annual report 2015
Transcription
annual report 2015
ŞEKERBANK A.Ş. Emniyet Evleri Mahallesi, Eski Büyükdere Caddesi, No: 1/1A, Kağıthane-İstanbul Tel: 212 319 70 00 İstanbul Ticaret Sicil Memurluğu Ticaret Sicil No: 536793 ANNUAL REPORT 2015 ŞEKERBANK ANNUAL REPORT 2015 This report has been published using recycled paper and environment-friendly technologies. FOR A SUSTAINABLE FUTURE, WE SUPPORT INVESTMENTS THAT WILL SAVE ENERGY AND INCREASE EFFICIENCY. WITH EKOKREDİ, WE PROTECT NATURE WHILE DECREASING OUR CUSTOMERS’ ENERGY COSTS. WE SAVE ENERGY AND EFFORT! With our responsible banking approach in line with our founding mission, we approach sustainable development from its social and environmental aspects. We finance environmentally sustainable and socially inclusive growth. In order to protect our natural resources and encourage savings, in 2009, we developed EKOkredi, Turkey’s first energy efficiency loan product. Having provided more than TL 672 million in funding to approximately 79 thousand people with EKOkredi up until today, we have prevented 5.2 million tons of CO2 emission. We will continue to protect nature and prevent wasted effort by promoting energy efficiency. CONTENTS INTRODUCTION MANAGEMENT AND CORPORATE GOVERNANCE 06 07 08 09 10 11 12 14 18 22 24 26 28 30 32 34 35 36 37 38 41 42 43 44 Board of Directors 46 Senior Management 48 Summary Report of the Board of Directors Presented to the General Assembly 50 Board and Committees Evaluation Disclosures 52 Succession Planning and Nomination in the Board of Directors 53 General Policy on Insider Trading 54 Activities of the Board of Directors 55 Corporate Governance Principles Compliance Report 68 Declaration of Compliance with Corporate Governance Principles 69 Corporate Governance Activities 69 Information on the Bank’s Transactions with its Risk Group 69 Profit Distribution Policy 70 Remuneration of the Members of the Board of Directors 70 Corporate Governance Rating 70 Internal Systems 71 Information on Support Services Providers 72 Şekerbank’s Policy against the Laundering of Criminal Proceeds and Terrorism Financing 73 Declaration of Responsibility for the 2015 Annual Report Mission, Vision and Values Şekerbank’s Strategy and Position in the Sector Ordinary General Assembly Agenda Shareholding Structure Amendments to the Bank’s Articles of Association and Explanations Forward Looking Statement Financial Indicators Şekerbank Milestones 2015 in Stride Chairman’s Message General Manager’s Message Small Enterprises Banking Agricultural Banking Retail Banking Distribution Channels Management Cash Management Corporate and Commercial Banking Financial Institutions Information Technologies Human Resources Subsidiaries of Şekerbank Independent Audit Company Independent Audit Company’s Compliance Opinion FINANCIAL INFORMATION 74 76 77 78 80 84 86 86 87 Disclosures on the Bank’s Financial Position, Profitability and Debt Servicing Şekerbank’s Credit Ratings Five-Year Financial Highlights The Audit Committee’s Assessment of the Internal Systems in 2015 Risk Management System Strategy Organization Chart of Şekerbank Units Directly Reporting to General Manager Units Directly Reporting to the Board Member Responsible of Internal Systems Independent Auditors’ Report on Unconsolidated Financial Statements and Notes to the Financial Statements for January 1 - December 31, 2015 163 Independent Auditors’ Report on Consolidated Financial Statements and Notes to the Financial Statements for January 1 - December 31, 2015 241 Şekerbank Branches Geographic Distribution 4 ŞEKERBANK ANNUAL REPORT 2015 EFFECTIVE RESULTS WITH EKOKREDI(*) CARBON EMISSIONS PREVENTED 5.2 MILLION TONS TOTAL AMOUNT OF ENERGY SAVED 24.2 BILLION KWH TOTAL AMOUNT OF NATURAL GAS SAVED 201 MILLION M3 Since 2009 (*) 5 INTRODUCTION NUMBER OF PERSONS PROVIDED WITH ENERGY EFFICIENCY FINANCING OVER 71 THOUSAND NUMBER OF SMES, TRADESMEN AND FARMERS PROVIDED WITH ENERGY EFFICIENCY FINANCING 7,733 NUMBER OF HOUSES INSULATED OVER 109 THOUSAND 6 ŞEKERBANK ANNUAL REPORT 2015 MISSION, VISION AND VALUES OUR MISSION With the Community Banking understanding from village to city, we are a modern bank that considers both local features and needs, introduces banking services to those who do not have a banking account, grows by creating value together with its satisfied customers, employees and partners, and gains its strength from its deep rooted past. OUR VISION To become the “leading bank in financing small enterprises” among Turkey’s top ten private banks in terms of asset size. OUR VALUES OPEN COMMUNICATION We respect different perspectives we are open to any suggestions from our colleagues and customers. To add value to our Bank and colleagues provide we share all kinds of ideas and knowledge among all members of the organizational structure timely and in a due manner, keeping communication channels open within the organization. CONTINUOUS DEVELOPMENT We aspire and strive to acquire new thoughts, knowledge, and skills with an interrogative viewpoint; we are willing to work together and assume responsibility for continuous development of ourselves and others. CUSTOMER ORIENTATION AND ACTING LOCALLY We take heed of meeting the expectations and needs of all our customers and ensuring the customer satisfaction by presenting the products and services rapidly and graciously, considering the local features as well. RESULT ORIENTATION We take on focusing on the desired results/targets, taking actions of our own accord and without delay to solve the emerging problems, being followed, accomplishing our work while increasing the profit and efficiency. CORPORATE LOYALTY We believe in the value of contributing to the performance of our corporation and being loyal to our corporation by working in a respectful, fair, self-sacrificing, sharing, participative manner and with solidarity within our own team and with our other colleagues. 7 INTRODUCTION ŞEKERBANK’S STRATEGY AND POSITION IN THE SECTOR Founded on October 12, 1953 through the contributions of hundreds of thousands of farmers, the Anatolian beet cooperative members, with the aim of supporting rural economic development, Şekerbank has supported production for over 62 years by adhering to its founding mission. Within its stated"Community Banking" mission the Bank finances economic, environmental and social dimensions of sustainable development. Thanks to its expertise in local banking stemming from its extensive network of branches, 66% of which are located in Anatolia and with most having served customers in the same location for half a century, Şekerbank boasts a broad customer base in SME, tradesmen, small business and agricultural banking. Taking into account the environmental and social impacts of the projects financed within the lending processes, Şekerbank developed the first banking product in Turkey that finances energy efficiency investments. With this innovative product – EKOkredi – the Bank has introduced approximately 79 thousand retail clients to energy savings; as a result, the Bank has helped to prevent 5.2 million tons of carbon emissions to date. NUMBER OF CUSTOMERS THE BANK HAS INTRODUCED TO ENERGY SAVING SINCE 2009 79 THOUSAND Each year, Şekerbank measures its carbon emissions and reports the results to international investors via the Carbon Disclosure Project (CDP), one of the world's leading platforms in the fight against climate change. The Bank is also a member of many other international climate change platforms. In addition, Şekerbank ranks among the few institutions in Turkey that are signatories to the UN Global Compact’s Business Leadership Criteria on Carbon Pricing and the United Nations Environment Program Finance Initiative (UNEP FI), which aims to support sustainable financing and sustainable world economy. By taking into account the social aspect of sustainable development, the Bank implements Turkey's first and only micro-finance model in order to increase access to financial resources. 42% of those funded under the project, which targets to integrate people with limited access to financial resources into the economy, are comprised of women in rural areas. Giving priority to the Anatolian region in line with its founding mission, Şekerbank pursues activities that finance and support environmentally sustainable, socially inclusive and production based economic growth. ENERGY SAVING INVESTMENTS, FINANCED THROUGH EKOKREDI, HELPED TO PREVENT 5.2 MILLION TONS OF CARBON EMISSIONS TO DATE. 8 ŞEKERBANK ANNUAL REPORT 2015 ORDINARY GENERAL ASSEMBLY AGENDA DATED MARCH 30, 2015 1. Opening & Establishment of Presidential Board and to authorize the Presidential Board to sign the Minutes of Ordinary General Assembly. 2. Reading Board of Director’s Annual Report and discussion. 3. Reading Audit Summary Report and selection of Auditor for the year 2016. 4. Reading of Balance Sheet and Profit & Loss, Discussions, and Approval. 5. To discharge Board of Directors. 6. Approval of the substitute Members of Board of Directors who are assigned to serve residual term of membership of Board of Directors. 7. To discuss and approve the distribution of 2015 profit. 8. Amendment of the article 6 titled “Head Office and Branches” of the Articles of Association of the Bank as proposed by Board of Directors. 9. To set Board of Directors compensations. 10. To furnish information on donations of 2015 to our shareholders. 11. To inform the shareholders regarding guarantee, bail, mortgage, on its own behalf and in favor of the third persons given and revenue or benefits derived. 12. To consent to Board of Directors to do business with the Bank according the Turkish Commercial Code 395 & 396. 13. Requests & Closing. (*) Information about performance of the duties in person or on behalf of others that are included within the range of the bank activities, being a partner in the companies that are engaged in such activities and performance of other duties, which are allowed to the Members of the Board of Directors in line with the consent given at the Bank’s Ordinary General Assembly Meeting held on the 19th of March 2015, is specified in the “Corporate Governance Principles Compliance Report” section of the Annual Report. 9 INTRODUCTION SHAREHOLDING STRUCTURE NUMBER OF SHARES TOTAL NOMINAL VALUE (TL) OWNERSHIP SHARE (%) Şekerbank T.A.Ş. Voluntary Pension Fund 410,388,833.70 410,388,833.70 35.44 Samruk-Kazyna, the National Welfare Fund of Kazakhstan 224,353,416.50 224,353,416.50 19.37 BTA Securities JSC 126,295,033.47 126,295,033.47 10.91 1,009,312.08 1,009,312.08 0.09 395,953,404.25 395,953,404.25 34.19 1,158,000,000.00 1,158,000,000.00 100.00 SHAREHOLDER Sugar Beet Cooperatives Publicly Traded TOTAL 1 35.44% Şekerbank T.A.Ş. Voluntary Pension Fund 3 4 19.37% 2 Samruk-Kazyna, the National Welfare Fund of Kazakhstan 10.91% 3 BTA Securities JSC 0.09% 4 Sugar Beet Cooperatives 1 2 100% 5 34.19% 5 Publicly Traded (*) (**) (***) The Chairman of the Board of Directors Dr. Hasan Basri Göktan has total shares of 0.05 % in nominal, amounting to TL 577 thousand; Khosrow Kashani Zamani who is the Board of Directors Member has total shares of 0.013 % in nominal, amounting to TL 148 thousand which they obtained from public offering. The majority shareholders (who control the management of the Bank), the Board of Directors’ members, managers who have administrative responsibilities in Şekerbank, and their spouses and blood relatives and relatives by marriage up to second-degree did not make any significant transaction with the Bank or its associate companies which may lead to conflicts of interest and/or did not make any transaction, related to a commercial business that is within the scope of the Bank’s or its associate companies’ field of activity for their own account or for the account of others or did not become unlimited partners in other companies carrying out similar commercial businesses. Administrative or judicial penalties given to the Bank due to practices that are contrary to the provisions of the legislation are specified in the 31.12.2015 Unconsolidated Independent Audit Report Section V/III-3 Explanations about Contingent Liabilities and Assets. 10 ŞEKERBANK ANNUAL REPORT 2015 AMENDMENTS TO THE BANK’S ARTICLES OF ASSOCIATION AND EXPLANATIONS During the 2015 fiscal year, the Article 8 of the Articles of Association was amended; due to increase of the capital to TL 1.158.000 the former and current versions for the amended article of the Articles of Association was published in the Turkish Trade Registry Gazette 8867 dated July 22, 2015. ŞEKERBANK T.A.Ş. ŞEKERBANK T.A.Ş. ARTICLES OF ASSOCIATION AMENDMENT TEXT ARTICLES OF ASSOCIATION AMENDMENT TEXT FORMER NEW The Share Capital Article 8: The Company has adopted the registered capital system, pursuant to the provisions of the Capital Market Law Numbered 2499, and has been listed within the registered capital system, as per the permission of the Capital Markets Board dated January 18, 2002 and numbered 5/47. The Share Capital Article 8: The Company has adopted the registered capital system, pursuant to the provisions of the Capital Market Law Numbered 2499, and has been listed within the registered capital system, as per the permission of the Capital Markets Board dated January 18, 2002 and numbered 5/47. The registered share capital of the Company is TL 1.250.000.000. - (one billion two hundred fifty million Turkish Lira) and this share capital is divided into 1.250.000.000- (one billion two hundred fifty million) shares, each with a nominal value of TL 1. The registered share capital of the Company is TL 1.250.000.000. - (one billion two hundred fifty million Turkish Lira) and this share capital is divided into 1.250.000.000- (one billion two hundred fifty million) shares, each with a nominal value of TL 1. The issued share capital of the Company is TL 1.087.186.884. - (one billion eighty seven million one hundred eighty six thousand eight hundred eighty four Turkish Lira) and is paid-up in entirety. The issued share capital of the Company is TL 1.158.000.000. - (one billion one hundred fifty eight million Turkish Lira) and is paid-up in entirety. The registered capital ceiling authorization given by the Capital Markets Board is valid for the years 2011–2015 (5 years). Even if the registered capital ceiling is not reached at the end of year 2015, it is compulsory for the board of directors to obtain authorization from the general assembly for a new period by obtaining permission from the Capital Markets Board for the previously permitted ceiling or a new ceiling amount to take capital increase decision after the year 2015. If the company does not obtain the said authorization, it will be deemed to have gone out of the registered capital system. The registered capital ceiling authorization given by the Capital Markets Board is valid for the years 2011–2015 (5 years). Even if the registered capital ceiling is not reached at the end of year 2015, it is compulsory for the board of directors to obtain authorization from the general assembly for a new period by obtaining permission from the Capital Markets Board for the previously permitted ceiling or a new ceiling amount to take capital increase decision after the year 2015. If the company does not obtain the said authorization, it will be deemed to have gone out of the registered capital system. Provided that the provisions of the Capital Market Law, the Banking Law and such other applicable legislation are duly complied with, the Board of Directors shall be authorized to increase the share capital up to the limit set for the registered capital, through the issuance of registered shares. All shares issued by the Company shall be registered shares and shall be quoted in the Stock Exchange. Provided that the provisions of the Capital Market Law, the Banking Law and such other applicable legislation are duly complied with, the Board of Directors shall be authorized to increase the share capital up to the limit set for the registered capital, through the issuance of registered shares. All shares issued by the Company shall be registered shares and shall be quoted in the Stock Exchange. Principles related to the function of general assembly meetings of shareholders, rights of shareholders and the exercising of such rights are stipulated in the Bank’s Articles of Association and Corporate Governance Policy; both of these documents are available on the Bank’s website, at www.sekerbank.com.tr. INTRODUCTION 11 FORWARD-LOOKING STATEMENT This report contains information that may constitute ‘forward-looking statements.’ Generally, the words ’believe,’ ‘expect,’ ‘intend,’ ‘estimate,’ ‘anticipate,’ ‘project,’ ‘will’ and similar expressions identify forwardlooking statements, which are not historical in nature. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future-including statements relating to volume growth, share of sales and earnings per share growth, and statements expressing general views about future operating results – are forwardlooking statements. The Board of Directors believes that these forward-looking statements are reasonable as and when made. However, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date when made. The Bank undertakes no obligation to publicly update or revise any forwardlooking statements, whether as a result of new information, future events or otherwise, except as required by law. In addition, forwardlooking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our Bank’s historical experience and our present expectations or projections. These risks and uncertainties include, but are not limited to, those described in Part 3, ‘Assessment of the Audit Committee on the Functioning of Internal Systems’ and elsewhere in this report and those described from time to time in our future reports filed with the Capital Markets Board. 12 ŞEKERBANK ANNUAL REPORT 2015 FINANCIAL INDICATORS UNCONSOLIDATED FINANCIAL INDICATORS (TL THOUSAND) 2012 2013 2014 2015 14,517,918 18,725,017 21,187,288 24,415,966 10,084,765 13,546,424 14,655,079 16,737,565 1,824,741 2,055,448 2,391,813 2,526,942 Total Deposits 10,137,906 12,639,239 13,538,608 14,867,633 Pre-Tax Profit 310,685 264,339 280,701 85,246 Net Profit 240,302 210,216 223,969 102,649 Total Assets Total Loans (Net) Shareholders’ Equity 24,416 TOTAL ASSETS 21,187 18,725 14,518 INCREASE 15.24% 2012 2013 2014 2015 16,738 TOTAL LOANS (NET) 13,546 14,655 10,085 INCREASE 14.21% 2012 2013 2014 2015 13 INTRODUCTION UNCONSOLIDATED FINANCIAL RATIOS Net Profit / Total Assets 2012 2013 2014 2015 Capital Adequacy Ratio 14.48 13.54 14.60 13.66 Total Securities / Total Assets 13.96 9.03 11.46 12.30 Total Loans / Total Assets 69.46 72.34 69.17 68.55 Deposits / Total Assets 69.83 67.50 63.90 60.89 2,527 2,055 SHAREHOLDERS’ EQUITY 2,392 1,825 INCREASE 5.65% 2012 2013 2014 2015 14,868 TOTAL DEPOSITS 12,639 13,539 10,138 INCREASE 9.82% 2012 2013 2014 2015 14 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK MILESTONES Solid Foundation Şekerbank’s foundation was laid with the establishment of Pancar Kooperatifleri Bankası (Sugar Beet Cooperatives Bank) in Eskişehir in October 12, 1953. The Bank’s mission during those early years was to meet the funding needs of sugar beet producers and their industry. 1953 New Products and Services In this period marked by change and growth, the Bank gradually evolved from a cooperatives’ bank to a full-service bank capable of providing a full range of products and services. The Bank opened a representative office in Cologne, Germany in 1972. By 1979, Şekerbank’s service network totaled 134 branches. 1956 From Eskişehir to Ankara The Bank’s Head Office was relocated to Ankara and with the Council of Ministers’ decree its name was changed to Şekerbank Türk Anonim Şirketi. 1970s Private Bank Status A total of 10% of the outstanding shares of T. Şeker Fabrikaları T.A.Ş. were acquired by Pankobirlik (7%), and Şekerbank T.A.Ş. Voluntary Pension Fund (3%) from the Public Participation Administration of Turkey. As a result, Şekerbank ceased to be part of the public sector. Subsequently, the Bank was restructured with a private sector commercial bank approach. 1980s A period of Focusing on Commercial Banking During this period, Şekerbank focused on commercial banking. By 1983, the number of branches had risen to 161. The Bank increased its foreign trade transactions and strengthened its correspondent banking relationships. The Şeker Çocuk (Şeker Child) Magazine launched and Şekerbank opened one of Turkey’s first bank art galleries in Ankara. 1993 15 INTRODUCTION 2008 First Turkish Bank Assigned a Corporate Governance Rating Şekerbank became the first bank in the country to receive a corporate governance rating as a result of a criteria assessment of “Shareholders,” “Public Disclosure and Transparency,” “Stakeholders” and “Board of Directors” provided by ISS Corporate Services Inc., recognized as the world’s leading corporate governance rating firm and authorized by the Capital Markets Board to provide services in Turkey. 2002 Customer-Oriented Service Şekerbank initiated a comprehensive restructuring program to transform into a customer-oriented, multi-channel bank. Transfer of Shares Şekerbank’s majority shares changed hands: a 51% stake was acquired Şekerbank T.A.Ş. Voluntary Pension Fund and Şekerbank Personnel Social Security Foundation. 1997 2000 Initial Public Offering Şekerbank completed an initial public offering of its shares and became institutionalized. With a major corporate development initiative implemented during the same period, the foundation for a more modern and contemporary Şekerbank was laid. 2003 50th Anniversary Şekerbank became one of the cornerstones of the Turkish Banking Sector in its 50th year. 2009 EKOkredi Launched Şekerbank launched EKOkredi, a groundbreaking product in Turkey to finance energy savings and efficiency initiatives targeted as protection of natural resources and waste prevention. It was selected as the Banking Product of the Year in 2009 at the Active Academy Finance Summit. 2004 The Redesigned Corporate Identity Şekerbank relocated its Head Office to a new office building; in addition, the Bank redesigned its corporate identity and logo. 2002-2004 2007 2008-2009 Turkey’s Fastest Growing Bank Şekerbank ranked 6th among the world’s 50 fastest growing banks in The Top 1000 World Banks survey conducted by The Banker Magazine, a leading international finance publication, and was named Turkey’s fastest growing bank thanks to its strong performance. 16 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK MILESTONES One of the 5 Turkish Banks included in the CDP report Şekerbank was one of five Turkish banks included in the 2010 report of the Carbon Disclosure Project (CDP), one of the most important worldwide environmental initiatives. 2010 Turkey’s “Sustainable Development” Representative As a result of an assessment conducted by the Turkey’s Ministry of Development, Şekerbank’s project was named one of the best country applications in sustainable development and green economy at the Rio+20 United Nations Conference on Sustainable Development. Şekerbank participated in Rio+20 as the sole representative of the Turkish financial services industry. 2011 First Turkish Lira-Denominated Borrowing Transaction Covered by SME Loans in the World The Şekerbank issuance was the first Turkish lira-denominated borrowing transaction structured in international capital markets as well as the world’s first asset-backed security issue covered by SME loans. The Bank’s covered bond program established a major financing bridge between international financial institutions and Turkey’s craftsmen and small enterprises. Contemporary Art in Anatolia with Açıkekran In line with its sustainable development strategy and the corporate objective of increasing access to contemporary art and culture, Şekerbank founded Açıkekran New Media Arts in May 2011. Rather than being a conventional gallery project that is limited to a physical venue, Açıkekran is a contemporary arts platform that embraces the wide range of possibilities of new digital media and that is accessible to the public via the Bank’s branches. Açıkekran hosts curated exhibitions that bring together major artists and new talents. With Açıkekran, Şekerbank provides local communities with an opportunity to meet contemporary art through its extensive branch network. 2012 2013 An Open Door for Small Businesses: The 15th of Every Month is “Small Businesses Day” Focusing on local development and supporting production in line with its “Community Banking” mission, Şekerbank created a groundbreaking platform for more than 1.5 million tradesmen in Turkey during its 60th anniversary year. The Bank declared the 15th of every month a “Small Business Day” as part of its “Open Door for Small Business” initiative. The platform was unveiled with the sponsorship of the Ministry of Customs and Trade and with the support of the Confederation of Turkish Tradesmen and Craftsmen (TESK), a nationwide organization. The “Open Door for Small Business” in effect brings small enterprises together with the private sector, public sector, NGOs and consumers. Şekerbank carries out its activities focusing on local development and support on production. 17 INTRODUCTION Şekerbank hosted Nobel Laureate Prof. Robert J. Shiller at the Financing Sustainable Development Conference At the Financing Sustainable Development Conference held as part of the Bank’s 60th anniversary celebration, Şekerbank welcomed one of the world’s leading economists, the winner of the 2013 Nobel Prize for Economics, Robert J. Shiller, a Sterling Professor at Yale University, the Ivy League Institution’s highest academic rank. Hosted by Dr. Hasan Basri Göktan, the Chairman of Şekerbank’s Board of Directors, the conference featured a keynote address by the Minister of Finance, Mehmet Şimşek, and attracted a huge turnout from the business and finance world. A First in the World: Family Farming Banking To stem the tide of rural-urban migration and provide support to rural development, in November 2014, Şekerbank launched Family Farming Banking, a first of its kind worldwide. Launched in line with the Bank's founding objective of supporting agricultural production, this innovative initiative provides financing opportunities to farmers whose incomes have been reduced and who have left their village due to reasons such as divided or shrinking agricultural land holdings via inheritance, limited irrigation facilities and a lack of modern farming techniques. Through the effective, communication of the project, significant awareness was generated among the public about the importance of agriculture and rural development. 