 193,735 46,269 21,074 12,002 11,850,105 10,617,225 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 10. Loans and advances to customers Short term loans Other guaranteed loans Other non-guaranteed loans Guaranteed export loans Loans provided to financial sector Discount and purchase bills Factoring receivables Loans provided to foreign institutions Finance lease receivables Non-guaranteed export loans Domestic precious metals loans Indemnified non-cash loans Medium and long term loans Guaranteed other investment and operating loans Non-guaranteed loans Finance lease receivables Loans provided to foreign institutions Loans provided to financial sector Interest accruals on loans Total performing loans and advances to customers Non-performing loans and advances to customers Non-performing loans Non-performing leasing receivables Non-performing factoring receivables Allowance for impairment Specific allowance for impairment on loans (-) Portfolio allowance for impairment on loans (-) Allowance for impairment on leasing receivables (-) Allowance for impairment on factoring receivables (-) Loans and advances to customers, net 25 30 June 2015 31 December 2014 20,059,762 19,298,011 4,647,686 3,141,329 1,786,676 1,459,000 1,101,846 994,698 665,581 193,667 6,643 18,300,728 20,156,703 4,743,236 3,653,908 289,583 1,416,718 514,661 838,144 498,356 149,263 12,633 53,354,899 50,573,933 100,225,374 31,341,180 2,132,703 1,864,949 880,165 85,510,347 28,952,829 1,920,390 1,505,259 307,361 136,444,371 118,196,186 2,072,686 1,743,287 191,871,956 170,513,406 3,168,398 127,058 31,663 2,712,288 135,390 24,348 3,327,119 2,872,026 (1,768,043) (1,394,228) (93,907) (27,597) (1,536,539) (1,398,347) (80,142) (24,348) (3,283,775) (3,039,376) 191,915,300 170,346,056 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 10. Loans and advances to customers (continued) The movement in the allowance for impairment on loans for the six-month period ended 30 June is as follows: 1 January30 June 2015 1 January30 June 2014 Balance as at 1 January Provision set during the period Collection and recoveries Effects of exchange rates in movements Loans written-off during the period(*) 2,934,886 763,527 (368,668) (5,926) (161,548) 2,598,023 540,808 (255,011) 6,495 (225,965) Balance as at 30 June 3,162,271 2,664,350 (*) In the current period, portion of non-performing loans amounting to TL 189,224 including previously written-off receivables amounting to TL 10 has been sold to Final Varlık Yönetim A.Ş. for TL 29,091 (30 June 2014: TL 272,517 has been sold to Girişim Varlık Yönetimi A.Ş. for TL 44,017 ). As at 30 June 2015 and 31 December 2014, details of finance lease receivables are as follows: 30 June 2015 Short term Long term Total 39,167 1,173,232 (217,701) --- -2,330,740 (288,808) 48,232 42,539 39,167 3,503,972 (506,509) 48,232 42,539 Total performing finance lease receivables 994,698 2,132,703 3,127,401 Non-performing leasing receivables Allowance for impairment on leasing receivables (-) 101,996 (75,384) 25,062 (18,523) 127,058 (93,907) 1,021,310 2,139,242 3,160,552 Short term Long term Total 32,660 1,002,907 (197,423) --- -2,100,927 (277,731) 44,935 52,259 32,660 3,103,834 (475,154) 44,935 52,259 Total performing finance lease receivables 838,144 1,920,390 2,758,534 Non-performing leasing receivables Allowance for impairment on leasing receivables (-) 104,487 (61,850) 30,903 (18,292) 135,390 (80,142) Finance lease receivables, net 880,781 1,933,001 2,813,782 Invoiced finance lease receivables Uninvoiced finance lease receivables Unearned interest income (-) Ongoing leasing contracts (*) Advances given for lease transactions Finance lease receivables, net 31 December 2014 Invoiced finance lease receivables Uninvoiced finance lease receivables Unearned interest income (-) Ongoing leasing contracts(*) Advances given for lease transactions (*) The Group purchases machinery and equipment from domestic and foreign suppliers on behalf of the lessees on the basis of the leasing contract terms. As at 30 June 2015 and 31 December 2014, the balance includes the total amount paid for these machinery and equipment but not charged to the lessees yet. 26 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 10. Loans and advances to customers (continued) The movement in the allowance for impairment on finance lease receivables loans for the six-month periods ended 30 June is as follows: 1 January30 June 2015 1 January30 June 2014 Balance as at 1 January Provision set during the period Collection and recoveries Loans written off during the period 80,142 25,433 (1,798) (9,870) 52,653 4,292 (410) -- Balance as at 30 June 93,907 56,535 As at 30 June 2015 and 31 December 2015, details of factoring receivables are as follows: 30 June 2015 31 December 2014 Domestic factoring receivables, net Export and import factoring receivables Interest income accrual on factoring receivables Unearned interest income 1,050,189 408,870 9,041 (9,100) 1,191,009 228,314 9,672 (12,277) Total performing factoring receivables 1,459,000 1,416,718 31,663 (27,597) 24,348 (24,348) 1,463,066 1,416,718 Non-performing factoring receivables Allowance for impairment on factoring receivables (-) Factoring receivables, net The movement in the allowance for impairment on factoring receivables loans for the six-month periods ended 30 June is as follows: 1 January30 June 2015 1 January30 June 2014 Balance as at 1 January Provision set during the period Collection and recoveries 24,348 3,344 (95) 14,564 10,671 (2,948) Balance as at 30 June 27,597 22,287 27 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 11. Property, plant and equipment During the six-month period ended 30 June 2015 the Group acquired assets with a cost of TL 883,974 (sixmonth period ended 30 June 2014: TL 1,002,594). The current period additions include property, plant and equipment obtained as collection from non-performing loans amounting to TL 58,099 (six-month period ended 30 June 2014: TL 118,138). Other property, plant and equipment with a carrying amount of TL 122,902 were disposed of during six-month period ended 30 June 2015 (six-month period ended 30 June 2014: TL 93,387), resulting in a gain on disposal of TL 57,326 (six-month period ended 30 June 2014: TL 39,474), which is included in other income. 