2014 2015 Şekerbank Moves to New Headquarters During its 62nd anniversary year, Şekerbank moved into its new headquarters in Istanbul, a landmark building that bears its name. The new head office is located in Levent, a central district that is home to many important financial institutions. The structure stands out with its unique architectural style that symbolizes the Bank's long history and has quickly become a key prestige factor for Şekerbank. 18 ŞEKERBANK ANNUAL REPORT 2015 2015 IN STRIDE JANUARY FEBRUARY MARCH Quarter Gold Coin Entices Retirees to Transfer Pension Accounts to Şekerbank Aiming to deliver customized services that meet the needs of various customer segments, Şekerbank launched the “Altın Hediyeli Emekli Maaş Kampanyası (Retirement Pensions with Gold Bonus Campaign).” Under this campaign, the Bank presented quarter gold coins to Social Security Institution (SGK) retirees who transferred their pension payments to Şekerbank. Along with the quarter gold coin bonuses, the Bank provided many exclusive services for pensioner customers, including account management fee exemption, free money transfer/EFT transactions and physical delivery of pension payments to homes of retirees in poor health. Şekerbank Stands by Marketplace Tradesmen and Bakery Owners With the objective of increasing production by supporting tradesmen and businesses, which form the backbone of the nation’s economy, Şekerbank developed specific service packages for marketplace tradesmen and bakery owners. Banking products and discounts that were specially designed to meet all the financial needs of marketplace tradesmen, who are at the heart of everyday business, were provided by the “Taptaze Destek Paketi (Fresh Support Package).” Meanwhile, bakery owners, who are directly involved in the production sector, were offered the “Ekmeğine Destek Paketi (Bread Support Package).” Account Holders Win Day and Night Şekerbank offered the “Gece Gündüz Hesabı (Day and Night Account)” to customers who want to accumulate savings with small amounts. Opened with an advantageous introductory interest rate, “Gece Gündüz Hesabı” enables customers to earn interest from TL demand deposits while executing their everyday banking transactions. In addition, account holders have the option to use the demand deposits, in which the daily payment transactions are carried, as term deposits. “Respect to People Award” Goes to Şekerbank Şekerbank was presented with the “Respect for People” Award for 2014 year by Kariyer.net, a recruiting website. The Bank was awarded this honor thanks to the 100% same-day responses to the job applications it receives and the timely feedback it provides to applicants at every step of the application process. Şekerbank Provides Support to Our Common Cultural Heritage: Turkish Coffee In order to facilitate the protection and widespread recognition of our cultural heritage and to ensure that it is passed on to new generations, Şekerbank supported the recognition of “Turkish Coffee Culture and Tradition” as Turkey's 11th registered heritage in UNESCO’s Representative List of the Intangible Cultural Heritage of Humanity in 2013. The Bank was the main sponsor of the “Bir Taşım Keyif – Türk Kahvesinin 500 Yıllık Öyküsü (The 500 Year History of Turkish Coffee)” exhibition held at Topkapı Palace Has Ahırlar and of the book bearing the name of the exhibition. 19 INTRODUCTION APRIL JUNE JULY “Fastest Growing Bank in Business Credit Cards” Award Goes to Şekerbank Allocating 88% of its total loan portfolio to commercial loans in line with its “Community Banking” mission, Şekerbank was designated by MasterCard as the “Fastest Growing Bank in Business Credit Cards of the Year” in 2014. Thanks to the spectacular growth demonstrated by “Üreten Kart (Producer Card)” – a one of a kind offering in the industry that combines credit card and debit card – during its first year, Şekerbank received an award from MasterCard for a second time. Energy Efficiency Loans for Urban Transformation Projects To date, Şekerbank has provided more than TL 672 million in financial support through the EKOkredi program, which was developed by the Bank in 2009 to promote energy efficiency investments. As an expansion of this successful initiative, the Bank extended financing to demolish and reconstruct high risk buildings in keeping with the energy efficiency criteria under the Turkish Residential Energy Efficiency Financing Facility (TuREEF) of the European Bank for Reconstruction and Development (EBRD). The Bank’s Reconstruction Loan offers customers the opportunity to enjoy energy efficient housing that construction firms will build with high quality materials. As a result, customers benefit from decreased energy expenditures and the environment experiences reduced carbon emissions. Tradesmen, Farmers and Enterprise Owners Came Together at Ramadan Iftar (Break-theFast) Meals Hosted by Şekerbank Providing support to production and local development, Şekerbank has been meeting with tradesmen and enterprise owners at iftar (break-the-fast) meals during the month of Ramadan. “Producing Anatolia Meetings” iftar events hosted by Şekerbank branches across the country brought together local public administrators, tradesmen, farmers and representatives from the business community. MAY Şekerbank is the First Bank to Offer Customers QR Coded Checks Şekerbank was the first bank in Turkey to offer customers QR Coded Checks developed by the Kredi Kayıt Bürosu (Credit Registry Bureau) to enable more secure check payment. With this innovative application, which is expected to become a symbol of prestige in check writing, the Bank helped to increase the security of check collection and to facilitate trade transactions. USD 75 million in Funding to Producers Şekerbank secured a USD 75 million 5-year term lending facility from the International Finance Corporation (IFC), a member of the World Bank Group. With this facility, the Bank provided funding to SMEs, micro-enterprises, agricultural businesses and farmers. 20 ŞEKERBANK ANNUAL REPORT 2015 2015 IN STRIDE AUGUST SEPTEMBER OCTOBER Significant Support for Energy Efficiency with EKOkredi – Real Sector Cooperation Under the EKOkredi program, developed as a first in Turkey to expand energy efficiency capital investments, Şekerbank continued to cooperate with the real sector. In April, together with Filli Boya Capatect, the Bank launched an insulation campaign in Turkey. In August, via a collaboration with Baymak, Şekerbank facilitated electricity production from solar energy for both residential housing and office buildings. While the Bank collaborates with Weber in the area of insulation, it also held meetings with the All Energy Producers and Consumers Associations Federation (Energy Federation) in order to support investments in renewable energy, in particularly solar. Açıkekran Welcomes a Performance Art Legend: Ulay Şekerbank Açıkekran New Media Art Gallery hosted the solo exhibition “Kimliksizleşme ve Dönüşme (Disidentification and Transformation)” by Ulay, one of the biggest names in performance art, video art and photography. Ulay also gave a lecture on his artistic experience and performance art in Istanbul, where he traveled to for the first time. An exhibition of Ulay’s early works in the 1970s was made available 24/7 to viewers on special monitors via nine Bank's branches in eight cities. Women Farmers Become Employers To prevent rural-urban migration by increasing the number of women entrepreneurs and projects developed by women farmers in rural areas as part of “Family Farming Banking”, Şekerbank supported the Program for Reinforcement of Women's Entrepreneurship in Agriculture launched by the Ministry of Food, Agriculture and Livestock. Under the program, entrepreneurial trainings were conducted for 407 female farmers in eight cities. A winner was selected in each city among the entrepreneurship projects developed by 407 women farmer participants; and these winners convened in Istanbul on October 15, World Women Farmers Day. Şekerbank provided support for the implementation of the top projects, selected among the winners from 8 cities. Şekerbank in New Headquarters Founded 62 years ago in Eskişehir, Şekerbank moved its head office to Ankara in 1995 and subsequently to Istanbul in 2004. During its 62nd anniversary year, the Bank moved into its new headquarters building in Istanbul to achieve more efficient execution of its expanding business and operational processes. 21 INTRODUCTION NOVEMBER DECEMBER Various Awards for “Family Farming” Advertising Campaigns In 2015, the Bank's Family Farming Banking initiative and related advertising campaigns received recognition in the form of 20 awards from many prestigious national and international organizations. The awarding institutions included the 62nd Cannes Lions International Festival of Creativity; Golden Drum; Midas Awards; MediaCat Felis; Crystal Apple Effie Turkey; Sustainable Business Awards held by Sustainability Academy; and the Innovative Sustainability Practices Competition held by the Sustainable Development Association. Şekerbank Support for Carbon Pricing Şekerbank signed the Business Leadership Criteria on Carbon Pricing, which was launched worldwide under the United Nations Global Compact and that expresses the business world’s support of carbon pricing in the fight against climate change. In accordance with the criteria signed by 65 institutions worldwide, Şekerbank will set a carbon price in order to influence project-financing decisions, reduce greenhouse gas emissions and advocate for the importance of the carbon price issue within Turkey’s regulatory framework. Şekerbank’s Website Revamped Şekerbank refreshed its website to have a systems infrastructure compatible with new technological trends, a design that is simple and clear, and has a greater ease of use. The renewed sekerbank.com.tr highlights the Bank's products and services with a plain format in line with the Şekerbank strategy of facilitating easy access to users so they can easily find what they are searching for. Şekerbank Signed UN Environment Program Finance Initiative Şekerbank became a signatory to the United Nations Environment Program Finance Initiative (UNEP FI). As one of the three UNEP FI member banks of Turkey, Şekerbank will expand its energy efficiency efforts, integrate sustainability into its systems to a greater degree and conduct global studies on the subject together with other financial sector representatives. Şekerbank Secured Turkey's First 5-year Syndicated Loan Facility Şekerbank obtained a syndicated loan worth USD 115 million with a 5-year term. The multicurrency (TL, Euro, USD) loan consists of four different tranches with varying maturities of up to five years provided by the co-leads, Dutch Development Bank and Korean Development Bank, with the participation of leading Asian and European institutions. As Turkey's first 5-year syndicated loan, the facility was secured to fund SMEs, foreign trade activities and energy efficiency investments. 22 ŞEKERBANK ANNUAL REPORT 2015 CHAIRMAN’S MESSAGE Dear Shareholders, Dominated by uncertainties in the global economy – low economic growth and a low risk appetite – 2015 was also marked by the US Federal Reserve’s (Fed) decision to raise interest rates. With this development, the era of cheap and abundant money stoking the world’s economy over the last seven years came to an end. Despite troubles in the global economic environment and clear geopolitical risks, Turkey has come a long way toward its goal of reducing the country’s foreign financing need and in decreasing its debt burden thanks to a tight public finance. This approach allowed Turkey to demonstrate greater economic potential and positively differentiate among other emerging markets. Turkey’s commitment to implementing needed structural reforms to reach the targets in the government’s Medium Term Program – thus achieving economic growth based more on production and investment rather than consumption – played a key role in maintaining this positive differentiation. Looking at the developments in our sector, we see that profitability was under pressure during the year due to the depreciating Turkish Lira; increasing provision and operating costs; rising funding and currency swaps’ costs. While the banking industry averaged an annual 19% return on capital over the last 10 years, this key ratio dropped to about 10% sector-wide in 2015. As you all well know, Turkey’s banking industry has made a significant shift in recent years to embrace SME lending and agricultural financing. Following periods of rapid economic growth fueled by consumption, effected by the changes in the retail banking regulations our sector has put more focus on SMEs, agricultural financing and the real sector to create more financial stability. Promoting broad-based savings, prioritizing production oriented loans and focusing on SME financing in our country, where domestic savings and capital accumulation are low, are critical in reaching a sustainable economic expansion rate. As a result, the financial services sector leads all others in its contribution to growth. Including many prestigious, highly competitive international institutions and well-skilled human resources, the Turkish banking industry has expanded in tandem with Turkey over the last 10 years. Between 2006 and 2015, the sector’s loans to balance sheet ratio increased to 63% while the loans to GDP ratio is expected to come in at about 77%. 23 INTRODUCTION With our social development-based approach to banking, we strive to carry out our founding mission, fulfill our dual objective of supporting production and fostering savings, and continue our leading role in financing sustainable development. In line with its Community Banking mission, Şekerbank allocates 88% of its lending portfolio to agriculture, craftsmen, SME and corporate loans, maintaining leadership in this segment. Şekerbank’s responsible banking approach coupled with its mission to support production and sustainable development has been a key driver of the Bank’s operations for 62 years. We continue to closely monitor the environmental and social impacts of the projects we finance via our lending activities and to play an active role in international platforms to combat climate change. In 2015, Şekerbank measured its own carbon emissions and reported it to international investors via the Carbon Disclosure Project (CDP). With the aim of carrying out our founding goal to support agricultural production via Family Farming Banking, we provided over TL 1.6 billion of financing for the agricultural sector in 2015 to ensure that our farmers keep producing and stay on their land. With our social development based approach, we will continue to pursue our founding mission of supporting production and fostering savings, while maintaining our leading role in financing sustainable development in the coming year. Meanwhile, our groundbreaking EKOkredi product, launched in 2009 to expand energy efficiency investments and support the sustainability of natural resources, continued to reap energy savings for individuals, craftsmen, small enterprises and farmers in 2015. To date, our EKOkredi solution has provided financing in excess of TL 672 million, introduced energy savings to 79 thousand persons and financed insulation projects for over 109 thousand homes. I would like to wish our employees a successful year ahead as we work together to achieve even greater efficiency by executing a focused strategy in line with our mission. I also extend my gratitude to all our shareholders, local and international business partners, and financial institutions who believe in our strategy as well as the public institutions that appreciate our efforts. Respectfully yours, DR. HASAN BASRI GÖKTAN Chairman of the Board of Directors, Executive Board Member 24 ŞEKERBANK ANNUAL REPORT 2015 GENERAL MANAGER’S MESSAGE Esteemed Stakeholders, Having pursued a mission to support rural production and development for 62 years, Şekerbank has played a leading role in financing sustainable development with its founding principle of socially responsible banking. Fostering an integrated approach to sustainable development – with its social, environmental and economic dimensions – our Bank shapes its strategies to finance growth that is environmentally sustainable and socially inclusive. Despite all the uncertainties in the global economy and challenges in the domestic market during the year, Şekerbank maintained its support for the real sector and the Turkish economy in 2015. The Bank continued to be a major supporter of the country’s economic producers – farmers, craftsmen, small enterprises and entrepreneurs – in line with its founding mission that views these customers as business partners. According to the unconsolidated financial statements dated December 31, 2015, Şekerbank total assets reached TL 24.4 billion, growing by 15% compared with the prior year. As of 2015 year-end, the Bank’s total loan volume was TL 16.7 billion. Continuing its successful performance in financing production, Şekerbank has achieved 32% growth of agricultural loans portfolio. As of 2015 year-end the agricultural loan portfolio reached TL 2.1 billion, capturing 11% market share in agricultural loans extended by private banks. We have generated greater public awareness of the significance of agricultural production with the Family Farming Banking service, a first-of-its-kind in the world, which launched at end-2014 in line with our founding goal of providing support to agricultural development. In 2015, we reached out to 20 thousand new farming families under this innovative initiative. With Family Farming Banking, we have helped prevent rural-to-urban migration by supporting projects that aim to transform farmer women in rural areas into entrepreneurs and encourage their entrepreneurial efforts in their regions. In coordination with the Ministry of Food, Agriculture and Livestock, we provided 407 women farmers in eight cities with assistance via entrepreneurial trainings and helped with realization of the awarded projects. 25 INTRODUCTION While creating a broad awareness of the importance of energy saving, we have contributed to the recovery in the economy and the labor market. Having provided support to the craftsmen and small enterprises that drive Turkey’s economy in 2015, our Bank continued to develop special support packages that meet the specific needs of enterprises in target sub-sectors, such as opticians and bakeries. While helping lower the energy costs of craftsmen and small enterprises via collaborations with the real sector, we also provided banking products and services specially designed to meet the financial needs of female members of TESK (Confederation of Turkish Tradesmen and Craftsmen) through a partnership with that organization. Additionally, we moved forward with our ongoing efforts to fund energy efficiency projects in 2015. As the first bank to join the Turkey Residential Energy Efficiency Finance Facility (TuREEFF) program, we signed new cooperation agreements during the year with NGOs and representatives of the real sector, including Filli Boya Capatect, Baymak, Weber and Energy Federation. With these efforts, we have contributed to the recovery in the economy and the labor market, while creating a broad awareness of the importance of energy saving. After launching a micro financing model, the first and only one of its kind in Turkey, in order to further spread access to financial services, Şekerbank took significant steps in 2015 to expand the project and ensure that it has world class quality standards. With this innovative micro financing model, which provides support to craftsmen and farmers who produce locally and who were unbanked previously, our Bank will continue to play a leading role in financing inclusive growth in the coming period. I give my deep thanks to all our employees and stakeholders who are the architects of our Community Banking mission. I would also like to extend my gratitude to all our shareholders and the members of the Board of Directors for their continuous support throughout our journey to sustainable success. Respectfully yours, HALIT YILDIZ General Manager 26 ŞEKERBANK ANNUAL REPORT 2015 SMALL ENTERPRISES BANKING Ramping its support to women entrepreneurs as the first bank to sign an agreement with TESK (Confederation of Turkish Tradesmen and Craftsmen) that targets tradeswomen, Şekerbank provided this segment with many specially designed services, ranging from education and insurance, to advantageous financing and free-ofcharge banking products. In 2015, Şekerbank continued to provide tradesmen and SME customers with customized, differentiated products and services through the SME Banking business line while undertaking first-time applications in Turkey under its “Community Banking” mission. GROWTH BY NUMBERS In 2015, Şekerbank’s SME Banking line disbursed, cash loans to the focused segments of tradesmen and micro business outperforming the sector with 12.26% growth. Cash loans to the tradesmen segment, which the Bank has focused its efforts to since 2013, increased 22.97% in 2015. With this growth, the Bank's market share in the cash loans to these focused segments was 2% as of November 2015. In 2015, demand deposits of SME Banking customers increased 9.44%. A 65.45% expansion in the customer base and a 76.47% increase in SME Banking member merchants turnover during the year played an important role in this development. Şekerbank was the first bank in Turkey to offer customers QR Coded Checks developed by Kredi Kayıt Bürosu (Credit Registry Bureau). Şekerbank’s insurance services business volume, in terms of premium generation, was up 22.41% for SME and Agricultural Banking. MARKETING ACTIVITIES Under the “Üreten Anadolu Buluşmaları (Producing Anatolia Meetings),” iftar invitations were hosted by Şekerbank between July 1 and July 16, 2015 in eight provinces: Kayseri, Uşak, Afyon, Bolu, Konya, Adana, Amasya and Sivas. These iftar gatherings had about 3 thousand attendees including local authorities, tradesmen, farmers and business representatives. In addition, agreements were signed with tradesmen, craftsmen and trade and industry chambers in the eight aforementioned cities. As part of its efforts related to energy efficiency investments, the Bank strengthened its existing partnerships with the real sector via EKOkredi and initiated new collaborations in 2015. Within this scope, cooperation agreements signed with Zorlu Elektrik, and Şekerbank customers had the opportunity to benefit from discounts of up to 13% in their electricity use. The Bank cooperates with the Energy Association for the financing the renewable energy investments, especially solar power plants that are expected to gain more importance in the upcoming period. Şekerbank continues to support renewable energy investments with promotion campaigns aimed at the dealers of the companies that it previously collaborated via EKOkredi, such as Baymak and Betek. In 2015, while ensuring the Bank’s participation in 15 domestic and international fairs, Şekerbank entered into new agreements with more than 50 local non-governmental organizations (e.g. confederations, chambers, unions). Ramping up its support to women entrepreneurs, tradesmen and business owners, Şekerbank became the first bank to sign an agreement with TESK (Confederation of Turkish Tradesmen and 27 INTRODUCTION Şekerbank’s cash loans disbursed to the focused segments of tradesmen and micro business, outperformed the sector with 12.26% growth. Craftsmen) regarding tradeswomen. With this cooperation agreement, the Bank provided many special services to tradeswomen, ranging from education and insurance, to advantageous financing and free-of-charge banking products. PRODUCTS AND SERVICE PACKAGES With “Üreten Kart (Producer Card),” the Bank's commercial card portfolio expanded 117.04% reaching about 45 thousand cards by 2015 year-end. In line with the additional improvements made in 2015, each new SME Banking customer that opened an account with the Bank, automatically received a Producer Card. During the year, Şekerbank made major improvements to the POS product. These upgrades included "Fix POS," which offers an alternative low-cost operating mode with advance commission packages for the merchants with low turnover and "Currency POS," which allows cardholders to make payments in currency of their choice. The social security premium payments with Şekerbank cards have been enabled via a virtual POS application under the “KKB Ödeme Geçidi (Credit Registry Bureau Payment Gateway)”. Şekerbank was the first bank in Turkey to offer customers QR Coded Checks developed by the Kredi Kayıt Bürosu (Credit Registry Bureau) in 2015 to enable more secure check payment. As of 2015 year-end, QR Coded Checks were submitted to more than 5 thousand SME customers. In recent years, credit products with payment plans tailored to seasonal revenue flows and discounts provided for frequently used banking transactions are becoming increasingly widespread. Having rolled out the “Turizme Beş Yıldızlı Destek Paketi (Five Star Support Package to Tourism)” in 2014, Şekerbank continued to develop industry specific product/service packages. It also expanded into niche sectors with a range of offerings that included “Gözlükçülere Özel Destek Paketi (Opticians Support Package),” “Taptaze Destek Paketi (Fresh Support Package)” for marketplace tradesmen and “Ekmeğine Destek Paketi (Bread Support Package)” designed specifically for bakers. Signing protocols with the NGOs of such customers in addition to the facilities provided under the Producer Card/Şeker Şirket allowed flour plant dealers and cooperatives putting cash flow under control. CAMPAIGNS Throughout 2015, the Bank conducted about 20 campaigns that targeted SME Banking customers for a variety of products. The campaigns launched in the previous year, like the "Hemşerim Kredisi (My Fellow Townsmen Loan)” campaign, specially developed for the anniversaries of the Bank's branches and the "Kahraman Kredi (Hero Loan)” campaign, available on the cities’ liberation days have been continued. Furthermore, local campaigns repeated throughout the year, and campaigns like “İşinize Ramazan Bereketi” (Ramadan Prosperity To Your Business) and “Nefes Aldıran Kredi” (Relieving Loans) were organized in order to increase the volume of installment loans; and in addition to the loan campaigns organized in different segments, campaigns supporting cross sale, like “Çek bi’ POS”, were launched. Providing exclusive banking service to SMEs and tradesmen, Şekerbank’s SME Banking plans to continue offering developed in 2015 sector-specific products and services that support local production and producers in 2015. 28 ŞEKERBANK ANNUAL REPORT 2015 AGRICULTURAL BANKING In 2015, Şekerbank’s agricultural loans increased by 32% as its loan volume exceeded TL 2.1 billion. As part of the Bank’s Anatolian tours, which target the agricultural sector and have been conducted every year since 2008, Şekerbank representatives have visited some 8,900 villages and contacted 266 thousand farmers to date. In line with the Bank’s “Family Farming Banking” strategy, Şekerbank Agricultural Banking continued to embrace the Community Banking mission in 2015. To this end, it carried out pioneering activities in Turkey, such as product offerings that meet the specific financial needs and cash flow requirements of small family businesses and agricultural producers. In order to boost service quality, specialize by sectors, speak the same language with farmers and better understand the local features, Şekerbank Agricultural Banking serves its farmer customers with nearly 250 dedicated Agricultural Banking Customer Representatives in more than 160 branches. The majority of these specialized representatives are agricultural engineers or regional experts. GROWTH BY NUMBERS In 2015, Şekerbank’s agricultural loans increased by 32% as its loan volume exceeded TL 2.1 billion. The number of loan customers rose 25% over the same period. Thanks to this growth in agricultural lending, Şekerbank increased its market share to 11%, excluding state-owned banks. The Bank's total deposits in the agricultural segment grew 80%, reaching about TL 265 million. Şekerbank continues fulfilling its founding mission of financing agriculture through reaching out currently about 350 thousand farmer customers across Turkey.. MARKETING ACTIVITIES In conjunction with the campaigns conducted under the “Family Farming Banking” project, which was launched in 2014, the Bank introduced in 2015 year a wide range of products designed to facilitate land parcel merging, support rural development, increase production efficiency, reduce costs and mediate joint actions by making collective purchase of agricultural inputs. Within the scope of "Family Farming Banking", Şekerbank reached 20 thousand new, and in total 60 thousand farmer families, providing over TL 1.6 billion finance. As part of the Bank’s Anatolian tours, which target the agricultural sector and have been conducted every year since 2008 till today, Şekerbank representatives have visited 8,900 villages and contacted 266 thousand farmers. Şekerbank’s branch and regional staff visited farmers at their farms and local cafeterias to determine their needs onsite. 29 INTRODUCTION Continuing to provide support to producers and rural development, Şekerbank participated in more than 50 agricultural fairs and local festivals across Turkey in 2015. The Bank renewed the visuals of the “Hasat Kart (Harvest Card),” a product that enables farmers to make purchases for their agricultural business such as fuel, fertilizer, seeds, seedlings, feed and pesticides and to meet their cash needs 24/7. About 100 thousand of the renewed cards were delivered to customers. Continuing to provide support to producers and rural development as in prior years in 2015, the Bank participated in more than 50 agricultural fairs and local festivals across Turkey. Şekerbank supported the “Program for Reinforcement of Women's Entrepreneurship in Agriculture” launched by the Ministry of Food, Agriculture and Livestock. Under this employment and certificateoriented program, 10-days (70 hours) of practical entrepreneurship training was administered to 407 women farmers in eight provinces in cooperation with KOSGEB (Small and Medium Enterprises Development Organization) and İŞKUR (Turkish Employment Agency). Following the training, rural development focused projects have been prepared by the participants, with the assistance of consultants; and presented to a jury in each city. At the evaluations made in Balıkesir, Çankırı, Gaziantep, Kırklareli, Konya, Malatya, Muğla and Zonguldak, the city winners were selected. The awards ceremony was held in Istanbul on October 15, the International Women Farmers Day, where the eight city winners came together with Food, Agriculture and Livestock Ministry officials and Şekerbank managers. At the ceremony, the city winners received various prizes and the best project was awarded with TL 30 thousand. Financial support of TL 15 thousand was provided to the project as the Jury's Special Award. PRODUCT AND SERVICE PACKAGES Şekerbank provided over TL 350 million financing support to nearly 15,000 producers at convenient terms and favorable interest rates under the “Bereketli Hasat Kampanyası (Fruitful Harvest Campaign).” In order to help increasing production and productivity, improve product quality and facilitate the delivery of farmers’ products to international markets, the Bank conducted a loan campaign in commemoration the Farmers Day on 14th of May. Under the campaign, over TL 55 million in funding support was extended to more than 2 thousand farmers to finance their agricultural needs at favorable interest rates and payment terms. Şekerbank continued to provide its broad based local credit product and highly supportive financing tool for small farmers: the “Hasat (Harvest) Card.” This innovative credit card features advantages, increasing farmers’ bargaining power and decreasing agricultural production expenses by costs through agreements made with suppliers on their behalf. Along with offering deposit products, Şekerbank aims to increase profitability of agriculture and production by increasing savings and risk awareness among farmers with help of the Bank’s insurance products. Life insurance and TARSIM agriculture insurance especially stand out as popular products. The one and only private bank operating in Turkey nowadays whose founding mission is to promote agriculture, Şekerbank plans to continue providing significant support to the agricultural sector, which plays a key role in the country’s economy, and developing production, services and projects which enhance agricultural production. 30 ŞEKERBANK ANNUAL REPORT 2015 RETAIL BANKING Şekerbank recorded 18% growth in savings account deposits, nearly double the sector growth rate. The number of pension payment clients of the Bank increased 200% to 50 thousand in 2015, up from 16 thousand a year earlier. In 2015, Şekerbank continued working on diversification of its services by developing new products and tailoring the existing product portfolio to customers’ specific needs and expectations. GROWTH BY NUMBERS During the last year, EKOkredi and urban transformation loans were the Bank’s special focused areas in the retail lending. The Bank’s total retail lending portfolio reached to TL 1.5 billion, while EKOkredi loans grew 146% and urban transformation loans grew 203% compared to the previous year. While the sector posted 9.72% annual growth in savings account deposits year, Şekerbank recorded robust retail deposits growth of 18% in 2015. The total deposits reached TL 9.4 billion, while term deposits grew 16% and demand deposits grew 8.33%. The Bank’s retail customer base expanded 11% reaching 1.5 million customers, while automatic payment customers base grew 29% reaching 42 thousand customers. The number of pension’s clients of the Bank increased from 16 thousand to 50 thousand within one year, providing 200% growth in 2015, which is a successful result of the Bank in approaching pension customers. RETAIL LOANS Till today TL 352 million resources have been provided to more than 71 thousand retail customers, who were introduced with the energy efficiency through EKOkredi. The finance resources in the amount of TL 300 million provided under the EKOkredi insulation help to insulate more than 109 thousand houses. Within the scope of the EKOkredi, Şekerbank cooperated with four companies, pioneers in their sectors, and initiated an insulation campaign. Managers of about 1,500 apartments and condominimums participated to the meetings held in Ankara, Istanbul, İzmir, Bursa and Eskişehir. Regarding urban transformation loans, the Bank continued to work with the sector’s most reputable and leading companies. Thanks to agreements signed with different parties in 2015, the collaborations in this segment were strengthened. As part of the cooperation with PTT (General Directorate of Posts), upon the completion of the infrastructure system improvements at about 1,000 PTT service points, online loan applications from SGK (Social Security Institution) retirees and the Post Office staff started to be received by the Bank. After bolstering partnerships with real estate agencies and auto dealers, the Bank held special campaigns targeting these segments and featuring advantageous rates, terms and conditions. As a result, while the sector contracted 9.20% in automobile loans in 2015, Şekerbank achieved more than 38% growth in this segment in the same period. CREDIT CARDS In 2015, taking into consideration the card holders’ needs, Şekerbank continued holding Bonus campaigns as extra gift for the various sectors within the timelines tailored for these sectors. As a result of these efforts, the Bank accelerated the credit card application process, shortened the delivery time of cards to customers and provided customers with the option to collect their cards from the branch. With “SMS Password,” an 31 INTRODUCTION Şekerbank achieved 146% growth in EKOkredi loans and 203% growth in urban renewal loans. innovative application, Şekerbank customers can receive passwords upon receipt of their cards by sending an SMS from their mobile phones and start using their cards immediately. The “E-statement Bonus” campaign, launched both to contribute to environmental protection and enable online access to credit card account statements from anywhere, has been continued during the year; customers who opted to receive e-statements from the Bank won extra Bonus points. In addition to cash and installment cash loans provided to meet the needs of cardholders, the Bank introduced a new service called Cash via SMS, which enables getting cash loan immediately via mobile phone. Moreover, customers were presented with the opportunity to obtain installment cash loans 24/7 via the Call Center. Besides branches, application for Şeker Card may be submitted via alternative distribution channels. While the Bank’s co-branded credit card agreements continued in 2015, Şekerbank signed an agreement with S.S. Tüm Tüketim Kooperatifleri Merkez Birliği (Merkez Tükobirlik), the umbrella organization of consumer cooperatives, and provided support both to cooperative members and to tradesmen in the Kocaeli region under this agreement. ATM CARDS The Bank launched the “Hazır Debit (Ready Debit)” card product under which the ATM cards are issued and delivered to customers while they are still in a Bank branch. This product is especially designed to serve customers of the bulk accounts opened for salary payment customers, who opened demand accounts at branches and loan customers by providing instant access to their accounts. To provide customers with a more secure shopping opportunity, the Bank printed chip ATM cards. With the inclusion of the Şekerbank ATM card in the BKM (Interbank Card Center) Express application, customers now have the opportunity to use a secure channel and benefit from promotional campaigns. DEPOSIT PRODUCTS In 2015, Şekerbank launched the “Gece Gündüz Hesabı (Night and Day Account),” which offers advantageous interest rates in addition to its overnight deposits feature allows deposits and withdrawals to meet daily cash needs. While providing daily cash flow, the Night and Day Account also contributes to the accumulation of small savings amounts. Taking into account investor trends and risk awareness, Şekerbank expanded its product range with the “Birçok Para Birimli Mevduat (Multiple-Currency Deposit).” This product allows customers to benefit from fluctuations in the foreign exchange market and earn interest; it also offers the possibility to switch between currencies instantaneously. With the “Memleketin Seni Bekliyor Paketi (Your Country Is Waiting for You Package)” launched in 2015, Şekerbank offered exclusive banking services to customers residing abroad. As of 2015 year-end the Bank’s funds from about 12 thousand customers, residing overseas customers, reached TL 1.5 billion. SERVICE PACKAGES Launched in February 2015, “İkinci Bahar Emekli Paketi (Second Spring Retirement Package)” provides a number of advantageous features and benefits. These include account management fee exemption; free of charge money transfer/EFT transactions via Internet Banking; free of charge withdrawals of SGK (Social Security Institution) retirement payments from all branches and ATMs; and withdrawals of the SGK retirement payments from ATMs of all other banks’ within the daily limits. 32 ŞEKERBANK ANNUAL REPORT 2015 DISTRIBUTION CHANNELS MANAGEMENT Şekerbank became the first bank selling Findeks Risk Report via Call Center. In 2015, Şekerbank provided the systems infrastructure that allows individual Internet Banking customers to access e-Government Gateway services. INTERNET/MOBILE BANKING Over the last year, the Bank added new features to the Internet Banking and Mobile Branch applications in order to provide customers with 24/7, uninterrupted, fast and secure access to banking operations. First time users and customers who forgot their passwords were enabled to complete their password and user code generation processes in the branches. In order to provide a more user-friendly environment, Şekerbank added new options to security applications. The Bank enabled customers using Internet and mobile banking to perform transactions up to the predetermined total daily amount and/or total daily number of transactions without additional security measures. Thanks to upgrades and improvements in 2015, Şekerbank provided the systems infrastructure that allows Retail Internet Banking customers to access e-Government Gateway services. Customers who login to Internet Banking can now have free access to e-Government Gateway services without an additional password requirement. Given that the banking sector sees the pace of adapting new technology developments accelerate every day, Şekerbank refreshed its Internet Banking design to meet evolving customer expectations and to better reflect the Bank’s professional image. As a result, the Bank has an innovative website in terms of both functionality and design. During Internet Banking’s renewal process, Şekerbank aimed to establish a structure that provides functional convenience, follows technological trends and does not force customers to change their usage habits. ATM Şekerbank ATM network reached 572 locations; thus, customers gain access to all core banking services, especially cash withdrawal, wherever they need it. During the year, the Bank improved the commission income through providing an opportunity for the foreign cardholders to make cash withdraws in Turkish lira from the Bank’s ATMs and see the withdrawn amount in the equivalent to their country currency through Dynamic Currency Conversion (DCC), to deposit cash without card and withdraw foreign currency cash. In order to benef,t from the tourism potential of the country and boost the Bank's commission income, Şekerbank made new investments in tourist regions as part of the DCC application. Under this effort, the Bank expanded the ATM network, especially in the Mediterranean and Aegean regions. With the “Hesaptan Cebe (From Account to Pocket)” service introduced in 2015, the Bank provides customers with the convenience of sending money to anyone, whether Şekerbank customer or not, via ATM, internet, the mobile branch and telephone banking. In addition, all users have the opportunity to withdraw sent money from ATMs without a card. 33 INTRODUCTION In 2015, Şekerbank’s pension customers were provided the opportunity to directly connect to a customer representative and make transactions. CALL CENTER MOBILE SALES In 2015, Şekerbank Call Center continued to deliver fast, high quality and effective services to customers 24/7, while continually updating its systems and infrastructure. The Bank completed the Mobile Sales team structuring at Şekerbank's regional offices in 2015. The Bank revamped the interactive voice response system to create a simple, clear and user-friendly Call Center. Customers have the opportunity to set their credit card, Internet and mobile banking passwords without connecting to a customer representative. In November, the Bank commissioned the customer recognition feature, which directs customers and connects to the related customer representative. In 2015, Şekerbank provided existing customers with the option to transfer their pension payments via the Call Center. Besides the upgrade of services delivered through the “Emekli Destek Hattı (Pensioner Support Line)” launched in 2014, the Bank’s pension customers were also provided with the opportunity to directly connect to a customer representative and make transactions via the Call Center on 444 78 78. In addition to product promotion, application and activation calls, the Call Center also made sale calls in 2015. Şekerbank became the first bank to sell the Findeks Risk Report via the Call Center channel. Within the scope of "Family Farming Banking" promotion and marketing activities, Mobil Sales teams visited more than 1.000 villages in 2015. Performing sales activities in all segments of retail banking, Mobile Sales teams carry out introduction and marketing activities of a number of products; these include, loan and credit card products for the SME, agriculture and micro business segments, in particular. Mobile Sales teams made 40 thousand product sales to the Bank’s targeted customers in 2015. Under the PTT loans project, Mobile Sales visited a total of 930 Post Office branches across Turkey. A member of the Mobile Sales team in each region was assigned as a PTT sales representative responsible for regular communication with PTT branches. By the end of the first month of the project realization, the market share reached 0.6%. By second half 2015, credit card sales began to take place via a new tablet PC system. As of year’s end, the Bank completed work related to the disbursement of general-purpose loan facilities via tablet PCs, especially for Memur-Sen members and salary customers as the primary target customer groups and in December the pilot staged has been started. 34 ŞEKERBANK ANNUAL REPORT 2015 CASH MANAGEMENT With the renewed infrastructure of the Direct Debiting System, 66% increase in the number of main firms, and 54% increase in the number of dealers was achieved compared to the previous year. By end of 2014, Şekerbank had restructured the Cash Management Department in line with the Bank’s retail banking strategies. In 2015, the Bank continued to attract the cash flows of its customers through successful products designed to meet their payment and collection requirements and to ease operation processes of the financial transactions.. Şekerbank, using its strong technological infrastructure, continued developing intelligent solutions for payment and collection systems in line with customer requirements and tailored to their way of doing business. These solutions provide customers with time and labor savings as well as reduced operational errors and costs. Within the structure of Cash Management, synergy is achieved between all segments of the Bank as firms are provided with banking services and financial solutions for their commercial relations with their suppliers and dealers. Şekerbank’s Cash Management Solution, developed with the latest technologies in electronic payment systems, allows companies to perform banking transactions faster, more easily and with greater accuracy. COLLECTION SOLUTIONS With the revamped infrastructure of the Direct Debit System, the Bank increased in 2015 the number of parent companies and dealers compared to the previous year by 66% and 54%, respectively. In comparison with the previous year, the Bank integrated 20% more institutions into the Bank’s cash management system, thus, the number of automatic payment orders increased by 45%. PAYMENT SOLUTIONS Şekerbank’s Cash Management Solution, developed by the Bank with the latest technology in electronic payment systems, allows customers to perform banking transactions faster, more easily and with greater accuracy. With the “Bulk Payment” product, the Bank realized bulk internal and interbank (EFT) money transfers of more than 100 companies in 2015. Şekerbank offered QR Coded Checks to its customers for the first time in Turkey. Embracing the principle that all checks in the market should be QR coded, the Bank is a pioneer in the sector in terms of number of such checks issued to customers. 35 INTRODUCTION CORPORATE AND COMMERCIAL BANKING In 2015, Şekerbank’s Corporate and Commercial cash loan portfolio climbed to TL 7 billion 866 million, up 15%. Şekerbank believes its greatest value lies in its commercial customers which the Bank has served for three generations. In 2015 year Şekerbank, using its commercial banking expertise and differentiating the financial needs of the Turkish businessmen, producers and tradesmen, met it with the cost-effective and quality products and services in time, aimed to provide the highest level of customer satisfaction while maintaining its sound, reliable, producer-friendly bank image. LOANS POLICY The Bank's lending strategy is based on achieving sustainable loan growth, creating a balanced and secure loan portfolio, and financing investments that promote production, create new jobs, provide foreign currency income and increase energy efficiency. Şekerbank gives a priority on maintaining its market share in the construction and contracting sectors, which the Bank has been traditionally active in, and financing urban transformation projects in 2016. The Bank plans to continue providing funding to projects that will increase the quality and energy efficiency of the country’s housing stock in 2016. In the coming years, Şekerbank plans to continue prioritizing the funding of investments related to energy efficiency and the development of sustainable energy resources under the umbrella of EKOkredi. Collaborations with governmental and non-governmental domestic and foreign institutions, such as İZODER, TuREEFF and EBRD, will be strengthened and improved. By giving priority to SME-exporters, Şekerbank develops new products and services, such as cost-effective financing opportunities and informational/regulatory support, to support operations of customers dealing with foreign markets. In 2015, Şekerbank’s Corporate and Commercial cash loan portfolio reached TL 7,866 million, growing by 15%, which is in line with the Bank’s targets. During the year, the Bank disbursed loans for 1,200 new customers. In 2016 it is aimed at balanced and healthy loan growth in line with country’s and global developments. Playing a significant role in the growth story of Turkey’s major companies due to its well-established expertise in commercial banking, Şekerbank believes its greatest value lies in its commercial customers which the Bank has served for three generations. In 2016, the Bank will continue offering the high quality, comprehensive and cost-effective services deserved by its customers. 36 ŞEKERBANK ANNUAL REPORT 2015 FINANCIAL INSTITUTIONS In 2015, Şekerbank secured a one year syndicated loan facility of nearly US$ 135 million. Continuing to increase its market share in Turkey’s foreign trade finance volume in 2015, Şekerbank signed the longest-termed syndicated loan in Turkey. In 2015, Şekerbank Financial Institutions continued to secure funding sources from international capital markets. In line with its deep experience and know-how in “Community Banking,” Şekerbank also continued attracting the attention of EU and US development agencies as well as the world’s major development banks. Şekerbank Financial Institutions, while continuing efforts to diversify its service offerings in the financing of foreign trade, made significant progressin 2015 in forging new ties with the world's leading commercial banks as well as improving existing relationships. As a result of these efforts, Şekerbank secured a 5-year loan in the amount of USD 75 million from the International Finance Corporation (IFC) and a 9-year loan in the amount of USD 30 million from the Global Climate Partnership Fund (GCPF). In addition, in 2015 Şekerbank signed the syndicated loan agreement with the longest term ever available in Turkey: the Bank secured about USD 115 million in funding in four tranches from a consortium led by the Dutch Development Bank (FMO) and the Korean Development Bank (KDB). As a part of the Bank’s covered bond program, the issuance of the first asset-backed security in Turkey which was initiated in 2011 to provide support for SMEs, has been continued in 2015, in December 2015, the European Investment Bank (EIB) invested TL 319.4 million in the issuance under the said program to be used for SMEs’ financing the Bank’s total outstanding asset-backed security issuance after this transaction reached TL 760 million. To date, the Bank’ has completed nine covered bond (CB) issues totaling TL 1 billion 458 million together with the redeemed ones. The maturity of the securities issued ranged between one and five years. Şekerbank also taps the international syndication market in order to diversify its funding base with overseas sources. In 2015, the Bank secured a one year syndicated loan facility of about US$ 135 million. In 2015, Şekerbank continued increasing its market share in Turkey’s foreign trade finance. The Bank achieved a high level of service quality and increased diversification both in standard products, including money transfers, check collection in foreign currency, documentary credits and import/export finance and in specialized finance products such as structured external finance, project finance and sovereign loans. The resources provided to Şekerbank by commercial banks, the International Finance Corporation (IFC) and the European Bank for Reconstruction and Development (EBRD)in total amount of US$ 250 million were obtained under attractive conditions to extend financial support to foreign trade companies in particular. In recognition of the constant improvement of the quality of service the Bank provides under its Foreign Transactions Operations Unit, similar to the previous years in 2015 Şekerbank once again received prominent “service quality” awards from its main account correspondent banks. With a current funding base that includes foreign funding sources of US$ 1 billion, Şekerbank aims to continue efforts in the coming period to obtain long-term funding from development agencies, commercial banks and other financial institutions. 