12. Funds borrowed At 30 June 2015 and 31 December 2014, funds borrowed comprised the following: 30 June 2015 Short term Long term Funds borrowed from domestic banks and institutions Funds borrowed from foreign banks and institutions Funds borrowed 31 December 2014 Short term Long term 3,071,512 9,769,907 737,556 31,481,598 3,000,731 11,502,403 1,084,089 21,030,048 12,841,419 32,219,154 14,503,134 22,114,137 Borrowings from foreign banks and institutions include syndicated loans, securitization transactions and other borrowings. The Bank obtains funds by securitization of all rights, title and interest to USD, EURO or GBP payment orders under a Diversified Payment Rights (“DPR”) Securitization Program through TIB Diversified Payment Rights Finance Company, which is a special purpose entity established in England. Details of syndicated loans and securitization transactions as at 30 June 2015 are as follows: Remaining principal USD 38 Million (1) EURO 20 Million (1) EURO 30 Million (1) EURO 42 Million (1) EURO 46 Million (2) EURO 69 Million (2) USD 131 Million (2) USD 37 Million (2) USD 50 Million (3) EURO 60 Million (3) EURO 75 Million (3) EURO 50 Million (3) USD 326 Million (4) EURO 756 Million (4) USD 30 Million (5) USD 220 Million (5) USD 10 Million (6) EURO 91 Million (6) USD 334 Million (7) EURO 919 Million (7) USD 60 Million (8) USD 15 Million (8) USD 55 Million (8) USD 200 Million (8) USD 75 Million (8) USD 150 Million (8) Maturity November 2016 November 2016 November 2016 November 2018 August 2024 August 2024 August 2017 August 2017 November 2018 November 2018 November 2018 November 2025 September 2015 September 2015 November 2019 November 2028 July 2015 July 2015 May 2016 May 2016 February 2022 February 2030 February 2020 February 2020 February 2020 February 2020 28 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 12. Funds borrowed (continued) Details of syndicated and securitization transactions as at 31 December 2014 are as follows: Remaining Principal Maturity USD 50 Million (1) November 2016 EURO 27 Million (1) November 2016 EURO 40 Million (1) November 2016 EURO 48 Million (1) November 2018 EURO 49 Million (2) August 2024 EURO 73 Million (2) August 2024 USD 160 Million (2) August 2017 USD 46 Million (2) August 2017 USD 50 Million (3) November 2018 EURO 60 Million (3) November 2018 EURO 75 Million (3) November 2018 EURO 50 Million (3) November 2025 USD 326 Million (4) September 2015 EURO 756 Million (4) September 2015 USD 30 Million (5) November 2019 USD 220 Million (5) November 2028 USD 10 Million (6) July 2015 EURO 91 Million (6) July 2015 USD 2 Million (9) February 2015 USD 400 Million (10) May 2015 EURO 672 Million (10) May 2015 (1) In October 2011, the Bank utilized the DPR program once again for the additional issuance of EURO 160 million and USD 75 million by TIB Diversified Payment Rights Finance Company (USD 75 million Series 2011-A Notes, EURO 40 million Series 2011-B Notes, EURO 60 million Series 2011-C Notes, EURO 60 million Series 2011-D Notes). (2) In June 2012, the Bank utilized the DPR program for the additional issuance of USD 225 million and EURO 125 million by TIB Diversified Payment Rights Finance Company. (EURO 50 million Series 2012-A Notes, EURO 75 million Series 2012-B Notes, USD 175 million Series 2012-C Notes, USD 50 million Series 2012-D Notes). (3) In December 2013, the Bank utilized the DPR program for the additional issuance of EURO 185 million and USD 50 million by TIB Diversified Payment Rights Finance Company (USD 50 million Series 2013-A Notes, EURO 60 million Series 2013-B Notes, EURO 75 million Series 2013-C Notes, EURO 50 million Series 2013-D Notes). (4) In September 2014, the Bank signed a syndicated loan agreement with one-year maturity in two tranches amounting to USD 326 million and EURO 756 million, with an optional one-year extension of maturity. (5) In December 2014, the Bank utilized the a DPR program for the additional issuance of USD 220 million and USD 30 million by TIB Diversified Payment Rights Finance Company (USD 220 million Series 2014-B Notes and USD 30 million Series 2014-C Notes). (6) On 8 July 2014, TSKB has signed a syndicated loan agreement with one-year maturity in two tranches amounting to EURO 91 million and USD 10 million, under the coordination Commerzbank Aktiengesellschaft. (7) In May 2015, the Bank has signed a syndicated loan agreement with one-year maturity amounting to USD 334 million and EURO 919 million. (8) In March 2015, the Bank utilized the DPR program once again for the additional issuance of USD 555 million by TIB Diversified Payment Rights Finance Company (USD 60 million Series 2015-A Notes, USD 15 million Series 2015-B Notes, USD 55 million Series 2015-C Notes, USD 200 million Series 2015-D Notes, USD 75 million Series 2015-E Notes, USD 150 million Series 2015-F Notes). (9) In March 2007, the Bank utilized the DPR program once again for the additional issuance of USD 550 million by TIB Diversified Payment Rights Finance Company (USD 400 million Series 2007-A Notes, USD 150 million Series 2007-B Notes). Both of the Series have been totally repaid in February 2015. (10) On 9 May 2014, the Bank has signed a syndicated loan agreement with one-year maturity in two tranches amounting to USD 400 million and EURO 672 million, with an optional one-year extension of maturity. The loans have been totally repaid in May 2015. 