37 INTRODUCTION INFORMATION TECHNOLOGIES In 2015, the Bank completed the “Teminat Havuzu (Collateral Pool)” project, which automatically calculates collaterals and links with the associated lending facility. Şekerbank redesigned its website with its infrastructure compatible with the latest technological trends, besides its simple, comprehensible design language and user friendly approach. Şekerbank Information Technology Management started in 2015 new projects in various areas; the Department completed some of these projects within the year, while others will be gradually implemented in line with their completion plans. Under the “Customer Relations and Campaign Management” project, Şekerbank completed developing of management tools for campaigns provided through SMS, ATM and Internet banking channels. In order to provide fast, high quality service to retail customers, the Bank completed the Decision Support Systems (DSS) project and launched a pilot application. In addition to the Tablet PC project, which enables receiving of loan applications from tablet PCs, the Bank finalized the works related to retail loan disbursements via PTT branches. Operational processes were shortened when applications for POS started from branches. Şekerbank POS machines were enabled to include transactions of contactless cards of other banks. The DCC transaction option was launched for the customers to enable withdrawal of money from ATMs via international cards. Şekerbank also refreshed its website to have a systems infrastructure compatible with new technological trends, with design that is simple and clear, and greater ease of use. The Bank completed the “Teminat Havuzu (Collateral Pool)” project, which automatically calculates collaterals and links with the associated lending facility. In addition, the Bank commissioned the “Müşteri Olumsuzluk Bildiri Sistemi (MOBİS) (Worsening Customer Notification System)” project, which allows taking early action in adverse situations. Şekerbank closely monitors emerging technologies and deploys those mature enough to be used in its critical banking systems and IT infrastructure. Furthermore, during the year Şekerbank made improvements to the core banking systems, databases, applications servers, network, and e-mail and reporting systems. Having adopted a world-class management methodology in compliance with applicable legal and regulatory requirements, Şekerbank Information Technology Management continued its efforts to operate in line with ISO 9001, ISO 27000, ISO 10002 and ISO 20000 standards. 38 ŞEKERBANK ANNUAL REPORT 2015 HUMAN RESOURCES Şekerbank employees have an average seniority of seven years and an average age of 35. The gender distribution of personnel is equal: 50% female and 50% male. In line with the Bank’s growth strategy, Şekerbank is committed to filling managerial positions via internal recruitment. Şekerbank advanced its foundation rural development aim with sustainable development perspective and nowadays sets its targets with the human resources, totaling approximately 4,100 employees who are competent to behave locally, and may quickly respond to customer needs, and provides services in every part of Turkey through its 301 branches, 11 Regional Offices and 11 Loan Allocation Regional Offices located in 71 provinces and approximately 100 off-center districts in total. Şekerbank employees have an average seniority of 7 years and an average age of 35. The gender distribution of personnel is equal: 50% female and 50% male. Some 89% of employees have associate and higher educational degrees. RECRUITMENT In 2015, the Bank’s 396 newly recruited staff was made up of 56% new graduates and 44% experienced candidates. About 79% of new recruits staffed branch positions, out of which 53% were hired for the sales positions. Through the Assistant Internal Auditor Program, the Bank employed 21 assistant auditors in the Internal Audit Department. Held for the first time in 2015, the “Young Producers” program included the participation of 240 third- and fourth-year students from the agricultural faculties of eight universities. The project competitions have been held at each university within the scope of the program to encourage students to use their creativity as well as their professional knowledge. Upon graduation, 7 students, whose projects were awarded, started to work as customer service representatives in the Bank's agriculture business line. To enhance communication, share issues on the spot, contribute to business objectives while ensuring internal customer satisfaction and increasing the loyalty of personnel 198 branches have been visited. During the visits to departments, regions and branches 1,568 people have been met. CAREER OPPORTUNITIES In accordance with the Bank’s human resources policy, Şekerbank prefers to recruit among existing staff in order to provide equal opportunities to employees. Accordingly, the vacant positions are shared with personnel via the “Internal Career Opportunities” bulletin. In 2015, there were 642 transfers. Pursuant to the Bank’s sales oriented approach, 106 employees from the Operations Department nominated to the Sales Pool in line with the “Internal Career Opportunities in the Branch” announcement have been transferred to the Sales Department. Moreover, 296 employees of the Bank were promoted one level up after performance based assessments. 39 INTRODUCTION 86% of Şekerbank’s need for managers was met with the Manager Pool Program, participants of which are committed to the Bank’s the corporate culture and strategic targets and have managerial skills as well as high leadership potential. TALENT MANAGEMENT REMUNERATION In support of the Bank’s growth strategy, Şekerbank aims to cultivate the managers of the future from existing staff. To this end, the Bank continues to implement Manager Pool Program training for the career development of personnel. Career progress plans were made for all mid-level managers in the one-to-one career meetings held as part of the Manager Pool assessment. In 2015, 70 employees joined the Manager Pool. The Remuneration Committee is responsible for monitoring practices related to compensation, ensuring compliance with the Bank’s ethical values, budget and strategic targets. The Committee advises on the principles and criteria to be used by the Board of Directors in regard to the remuneration of the Board of Directors members and managers with executive responsibilities, considering the long term targets of the corporation and its achievements. Internal balances, market conditions, strategic targets, individual performance and assumed responsibilities are considered by setting wages in Şekerbank. As a result, Şekerbank appointed 49 Branch Managers and 86% of the Bank’s need for managers was met with the Manager Pool Program. Program participants include those employees who are identified as embodying the corporate culture and committed to meet strategic targets, who have managerial skills as well as high leadership potential. Fixed and performance-based payments to Şekerbank employees are made within the guidelines and principles stated in the Human Resources Policy and Premium Regulation of the Bank. Under “Career Path,” the Bank's employee selection and training program, 82 teller employees continue to receive intensive training in support of their promotion to the sales team, via on-the-job trainings, e-learning and in-the field sales activities. Management of the business lines and branches’ targets and assessment of sales performance are carried out with the “Şeker Kazan (Score Card)” system. Şekerbank uses the Competency Based Performance Assessment System for all personnel. In 2015, the Bank launched the “Şekerbank Başarı Ölçer Performans Sistemi (Şekerbank Success Measurement Performance System),” which is designed for headquarters personnel, including regional loan allocation and branch securities market employees. Under the system, a total of 1,053 Performance Ratings (ScoreCards) were prepared, from Assistant General Managers to the lowest ranks, and employee goals were set in line with the Bank's targets. Evaluation of the job performance of head office personnel will also be based on concrete, numerical targets. The Bank makes annual performance bonuses payments in gross to employees by taking into consideration their previous year performance and the Bank’s long term performance. 40 ŞEKERBANK ANNUAL REPORT 2015 HUMAN RESOURCES Some 79.95% of the Bank’s employees attended at least one training class in 2015, receiving an average of 3.8 training days per person. Including the executives from the Headquarters’ units, 654 staff members in total attended management, personal development and visionary training programs. 73 Operations Department employees nominated to the Sales Department received sales preparation trainings for three months. The training of this group was followed up and reinforced every week through distant sales videos, e-trainings, group training and question sets. The group’s training was further consolidated in a one-day sales workshop. TRAINING A total of 654 employees, including managerial staff, from the Bank’s headquarters participated in training programs for management, personal development and visionary leadership. Şekerbank provides training programs to improve the job performance, ensure career advancement and personal development of all personnel, in line with the Bank’s strategies and by using progressive, innovative and systematic methods. Both experienced and inexperienced newcomers to the Bank as well as employees, who are transfered from one job to another or promoted within the Bank are all required to attend Şekerbank Career School programs. In particular, having a Career School certification is a key promotion criterion for employees. The Bank’s Career School has issued 2,403 certificates for promotion purposes since 2011, including 496 certificates issued in 2015. In 2015, 70 new branch managers completed training at the Leadership School, an important certification program of Şekerbank’s Career School. Spread over a period of eight months, the training program included 8-day technical and managerial in-class trainings, 180-degree leadership profile assessments and consultant feedback. Some 79.95% of the Bank’s employees attended at least one training class in 2015, which makes an average of 3.8 training days per person. In October, the Bank’s training facilities have been relocated to the new headquarters building. Besides in-class trainings, the Bank’s employees completed an average of three e-learning activities per person. In addition to e-learning as an alternative method of education, regular trainings continued throughout the year via a variety of other channels, including video tutorials, question sets, online competitions and "Message of the Day" questions. During the year, the Bank launched the E-mobile application, which provides 24/7 access to training materials, such as e-learning, video tutorials, book summaries and audio learning materials from computers and mobile devices. This innovative training application reached out 800 active users in 2015. In 2016, Şekerbank’s training strategies will include mentoring in Career Schools, live classroom applications via webinar for various trainings aimed at all Bank staff, and “Expert Talks” for headquarters personnel’s voluntary participation. 41 INTRODUCTION SUBSIDIARIES OF ŞEKERBANK ŞEKER YATIRIM MENKUL DEĞERLER A.Ş. (ŞEKER SECURITIES) ŞEKERBANK (KIBRIS) LTD. Şeker Securities was founded with capital of TL 125,000 in accordance with the Capital Markets Board provisions in 1996. Registered with the Trade Registry on December 24, 1996, the company commenced operations in early 1997. The capital is TL 30 million. The company has received all authorization documents given by the Capital Markets Board for operations in the BIST and TurkDEX. Founded as a Şekerbank affiliate in Lefkoşa in 1996, Şekerbank (Kıbrıs) Ltd. operates today as a private capital local commercial bank with 6 branches located in Lefkoşa Center, Gazimagusa, Güzelyurt, Girne, Iskele and Akdoğan. Headquartered in İstanbul, Şeker Securities has two branches, located in Ankara and İzmir. Through an agency agreement with Şekerbank, the company also serves customers via the Bank’s 301 branches across the country. In addition to 60 active agencies with session rooms across Turkey, Şeker Securities customers can open investment accounts and conduct transactions at all Şekerbank branches. ŞEKER FAKTORING A.Ş. (ŞEKER FACTORING) Founded in 2000 to provide domestic and foreign factoring services, Şeker Factoring’s headquarters is located in İstanbul. The company has 10 branches in Ankara, İzmir, Bursa, Denizli, Kayseri, Gaziantep, Antalya, Samsun, İkitelli and Dudullu. ŞEKER FINANSAL KIRALAMA A.Ş. (ŞEKER LEASING) Founded in 1997 to conduct financial leasing activities, Şeker Leasing has a broad customer portfolio composed of numerous companies operating in a wide range of sectors. Şeker Leasing’s headquarters is located in İstanbul and the Company has three branches in Ankara, İzmir and Gaziantep. Şeker Leasing’s shares have been traded on the BIST since July 21, 2004. ŞEKERBANK INTERNATIONAL BANKING UNIT LTD. Founded in 1994 in Lefkoşa, the Turkish Republic of Northern Cyprus, Şekerbank Offshore Ltd. was renamed as Şekerbank International Banking Unit Ltd. in 2009. The company operates in the area of offshore banking. ŞEKER MORTGAGE FINANSMAN A.Ş. (ŞEKER FINANCE) İstanbul Mortgage Finansman A.Ş. was founded in 2008 to provide mortgage financing and extend housing loans appropriate for securitization. The company became a Şekerbank affiliate in 2010 and was renamed as Şeker Mortgage Finansman A.Ş. ZAHLUNGSDIENSTE GMBH DER ŞEKERBANK T.A.Ş. Operating in Cologne as a representative office between 1973 and 1998 and a financial services branch from 1998 to 2011, Şekerbank T.A.Ş. Köln has been conducting its business as Zahlungsdienste GmbH der Şekerbank T.A.Ş. since June 2011. The company was founded as a 100% Şekerbank affiliate in accordance with the German law and only provides money transfer services (remittance transactions). 42 ŞEKERBANK ANNUAL REPORT 2015 INDEPENDENT AUDIT COMPANY Neither Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi (a member firm of KPMG International), which carries out the independent audit of Şekerbank, nor the audit employees and other personnel employed by the company, render consultancy services to the Bank with or without charge. Independent audit companies are subject to rotation at certain intervals pursuant to the regulations of the Banking Regulation and Supervision Agency and Turkish Commercial Code. Accordingly, based on the decision of the Board of Directors it was decided to procure an independent audit service for the Bank from Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi (a member firm of KPMG International) for 2015 financial period, further on it has been approved in the Ordinary General Assembly on March 19, 2015. INTRODUCTION 43 INDEPENDENT AUDIT COMPANY’S COMPLIANCE OPINION INDEPENDENT AUDIT COMPANY’S COMPLIANCE OPINION ON THE ANNUAL REPORT To the Shareholders of Şekerbank T.A.Ş.: We have audited the accuracy and the consistency of the financial information in the annual report of Şekerbank T.A.Ş. (“the Bank”) with the audited financial statements as of 31 December 2015. Our responsibility as an independent audit company is to state our opinions on the annual report audited regarding the consistency of the financial data in the annual report in comparison to the Bank’s financial statements that constitute the subject of the independent audit report dated 12th of February 2016. Our assessment was made in conformity; with the procedures and principles that entered into force as per the Banking Law No. 5411 regarding the preparation and issuing of the annual report; with the Independent Audit Standards that are part of the Turkish Audit Standards published by the Public Oversight Accounting and Auditing Standards (“KGK”); with the regulations regarding the 397th Article of the Turkish Code of Commerce No. 6102. Those regulations require that we plan and perform the audit to obtain reasonable assurance regarding whether the consistency of financial information represented in the annual report with the audited financial statements and explanatory notes is free of material misstatement. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. In our opinion, the financial information represented in the accompanying annual report represents fairly, in all material respects, the information regarding the financial position of Şekerbank T.A.Ş as of 31 December 2015 in accordance with the effective regulations described in the article 40 of the Banking Law No. 5411 and includes the Independent Auditors’ Report issued by us and the Summary of the Board of Directors’ Report and is consistent with the audited financial statements and explanatory notes. Other Liabilities Arising From the Legislation As per the 3rd paragraph of the 402nd Article of the Turkish Code of Commerce; we did not encounter any significant issues that must be reported about Şekerbank T.A.Ş’s potential inability to continue its activities in the foreseeable future within the framework of BDS 570 “Business Continuity”. Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi A member of KPMG International Cooperative Orhan Akova, SMMM Partner, Chief Auditor February 26, 2016 Istanbul, Türkiye 44 ŞEKERBANK ANNUAL REPORT 2015 BOARD OF DIRECTORS Dr. Hasan Basri GÖKTAN Chairman of the Board of Directors, Executive Board Member Dr. Hasan Basri Göktan holds a double undergraduate degree in Engineering and Economics, as well as a PhD in Economics. He began his professional career in 1973 at Türkiye Şeker Fabrikaları A.Ş. and served as the Chairman of Board of Directors and General Manager of Sugar Beet Cooperatives (Pankobirlik) from 1983 to 1993. Dr. Göktan concurrently served as General Manager of Sugar Beet Cooperatives and Chairman of the Board of Directors of Şekerbank T.A.Ş. and Konya Şeker Fabrikası A.Ş. from 1988 until 1993. Under his leadership, Konya Şeker Fabrikası A.Ş. was been successfully privatized - a first in the Turkish sugar industry. Dr. Göktan also briefly served as the Chairman of the Board of Directors of Yüksel İnşaat A.Ş. alongside his role as General Manager of Şekerbank T.A.Ş. and the member of the Board of Directors of Türkiye Şeker Fabrikaları A.Ş. between 1993 and 2002. Dr. Göktan also served as General Manager and Chairman of the Board of Directors of Şekerbank T.A.Ş. from 2002 until 2006. Subsequently, he served as General Manager of Şekerbank T.A.Ş. from 2006 to 2007. On February 1, 2008, Dr. Göktan assumed the position of Chairman of the Boards of Directors of Şekerbank T.A.Ş. and its financial subsidiaries; in addition, he currently serves as the Executive Board of Directors Member of Şekerbank T.A.Ş. Halit H. YILDIZ(*) General Manager, Board Member He is a graduate of the Faculty of Business Administration at Marmara University. Mr. Yıldız has an MBA and MS degree in Management and Finance from İstanbul University. Mr. Yıldız held managerial positions at various private banks between 1983 and 2008. He served as an Executive Vice President in Şekerbank between 2009 and 2014. In April 2014 he has been appointed as General Manager and Board Member at Şekerbank T.A.Ş. Viktor ROMANYUK Vice Chairman of the Board of Directors, Independent Board Member Viktor Romanyuk graduated from Kazakh National University named after al-Farabi with degree in International Economic Relations specializing in banking studies, subsequently completing his master’s degree in Civil Law (LL.M) and post-graduate studies in Public Administration. In 2007, Viktor Romanyuk acquired Ph.D. degree in Economics. From 1999 to 2010, Mr. Romanyuk served various managing positions in international companies and banks. In February 2010, he joined BTA Bank JSC and as of December 2011, has been taking position of the Managing Director of the Bank. Since 2012, he is member of the Management Board of BTA Bank JSC and chairs the Boards of Directors of BTA Bank CJSC (Belarus), BTA Bank CJSC (Armenia), SK Leasing JSC (Kazakhstan). During his work in BTA Bank JSC, he was also elected as a member of the Boards of Directors of BTA Bank JSC (Georgia), BTA Kazan OJSC (Russian Federation), and member of the Supervisory board of the First Credit Bureau. He also performed his duties as London-Almaty Insurance Company JSC Board of Directors member. He was appointed as the Vice Chairman of the Board of Directors at Şekerbank T.A.Ş. in March 2013. Erdal BATMAZ Executive Board Member Mr. Erdal Batmaz graduated from Ankara University, Faculty of Political Sciences, Department of Economics. Subsequently, he served as Specialist and Consultant in the Prime Minister’s Office. Mr. Batmaz also worked at the State Industry and Laborer Investment Bank (DESIYAB) on a Konrad Adenauer Foundation scholarship. He held various administrative positions and later served as Assistant General Manager and Vice Chairman of the Board of Directors at Emlak Bank. In addition, Mr. Batmaz served as member of the Board of Directors in a number of insurance companies and tourism firms. From 1997 to 2003, he was a member of the Board of Directors at the Capital Markets Board for two terms. Mr. Batmaz has been serving as a member of Şekerbank’s Board of Directors since 2003. Emin ERDEM Executive Board Member Mr. Emin Erdem began his professional career as an internal auditor at Ziraat Bank, Turkey, and later on he has been working in the international relations department of the Bank. Later he has been appointed as a Representative of Ziraat Bank in Germany and the Netherlands. Mr. Erdem also served as a Country Manager of Ziraat Bank London Branch in the UK. Afterwards he was appointed as an Executive Vice President and Member of the Board of Directors at Ziraat Bank, at the same time, Mr. Erdem served as a Chairman of the Board of Directors of Deutsche-Türkische Bank in Germany. He is a member of Şekerbank’s Board of Directors since 2002. Halit Yıldız resigned from his position as General Manager and was appointed as Member of the Board of Directors as of February 22, 2016. (*) 45 MANAGEMENT AND CORPORATE GOVERNANCE Halil CAN YEŞİLADA Board Member Mr. H. Can Yeşilada is a graduate of Middle East Technical University, Department of Business Administration. He has served as Finance Director at Santral Dikiş A.Ş., Executive Vice President at Manufacturers Hanover Trust (NY) Bank, Chairman of the Board of Directors and General Manager at Türk Eximbank, Deputy President at the Privatization Administration of Turkey and Chairman of the Board of Directors at Petrol Ofisi. In addition, Mr. Yeşilada has held the positions of Executive Vice President, CEO and Member of the Board of Directors at various public and private banks and industrial companies. He has been serving as a member of the Board of Directors of Şekerbank since 2006. Üzeyir BAYSAL Independent Board Member A graduate of Ankara University, Faculty of Political Science Department of Economy-Finance. He began his career in 1985 and continued his career as Banking Regulation and Supervision Agency Banking Certified Chief Auditor. He has been an Independent Board Member of Şeker Finansal Kiralama A.Ş. between April 2012 and March 2013 and he has been appointed as an Independent Board Member of Şekerbank T.A.Ş. in 2013. Khosrow Kashani ZAMANI Board Member Mr. Khosrow K. Zamani is the former Director of the International Finance Corporation (IFC) for the Southern Europe and Central Asia region. He is a graduate of Case Institute of Technology (USA), where he received BSc and MSc degrees in Engineering and Warwick University (UK), where he earned an MBA. Mr. Zamani continued his postgraduate studies at Cambridge University (UK) in the Department of Industrial Management. In 1997, he graduated from the Harvard Business School Executive Development Program. Mr. Zamani has held various senior level positions at the IFC. He currently serves as Chairman of the Board of Directors at Anglo Asian Mining Plc (UK), member of the Board of Directors and member of the Compensation Committee of Kommerciala Banka in Serbia and Independent Director at Borusan Makina in Turkey. Mr. Zamani is the member of the Board of Directors of Şekerbank T.A.Ş. since 2007. Nariman ZHARKINBAYEV Executive Board Member Mr. Nariman Zharkinbayev graduated from T. Ryskulov Kazakh Economics University, with degrees in International Economy and International Relations. From 2002 to 2008, he has worked in various positions and companies in Kazakhstan and abroad including BTA Bank JSC, Alliance Bank JSC, GarantiBank International N.V., since May 2008 he joined BTA Bank JSC as Head of the Financial Institutions Department. In November 2012, Mr. Zharkinbayev was appointed as the Member of the Board of Directors at Şekerbank T.A.