29 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 13. Taxation The consolidated companies operating in Turkey are subject to taxation in accordance with the tax procedures and the legislation effective in Turkey. Corporate income tax in Turkey, is 20% on the statutory corporate income tax base, which is determined by modifying accounting income for certain exclusions and allowances for tax purposes as at 30 June 2015 (31 December 2014: 20%). Provision is made in the accompanying consolidated financial statements for the estimated charge based on the Group’s results for the period. The Group’s consolidated effective tax rate in respect of continuing operations as at an for the six-month period ended 30 June 2015 is 18.54% (30 June 2014: 21.83%). Tax applications for foreign branches and foreign operations The principal tax rates (%) of the tax authorities in each country used to calculate deferred taxes as of 30 June 2015 is as follows: Country Bosnia Herzegovina Bulgaria Egypt Georgia Germany Italy Kosovo Northern Cyprus Romania Russia(*) The Republic of Iraq Ukraine United Kingdom (*)The Tax rate 10.0 10.0 25.0 15.0 15.0 31.4 10.0 10.0 16.0 2.0-20.0 15.0 18.0 20.0 tax rate in Tatarstan region of Russia is 2.0% while the tax rate in other regions is 20.0%. Tax legislation in Russia is dependent on different interpretations and changes frequently. Interpretations of tax legislation made by tax authorities regarding with the Group’s activities may not be the same as management’s. 30 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 14. Provisions Developments about tax audit As announced by material event disclosures dated 31 December 2012 and 19 December 2013, an inspection was conducted by Tax Audit Committee Inspectors regarding payments (contributions) made by Bank to “Türkiye İş Bankası A.Ş. Mensupları Munzam Sosyal Güvenlik ve Yardımlaşma Sandığı Vakfı” (“Pension Fund”), which is founded according to Turkish Commercial Law and Civil Law, for fulfilling Bank’s obligations within the framework of the Foundation Share and the relevant legislation. As a result of this investigation, tax audit reports were prepared for 2007, 2008, 2009, 2010, 2011 claiming that the aforementioned contributions should be taxed in terms of wage base. According to these reports, the total amount of tax and penalties notified to Bank was TL 74,353 for 2007 and 2008; and as of reporting date TL 151,899 for 2009, 2010 and 2011. Bank applied to tax courts to cancel these tax notifications and some of the court decisions were in favor of the Bank and some others were against the Bank. In this context, for the finalized decisions of Regional Administrative Courts related to 2007 and 2008 against the Bank, the Bank applied to the Constitutional Court. As considering one of the Bank’s applications, the Constitutional Court made its decision court file numbered 2014/6192 amounting to TL 39,378.20 (full amount). The court decision dated 12 November 2014 appeared in the official gazette dated 21 February 2015 and numbered 29274. According to this decision, there is no predictability in legal conformity for taxing the Bank's contributions to the Pension Fund in terms of wage base and for this reason it was accepted that property rights of the Bank which is secured by the 35th article of Constitution has been violated. Finally the Court decided that the amount of tax, penalties and default interest which was paid by the Bank should be paid back to the Bank with legal interest as for compensation. Besides the Bank, inspections were conducted by Tax Audit Committee Inspectors for the period 2007-2011 regarding the contributions of TSKB, Milli Reasürans and Anadolu Sigorta to their supplementary pension funds which are founded according to Turkish Commercial Law and Civil Law. As a result of the issued reports, aforementioned Companies were notified a total of TL 33 million (full amount) tax penalty notices. The Companies assessed their practice regarding the contributions and concluded that their practice is in conformity with the legislation and the tax penalty notices lack legal basis. They filed lawsuits at various tax courts against the tax penalties, some of the court decisions were in favor of the Companies and some others were against them. According to the decision of the Constitutional Court, it is expected that all of the cases related to the periods 2007, 2008, 2009, 2010 and 2011 will conclude in favor of the Bank and the Group companies. The effects of this court case is assessed as an adjusting event in 2014 financial statements and previously recognised provisions are reversed accordingly in 2014 financial statements. The path to be followed for other provisions allocated for the same reason for the year 2012 and subsequent periods will be determined depending on the process. Within the scope of these developments, the Bank recognized provisions amounting to TL 16,554 as at 30 June 2015 (30 June 2014: TL 18,440). 31 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 15. Capital and reserves The Bank’s share capital is divided into Group A, Group B and Group C shares. With nominal values of full 0.01 TL (full amount) Group A shares have the privileges: - to obtain 20 times share at the distribution of bonus shares issued from conversion of extraordinary reserves and revaluation funds generated in accordance with the relevant laws (Article 18 of the Articles of Incorporation) - to exercise 20 times of pre-emption rights (Article 19 of the Articles of Incorporation) - for 20 voting rights (Article 49 of the Articles of Incorporation) Despite having a lower nominal value, Group (B) shares, each with a nominal value of 0.01 TL (full amount), have the same rights with the Group (C) shares having a nominal value of 0.04 TL (full amount) each. Furthermore, Group (A) and (B) shares, each with a nominal value of 0.01 TL (full amount), are granted privileges in distribution of profits pursuant to Article 58 of the Articles of Incorporation. The Bank has accepted the registered capital system set out in accordance with the Law No: 2499 of the Capital Markets Board. The registered capital of the Bank is TL 10,000,000. Authorized and nominal paid in capital can be analysed as follows: 30 June 2015 Group A B C 31 December 2014 Par Value Full TL Authorized Paid-in Authorized Paid-in 0.0100 0.0100 0.0400 1 29 4,499,970 1 29 4,499,970 1 29 4,499,970 1 29 4,499,970 4,500,000 4,500,000 4,500,000 4,500,000 The shareholders’ structure of the Bank is presented below: 30 June 2015 Paid-up capital Supplementary Pension Fund of İşbank Members Republican People's Party (“CHP”) Publicly traded (%) 31 December 2014 Paid-up capital (%) 2,455,549 1,717,967 1,942,422 40.15 28.09 31.76 2,455,549 1,717,967 1,942,422 40.15 28.09 31.76 6,115,938 100.00 6,115,938 100.00 Share premium Excess amount of selling price and nominal value for each share was recorded as share premium in equity. Legal reserves The legal reserves consist of first and second legal reserves in accordance with the Turkish Commercial Code. The first legal reserve is appropriated out of the statutory profits at the rate of 5%, until the total reserve reaches a maximum of 20% of the entity’s share capital. The second legal reserve is appropriated at the rate of 10% of all distributions in excess of 5% of the entity’s share capital. The first and second legal reserves are not available for distribution unless they exceed 50% of the share capital, but may be used to absorb losses in the event that the general reserve is exhausted. 32 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 15. Capital and reserves (continued) As at 30 June 2015, the Group has legal reserves amounting to TL 3,203,179 (31 December 2014: TL 2,912,743). Fair value reserve The fair value reserve includes the cumulative net change in the fair value of available-for-sale investments, excluding impairment losses, until the investment is derecognised. Hedging reserve The hedging reserve comprises the effective portion of the cumulative net change in the fair value of the hedging instruments used in cash flow hedges pending subsequent recognition in profit or loss as the hedged cash flows affect profit or loss. Translation reserve The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations. Dividends Regarding the profit for the year 2014, at the Ordinary General Assembly of the Bank held on 31 March 2015, it was decided to distribute a dividend of TL 841,011 to Group A, Group B and Group C shareholders, founder shareholders, Board of Directors, management and personnel and to allocate TL 237,052 to legal reserves from retained earnings. According to Turkish legislation, unconsolidated current year profit is used or profit distribution. 16. Net fee and commission income An analysis of the Group’s net fee and commission income for the six-month periods ended 30 June is as follows: 1 January30 June 2015 1 January30 June 2014 501,438 183,894 123,699 100,668 98,781 64,069 48,597 47,457 28,092 167,648 471,910 135,438 98,307 54,785 96,994 55,019 31,552 50,500 30,762 137,514 1,364,343 1,162,781 Fee and commission expense Deferred acquisition costs Commissions given for credit cards Brokerage and other commission Stock exchange operations commission (340,683) (127,441) (19,681) (13,113) (315,307) (82,692) (10,298) (15,915) Total fee and commission expense (500,918) (424,212) 863,425 738,569 Fee and commission income Credit card fees and commission Non-cash loan commission Money transfer charges Collection and payment commissions Bank account charges Mutual funds portfolio management commission Brokerage Customer investigation charges Commission income from reinsurers Other Total fee and commission income Net fee and commission income 33 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 17. Other operating income An analysis of the Group’s other operating income for the six-month periods ended 30 June is as follows: 18. 1 January30 June 2015 1 January30 June 2014 Reversal of excess provision Gain on sale of premises and equipment (net) Insurance refund Other 76,792 57,326 74,553 236,290 319,200 39,474 1,691 162,967 Total other operating income 444,961 523,332 Other operating expenses An analysis of the Group’s other operating expenses for the six-month periods ended 30 June is as follows: 1 January30 June 2015 1 January30 June 2014 General administrative expenses Marketing, selling and distribution expenses Provision expenses, net Deposit insurance premium expense Research and development expenses 3,302,668 477,708 223,631 148,012 44,870 3,003,913 427,951 479,509 127,410 29,695 Total of other operating expenses 4,196,889 4,068,478 An analysis of the Group’s general administrative expenses for the six-month periods ended 30 June is as follows: 1 January30 June 2015 1 January30 June 2014 Salaries and employee benefits Depreciation and amortisation expenses Administration expenses Rent expense Judiciary expenses Communication expense Maintenance expense Outsourcing services Taxation expense other than income Other 1,740,084 228,754 216,984 167,372 84,912 74,422 65,432 37,925 33,367 653,416 1,600,351 212,594 206,623 140,492 74,437 55,937 41,384 21,558 30,724 619,813 Total general administrative expenses 3,302,668 3,003,913 General administrative expenses 34 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 19. Operating segments The Group is organized in two main business segments as described below, which are the Group’s strategic business units: Banking and non-banking. The strategic business units offer different products and services, and are managed separately based on the Group’s management and internal reporting structure. For each of the strategic business units, the Board of Directors reviews internal management reports on at least a semiannually basis. Banking segment includes corporate, commercial, retail and private banking, as well as treasury. Non-banking operations are followed according to insurance, ‘investment and finance’ and ‘manufacturing, trading and service’ segments. The following summary describes the operations in each of the Group’s reportable segments: Banking business The Group provides services to the large corporations, SMEs and other trading companies (excluding real trading persons) within the course of its corporate and commercial operations through various financial media. Services such as project financing, operating and investment loans, deposit and