Ş. Murat ISHMUKHAMEDOV Independent Board Member Murat Ishmukhamedov is a graduate of Kazakhstan State Academy of Management, Department of Finance and Credit. From 1992 to 2007 he worked in various banks in Kazakhstan. Between 2007 and 2012 he served as an Executive Vice President at Şekerbank T.A.Ş. and he has worked as Finance Manager in TRG Petrol Ticaret A.Ş. from October 2013 till March 2015. He was appointed as the Member of the Board of Directors at Şekerbank T.A.Ş. in March 2014. Daniyar AMANOV Board Member Daniyar Amanov is a graduate of S.Ordjonikidze State University, Faculty of Bank Management. From 1999 to 2012 he worked in various banks and companies, from 2014 till 2015 he was the Advisor to the Chairman of the BTA Bank JSC. In January 2013 he joined Standard Insurance JSC as a Board member and currently serves as a Chairman of the Board of Directors. He was appointed as the Member of the Board of Directors at Şekerbank T.A.Ş. in March 2014. 46 ŞEKERBANK ANNUAL REPORT 2015 SENIOR MANAGEMENT Halit H. YILDIZ(*) General Manager and Member of the Board of Directors Please refer to the Board of Directors section. Orhan KARAKAŞ Executive Vice President - Corporate and Commercial Banking Marketing Born in 1960, Mr. Orhan Karakaş is a graduate of Marmara University, Department of Economics. He joined Şekerbank in 1983 and has worked in various positions. Mr. Karakaş has served as Executive Vice President at Şekerbank since 2006. Ali Güray DEMİR Executive Vice President - Credit Monitoring and Administrative Follow-Up Born in 1957, Mr. Ali Güray Demir graduated from Hacettepe University, Faculty of Economics and Administrative Sciences, Business Administration Department. Ali Güray Demir started his career at Şekerbank in 1975 and served as Auditor in Internal Audit Board, Branch Manager and Unit Manager until 2006. Then he was appointed as Istanbul Europe Region Manager. He was appointed as Şeker Factoring General Manager in 2010. Ali Güray Demir was appointed as Şekerbank’s Executive Vice President in charge of Credit Monitoring and Administrative Follow-Up as of March 1, 2015. Çetin AYDIN Executive Vice President - Audit Born in 1962, Mr. Çetin Aydın is a graduate of Uludağ University, Faculty of Economics and Administrative Sciences, Department of Economics. He joined Şekerbank in 1988 as an Assistant Internal Auditor and has held several positions within the Bank. Mr. Aydın has served as Executive Vice President since 2005. Zeki ÖNDER Executive Vice President - Financial Institutions Born in 1961, Mr. Salih Zeki Önder is a graduate of California State University, Department of International Business and Marketing and has a minor in Economics. Over the course of his professional career, he has worked at various private banks. Since 2002, Mr. Önder has served as the Executive Vice President of Financial Institutions at Şekerbank. Ramazan KARADEMİR(**) Executive Vice President –Internal Audit and Risk Management Born in 1965, Mr. Ramazan Karademir is a graduate of Middle East Technical University, Faculty of Economics and Administrative Sciences. He began his professional career in 1991 as Assistant Internal Auditor at Şekerbank and has worked at various branches and departments of the Bank. Mr. Karademir has served as Executive Vice President at Şekerbank since April 2006. Nejat BİLGİNER(**) Executive Vice President – Human Resources Born in 1951, Mr. Nejat Bilginer graduated from İstanbul University, Faculty of Economics. Over his professional career, he has worked for various private banks. Since April 2010, Mr. Bilginer has served as Executive Vice President responsible for Human Resources, Training and Organization at Şekerbank. Selim Güray ÇELİK Executive Vice President – Financial Control, Budget and Strategic Planning Born in 1971, Mr. Selim Güray Çelik graduated from Ankara University, Department of Business Administration at the Faculty of Political Sciences. Beginning his professional career at the Undersecretariat of Treasury, he subsequently served as Head of Auditors – Department Head at the Banking Regulation and Supervision Agency and then as Executive Vice President and Chief Assistant General Manager at T.C. Ziraat Bankası. In November 2013, Mr. Çelik was appointed as Executive Vice President at Şekerbank T.A.Ş. 47 MANAGEMENT AND CORPORATE GOVERNANCE Feyza ÖNEN(**) Executive Vice President – Treasury Born in 1969, Ms. Feyza Önen graduated from Ankara University, Faculty of Political Sciences, at the Department of Economics. She began her professional career at Eximbank and subsequently worked at various private sector banks. Ms. Önen joined Şekerbank in 2004, and after her latest position at the Bank as Treasury Group Manager, she was appointed as Executive Vice President in November 2013. Gökhan ERTÜRK Executive Vice President - Retail Banking Born in 1970, Mr. Gökhan Ertürk holds Bachelor’s degrees in Electronic Programming, Business Administration and International Relations from Boğaziçi University. Having started his professional career at Iktisat Bank, he subsequently worked at Türk Ekonomi Bankası and Akbank T.A.Ş before serving as Executive Vice President at Denizbank A.Ş. He was appointed as Executive Vice President at Şekerbank T.A.Ş. in April 2014. Fatin Rüştü KARAKAŞ Executive Vice President – Retail Credit Management Born in 1968, Mr. Fatin Rüştü Karakaş graduated from Marmara University, Faculty of Economics and Administrative Sciences, at the Department of Finance. He later received a master’s degree in Money and Banking from İstanbul University. Mr. Karakaş joined Şekerbank as Assistant Auditor on the Board of Internal Auditors in 1992 and held various positions at Şekerbank until January 2013. He then served as General Secretary at Şekerbank T.A.Ş. Personnel Pension Fund from January to November 2013. Mr. Karakaş was subsequently appointed as Executive Vice President at Şekerbank T.A.Ş. in November 2013. Ahmet İLERİGELEN Executive Vice President - Corporate and Commercial Credit Management Born in 1961, Mr. Ahmet İlerigelen is a graduate of Istanbul University, Business Administration-Finance and holds a Master’s degree in Money and Banking from the same institution. Having begun his banking career at Yapı ve Kredi Bank in 1983, he later served as Executive Vice President there. Subsequently, he held the position of Executive Vice President at Tekstilbank, Credit Europe Bank and Fibabanka. Mr. İlerigelen was appointed as Executive Vice President at Şekerbank T.A.Ş. in June 2014. Nihat BÜYÜKBOZKOYUN Executive Vice President – Operations Born in 1965, Mr. Nihat Büyükbozkoyun graduated from Middle East Technical University, Faculty of Economics and Administrative Sciences, at the Department of Public Administration. He joined Şekerbank as Assistant Auditor in 1992. After serving at the Bank as Head Office Operations Group Manager, Mr. Büyükbozkoyun was appointed as Executive Vice President at Şekerbank T.A.Ş. in November 2013. Hüseyin SERDAR General Secretary – Support Services Born in 1954, Mr. Hüseyin Serdar graduated from Gazi Institute of Education, Department of Mathematics. He began his professional career in 1974 at Şekerbank, where he has held various positions. Mr. Serdar has served as the Bank’s General Secretary since 1995. Halit Yıldız resigned from his position as General Manager and was appointed as Member of the Board of Directors as of February 22, 2016. (*) (**) As of February 1, 2016, Executive Vice Presidents, Nejat Bilginer, Feyza Önen resigned from their duties and Ramazan Karademir retired. 48 ŞEKERBANK ANNUAL REPORT 2015 SUMMARY REPORT OF THE BOARD OF DIRECTORS PRESENTED TO THE GENERAL ASSEMBLY Distinguished Shareholders, Welcome to the Bank’s General Assembly Meeting. We have examined the financial statements of the Bank for the 2015 year. We concluded that it does not have any material misstatements or omissions that may be construed as misleading and that it accurately reflects the Bank’s financial position along with the major risks and uncertainties it is exposed to. 2015 was a successful year in terms of accomplishing budget targets, as well as implementation of strategic plans. The matters regarding the Bank’s activities, performance, targets, compliance with internal and external regulations, implementation and realization of strategic decisions, safeguarding the rights of shareholders and stakeholders were actively overseen. Full attendance was attained in all Board of Directors meetings held in 2015 and the self-evaluation practice was continued. The Board of Directors resolved to approve and present to the shareholders for their information the 2015 year Annual Report, together with the Corporate Governance Compliance Report, which were prepared in accordance with the Resolution No: 28271 of the Capital Markets Board (CMB) dated January 3, 2014 published in the Official Gazete and the Corporate Governance Principles, stated in the appendix to the “Corporate Governance Communique numbered II-17.1. 49 MANAGEMENT AND CORPORATE GOVERNANCE The dates of approvals of the Board of Directors of 2015 Financial Statements and Reports are given in the table below: REPORT DATE OF APPROVAL OF THE BOARD OF DIRECTORS 31.03.2015 Unconsolidated Independent Auditors’ Report 08.05.2015 31.03.2015 Consolidated Independent Auditors’ Report 13.05.2015 Information Policy Revision 10.08.2015 30.06.2015 Consolidated Independent Auditors’ Report 10.08.2015 30.09.2015 Unconsolidated Independent Auditors’ Report 02.11.2015 30.09.2015 Consolidated Independent Auditors’ Report 13.11.2015 2015 Corporate Governance Compliance Report 26.02.2016 31.12.2015 Unconsolidated Independent Auditors’ Report 12.02.2016 31.12.2015 Consolidated Independent Auditors’ Report 26.02.2016 2015 Annual Report 26.02.2016 As of December 31, 2015, Asset volume increased by 15.24% and reached TL 24.416 million, Total volume of deposits increased by 9.82% and reached TL 14.868 million, Total volume of loans increased by 14.21% and reached TL 16.738 million, Total volume of equity increased by 5.65% and reached TL 2.527 million, Net profit reached TL 103 million, Capital adequacy ratio was calculated as 13.66%. Şekerbank will continue providing its customers with the best services, and will reach its target of becoming the leader bank in financing small enterprises while maintaining its consistent growth in the following years with the support of our business partners, investors and customers. We hereby present the Annual Report 2015, balance sheet and income statement for the approval of our shareholders, their proxies. Dr. Hasan Basri GÖKTAN Chairman of the Board of Directors, Executive Board Member Halit YILDIZ General Manager, Board Member Viktor ROMANYUK Vice-Chairman of the Board of Directors, Member of the Audit Committee Halil Can YEŞİLADA Board Member, Member of the Corporate Governance Committee 50 ŞEKERBANK ANNUAL REPORT 2015 BOARD AND COMMITTEES EVALUATION DISCLOSURES Şekerbank was among the first in the Turkish finance sector to obtain the Corporate Governance Rating measured against the Corporate Governance Principles set by the Capital Markets Board. The Board of Directors believes that solid corporate governance of the Bank is one of the major bricks for the sustainable successful performance of the company. Each year the Board of Directors conducts in-house assessment of the Board and its Committees. The aim of the Board Effectiveness Assessment Process is to evaluate the effectiveness of the Board’s and its Committees’ processes, composition and structure in order to identify and implement any actions required to improve effectiveness. In order to best meet this objective, the Board self-assessment questionnaire, introduced in 2008, was further reviewed and enhanced based on the best international practices and Board of Directors members’ evaluation results with the focus on four related areas: • • • • Board Structure & Composition Oversight of Strategy, Risk and Control Decision Making and Accountability Development and Culture Each year the Corporate Governance Committee (CGC) of the Bank reviews the Board of Directors and its Committees’ assessment results and submits to the Board of Directors a comprehensive analysis of the reporting year assessment results together with the trend/progress. The CGC provides the Board of Directors with recommendations on further improvement of the Board of Directors effectiveness, addressing the Board of Directors members’ evaluation and proposals done within the self-assessment process. Continuous improvement in the corporate governance of the Bank is proven with the high corporate governance rating of the Bank, upgraded each year. The comprehensive discussion of the CGC report on evaluation among the Board Members, their approval of the CGC recommendations ensures the Board remained fully effective as Corporate Governance continues to evolve. The Board has considered the recommendations and an update on progress made against 2014 Board and its Committees’ assessment is set out below. 51 MANAGEMENT AND CORPORATE GOVERNANCE RECOMMENDATION FROM 2014 BOARD EVALUATION BOARD CONSIDERATIONS ACTION TAKEN BOARD AGENDAS Consider and refine the Board agendas to enhance focus on strategic opportunities and growth. The Board agenda prioritized strategic proposals to allow more time for discussion, debate and challenge. A separate Board meeting was introduced for annual budget, business plan and strategy review. MANAGEMENT INFORMATION Improving the provision of information to allow more effective scrutiny and challenge. The Board management information packs have been reviewed and refreshed to highlight progress against peer group competitors, strategic initiatives and risk appetite along with a consolidated business performance. Special attention has been paid to ensure that Board members receive comprehensive information about the Bank’s and its subsidiaries performance on time. BOARD STRUCTURE AND COMPOSITION Consider improvements to the gender policy at the Board level. The gender policy set by the Bank has been followed up and the importance of the issue has been communicated to the shareholders as well. OVERSIGHT PROCESS Improving the oversight functions of the Board. The Board meetings within 2014 year have been scheduled in a way to ensure the Board members have sufficient time to study the information provided, meet with the management and the other Board members, and in case of need, get clarification from the management on the Bank’s activities and developments. CORPORATE GOVERNANCE COMMITTEE CONSIDERATIONS CGC MEETINGS Increase effectiveness of the Corporate Governance Committee. The CGC meetings schedule and agenda revised to allow more time for discussion, debate and challenge. All CGC members attend the meetings with corporate governance consultants, regular annual meeting with the corporate governance rating company. 52 ŞEKERBANK ANNUAL REPORT 2015 SUCCESSION PLANNING AND NOMINATION IN THE BOARD OF DIRECTORS In 2015 there were no changes in the Succession planning policy for the Board and senior executives of the Bank. The Corporate Governance Committee, which also performs a Nomination Committee function, ensured that the succession planning for the senior executives, which includes the list of key leading positions, the identified competencies, experience and duties required, evaluation of personality, political savvy, judgment, leadership skills, has been reviewed on time and complied by the Bank. The succession planning for the Board of Directors is also oversight by the Corporate Governance Committee (CGC), which set the competency‐based criteria to be used as a guideline for evaluation of the new Board members to be elected to the Board of Directors. The criteria are described in details in the Corporate Governance Committee Regulation. The Corporate Governance Committee reviews all potential nominees, evaluates the professional competences of a nominee, right mix of knowledge, skills and experience, his/her cultural fit to the Bank’s profile and Board, ensures diversity principles in the Board. An attention is paid to the nominees’ assignments and commitments outside the Bank and its Board in order to avoid potential conflict of interests. The content of an introduction session for the new Board members allows smooth joining to the Board of Directors for new members. The Corporate Governance Committee makes recommendation on nominees’ list for election to fill the Board vacancies subject to the approval by the General Assembly. The list is composed based on the skills matrix and “gap” analysis as well as consideration of the diversity and cultural aspects. The Corporate Governance Committee oversight that the Board composition and number of the independent directors are adequate. Any improvements required are communicated to the Board of Directors and discussed at the General Assembly. 53 MANAGEMENT AND CORPORATE GOVERNANCE GENERAL POLICY ON INSIDER TRADING Within the framework of Insider Trading Policy, the Bank sets standards of conduct applicable to all employees of the Bank and its direct subsidiaries whenever they are conducting securities transactions, whether for themselves or on behalf of others. It applies also to an employee’s family members who reside in his/her household. It is prohibited from buying, selling, recommending or making other transfers of securities if an employee of the Bank or its subsidiary is aware of material, nonpublic information about the issuer of the securities. It also prohibits from disclosing such information to others who may trade in those securities. The detailed rules are incorporated in the related internal policies and procedures of the Bank and are provided to each employee upon his or her commencement of employment. Information is considered “material” if a reasonable investor would consider it important in deciding whether to buy, sell or hold a company’s securities (in other words, if the information is reasonably certain to have an effect on the price of the securities, whether such effect is positive or negative). The information is considered “nonpublic” if it is not generally available to the public or investment community. Violations of any portion of the standards of conducts may result in disciplinary action, including termination of employment. In addition, violations of insider trading requirements may subject an employee to civil and criminal penalties, fines and jail terms, and serious sanctions could be imposed against him or her. 54 ŞEKERBANK ANNUAL REPORT 2015 ACTIVITIES OF THE BOARD OF DIRECTORS In 2015 the Board of Directors continued to perform its functions in a rational manner and act in framework of good faith through maintaining the interest balance between the Bank, the shareholders and the stakeholders. A good practice of setting the dates and major topics of the Board of Directors meetings at the beginning of the year helps to the Board Members in increasing their attendance and ensure the wellstructured oversight of the Bank’s activities within the year. The Board of Directors agenda is structured in a way to allow for monthly update on the financial position of the Bank, periodic review of its stand in the sector and towards the peer group, with special attention that the Bank is managed prudently and in efficient manner for assuring stable and sustainable activities of the Bank. In addition to the monthly review of the Bank’s risk limits compliance, to increase pro-active measures in the Bank’s risk management, the Board of Directors set the Early Detection and Management of Risk Committee, chaired by the Board of Director Member in charge of the Internal Systems of the Bank. The Chairman of the Board leads the annual self-assessment sessions of the Board and the results are discussed at the Board meeting, the actions of those discussions are shared in the current report under the section of the Board self-assessment. Following the concept of separation of the role of the Chairman from that of the General Manager, the Bank sees the principle role of the Chairman of the Board is to manage and to provide leadership to the Board of Directors of the Bank, being a sound liaison between the Board and the General Manager, ensure independent functioning of the Board while considering the shareholders’ and other stakeholders’ interests. The main role of the General Manager is to be in charge of all aspects of bank’s operations and procedures. Such separation in roles allows the Bank to have a well-balanced management of the Bank with due consideration of the business opportunities, but not ignoring the risks involved, sound business strategy and its execution, securing the continuity of the Bank’s rich history and trade mark together with continuous innovation and development. The Bank pays special attention to the Ethic principles of its top management and employees. Thus, every newly elected director signs the “Code of Ethic of the Bank,” which includes professional ethical codes of the sector, and a comprehensive update is given to such member on Board member responsibilities and duties. The Corporate Governance Committee ensures that the Board of Directors understands the Code of Ethic, cultural and professional code of behavior. The Chairman of the Board secures open atmosphere in the Board. The Corporate Governance Committee periodically reviews that legislation changes to ensure that the Board members are updated on a timely manner. To strengthen the effectiveness of the Board some measures have been additionally stipulated in the internal regulation of the Bank. For example, non-attendance of more than 5 Board meetings in a calendar year leads to automatic discharge of the Board Member from the Board of the Bank. Any legal violations by the Board Member are subject to the legislation framework of Turkey. 55 MANAGEMENT AND CORPORATE GOVERNANCE CORPORATE GOVERNANCE PRINCIPLES 2015 COMPLIANCE REPORT 1. CORPORATE GOVERNANCE PRINCIPLES COMPLIANCE STATEMENT Cognizant the importance of corporate governance practices as much as financial performance, Şekerbank T.A.Ş. (the Bank) decided to comply in principle with the Corporate Governance Principles set as recommendations by the Capital Markets Board of Turkey (CMB), thus, the Report of Compliance with Corporate Governance Principles has been prepared based on the belief of the Bank in the Corporate Governance Principles adopted by the CMB, its approach in strengthening management mechanisms, deeply rooted corporate structure, consideration of the international principles and sector. CATEGORIES WEIGHT The content of the Bank’s website has been improved and extended for the purpose of ensuring that domestic and foreign shareholders and stakeholders are kept informed about the Bank’s operations in a more transparent manner. We have been working in regard to compliance with the Corporate Governance Principles throughout the year. On January 26, 2016 in consequence of annual ordinary assessment Kobirate Uluslararası Kredi Derecelendirme ve Kurumsal Yönetim Hizmetleri A.Ş. (Kobirate) announced the Şekerbank’s corporate governance rating for 2015 year within the context of “Shareholders”, “Public Disclosure and Transparency”, “Stakeholders” and “Board of Directors” as 9,17 (91,70%). The composition of the Şekerbank’s rating scores by subcategories since the year 2007 are stated below: SCORE 2007 WEIGHT 2008 2009 2010 2011 2012 SCORE 2012* 2013 2014 2015 Shareholders 0.25 67.61 74.00 85.08 85.43 86.31 93.21 0.25 95.53 97.79 91.05 91.53 Public Disclosure and Transparency 0.35 71.07 87.04 88.95 89.42 89.45 91.07 0.25 89.44 85.78 90.68 91.51 Stakeholders 0.15 90.83 92.26 97.89 97.89 99.14 96.40 0.15 92.40 94.39 94.67 95.34 Board of Directors 0.25 57.29 74.24 78.21 81.04 81.82 85.25 0.35 87.53 88.17 89.93 90.48 TOTAL 1.00 70.16 81.36 86.64 87.60 88.21 90.95 1.00 90.74 90.91 91.10 91.70 * According to CMB directives, the weights of “Shareholders”, “Public Disclosure and Transparency”, “Stakeholders” and “Board of Directors” were changed in 2013, therefore for the year 2012, corporate governance rating score was calculated by using the new methodology. 56 ŞEKERBANK ANNUAL REPORT 2015 CORPORATE GOVERNANCE PRINCIPLES 2015 COMPLIANCE REPORT SECTION-I SHAREHOLDERS 2. Shareholders Relations Department As a measure to comply with the applicable legislation, the Articles of Association and other internal regulations with regard to the exercise of shareholding rights in the Bank, and to enable exercising of such rights, Relations with Subsidiaries and Partnership Department has been set up in 2005, and effective as of July 1, 2011 joined to Financial Control, Accounting and Subsidiaries Department based on the internal regulation of the Bank dated 21.06.2011 and no: 22. The name of the “Financial Control, Subsidiaries and Shareholders Relations Department” has been changed into “Financial Control, Subsidiaries and Shareholders Relations Group” based on the internal regulation of the Bank dated 06.01.2016 and no: 1. In accordance with the CMB Rules, Executive Vice President Selim Güray Çelik, who supervises the Financial Control, Budget and Strategic Planning, was appointed as a member of the Corporate Governance Committee. As of 28th of November 2013 the Bank conducts its relations with shareholders through the Financial Control, Subsidiaries and Shareholders Relations Group and Investor Relations and Structured Finance Department. The details of these Departments are presented below: In 2015 disclosure of material events, updating of website, preparation of interim and annual reports, General Assembly Meetings, preparation of presentations regarding the bank, its interim and yearend financial data, meetings with shareholders, investors and analysts, responding to queries raised by shareholders and investors, capital increase arrangements, and corporate governance activities have been conducted by these departments. 2 conferences have been attended abroad and a presentation has been delivered to a wide range of investors. 