cash management, credit cards, cheques and bills, foreign trade transactions and financing, letter of guarantee, letter of credit, forfeiting, foreign currency trading, bill collections, payrolls, investment accounts, tax collections and other banking services are being provided for the aforementioned customer segments. Services are being provided to individuals, real trading persons and non-trading corporations and institutions within the context of “Retail Banking”. This customer segment’s requirements are met by banking services such as deposits, consumer loans, overdraft accounts, credit cards, bill collections, remittances, foreign currency trading, safe-deposit boxes, insurance, tax collections, investment accounts and by other banking services. As for the private banking category, any kind of financial and cash management services are provided for individuals in the high-income group. Within the context of treasury transactions, medium and long term funding is being fulfilled by tools such as security trading, money market transactions, spot and installment based TL and foreign currency trading, and derivative transactions such as forward, swap, futures and options, as well as syndication and securitization. All other banking segments include combined information about operating segments that do not meet the quantitative thresholds. Non-banking business Insurance segment includes the Group’s insurance and reinsurance activities. Investment and finance operations include the Group’s leasing, factoring, brokerage, corporate finance, investment advisory, private portfolio management and real estate investment activities. Core business of the manufacturing, trading and service segment is mainly glass production. In addition, complementary industrial and commercial operations related to glass production are included into manufacturing and trading segment as well as food production operations. Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit before income tax, as included in the internal management reports that are reviewed by the Board of Directors. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing is determined on an arm’s length basis. Measurement of segment assets and liabilities and operating segment results is based on the accounting policies set out in the accounting policy notes. 35 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 19. Operating segments (continued) Based on the internal reporting, the Group reports to the management based on the IFRS figures. Banking business Corporate Commercial Retail Private Treasury investment All other banking segments Non-banking business Manufacturing, Investment trading and Insurance and finance service Combined Consolidation adjustments Total At 30 June 2015 Total assets 69,210,583 74,974,938 40,271,745 193,539 62,902,920 41,246,573 10,039,463 14,549,726 22,379,885 335,769,372 (29,035,560) 306,733,812 Total liabilities and equity 38,632,039 30,387,092 67,159,938 15,931,949 75,538,625 61,129,426 10,039,463 14,570,955 22,379,885 335,769,372 (29,035,560) 306,733,812 Total assets 62,616,334 64,034,399 36,598,119 250,548 57,652,494 33,976,790 9,140,909 13,539,079 20,754,406 298,563,078 (27,315,182) 271,247,896 Total liabilities and equity 29,378,678 27,546,652 59,404,921 17,447,516 62,515,541 58,822,675 9,140,909 13,551,780 20,754,406 298,563,078 (27,315,182) 271,247,896 At 31 December 2014 36 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 19. Operating segments (continued) Banking business Non-banking business 1 January – 30 June 2015 Income statement Private Insurance Investment and finance Manufacturing trading and service Combined Consolidation adjustments Corporate Commercial Interest income 1,906,616 3,443,396 2,201,849 8,414 1,870,914 165,454 262,174 329,808 114,989 10,303,614 (235,188) 10,068,426 Interest expense (514,187) (506,332) (1,357,506) (480,109) (1,934,344) (388,186) -- (352,844) (204,732) (5,738,240) 236,463 (5,501,777) Net interest income 1,392,429 2,937,064 844,343 (471,695) (63,430) (222,732) 262,174 (23,036) (89,743) 4,565,374 1,275 4,566,649 863,425 Net fee and commission income Retail Treasury investment All other banking segments Total 197,114 668,346 465,562 5,731 (728) (173,994) (339,803) 63,516 (277) 885,467 (22,042) Securities trading income, net -- -- -- -- 296,828 -- 46,727 6,845 73,643 424,043 -- 424,043 Derivative trading income / (expense), net -- -- -- -- (500,521) -- 692 83,153 -- (416,676) 28,414 (388,262) Income from manufacturing operations -- -- -- -- -- -- -- -- 6,042,267 6,042,267 (2,513,484) 3,528,783 Income from insurance operations -- -- -- -- -- -- 1,924,461 -- -- 1,924,461 (24,464) 1,899,997 Cost of manufacturing operations -- -- -- -- -- -- -- -- (4,919,004) (4,919,004) 2,436,824 (2,482,180) Cost of insurance operations -- -- -- -- -- -- (1,589,915) -- -- (1,589,915) 9,500 (1,580,415) Other operating income 2,076 71,512 34,427 168 1 43,026 56,349 193,043 512,065 912,667 (143,758) 768,909 Other operating expense (28,519) (405,650) (815,815) (5,953) (17) (1,802,618) (270,452) (301,989) (1,222,867) (4,853,880) 313,323 (4,540,557) Foreign exchange gains / (losses), net Impairment losses on loans and advances, net -- -- -- -- -- 45,082 34,349 97,991 95,621 273,043 -- 273,043 -- -- -- -- -- (389,978) -- (29,870) -- (419,848) -- (419,848) Dividend income -- -- -- -- -- 588,544 60,985 68,802 291,465 1,009,796 (990,813) 18,983 Share of losses of equity accounted investees -- -- -- -- -- -- -- (1,229) -- (1,229) (4,247) (5,476) 1,563,100 3,271,272 528,517 (471,749) (267,867) (1,912,670) 185,567 157,226 783,170 3,836,566 (909,472) 2,927,094 -- -- -- -- (409,017) -- (24,106) (15,066) (74,753) (522,942) (19,867) (542,809) 1,563,100 3,271,272 528,517 (471,749) (676,884) (1,912,670) 161,461 142,160 708,417 3,313,624 (929,339) 2,384,285 --- --- --- --- --- 2,301,586 -- 161,461 -- 144,102 (1,942) 708,417 -- 3,315,566 (1,942) (1,469,657) 540,318 1,845,909 538,376 Profit / (loss) before taxation Income tax expense Net profit / (loss) Equity holders of the Bank Non-controlling interest 37 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 19. Operating segments (continued) Banking business 1 January – 30 June 2014 Income statement Interest income Corporate Commercial 1,527,969 2,825,194 Retail Non-banking business Treasury investment Private All other banking segments 1,755,779 12,141 1,879,503 222,299 Insurance Investment and finance Manufacturing, trading and service Combined 191,021 259,819 115,825 8,789,550 Consolidation adjustments Total (256,128) 8,533,422 Interest expense (502,633) (487,231) (1,196,214) (541,681) (1,376,541) (303,032) -- (281,645) (159,688) (4,848,665) 216,797 (4,631,868) Net interest income 1,025,336 2,337,963 559,565 (529,540) 502,962 (80,733) 191,021 (21,826) (43,863) 3,940,885 (39,331) 3,901,554 Net fee and commission income 153,156 531,078 436,750 6,054 (467) (121,907) (312,680) 49,853 740 742,577 (4,008) 738,569 Securities trading income, net -- -- -- -- 165,781 -- 29,009 6,857 10 201,657 -- 201,657 Derivative trading income / (expense), net -- -- -- -- (752,129) -- (15) 313,760 -- (438,384) 10,962 (427,422) Income from manufacturing operations -- -- -- -- -- -- -- -- 5,637,431 5,637,431 (2,216,065) 3,421,366 Income from insurance operations -- -- -- -- -- -- 1,689,697 -- -- 1,689,697 42,585 1,732,282 Cost of manufacturing operations -- -- -- -- -- -- -- -- (4,586,571) (4,586,571) 2,133,596 (2,452,975) Cost of insurance operations -- -- -- -- -- -- (1,297,390) -- -- (1,297,390) (46,991) (1,344,381) Other operating income 9,605 219,175 102,740 240 147,707 (89,608) 26,784 184,259 342,242 943,144 (170,645) 772,499 Other operating expense (4,353,121) (60,450) (368,828) (759,114) (7,860) (135,852) (1,761,841) (243,566) (268,527) (1,025,436) (4,631,474) 278,353 Foreign exchange gains / (losses), net -- -- -- -- -- 485,912 (15,330) (112,499) (30,574) 327,509 258 327,767 Impairment losses on loans and advances, net -- -- -- -- -- (306,704) -- (11,625) -- (318,329) -- (318,329) Dividend income -- -- -- -- -- 607,869 40,692 42,738 297,066 988,365 (973,339) 15,026 Share of gains of equity accounted investees -- -- -- -- -- -- -- 367 -- 367 9,390 9,757 1,127,647 2,719,388 339,941 (531,106) (71,998) (1,267,012) 108,222 183,357 591,045 3,199,484 (975,235) 2,224,249 -- -- (427,978) -- (15,779) (21,138) (23,286) (488,181) 2,639 (485,542) Profit / (loss) before taxation Income tax expense Profit for the period -1,127,647 2,719,388 339,941 (531,106) (499,976) (1,267,012) 92,443 162,219 567,759 2,711,303 (972,596) 1,738,707 Equity holders of the Bank -- -- -- -- -- 1,888,882 92,443 162,719 567,759 2,711,803 (1,421,305) 1,290,498 Non-controlling interest -- -- -- -- -- -- -- (500) -- (500) 448,709 448,209 38 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 19. Operating segments (continued) Geographic information Financial position Turkey Consolidation adjustments Consolidated Europe Russia Other Combined Assets 325,151,850 7,405,890 3,151,112 60,520 335,769,372 (29,035,560) 306,733,812 Liabilities 274,773,704 4,209,570 2,342,117 137,504 281,462,895 (10,343,903) 271,118,992 808,995 (76,984) 54,306,477 (18,691,657) 35,614,820 (29,035,560) 306,733,812 At 30 June 2015 Total equity Total liabilities and equity 50,378,146 3,196,320 3,151,112 60,520 335,769,372 Europe Russia Other Combined Assets 289,390,337 6,583,582 2,510,646 78,513 298,563,078 (27,315,182) 271,247,896 Liabilities 239,292,376 3,727,189 2,030,255 138,521 245,188,341 (9,477,104) 235,711,237 50,097,961 2,856,393 480,391 (60,008) 53,374,737 (17,838,078) 35,536,659 289,390,337 6,583,582 2,510,646 78,513 298,563,078 (27,315,182) 271,247,896 Financial position 325,151,850 7,405,890 Turkey Consolidation adjustments Consolidated At 31 December 2014 Total equity Total liabilities and equity 39 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 20. Earnings per share Basic earnings per share (“EPS”) are calculated by dividing the net income for the period attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. There is no dilution of shares as at 30 June 2015. The following reflects the comprehensive income and share data used in the basic earnings per share computations: Profit available to shareholders Weighted average number of shares during the period (Million) Basic earnings per share (full TL per share) 21. 30 June 2015 30 June 2014 1,845,909 1,290,498 112,502 112,502 0.0164 0.0115 Related parties In the course of conducting its banking business, the Group conducted various business transactions with related parties. These include loans, customer accounts, funds borrowed and non-cash transactions. These are all commercial transactions and realised on an arms-length basis. The volumes of related party transactions, outstanding balances at the period end and relating expense and income for the periods are as follows: Direct and indirect shareholders 30 June 2015 31 December 2014 30 June 2014 358,450 206,316 331,879 15,705 29,940 17,621 Deposits Interest expense Others 30 June 2015 31 December 2014 30 June 2014 8,820 90,471 75,423 21,570 65,774 5,714 77,166 45,305 19,295 49,477 5,277 72,098 23,662 37,428 49,226 390 (1,827) 133 5,950 (103,804) 316 1,409 209 18,063 (190,086) 317 (539) 117 6,478 (91,267) --- --- --- Loans and advances Non-cash loans Deposits Trade receivables Trade payables Interest income Interest expense Fee and commission income Other operating income Other operating expense Derivative instruments Derivative trading income, net Compensation of key management personnel of the Group The executive and non-executive member of Board of Directors and management received remuneration and fees amounted to TL 60,278 (30 June 2014: TL 49,993) comprising salaries and other short-term benefits. 