40 capital and debt instrument investors have been met with for discussions. Many institutional and individual investors have been informed by telephone. Information flow has been provided to 5 institutional investors by e-mail. 3. The Use of Shareholders Rights to Obtain Information Any developments that would have an impact on shareholders’ rights, when occurred or learned, are disclosed via the Public Disclosure Platform. The Bank’s Website features the information relevant to our investors and shareholders in particular, and to the public in general, under the investor relations and corporate governance Financial Control, Subsidiaries and Shareholder Relations Group NAME SURNAME TITLE TELEPHONE E-MAIL ADDRESS LICENSE Group Head 02123197361 [email protected] - Sibel KIRMIZILAR Manager 02123197104 [email protected] Capital Market Activities Advanced Level License” “Corporate Governance Rating Specialists License” Özcan DEMİR Manager 02123197378 [email protected] - Orhan ULUYOL Investor Relations and Structured Finance Department NAME SURNAME Gülfer TUNCAY Oya SARI Anıl ÇALIM TITLE TELEPHONE E-MAIL ADDRESS LICENSE Group Head 02123197155 [email protected] - Vice President 02123197158 [email protected] Capital Market Activities Advanced Level License Uzman Yrd. 02123197157 [email protected] - 57 MANAGEMENT AND CORPORATE GOVERNANCE headings in Turkish and English languages. Detailed information is also made available under the subheadings of the Articles of Association, Shareholder Structure, Board of Directors, Share Information, Financial Highlights, Public Disclosure of Material Events, Annual Reports, Investor Relations, General Assembly Meetings, Prospectuses and Circulars, Trade Registry, and İnvestor Communications. All information requests from the Bank’s shareholders are fulfilled, excluding trade secrets and publicly undisclosed information. The Bank’s Articles of Association contains no provisions stipulating the request for appointment of a special auditor. However, this right is stipulated in the Corporate Governance Policy of the Bank. During the reporting period, no requests were received by the Bank concerning appointment of a special auditor. The Articles of Association contains no provisions regarding the adoption of material decisions by the General Assembly Meetings such as sale, acquisition or lease of a substantial amount of assets, and authority for such decisions are vested to the Board of Directors in line with the applicable limits. The reason for vesting such decisions to the Board of Directors is to ensure that decisions are adopted in a faster manner. At the same time, the annual report of the Board of Directors, balance sheet, income-expense accounts and the report prepared by the auditors, selection of the independent audit company, Board’s proposal for profit distribution, Board of Directors’ discharge and compensations, real estates that are purchased, sold and leased, expenditures, paid taxes, changes in the internal policies and procedures, information about guarantees, bails, mortgages issued on behalf of the Bank and in favor of the third persons as well as benefits derived from these transactions, the aid and donations made during the year were presented to the attention and approval of the General Assembly under separate agenda items. 4. Information on Shareholders’ Meeting The General Assembly Meeting was convened on March 19, 2015 and at the same time participation of the shareholders with Electronic Signature Certificate has been ensured. The quorum of the General Assembly Meeting was 79.03%, the media representatives did not attend. Invitation for the meeting was mailed by post to the shareholders listed in the shareholders register three weeks in advance to the General Assembly Meeting date, and the announcements related to the meeting, including the specimen of the proxy, were also published in the Turkish Trade Registry Gazette as well as two nationally circulated daily newspapers. The Bank annual report was available within the legal period prior to the General Assembly Meeting to the Bank’s shareholders for information and review. No deadlines are set for registration in the shareholders register so as to facilitate participation of the holders of the registered shares in the General Assembly Meeting. The provisions of the Bank’s Articles of Association allow proxy voting. The Article 55 of the Articles of Association states that shareholders may either personally exercise their right to vote at General Assembly Meetings or do so by a proxy to be appointed externally. Minutes of General Assembly Meetings are announced on the same day to the public by means of a public disclosure of material event, published in the Turkish Trade Registry Gazette and in the Bank’s website. 5. Voting Rights and Minority Rights There are no privileged voting rights according to the Articles of Association. There are no cross-shareholding interests between the Bank and another company. According to the Article 51 of the Articles of Association, the shareholders representing at least 5% of the share capital of the Bank may propose agenda items. 6. Dividend Right Info notes regarding agenda items of the General Assembly have been prepared and published via website three weeks in advance to the meeting date. All Bank’s shareholders are entitled to voice their opinions and pose their questions related to the agenda at the General Assembly Meetings of the Bank and no limitations are applied in this sense. Additionally, shareholders may also suggest agenda items for the General Assembly Meetings, those suggestions are concluded by voting in accordance with the legal procedure. The Bank’s share incorporate no privileges. The dividend policy and principles of dividend distribution over the Bank’s shares are provided in detail in the Articles of Association and annual report posted in the Bank’s website. The dividend policy is disclosed annually in the website of the Bank under the subheading “Dividend Policy”. 58 ŞEKERBANK ANNUAL REPORT 2015 CORPORATE GOVERNANCE PRINCIPLES 2015 COMPLIANCE REPORT The decision whether the dividends should be distributed, and the details, namely recipients, date, amount, form and way of distribution, in case the distribution takes place is taken by the shareholders at the General Assembly meeting based on the proposal of the Board of Directors. The decision on the dividend distribution is published in the General Assembly Minutes and Annual Report, both of which are available in the website of the Bank, and in addition to that, the dividend distribution policy and procedures are also communicated to the shareholders through publishing in the website of the Bank under the subheading “Dividend Policy”. No other policies were devised regarding dividend rights and distribution apart from the stipulation contained in the Articles of Association. Dividend distribution takes place among the agenda items discussed in the General Assembly Meeting where the subject is put on vote by shareholders, and approved by the General Assembly and implemented by the Board of Directors. In 2015, in accordance with the decision of General Assembly to increase the Bank’s net worth, the profit for the year 2014 has not been distributed as dividend, and booked to reserves under the net worth. 7. Transfer of Shares The Bank’s Articles of Association contains no provisions restricting the transfer of shares. SECTION-II PUBLIC DISCLOSURE AND TRANSPARENCY 8. Information Policy The Information Policy of Şekerbank is composed in pursuant to legislations and laws of the Turkish Commercial Code, the Banking Regulation and Supervision Agency (BRSA), the Capital Markets Board of Turkey, the Istanbul Stock Exchange and Corporate Governance Principles set by the Board of Directors, published in the Bank’s website. The Financial Control, Subsidiaries and Shareholder Relations Group and the Investor Relations and Structured Finance Department have been authorized to disclose information to the public, and respond to the queries received by the Bank. Names and duties of the individuals in charge of implementation of the information policy are available in the section ‘Shareholders Relations Department’ of the present report. Disclosures are made in the form of disclosures of material events, annual and interim reports, financial statements and reports, web pages, investor meetings, presentations, Turkish Trade Registry Gazette, Official Gazette, daily newspaper publications and announcements, and press bulletins. 9. The Company’s Website and Its Content The Bank has websites at the addresses www.sekerbank.com.tr and www.4447878.com.tr. Among the information listed in Chapter II, Article 2.2.2 of the CMB Corporate Governance Principles, the website features trade register information, shareholding structure, top and senior level directors, the up-to-date version of the Articles of Association together with the dates and numbers of the Turkish Trade Registry Gazette issuances where its amendments have been published, disclosures regarding material events, annual and interim reports, periodical financial statements and reports, prospectuse and circular, agendas and info notes of General Assembly meetings, lists of participants of those meetings, minutes of those meetings, forms for voting by proxy, rating, Corporate Governance Policy, Conflict of Interest Policy, Information Policy, Ethical Rules and frequently asked questions with related responses. The website is kept in Turkish and English, while special attention is given to keep it up-to-date. All requirements stated in Corporate Governance Principles for the website of a company are in place. 10. Annual Report An Annual report is prepared according to the CMB Corporate Governance Principles, BRSA’s regulation on the “Principles and Procedures Concerning the Preparation of the Annual Report by Banks” and the regulation of Ministry of Customs and Trade regarding the “Determination of Minimum Content of the Annual Reports of Companies”, having all required issues addressed within a report. SECTION-III STAKEHOLDERS 11. Disclosure of Information to Stakeholders The stakeholders are kept informed by the Bank on all issues related to them through Minutes of General Assembly Meeting, material event disclosures, press releases, Şeker Bulletin, meetings, emails and the Website of the Bank. There is a corporate portal in order to keep the employees informed. The internal information sharing system “Şeker. net” enables communication of all announcements via the system in lieu of using hard copies. In addition to the disclosure of information to the stakeholders, the Board of Directors set up a model for submission of requests or complains of the stakeholders to the Management and published it in the website. 59 MANAGEMENT AND CORPORATE GOVERNANCE 12. Participation of the Stakeholders in the Management • To enhance the process of taking into consideration the stakeholders’ opinions a comprehensive model to ensure this interaction was set out by the Board of Directors and is available in the Bank’s website. Besides employees are constantly encouraged to participate in management, and their proposals aimed at the improvement of business are taken into consideration, assessed duly and rewarded. The Bank’s customers are communicating their wishes and complaints through the Branches, website (www.sekerbank.com.tr and www.4447878.com.tr) and Call Center (444 78 78), which are duly evaluated by the Bank’s management. A scheme showing assessment flow of the opinions, suggestions and demands of stakeholders is a part of the Conflict of Interest Policy approved by the Şekerbank’s Board of Directors. Besides, in line with our vision and within the scope of our value “Continuous Development”, the Bank set the system named “Bir Önerim Var”, which helps to evaluate the suggestions, reward and encourage changes and development and to increase motivation. Based on the accepted suggestions the work plans are elaborated by the related departments for the system development. Reviewed and implemented suggestions are communicated on a regular basis throughout the Bank. • • 13. Human Resources Policies Business principles of Şekerbank are the ethical standards of Şekerbank. The Human Resources Department is responsible for maintaining ethical values, set a model for employees and support them. The Human Resources policy is determined and applied on the basis of the following basic principles: • Providing the environment and conditions required for professional and personal development of all employees without discrimination among the personnel, • Applying a fair wage system created according to duties, responsibilities and performances, • Attracting to our Bank the human resources, which have the competencies required by the job needed to achieve the Bank's target, developing them, supporting them through Training programs, retain them, and creating backup plans, • Providing with career opportunities the personnel who are entitled to be promoted, • Providing the personnel with a working environment encouraging to think creatively and generate new ideas to improve the transactions, opening communication channels through which they can express their views and suggestions, • Making efforts to bring the personnel together around common targets, ensuring corporate loyalty and sharing of the corporate culture, Providing appropriate and safe working conditions in compliance with the nature of the job, Ensuring that the successful personnel members are awarded, Ensuring that the personnel work based on the principles of efficiency and profitability as well as cost-consciously. The Human Resources Department, organized in the form of 2 Departments, gives the Training, Recruitment and Career Management, Performance Management, Remuneration Management and Reporting, Payroll and Personnel Affairs services to meet the needs and expectations of the Bank. The Human Resources Department works in coordination with the other Units in line with the Bank's objectives; and during the recruitment aims to select the most suitable candidate for the relevant position by reaching the correct target group. All candidates are subject to competence-based interviews, which are carried out by the relevant Manager/Business Line Manager together with the HR Recruitments and Career Management responsible person. The candidates who have no banking experience are expected to be successful in the tests to be applied (General Ability, General Culture Test, Personality inventory, etc.), and the experienced candidates are expected to have the knowledge, experience and competencies required by the position. Besides, it is considered important that all candidates are appropriate for corporate culture, believe in open communication and continuous development, are customer and result-oriented, and have the education required for the position as well as foreign language skills. In our Bank, all our employees are subject to clear and objective performance assessment based on goals and competencies. The goals of the employees in the Head Office, Branches and Regional Offices are determined in parallel to our Bank's goals. Achievement of these set goals is monitored throughout the whole year, and a performance score is formed for each employee. The formed performance score constitutes the basis of our employees' career plans and influences their annual wage increases and premiums. The vacant positions are filled first from the in-house resources, and supported with training and development programs in line with the determined career plans. The promotions in our bank are made twice a year. The employees can be promoted to an upper position if they display successful performance and meet the announced criteria. 60 ŞEKERBANK ANNUAL REPORT 2015 CORPORATE GOVERNANCE PRINCIPLES 2015 COMPLIANCE REPORT Our employees who are members of Banking and Insurance Employees' Union (Basisen) are considered Covered personnel, and represented by at least one person in each workplace. The remuneration and employee rights of the Covered personnel are regulated through the Collective Labor Agreement signed between our Bank and Basisen and renewed biennially. While determining the remuneration and employee rights of the Non-Covered personnel, the Banking sector wage and application analyses, the wage scales determined for each duty, and the individual performance of the employees are taken into consideration. The Remuneration Committee is responsible for ensuring that the wagesetting practices are compatible with the Banks' ethical values, internal balances and strategic targets. The Remuneration Committee convenes a meeting on an annual basis to review the Bank's remuneration policies and practices. No discrimination complaint has been placed by any one of our employees in the year 2015. 14. Ethical Rules and Social Responsibility Şekerbank was founded in Anatolia 62 years ago, on October 12, with the savings of hundreds of thousands of cooperative member sugar beet farmers to support production and rural-development-based economic development. The Bank fulfills the same mission today and takes a leading part in financing sustainable development with the responsible banking understanding rooted in its foundation. Handling sustainable development with a holistic approach covering its social, environmental and cultural dimensions, Şekerbank has been developing its strategy by concentrating on financing environmentally sustainable and socially inclusive growth. With EKOkredi, developed to finance energy efficiency investments at affordable terms, Şekerbank has provided financial support worth more than TL 672 million in the field of energy efficiency so far, and introduced energy saving to almost 79 thousand people. Thanks to the energy efficiency investments made through EKOkredi, 24.2 billion kilowatt-hour energy has been saved and a total 5.2 million tons of CO2 emission has been prevented thus far. In addition, within the scope of EKOkredi, which has enabled the insulation of over 109 thousand houses, 201 million cubic-meters of natural gas has been saved. One of the five Turkish banks that entered the Carbon Disclosure Project (CDP) report 2010, which is one of the leading platforms of the world in terms of the struggle against climate change, Şekerbank continues its presence in said project and has measured its own carbon footprint every year since 2011. Meanwhile, 19% of the Bank’s foreign sources in the balance sheet are used to finance energy efficiency and renewable energy investments thanks to the Bank’s international recognition in the area of financing of the sustainable development. Thus, Şekerbank functions as a bridge by bringing long-term affordable resources to its broad customer base in Anatolia for energy saving and efficiency, which are vitally important for the development of our country. A member of the United Nations Environment Programme Finance Initiative (UNEP FI), Şekerbank is also one of the limited institutions that are Turkish parties to the United Nations Global Principles Convention (UN Global Compact). Şekerbank has also signed Business Leadership Criteria on Carbon Pricing created by the UN Global Compact. Şekerbank is also a member of the Business Council for Sustainable Development (SKD), which aims to increase the competitiveness of the Turkish business world under the guidance of sustainable development and since 2013, has been involved in the management of the contents and organization process of the Sustainable Finance Forum, thus providing a significant level of awareness on sustainable development in the finance sector. Financial inclusion, which is the basis of the social aspect of Şekerbank’s sustainable development strategy, is based on the target of supporting rural development, which is the basis of its establishment, and cooperative banking. In this context, the Bank has defined its ‘Community Banking’ mission as reaching those segments that are unable to sufficiently benefit from banking services. In order to contribute to the financing of comprehensive growth, Şekerbank offers craftsmen and farmers, who have difficulty in accessing financing sources, the microfinance model, which is the first and only of its kind in Turkey. It is targeted to popularize in the next period the microfinance loan model intended for supporting household production, thus including women into the economy and providing craftsmen and producers in rural areas with larger access to financial resources. Şekerbank, having a vast experience in the field of agricultural banking, was the first in the world to initiate "Family Farming Banking" in the final months of 2014 to decrease rural-urban migration and to increase agricultural production, and carried out an effective advertising campaign raising awareness throughout society in this regard. MANAGEMENT AND CORPORATE GOVERNANCE 61 Within the scope of the project intended for sustainable production, unprecedented financing opportunities were provided to farmers for the first time in the sector to prevent the farmers from leaving their lands and villages due to reasons such as income decrease, or agricultural lands being divided by inheritance and thus diminished, limited irrigation facilities and inability to apply modern agricultural techniques. With the ‘All Children should be Happy!’ project carried out periodically since 2010 by Şeker Çocuk Magazine and ADEV (Research Support Education Foundation), Şekerbank provides books to libraries and toys to pre-school classes of the underprivileged children of Anatolia. Within the scope of the project, in 2015, books, stationery materials and toys were sent to 24 village schools. Within the scope of "Family Farming Banking", the Bank reached out 20 thousand new farmers’ families and 60 thousand in total, providing over TL 1.6 billion financing in this field. In 2015, said project was praised with 20 national and international awards. In 2016, Şekerbank will be working for the continuation of rural life and increasing the agricultural production. Şekerbank has been a multiple pioneer in the sector in the field of corporate responsibility, and in the 1980s put into operation one of the first bank art galleries. Considering cultural development to be a significant component of social development, Şekerbank continues its activities within the scope of its “Community Banking” mission to reach out to a broad-based profile that also includes off-center areas. Şekerbank introduces contemporary art to Anatolia through its project entitled "Açıkekran", which launched in 2011 in the field of new media arts and in accordance to our mission of community banking. Works of art from each exhibition is broadcasted simultaneously through Şekerbank’s Açıkekran New Media Arts Gallery in Teşvikiye, by means of special monitors to nine different Şekerbank branches in eight cities, 24 hours a day. Thus, locals and Şekerbank customers have the possibility of viewing works by numerous internationally well-known artists and as a result, becoming further acquainted with contemporary art. In order to involve more female farmers into all fields of the economy, Şekerbank, which sponsors the practical entrepreneurship training sessions held throughout the country, offers female farmers special solutions to enable them to operate their own businesses. Within this scope, the Bank, which supports the “Program for Reinforcement of Women's Entrepreneurship in Agriculture” started by the Ministry of Food, Agriculture and Livestock, has also made contributions to the winners of the competition, that was held amongst 407 women in eight cities, to implement their projects developed based on their business ideas after receiving practical entrepreneurship training. On the other hand, Şekerbank also signed a protocol with the Confederation of Turkish Tradesmen and Craftsmen (TESK) in the year 2015, and provides tradeswomen with numerous privileged services such as training opportunities and charge-free banking products. Şeker Çocuk Magazine, prepared to support the education of children at primary school age and containing entertaining, informative and skillimproving subjects, has been distributed free of charge for 32 years all around Turkey in Şekerbank branches, schools in Anatolian villages, child protection institutions and hospitals. Since 2010, Şeker Çocuk Magazine has also been published in Braille (embossed alphabet for the visually impaired) for visually impaired children. For more than four years, Şekerbank has been supporting the "Dokunduğum Renk (The Color that I Touch) Project" enabling visually impaired children to experience culture and art through content specially prepared for them. Within the scope of the project organized in the Istanbul Museum of Modern Art for the purpose of increasing the life quality of the visually impaired, over 1,400 visually impaired children, youths and adults were accessed in four years. Şekerbank supports the efforts made for the protection of our own cultural heritage, raising awareness of it locally and internationally and handing it down to the next generations. Thus, the Bank also supported the works carried out to promote “Turkish Coffee Culture and Tradition” that has entered UNESCO Representative List of the Intangible Cultural Heritage of Humanity as Turkey's 11th registered cultural heritage. Being the first bank to obtain corporate governance rating in Turkey, declared its Banking Ethical Rules in the website, which include the issues of honesty, impartiality, reliability, transparency, respecting social utility and environment, and the employees of the Bank commit to comply with these Rules. 62 ŞEKERBANK ANNUAL REPORT 2015 CORPORATE GOVERNANCE PRINCIPLES 2015 COMPLIANCE REPORT SECTION-IV BOARD OF DIRECTORS 15. The Structure and Composition of Board of Directors The members of the Board of Directors are elected for three-year term of office and the terms of the current members have not been expired. No written rule or limitation, unless it is stipulated by the Turkish legislation, has been adopted regarding performance of any duties outside the Bank by the members of the Board of Directors. The Board Members’ resumes and the duties undertaken outside the Bank are given below: Dr. Hasan Basri GÖKTAN Chairman of the Board of Directors, Executive Board Member Dr. Hasan Basri Göktan holds a double undergraduate degree in Engineering and Economics, as well as a PhD in Economics. He began his professional career in 1973 at Türkiye Şeker Fabrikaları A.