40 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 22. Commitment and contingencies 30 June 2015 31 December 2014 39,235,349 21,245,664 10,460,400 10,787,406 6,060,510 1,896,916 1,126,547 6,745,979 34,649,566 20,489,527 9,956,796 7,763,406 5,875,007 1,229,731 920,067 6,611,617 97,558,771 87,495,717 Letters of guarantee Commitments for credit card expenditure limits Loan granting commitments Letters of credit Commitments for check payments Acceptance loans Endorsements and other guarantees Other commitments Derivative financial instruments held for trading The Group has forward, swap, option and future transactions as of the reporting date. The Group’s derivative transactions predominantly consist of currency swaps, forward foreign currency trading, credit default swaps, currency options and option contracts on securities. The Group has no derivative products that are detached from the host contract. Derivative financial instruments are carried at their fair value at the contract date and re-measured by their prevailing fair value in the following reporting periods. Even though some derivative transactions economically provide risk hedging, since all necessary conditions to be defined as items suitable for financial risk hedging accounting are not met, they are recognised as “held for trading purposes” within the framework of IAS 39 “Financial Instruments: Recognition and Measurement” and the profit and loss resulting from such instruments are associated with the income statement. 30 June 2015 Buy Sell Currency swaps Interest rate swaps Currency options Forward foreign exchange contracts Interest rate options Marketable security and index options Currency futures Other 31 December 2014 Buy Sell 37,201,268 15,235,938 4,596,207 12,803,730 777,981 20,893 4,296 666,032 34,359,812 15,235,938 4,484,008 13,015,419 777,981 15,406 4,274 3,872,269 24,539,669 13,710,176 5,488,778 4,692,452 718,420 21,813 -373,710 22,704,772 13,710,176 5,454,351 4,689,703 718,420 32,704 -1,934,118 71,306,345 71,765,107 49,545,018 49,244,244 41 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 22. Commitment and contingencies (continued) Derivative financial instruments held for trading (continued) 30 June 2015 Asset Liability Interest rate swaps Currency swaps Interest rate options Forward foreign exchange contracts Currency options Other Fair value of derivatives 31 December 2014 Asset Liability 674,694 463,817 46,154 118,148 50,631 11,085 (158,790) (559,788) (48,382) (150,988) (58,086) (2,919) 544,574 396,077 21,155 57,698 48,275 13,292 (159,503) (449,535) (20,935) (58,528) (57,509) (3,831) 1,364,529 (978,953) 1,081,071 (749,841) Derivative assets and liabilities designed as cash flow hedges The Şişecam Group entered into a loan agreement with HSBC London in 27 November 2013 and fixed the interest rates of variable interest rate loans that were denominated in USD along the maturity with the purpose of making the liability position of the companies located in Russia and operating under glass packaging segment compatible with their asset position in terms of currency and hedging the companies against the possible increases in interest rates. Hedging instruments include, interest rate swaps converting floating rate of Libor+2.55% to fixed rate of 9.30% with 3-month intervals for a USD denominated borrowing of USD 70 million and cross currency swaps converting USD denominated capital and interest payables into RUB denominated ones. The fair values of derivatives designed as cash flow hedges are as follows. 30 June 2015 Asset Liability 31 December 2014 Asset Liability Interest rate swaps 76,729 84,342 -- Total derivative assets/(liabilities) held for risk management 76,729 84,342 -- Derivative assets and liabilities designed as fair value hedges Fixed rate Eurobonds issued by TSKB and a portion of fixed rate borrowings of TSKB are subject to fair value hedge accounting. TSKB entered into interest rate swap agreements in order to hedge the change in fair value of its fixed rate financial liabilities. The fair values of derivatives designed as fair value hedges are as follows. 30 June 2015 Asset Liability 31 December 2014 Asset Liability Interest rate swaps 2,419 (10,832) -- -- Total derivative assets/(liabilities) held for risk management 2,419 (10,832) -- -- 42 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 22. Commitment and contingencies (continued) Fiduciary activities The Group provides custody, investment management and advisory services to third parties. Those assets that are held in a fiduciary capacity are not included in the accompanying consolidated financial statements. The Group also manages 95 mutual funds, which were established under the regulations of the Turkish Capital Markets Board (31 December 2014: 96). In accordance with the funds’ charters, the Group purchases and sells marketable securities on behalf of funds, markets their participation certificates and provides other services in return for a management fee and undertakes management responsibility for their operations. Litigations In the normal course of its operations, the Group can be constantly faced with legal disputes, claims and complaints. The necessary provision, if any, for those cases are provided based on management estimates and professional advice. Put/call option agreements Put/call option agreements were signed between Şişecam Group and European Bank for Reconstruction and Development (“EBRD”) on 24 October 2014 and 10 November 2014. Accordingly, Şişecam Group has call option for Paşabahçe Cam San. ve Tic. A.Ş. (“Paşabahçe”) while it has granted a put option to EBRD. If Paşabahçe’s public offering occurs until 24 October 2019, related put/call options will be invalid. Put/call option agreements were signed between Şişecam Group and International Finance Corporation (“IFC”) on 18 November 2014. Accordingly, Şişecam Group has granted a put option to IFC for noncontrolling shares of Soda Sanayii A.Ş. If Soda Sanayii A.Ş.’s second public offering occurs in 6 years after the signature date (until 6th anniversary), related put option will be invalid. Other commitments According to the agreements made among Şişecam Group, Türkiye Petrolleri Anonim Ortaklığı A.Ş., Shell Enerji A.Ş., Mersin O.S.B., Aygaz Doğal Gaz Toptan Satış A.Ş., Boru Hatları and Petrol Taşıma A.