Ş. and served as the Chairman of Board of Directors and General Manager of Sugar Beet Cooperatives (Pankobirlik) from 1983 to 1993. Dr. Göktan concurrently served as General Manager of Sugar Beet Cooperatives and Chairman of the Board of Directors of Şekerbank T.A.Ş. and Konya Şeker Fabrikası A.Ş. from 1988 until 1993. Under his leadership, Konya Şeker Fabrikası A.Ş. was been successfully privatized - a first in the Turkish sugar industry. Dr. Göktan also briefly served as the Chairman of the Board of Directors of Yüksel İnşaat A.Ş. alongside his role as General Manager of Şekerbank T.A.Ş. and the member of the Board of Directors of Türkiye Şeker Fabrikaları A.Ş. between 1993 and 2002. Dr. Göktan also served as General Manager and Chairman of the Board of Directors of Şekerbank T.A.Ş. from 2002 until 2006. Subsequently, he served as General Manager of Şekerbank T.A.Ş. from 2006 to 2007. On February 1, 2008, Dr. Göktan assumed the position of Chairman of the Boards of Directors of Şekerbank T.A.Ş. and its financial subsidiaries; in addition, he currently serves as the Executive Board of Directors Member of Şekerbank T.A.Ş. Viktor ROMANYUK Vice Chairman of the Board of Directors, Independent Board Member Viktor Romanyuk graduated from Kazakh National University named after al-Farabi with degree in International Economic Relations specializing in banking studies, subsequently completing his master’s degree in Civil Law (LL.M) and post-graduate studies in Public Administration. In 2007, Viktor Romanyuk acquired Ph.D. degree in Economics. From 1999 to 2010, Mr. Romanyuk served various managing positions in international companies and banks. In February 2010, he joined BTA Bank JSC and as of December 2011, has been taking position of the Managing Director of the Bank. Since 2012, he is member of the Management Board of BTA Bank JSC and chairs the Boards of Directors of BTA Bank CJSC (Belarus), BTA Bank CJSC (Armenia), SK Leasing JSC (Kazakhstan). During his work in BTA Bank JSC, he was also elected as a member of the Boards of Directors of BTA Bank JSC (Georgia), BTA Kazan OJSC (Russian Federation), and member of the Supervisory board of the First Credit Bureau. He also performed his duties as London-Almaty Insurance Company JSC Board of Directors member. He was appointed as the Vice Chairman of the Board of Directors at Şekerbank T.A.Ş. in March 2013. Halit H. YILDIZ General Manager, Board Member He is a graduate of the Faculty of Business Administration at Marmara University. Mr. Yıldız has an MBA and MS degree in Management and Finance from İstanbul University. Mr. Yıldız held managerial positions at various private banks between 1983 and 2008. He served as an Executive Vice President in Şekerbank between 2009 and 2014. In April 2014 he has been appointed as General Manager and Board Member at Şekerbank T.A.Ş. Emin ERDEM Executive Board Member Mr. Emin Erdem began his professional career as an internal auditor at Ziraat Bank, Turkey, and later on he has been working in the international relations department of the Bank. Later he has been appointed as a Representative of Ziraat Bank in Germany and the Netherlands. Mr. Erdem also served as a Country Manager of Ziraat Bank London Branch in the UK. Afterwards he was appointed as an Executive Vice President and Member of the Board of Directors at Ziraat Bank, at the same time, Mr. Erdem served as a Chairman of the Board of Directors of DeutscheTürkische Bank in Germany. He is a member of Şekerbank’s Board of Directors since 2002. 63 MANAGEMENT AND CORPORATE GOVERNANCE Erdal BATMAZ Executive Board Member Mr. Erdal Batmaz graduated from Ankara University, Faculty of Political Sciences, Department of Economics. Subsequently, he served as Specialist and Consultant in the Prime Minister’s Office. Mr. Batmaz also worked at the State Industry and Laborer Investment Bank (DESIYAB) on a Konrad Adenauer Foundation scholarship. He held various administrative positions and later served as Assistant General Manager and Vice Chairman of the Board of Directors at Emlak Bank. In addition, Mr. Batmaz served as member of the Board of Directors in a number of insurance companies and tourism firms. From 1997 to 2003, he was a member of the Board of Directors at the Capital Markets Board for two terms. Mr. Batmaz has been serving as a member of Şekerbank’s Board of Directors since 2003. Halil CAN YEŞİLADA Board Member Mr. H. Can Yeşilada is a graduate of Middle East Technical University, Department of Business Administration. He has served as Finance Director at Santral Dikiş A.Ş., Executive Vice President at Manufacturers Hanover Trust (NY) Bank, Chairman of the Board of Directors and General Manager at Türk Eximbank, Deputy President at the Privatization Administration of Turkey and Chairman of the Board of Directors at Petrol Ofisi. In addition, Mr. Yeşilada has held the positions of Executive Vice President, CEO and Member of the Board of Directors at various public and private banks and industrial companies. He has been serving as a member of the Board of Directors of Şekerbank since 2006. Üzeyir BAYSAL Independent Board Member A graduate of Ankara University, Faculty of Political Science Department of Economy-Finance. He began his career in 1985 and continued his career as Banking Regulation and Supervision Agency Banking Certified Chief Auditor. He has been an Independent Board Member of Şeker Finansal Kiralama A.Ş. between April 2012 and March 2013 and he has been appointed as an Independent Board Member of Şekerbank T.A.Ş. in 2013. Khosrow Kashani ZAMANI Board Member Mr. Khosrow K. Zamani is the former Director of the International Finance Corporation (IFC) for the Southern Europe and Central Asia region. He is a graduate of Case Institute of Technology (USA), where he received BSc and MSc degrees in Engineering and Warwick University (UK), where he earned an MBA. Mr. Zamani continued his postgraduate studies at Cambridge University (UK) in the Department of Industrial Management. In 1997, he graduated from the Harvard Business School Executive Development Program. Mr. Zamani has held various senior level positions at the IFC. He currently serves as Chairman of the Board of Directors at Anglo Asian Mining Plc (UK), member of the Board of Directors and member of the Compensation Committee of Kommerciala Banka in Serbia and Independent Director at Borusan Makina in Turkey. Mr. Zamani is the member of the Board of Directors of Şekerbank T.A.Ş. since 2007. Nariman ZHARKINBAYEV Executive Board Member Mr. Nariman Zharkinbayev graduated from T. Ryskulov Kazakh Economics University, with degrees in International Economy and International Relations. From 2002 to 2008, he has worked in various positions and companies in Kazakhstan and abroad including BTA Bank JSC, Alliance Bank JSC, GarantiBank International N.V., since May 2008 he joined BTA Bank JSC as Head of the Financial Institutions Department. In November 2012, Mr. Zharkinbayev was appointed as the Member of the Board of Directors at Şekerbank T.A.Ş. Murat ISHMUKHAMEDOV Independent Board Member Murat Ishmukhamedov is a graduate of Kazakhstan State Academy of Management, Department of Finance and Credit. From 1992 to 2007 he worked in various banks in Kazakhstan. Between 2007 and 2012 he served as an Executive Vice President at Şekerbank T.A.Ş. and he has worked as Finance Manager in TRG Petrol Ticaret A.Ş. from October 2013 till March 2015. He was appointed as the Member of the Board of Directors at Şekerbank T.A.Ş. in March 2014. Daniyar AMANOV Board Member Daniyar Amanov is a graduate of S.Ordjonikidze State University, Faculty of Bank Management. From 1999 to 2012 he worked in various banks and companies, from 2014 till 2015 he was the Advisor to the Chairman of the BTA Bank JSC. In January 2013 he joined Standard Insurance JSC as a Board member and currently serves as a Chairman of the Board of Directors. He was appointed as the Member of the Board of Directors at Şekerbank T.A.Ş. in March 2014. 64 ŞEKERBANK ANNUAL REPORT 2015 CORPORATE GOVERNANCE PRINCIPLES 2015 COMPLIANCE REPORT NAME&SURNAME TITLE DUTIES UNDERTAKEN OUTSIDE THE BANK COMMITTEES Dr. Hasan Basri Göktan Executive Chairman Şeker Yatırım Menkul Değerler A.Ş. Chairman, Şeker Finansal Kiralama A.Ş. Chairman, Şeker Faktoring A.Ş. Chairman, Şekerbank International Banking Unit Ltd. Chairman, SK Danube A.G. Chairman, Metis Yatırım Holding A.Ş. Chairman, Ulus Vadi İnş. San. A.Ş. Chairman, Promesa İnş. Yat. ve Yön. A.Ş. Chairman, Desmer Güvenlik Hiz.Tic.A.Ş. Chairman, Desmer Bilgi ve İletişim Hiz. Tic. A.Ş. Chairman, Şekerbank Kıbrıs Ltd. Chairman. Credit Committee Member, Corporate Governance Committee Member, Remuneration Committee Member Viktor Romanyuk Vice Chairman of the Board of Directors, Independent Board Member ZAO "BTA Bank" CJSC (Belarus) Chairman, "SK Leasing" (Kazakhstan) Board Member, ZAO "BTA Bank" CJSC (Armenia) Chairman, BTA Bank JSC Managing Director and Executive Board Member. Remuneration Committee Member, Audit Committee Member Halit YILDIZ General Manager, Board Member Şeker Yatırım Menkul Değerler A.Ş. Board Member, Şeker Mortgage Finansman A.Ş. Chairman Credit Committee Member Erdal Batmaz Executive Board Member Şeker Yatırım Menkul Değerler A.Ş. Board Member, Futbol Adamları Derneği Auditor, İstanbul Mülkiyeliler Vakfı Board Member. Emin Erdem Executive Board Member SK Danube AG Board Member Halil Can Yeşilada Board Member Üzeyir Baysal Independent Board Member Soda San.A.Ş. Board Member. Denizli Cam.A.Ş. Board Member, Selçuk Ecza Dep. A.Ş. Board Member Remuneration Committee Member Khosrow Kashani Zamani Board Member Anglo Asian Mining Ltd. Chairman, Sırbistan Kommerciala Bankası Board Member, Borusan Makine Caterpillar Grubu Board Member Corporate Governance Committee Member Nariman Zharkinbayev Executive Board Member Credit Committee Member Murat Ishmukhamedov Independent Board Member Corporate Governance Committee Member, Audit Committee Daniyar Amanov Board Member Credit Committee Member Corporate Governance Committee Member Standard Insurance JSC Chairman Pursuant to the independence criteria specified in the article 4.3.6 of Annex “Corporate Governance Principles” to CMB “Communiqué on the Corporate Governance” Üzeyir BAYSAL is an independent member. In addition, pursuant to the paragraph 3/a of the article 6 of CMB “Communiqué on the Corporate Governance”, which reads: “The board members who are assigned as the audit committee members within the board structures of the banks are regarded as the independent board members within the frame of this Communiqué.”, the Audit Committee Members Viktor ROMANYUK and Murat ISHMUKHAMEDOV are accepted as independent Board Members. The declaration of Independent Board Member Üzeyir BAYSAL is on the following page: MANAGEMENT AND CORPORATE GOVERNANCE 65 DECLARATIONS OF INDEPENDENT BOARD MEMBERS As a nominee for an Independent Member to the Board of Directors of Şekerbank T.A.Ş. (Bank), in accordance with the requirements for an Independent Member of a Board of Directors stipulated in the legislation, the Articles of Association of the Bank and the Capital Markets Board’s Corporate Governance Principles, I hereby declare to the Board of Directors of Şekerbank T.A.Ş, shareholders, all related persons and institutions that: a) In the last five years, myself, my spouse, my blood relatives and my relatives by marriage up to second-degree consanguinity have not established any commercial relation with the Bank, one of related parties of the Bank, or legal persons to which shareholders having directly or indirectly at least 10% shares in the Bank capital are related in terms of management or capital to take on important tasks and responsibilities directly or indirectly, to be employed at management level, to be engaged in capital-related matters, or to have any other commercial relation of vital nature, b) I have not acted as an Independent Board Member for more than six years within the last ten years in the Board of Directors of the Bank, c) In the last five years, I have not worked for or functioned as the board member at companies conducting all or a particular part of activity or organization of the Bank within the framework of the agreements signed, companies performing auditing, rating and consulting of the Bank being in the first place, d) In the last five years, I have not been any partner, employee or board member in any of the companies providing services and products for the Bank to a considerable extent, e) The share I have in the capital is not over 1%, due to my position as a Member of the Board of Directors; and none of these shares are preferred shares, f) As can be seen in my resume; I have vocational training, knowledge and experience necessary for me to fulfill tasks to be undertaken by me as an independent board member as required, g) I do not work full time at public institutions and organizations after I was elected as a member, h) I’m considered to be resident in Turkey pursuant to the Income Tax Law, ı) I have strong ethical standards, professional reputation and experience to make a positive contribution to corporate actions, to keep my impartiality in conflicts of interest to come out among company partners, and to make decisions freely by taking into account the rights of stakeholders. j) I allocate enough time for corporate affairs in order to follow functioning of activities of the Bank and to absolutely fulfill requirements of the tasks I undertake; I have all criterias related to “Independent Board Member” defined especially in the Capital Markets Legislation, related legislation regulations and for any reason when my hereby statue will be changed, I will immediately inform about this situation to the Board of Directors of the Bank. Respectfully yours, Üzeyir BAYSAL 66 ŞEKERBANK ANNUAL REPORT 2015 CORPORATE GOVERNANCE PRINCIPLES 2015 COMPLIANCE REPORT 16. Principles of the Board of Directors’ Activity In order to enhance the Board of Directors efficiency the Chairman of the Board of Directors of the Bank proposes the time schedule and mandatory agenda items for the Board of Directors meetings to be held throughout the year, which are subject for further approval of the Board of Directors. Any other items are submitted for the Board of Directors’ review and approval on a need basis. The Board of Directors Department is set to keep the members of the Board of Directors informed and to facilitate communication with them. 20 meetings were held during the reporting period. Invitations to the Board meetings are conveyed via email. During the reporting period, decisions were adopted unanimously and no objecting opinion was voiced against any decision. The Bank’s Articles of Association contains no provisions regarding weighted voting right and negative vetoing right. The Board of Directors ensured participation to the meetings in person. The activities of the Board of Directors are arranged in accordance with Board of Directors’ Regulation. 17. Number, Structure and Independency of Committees Established by the Board of Directors Each committee of the Board of Directors has its own working principles and function areas described in the related Committee regulation, which are available in the corporate portal established for the Bank’s staff as well as in the website of the Bank. The Board of Directors as a guard of a solid corporate governance of the Bank ensures that any decision-making process is transparent; avoids any influence on the decision from the executives of the Bank or any Board of Director member, in particular. Thus, the General Manager does not serve in any Board of Directors Committees, except the Credit Committee, which is by nature has executive function. A Board Member may participate in more than one committee due to structure of Board of Directors. The Audit Committee: Established pursuant to the Article 24 of the Banking Law No. 5411, the Audit Committee is comprised of two members nominated by the Board of Directors from among its members to assist the Board of Directors in fulfillment of audit and supervision tasks, and who assume no executive roles, but have the qualifications specified in the Article 6 of the Regulation on Internal Systems of the Banks. The committee members are Viktor ROMANYUK (Independent Board Member) and Murat ISHMUKHAMEDOV (Independent Board Member) as the member. The Audit committee held 4 meetings in 2015. The Corporate Governance Committee: According to “Communiqué On Corporate Governance” numbered II-17.1 of the CMB, the Corporate Governance Committee was established in order to determine as to whether principles of corporate governance applied in sufficient manner, implement the conflict of interest policy and supervise the compliance with the principles and policies, advise to the Board of Directors in order to enhance the implementation of corporate governance and supervise the work of the investor relations department. The Nomination Committee has not been established due to the structure of the Board of Directors, and the Corporate Governance Committee fulfill the duties of that committee. Within this scope; the Corporate Governance Committee ensures that a transparent system on nomination, evaluation and training of the candidates suitable for the positions of the Board of Directors and executives exists and advises on the policies and strategies with this regard, evaluates regularly the structure and efficiency of the Board of Directors and submits its proposals to the Board of Directors regarding necessary improvements in this respect. The committee is chaired by Khosrow Kashani ZAMANI (Non-Executive Board Member), Dr. Hasan Basri GÖKTAN (Executive Chairman), Halil Can YEŞİLADA (Board Member), Murat ISHMUKHAMEDOV (Independent Board Member), and Selim Güray ÇELİK (Executive Vice President) are the members of the Committee. The Corporate Governance committee held 5 meetings in 2015. The Credit Committee: That Committee ensures compliance of the Bank’s credit activities with the Bank’s strategy as well as evaluates credit proposals across the Bank within the limits set by the Board of Directors. The Committee reviews credit proposals and approves those, which are within its authority limit, or submit to the Board of Directors those credit proposals, which exceed the Credit Committee limits. The Credit Committee discusses credit processes and improvements of loan quality in order to make further recommendations to the Board of Directors. 55 meetings were held in 2015. The committee consists of Dr. Hasan Basri GÖKTAN (Executive Chairman), Emin ERDEM (Executive Board Member), Halit YILDIZ (Board Member and General Manager) and Nariman ZHARKINBAYEV (Executive Board Member). Remuneration Committee: According to the CMB “Communiqué On Corporate Governance” numbered II-17.1, the Remuneration Committee was established under the Board of Directors to provide to the Board of Directors the proposals related with the remuneration to be paid to the Board of Directors and Executives taking into consideration the achievement level of the criteria used for remuneration, determination of the remuneration of the Board of Directors and Executives based on the principles, criteria and achievement of the long-term goals of the company and to supervise its implementation. Dr. Hasan Basri GÖKTAN (Executive Chairman), Viktor ROMANYUK (Vice Chairman, Independent Board Member), Üzeyir BAYSAL (Independent Board Member) are the members of the committee. The Remuneration Committee held 1 meeting in 2015. Early Detection and Management of Risk Committee: According to the CMB “Communiqué on Corporate Governance” numbered II-17.1, the Committee was established to provide the Board of Directors with evaluation of the identified risks (credit, compliance, financial, operational, reputational risks, etc.), which may jeopardize the Bank’s assets, continued development and to which the Bank may be exposed within the banking activities; identify significance of these risks and risks’ correlation; propose on remedies to be implemented and actions to be taken in this regard. 4 meetings were held in 2015. The committee is chaired by the Internal Systems Officer Member of the Board of Directors. The other members are the Executive Vice Presidents in charge of Internal Control and Risk Management, Audit, Financial Control Budget and Strategic Planning, Corporate and Commercial Loan Management and Tracking. 67 MANAGEMENT AND CORPORATE GOVERNANCE 18. Internal Control and Risk Management Mechanism Internal Systems are established in order to identify, measure, analyze, monitor, control and audit the risks to which the Bank may be exposed due to its strategy and its activities. Internal Systems’ structure is formed in line with the structure and the scope of the Bank’s activities and the needs of a changing environment. The Internal System departments include Internal Audit, Internal Control & Compliance Department, and Risk Management Department. All these departments execute their duties under the supervision of the Board of Director in charge of the İnternal Systems, which is line with the second paragraph of the article 4 of the BRSA’s Regulation on the Internal Systems of Banks, according to which the officer in charge of the internal systems should be a non-executive member of Board of Directors who has the Board of Directors’ duties and responsibilities within the scope of the internal systems. The Bank’s internal regulations on the duties, authorities and responsibilities of these departments are compliant with the articles of the Banking Law and Regulation on Banks’ Internal Systems and are in force after being approved by the Board of Directors. To ensure transparency in selection process of an independent Audit company the Bank collects the offers from the independent Audit companies and applies the internal tender regulation with the standardized qualification requirements. After the shortlist is made, the Audit Committee reviews the proposals and makes its recommendation to the Board of Directors on nomination of an independent Audit company. In accordance with the Turkish legislation, the Board of Directors, in its turn, submits the proposal for the approval of the General Assembly. The Bank signs the agreement with an independent Audit company approved by the shareholders, subject to the provisions of the local and internal regulations. 19. Strategic Targets of the Company In line with its ‘Community Banking’ mission coming from its foundation structure, Şekerbank shapes its activities on a responsible and humanfocused banking understanding. In line with the adopted focused strategy, the Bank finances each level in the production and trade value chain using its deep-rooted experience in financing farmers, craftsmen, enterprises and SMEs, and focuses on Anatolia to cover the non-central locations through its deep-rooted branch network. As the first bank to obtain a corporate governance rating in Turkey, Şekerbank distinguishes itself in the sector with its pioneering role in financing sustainable development and the sensitive strategy it pursues for supporting comprehensive growth. Having introduced energy saving to over 75 thousand people, the Bank is a member of the United Nations Environment Programme Finance Initiative (UNEP FI), and is also one of the limited institutions that are Turkish parties to the United Nations Global Principles Convention (UN Global Compact). Nowadays, Şekerbank continues to pursue the same goal of supporting economic development based on rural development, which goes back to its foundation, and supports local development and agricultural production by extending access to financing. The implementation plan and budget set within the scope of the Bank’s general strategic targets are submitted to the Board of Directors, and interim evaluations are made within the year depending on macroeconomic developments. The Board has strong commitments stated in the Human Resources Policy in regard to diversity policy and ensures that a diverse mix of skills and talent exists amongst its directors and employees to enhance the Bank’s performance. The Human Resources Policy addresses equal opportunities in hiring, training and career development of directors and employees. The Board is responsible for monitoring Bank performance in meeting the Human Resources Policy requirements, including the achievement of gender policy objectives. Considerable diversity exists throughout the Bank in terms of age, culture and gender. Gender diversity throughout the organization as a whole is generally exceptional. Women comprise 50% of employees throughout the Bank and occupy 29% of senior manager positions. Although due to the resignation of a woman-executive, currently the senior executive positions in the Bank are occupied by men, the Board of Director will consider a candidate for any vacancy to be opened in future at the Executive level without any discrimination towards gender and based on the competencies and qualifications of a candidate. Board Gender Diversity Policy and Targets There are currently no female directors in the Board of Directors. Taking that shortness into consideration, the Board of Directors offered to the main shareholders of the Bank to set a target of appointing one female director to the Board of Directors till 2019 year with the principle intention of increasing the number of female directors in the following years. The Corporate Governance Regulation provides that every three year the Board sets measurable objectives with a view to progressing towards a balanced representation of women at a Board and performance against these objectives is reviewed every three year by the Corporate Governance Committee. 