Ş. (BOTAŞ) and Eskişehir Organize Sanayii Bölge Müdürlüğü, Palgaz Doğalgaz A.Ş., Enerya Denizli Gaz Dağıtım A.Ş., Akfel Petrol ve Doğalgaz Mühendislik A.Ş. the Group has a commitment to purchase 851,009,153 sm3 of natural gas between 1 July 2015 and 31 December 2015 (30 June 2014: 718,547,169 sm3). Government grants Certain expenses regarding industries related to research and development projects which have been certified by expert organizations are reviewed and evaluated so that specific proportion of these expenses are considered as grants and can be refunded within the context of the Decision No: 94/6401 made on the government grants for exporting activities in accordance with the Money Credit Coordination Board’s Communiqué No: 98/10 on Research and Development Grants published by the Undersecretariat of Foreign Trade based on the decision No: 98/16 made as at 9 September 1998. Exporting activities and other foreign currency generating operations, within the scope of the standards determined by the Ministry of Finance and Undersecretariat of Foreign Trade, are exempt from stamp tax and fees. Government grants are paid to support participating in international fairs in accordance with the decision No: 2004/11 of the Money Credit and Coordination Committee issued at 16 December 2004. A memorandum for government incentive was signed between Trakya Glass Bulgaria EAD and Ministry of Economy of Bulgaria and Ministry of Energy of Bulgaria on behalf of the Republic of Bulgaria under “Regulation of Investment Incentive and Implementation” of Bulgaria and “Government Incentive Legislation” of European Union. Glass Corp S.A. utilizes government grants in Romania within this scope. 43 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 23. Events after the reporting period Explanations regarding issuance of bills and bonds and other borrowings Between 1 July 2015 and the report date, Group companies carried out several issues of bills and bonds that are denominated in TL, USD and EURO. Nominal values of TL denominated issues amount to TL 6.5 million with interest rates ranging between 9.58% and 12.53%, and redemption dates between 10 August 2015 and 26 September 2016. Nominal values of USD denominated issues amount to USD 401.9 million with interest rates ranging between 1.28% and 3.20%, and redemption dates between 5 November 2015 and 28 July 2018. Nominal values of EURO denominated issues amount to EURO 164 million with interest rate ranging between 0.89% and 1.00%, and redemption dates between 12 January 2016 and 20 April 2016. Between 1 July 2015 and the report date, İş Yatırım Menkul Değerler A.Ş. carried out several issues of structured instruments to qualified investors that are denominated in TL. The nominal values of the issues amount to TL 129,540 with interest rates ranging between 0.90% and 32.60%, and redemption dates between 5 August 2015 and 16 December 2015. On 14 September 2015, the Bank has signed a syndicated loan agreement in the amount of EURO 796.5 million and USD 281 million with a maturity of 367 days. The all-in cost for the highest participation level is Libor/Euribor+0.75%. On 2 July 2015, TSKB has signed a syndicated term loan agreement with two tranches of EURO 213 million and USD 17.5 million in total and a maturity of 367 days. Explanations regarding the merger, acquisition settlements, establisment and liquidation of subsidiaries On 29 April 2015, sale of shares of Avea held by Group companies (Türkiye İş Bankası A.Ş., Türkiye Şişe ve Cam Fabrikaları A.Ş., Trakya Yatırım Holding A.Ş., Anadolu Hayat Emeklilik A.Ş., and Anadolu Anonim Türk Sigorta Şirketi) to Türk Telekomünikasyon A.Ş. for TL 837 million (full amount) was decided. The sale price will be received approximately in 4.5 years in 6 installments after the share transfer date. The necessary legal authorizations for the share transfer has been obtained as of 30 July 2015 and the procedures of share transfer are finalized as of the approval of these financial statements. On 3 August 2015, the Group established JSC Isbank Georgia, a wholly-owned subsidiary that obtained a banking license in Georgia and had a starting capital of Lari 30,000,000 (approximately USD 13.2 million as of 3 August 2015). The Bank’s branches in Batumi and Tbilisi were converted into branches of JSC Isbank Georgia. On 10 July 2015, due to the restructuring of companies operating in Russia the shares of Sudel Invest S.a.r.l held by Group companies (Anadolu Cam Investment BV and Balsand BV) were sold to AC Glass Holding BV (another Group company) for EURO 66 million. The sale price will be received through a 4 year payment plan beginning at December 2015. Other disclosures The Ministry of Customs and Trade initiated an investigation under Law No: 6502 and now-abolished Law No: 4077 and has imposed an administrative fine of TL 110,110 to the Bank pursuant to this investigation. On 16 September 2015, the Bank paid TL 82,582, which is the amount calculated by benefiting from the discount within the framework of Article 17 of Misdemeanor Law No: 5326, provided that the Bank reserves its right to litigate against the related decision and to claim for refund. The Bank has filed a lawsuit in İstanbul 11th Administrative Court for the cancellation of administrative fine imposed against the Bank in due time. 44 TÜRKİYE İŞ BANKASI ANONİM ŞİRKETİ AND ITS SUBSIDIARES NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT AND FOR THE SIX-MONTH PERIOD ENDED 30 JUNE 2015 (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated) 23. Events after the reporting period (continued) Other disclosures (continued) On 29 September 2015, Moody’s affirmed the Bank’s ratings. The ratings assigned by Moody’s is as follows: MOODY’S – 29 September 2015 Rating Baa3 Baa3 Baa3 P-3 P-3 Long-term Foreign Currency Deposit Long-term Local Currency Deposit Long-term Foreign Currency Senior Debt Short-term Foreign Currency Deposit Short-term Local Currency Deposit 45 Outlook Negative Negative Negative ---
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