20. Remuneration of the Board of Directors In Şekerbank, Remuneration Committee is responsible for advising and proposing to the Board of Directors the remuneration scheme of the Board of Directors and Executives taking into consideration the achievement level of the criteria used for remuneration; determination of the remuneration of the Board of Directors and Executives based on the principles, criteria and achievement of the long-term goals of the company; and supervision of its implementation. Internal balances, market conditions, strategic targets, individual performance and assigned responsibilities are considered for setting the wages in Şekerbank. The details of the executive managers’ performance evaluation are stated in the Human Resources Policy and the Premium Regulation is used for consideration of the premium distribution among the Executive Directors and managers. The disclosure of the Board of Directors and Senior Management’ remuneration and benefits is done in the Annual Report as well as in the Audited Financial Statements of the Bank. The Article 31 of the Articles of Association stipulates that “remuneration or attendance fee shall be set by the General Assembly” for the Board of Directors. Remuneration right and profit sharing amount are designated at the General Assembly. No loans were extended to the members of the Board of Directors of the Bank on the basis of the criteria set forth in the Article 50 of the Banking Law, no credits were granted under the name of personal credit through means of a third party or guarantees in their favor. There is no nonconformity to the Banking Law regarding loans, credits, etc. to be extended by the Bank to any Board member. 68 ŞEKERBANK ANNUAL REPORT 2015 DECLARATION OF COMPLIANCE WITH CORPORATE GOVERNANCE PRINCIPLES The members of the Board of Directors shall oversee that the Bank's organizational structure and activities comply with the Articles of Association, internal company bylaws and policies; safeguard shareholders and shareholders' interests to the maximum extent possible while pursuing transparency, effectiveness and compliance; and thoroughly research all possible steps for the development and growth of the Bank. All candidates shall be present during the election of the members of the Board of Directors. At General Assembly meetings, shareholders shall be informed about the positions that the candidates for the Bank's Board of Directors hold on the board of other companies and they will be given the opportunity to pose questions to those candidates. Shareholders shall also be briefed on whether internal company regulations are complied with. Following the appointment of the members of the Board of Directors, the Corporate Governance Committee provides an introduction program for the newly appointed members of the Board of Directors. The introduction program, provided in a fast and effective manner, includes the topics mentioned below: 1. Information on the Bank's mission, vision, goals, strategic objectives, current position and challenges, 2. Information on the Bank's market share and financial performance as well as the Bank's Group structure and organizational structure; 3. Information on the business flow, business responsibilities, and internal bylaws and regulations of the Board of Directors; 4. Reference to the existing information flow within the Bank and external regulations governing the Bank's activities; 5. Other issues, if necessary. ŞEKERBANK T.A.Ş. Dr. Hasan Basri GÖKTAN Chairman of the Board of Directors Halit YILDIZ General Manager, Board Member Viktor ROMANYUK Vice Chairman of the Board of Directors, Audit Committee Member Halil Can YEŞİLADA Board Member, Corporate Governance Committee Member 69 MANAGEMENT AND CORPORATE GOVERNANCE CORPORATE GOVERNANCE ACTIVITIES INFORMATION ON THE BANK’S TRANSACTIONS WITH ITS RISK GROUP DIRECT AND INDIRECT SHAREHOLDERS OF THE BANK SUBSIDIARIES AND ASSOCIATES Related Parties Loans and receivables Interest and commission income Cash Non-Cash Cash Non-Cash 26,266 21,219 398,308 47,233 6,288 140 25,361 350 RELATED PARTIES Deposit Interest on deposits SUBSIDIARIES AND ASSOCIATES DIRECT AND INDIRECT SHAREHOLDERS OF THE BANK 166,173 53,626 3,654 6,519 RELATED PARTIES SUBSIDIARIES AND ASSOCIATES DIRECT AND INDIRECT SHAREHOLDERS OF THE BANK Transactions Held for Trading 369,816 - Total Profit/Loss (82,938) - PROFIT DISTRIBUTION POLICY The principles for Şekerbank’s profit distribution are stipulated in the Article 69 of Şekerbank T.A.Ş.’s Articles of Association. According to this article, the amount remaining after the deduction of all expenses, provisions and taxes from the income derived by the Bank within an accounting period is the net profit. • 5% of the net profit is set aside as the legal reserve requirement. • Of the remaining amount, an amount equal to 5% of the issued capital is set aside as the first dividend for shareholders. • The General Assembly is authorized to decide whether the remaining profit shall, in whole or in part, be distributed to shareholders, be paid to the Board of Directors as dividend, or be allocated to extraordinary reserve. • Pursuant to sub-paragraph three (3) of paragraph two (2) of the Article 466 of the Turkish Commercial Code, after setting aside the legal reserve requirement amount stipulated in paragraph one (1) of the Article 466, as well as the profit share for the shareholders equal to 5% of the issued capital, one-tenth (1/10) of the remaining net profit decided to be distributed to the shareholders and to other persons participating in the profit sharing shall be allocated to the legal reserve fund as the second allotment. 70 ŞEKERBANK ANNUAL REPORT 2015 CORPORATE GOVERNANCE ACTIVITIES REMUNERATION OF THE MEMBERS OF THE BOARD OF DIRECTORS AND THE SENIOR MANAGEMENT INTERNAL SYSTEMS It was resolved at the Bank’s Ordinary General Assembly Meeting held on March 19, 2015 that the Members of the Board of Directors shall be paid an net salary of TL 7,500 per month; the full-time independent members be paid the twice of the salary of the normal members, the full-time Executive Directors and full-time Audit Committee Members be paid the triple of the salary of the normal members and the full-time Executive Chairman of the Board of Directors be paid a net amount equal to threefold of this amount, and that a premium be paid as per the relevant regulation. The Minutes of the referenced General Assembly is published on the Bank’s website. The Bank’s remuneration policy is based on the corporate governance principles and is oversight by the Remuneration Committee. In 2015, the Bank has paid to members of the Board of Directors TL 7,320 thousand and to employees responsible for management TL 12,482 thousand, in total TL 19,802 thousand. CORPORATE GOVERNANCE RATING On January 26, 2016, Kobirate Uluslararası Kredi Derecelendirme ve Kurumsal Yönetim Hizmetleri A.Ş. (Kobirate) upgraded the Bank’s Corporate Governance Rating to 9.17 (91.70%) for the year 2015, up from 9.11 (91.10%) for 2014. Çetin AYDIN (*) Executive Vice President of Audit* Ramazan KARADEMİR (*) Executive Vice President of Internal Audit and Risk Management* Serkan SALIK Vice President of Internal Control & Compliance Mr. Serkan Salık is a graduate of Marmara University, Faculty of Economics and Administrative Sciences, Department of Political Science and International Relations. He joined Şekerbank in 1999 as Assistant Internal Auditor in the Internal Audit Department. Mr. Salık has served as Şekerbank’s Compliance Officer and Vice President of Internal Control & Compliance since 2008. Ebru GÖKGÖNÜL Vice President of Risk Management Ms. Ebru Gökgönül is a graduate of Middle East Technical University, Department of Statistics. During her professional career, she has served in various departments in public and private sector banks before joining Şekerbank in 2001. Ms. Gökgönül has served as Vice President of Risk Management since October 2004. (*) Kobirate made an assessment on the Bank’s practices in the areas of “Shareholders”, “Public Disclosure and Transparency”, “Stakeholders” and “Board of Directors”. SUB CATEGORIES WEIGHT 2015 RATING Shareholders 0.25 91.53% Public Disclosure and Transparency 0.25 91.51% Stakeholders 0.15 95.34% Board of Directors 0.35 90.48% TOTAL 1.00 91.70% The Bank's 2015 corporate governance rating report is accessible on the Bank's website (www.sekerbank.com.tr). Please see the Senior Management Section. 71 MANAGEMENT AND CORPORATE GOVERNANCE INFORMATION ON SUPPORT SERVICES PROVIDERS NO. SUPPORT SERVICES PROVIDER 1 Desmer Bilgi ve İletişim Hizmetleri Tic. A.Ş. 2 C/S Enformasyon Teknolojileri Limited Şirketi 3 Hobim Djital Elektronik Hizmetleri A.Ş. 4 Austria Card Turkey Kart Operasyonları A.Ş. (previous name Provus Kart Hizmetleri A.Ş.) 5 Desmer Güvenlik Hizmetleri Ticaret A.Ş. 6 MTM Holografi Güvenlikli Basım ve Bilişim Teknolojileri San. ve Tic. A.Ş. 7 Formalis Bilgi Teknolojileri Ltd. Şti. 8 E-Kart Elektronik Kart Sistemleri San. ve Tic. A.Ş. 9 Telekurye Dağıtım ve Kurye Hizmetleri A.Ş. 10 Asseco See Teknoloji A.Ş. 11 12 13 OD Yazılım Enstitüsü Kurumsal Çöz. ve Dan. Ltd. Şti. KARTEK Kart ve Bilişim Teknolojileri Ltd. Şti. Kurye-Net Motorlu Kuryecilik ve Dağıtım Hizmetleri A.Ş. DURATION OF CONTRACT The agreement was concluded with a ten-year term. If either party fails to notify the other party upon cancellation of the agreement via written notification 45 days prior to the contract expiry date, the agreement is considered renewed. The duration was changed to 5 years as of June 1, 2014 pursuant to the amended agreement dated August 25, 2014. According to the transfer agreement signed on October 14, 2015, the contract was transferred to C/S Enformasyon Teknolojileri Limited Şirketi on the same terms. The agreement was drawn up with a three-year term. If either party fails to notify the other party upon the cancellation of the agreement via written notification 3 months prior to the contract expiry date, the agreement is considered renewed for a year. The agreement remains valid for two years from the signing date and is extended for one year unless either party issues a notice of cancellation to the other party one month before the contract expiry date. Ten years (The agreement is extended under the same conditions unless either party notifies the other party via written notification 30 days before the end of this term.) 2 years The agreement is considered extended for one year under the same conditions unless the parties issue a notice of cancellation one month before the contract expiry date. The agreement is considered extended for one year under the same conditions unless the parties issue a notice of cancellation one month before the contract expiry date. The agreement remains valid until December 31, 2014, and is extended for one year unless either party serves a notice of cancellation to the other party one month before the contract expiry date. The agreement is considered extended for one year under the same conditions unless the parties issue a notice of cancellation 30 days before the contract expiry date. The agreement is considered extended for one year under the same conditions unless the parties issue a notice of cancellation one month before the contract expiry date. The agreement is considered extended for one year under the same conditions unless the parties issue a notice of cancellation one month before the contract expiry date. In the absence of a termination notice by the parties one month before the expiry date of the contract, the contract shall be deemed extended for one year under the same terms and conditions. 72 ŞEKERBANK ANNUAL REPORT 2015 CORPORATE GOVERNANCE ACTIVITIES ŞEKERBANK’S POLICY AGAINST THE LAUNDERING OF CRIMINAL PROCEEDS AND TERRORISM FINANCING Within the scope of its Program for Compliance with Legislation Against the Laundering of Criminal Proceeds and Terrorism Financing, Şekerbank has completed such processes as designation of a compliance officer, establishment of the Compliance Unit and setting of in-house policies in written; and the Bank undertakes control, monitoring, risk management, training and internal audit operations against criminal proceeds. By expending these efforts, Şekerbank aims to comply with laws as well as regulations adopted by agencies authorized by the laws; prevent the use of the Bank’s facilities for money laundering purposes; identify any risky transactions, services and locations which might be prone to money laundering; raise awareness among employees in regard to compliance with legal obligations; protect the Bank’s reputation and the quality of its customer base, while running banking operations. In line with its customer acceptance policy created for this purpose, Şekerbank takes preventive measures to avoid accepting as customers those individuals and institutions whose wealth and funds might not have been acquired through legitimate means, refrains from establishing customer relations - including the extension of retail or commercial loans- with such individuals, and refuses the collaterals and guarantees of such individuals even when they are not its direct customers, and does not include banks in risky regions in its correspondent bank network. Legislative Compliance Policy While providing banking services, it is essential to comply with laws as well as regulations adopted by agencies authorized by the laws. For this purpose, the Internal Control and Compliance Department monitors relevant legislative changes, provides comments on it, and announces them across the Bank. The effect of such legislative changes on banking practices are assessed, and related units work in coordination to resolve any issues that might arise during the implementation phase. Furthermore, compliance controls are performed to ensure that the Bank’s current or planned activities as well as new transactions and products are in full compliance with the Banking Law and other applicable legislation, in-house policies and rules, as well as widely accepted banking practices. Serkan SALIK Compliance Officer 73 MANAGEMENT AND CORPORATE GOVERNANCE DECLARATION OF RESPONSIBILITY FOR THE 2015 ANNUAL REPORT We have examined the Bank’s Annual Report for 2015. The Annual Report does not have any material misstatements or omissions that may be construed as misleading and accurately reflects the Bank’s financial position along with the major risks and uncertainties to which it is exposed. Halit YILDIZ General Manager Selim Güray ÇELİK Executive Vice President Khosrow Kashani ZAMANI Board Member, Acting Chairman of the Corporate Governance Committee Viktor ROMANYUK Vice Chairman of the Board of Directors, Audit Committee Member Orhan ULUYOL Group Head of Financial Control, Subsidiaries and Shareholder Relations 74 ŞEKERBANK ANNUAL REPORT 2015 DISCLOSURES ON THE BANK’S FINANCIAL POSITION, PROFITABILITY AND DEBT SERVICING CAPABILITY During the meetings where internal and external developments are evaluated on a weekly basis pursuant to the general policies set by the Assets & Liabilities Committee; expenses related to interest rates and liquidity, financing, solvency, risk management, market risk, the analyses related to credit and operational risks, the real interest rate calculations in domestic and foreign markets and the financial models created in accordance with this framework are used. As a result of these efforts, in 2015 the Bank’s net profit reached TL 103 million, asset size reached TL 24,415,966 thousand, growing 15.24% compared to the previous year. PROFITABILITY DEVELOPMENTS REGARDING ASSETS DEBT SERVICING CAPABILITY The growth of the Bank’s assets in 2015 originated predominantly from the expansion of the loan portfolio. Total loans grew by 14.21% compared to the previous year, and reached 68.55% of the total assets. At the end of 2015, the Bank set aside reserves equivalent to 53.96% for its nonperforming loans. The share of the Bank’s securities portfolio in total assets was 12.30% in 2015. Şekerbank’s loans/deposits ratio stands at 113% as of 2015 year-end, indicating the growth potential of the Bank’s loans that can be funded by deposits. In addition, an extensive branch network and a stable savings deposit base have positive effects on Şekerbank’s debt servicing capability. Interest sensitivity of the time deposit and solid demand deposit volume also make Şekerbank more advantageous compared to its rivals in terms of liquidity. DEVELOPMENTS REGARDING LIABILITIES Focusing on growing its deposit base, the main funding source, the Bank’s deposits constitute 60.89% of the total liabilities while the ratio of deposits to loans stands at 113%. Despite of the competition environment, the Bank managed to increase its deposits by 9.82% over the previous year. In 2015, Bank’s equity reached TL 2,526,942 thousand, growing by 5.65%. As a consequence, its capital adequacy ratio was 13.66% in 2015. In parallel to the balanced and profit-oriented growth policy pursued in response to the market conditions, interest income from loans reached TL 2,035,110 thousand while the interest expenses on deposits reached TL 899,019 thousand. Bank’s net interest income reached TL 1,056,385 thousand, as its net fee and commission income reached TL 285,916 thousand while its operating income was TL 1,368,999 thousand. Bank’s net profit for 2015 as a result of all its activities was TL 102,649 thousand. In 2015, approximately 2 thousand TL was donated. FINANCIAL INFORMATION EXPECTATIONS FOR THE FUTURE With the decreasing support in global liquidity circumstances, rising geopolitical problems, and the slowdown of the Chinese economy, 2015 was a year where weakening trend in emerging economies continued. In December, US Federal Reserve (Fed) increased the interest rates by 25 basis points. This was the first step ending the abundant and cheap money period that has dominated the world in the last seven years, and thus it was the most outstanding development of this challenging year. After a period of uncertainty in both global and local arena, when we look at 2016; although a tough period is expected especially for developing countries, for Turkey - the positive development is that it overcome the political uncertainty period, that had put significant pressure on economic performance, Moreover, the expectation that Turkey will be positively dissented from other developing countries in the upcoming period, is strengthened due to the fact that the MediumTerm Programme (MTP) announced on the 11th of January 2016, did set achievable targets, and that a determined approach in implementing the required structural reforms in order to achieve these objectives, was shown. Hence, in MTP, Gross Domestic Product (GDP) growth forecast was increased from 3% to 4% for 2015 and 4.5% and 5% for 2016 and 2017 respectively. The 4.5% level forecasted for 2016 is above 4.3% that was announced by the IMF as the growth forecast for developing countries. We should mention that; this forecast also includes GDP growth forecasts for China and India. 75 When we look at the balance of payments, it is expected that commodity prices showing serious decline due to the impact of changing global monetary policies and weak demand, will continue to support current account deficit in 2016. As we have seen in 2015, also in 2016, the current account deficit/GDP ratio is expected to be around the medium-term target 4.5%-5% in spite of the GDP growth. On the other hand, taking into consideration that the fiscal discipline supports the investment grade reached by Turkey, forecasting the budget deficit as 1.3% of the GDP while as per the Maastricht criteria the budget deficit limit is set as3% is perceived positively in the sense to protect the strength in this area. For 2016, Turkish banking sector is anticipated to reach 17% asset, 18% loan and 16% deposit growth. Within the light of these expectations, loan to deposit ratio will be around 110%. With the forecast of increasing costs in both swaps and foreign borrowings due to the acceleration in Fed’s increasing interest rates, it is anticipated that potential increase in funding costs may have negative impacts on banking margins and may have pressure on returns on capital. For this reason profitability of the sector is likely to remain below expectations, and it is expected that; corporate and commercial loans –that increased their share in total loans in the sector from 57% to 60% in 2015 – will maintain their rising trend in 2016 as well, and will be the driving force of credit growth. 76 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK’S CREDIT RATINGS FITCH RATINGS (23.02.2015) Long-term local currency issuer default rating BB- Long-term foreign currency issuer default rating BB- Short-term local currency issuer default rating B Short-term foreign currency issuer default rating B Long-term national default rating Financial capacity rating Supporting point A+(tur) bb5 MOODY’S (CREDIT RATINGS WERE REVISED ON SEPTEMBER 21, 2015) Long-term local currency issuer default rating A3.tr Short-term local currency issuer default rating NP Long-term foreign currency issuer default rating Ba2 Short-term foreign currency issuer default rating NP Long-term national default rating A3.tr Short-term national default rating TR-2 JCR EURASIA RATING (27.07.2015) Long-term international foreign currency issuer default rating BBB- Long-term international local currency issuer default rating BBB- Long-term national default rating AA-(Trk) Short-term international foreign currency issuer default rating A-3 Short-term international local currency issuer default rating A-3 Short-term national default rating A -1+ (Trk) CAPITAL INTELLIGENCE (22.12.2015) Long-term foreign currency issuer default rating BB Short-term foreign currency issuer default rating B Financial strength rating BB 77 FINANCIAL INFORMATION FIVE YEAR FINANCIAL HIGHLIGHTS FINANCIAL INDICATORS (TL THOUSANDS) 2011 2012 2013 2014 2015 Total Assets 14,399,424 14,517,918 18,725,017 21,187,288 24,915,966 Total Loans (Net) 8,728,052 10,084,765 13,546,424 14,655,079 16,737,565 1,462,137 1,824,741 2,055,448 2,391,813 2,526,942 Total Deposits 9,078,449 10,137,906 12,639,239 13,538,608 14,867,633 Pre-Tax Profit 157,556 310,685 264,339 280,701 85,246 Net Profit 118,044 240,302 210,216 223,969 102,649 FINANSAL RATIOS (%) 2011 2012 2013 2014 2015 Capital Adequacy Ratio 13.24 14.48 13.54 14.60 13.66 Securities/Total Assets 24.65 13.96 9.03 11.46 12.30 Loans/Total Assets 60.61 69.46 72.34 69.17 68.55 Deposits/Total Assets 63.05 69.83 67.50 63.90 60.89 Shareholders’ Equity 78 ŞEKERBANK ANNUAL REPORT 2015 THE AUDIT COMMITTEE’S ASSESSMENT OF THE INTERNAL SYSTEMS IN 2015 In order to ensure effective and efficient execution of the activities under the Internal Systems in 2015, the Audit Committee executed required monitoring and control efforts as part of its responsibilities. Under the Internal Systems, the Risk Management Department operates with the active monitoring and supervision of the Board of Directors and Board of Directors Member responsible for Internal Systems. The Risk Management Department undertakes efforts to determine, measure, analyze and monitor the Bank’s risk exposure with a systematic approach. To this end, the Risk Management Department uses improved risk measurement, evaluation and analysis techniques in its assessment of credit risk, market risk, interest rate risk arising from banking accounts, liquidity risk and operational risk areas. The Department ensures the timely and healthy functioning of information flow and reporting channels. The Risk Management Department monitors domestic and international economic and financial developments as well as banking laws, rules and regulations. The Department develops risk management solutions and applications based on its findings. As such, good corporate governance is conducted in an effective manner. The Bank’s senior management and business lines revise the Bank’s risk management policies at least once a year with regard given to the Bank’s growth strategy at the time and prevailing market conditions. The revised and updated policies come into force with the approval of the Board of Directors. The major risks of the Bank – strategic risk, credit risk, market risk, interest rate risk arising from banking accounts, liquidity risk and operational risk – are limited in proportion to the Bank’s net worth; as such, “risk limits” are structured and implemented. Compliance with the referenced limits is taken into account in the Bank's strategic decision making processes, as a mandatory agenda item at Board meetings. With the Bank's Internal Capital Adequacy Assessment Process, Şekerbank carries out stress tests and scenario analyzes to measure the impact of the possible losses that may occur in the most extreme conditions on the Bank’s financial structure and the results are presented to the Board of Directors. However, the Internal Capital Adequacy Assessment Process is considered to be a building block that is fed and developed by corporate governance, rather simply being a measurement process. The Internal Audit Department is responsible for auditing the Bank’s activities in terms of compliance with the Banking Law and its related regulations, other relevant legislation and the Bank’s internal strategies, policies, principles and objectives; and provides assurance to the Bank’s senior management regarding the effectiveness and adequacy of the internal control and risk management systems. The Internal Audit Department is authorized to conduct audits, examinations and investigations in all units, branches and participations of the Bank. 79 FINANCIAL INFORMATION In 2015, the Internal Audit Department continued to conduct periodic and risk-based on-site audits in accordance with the Annual Audit Plan approved by the Board of Directors. In addition, the Department focused on “central audits” that use remote auditing techniques and performed process audits to test and evaluate the effectiveness, adequacy and compliance of the internal controls over the banking processes. Further, information systems processes were reviewed in accordance with the COBIT control framework. In 2015, audits of 8 banking processes were completed; 140 branches, 20 units and 6 participations were audited; special purpose and short-term “spot audit” activities were performed in 40 branches. Thanks to the Bank’s risk-based audit structure, a large portion of Şekerbank’s loan portfolio was audited and operational procedures were reviewed in an effective manner using sampling techniques in 2015. The results of the auditing activities were prioritized and reported to the Audit Committee, the Bank’s senior management and relevant business units. The actions taken in response to the audit findings were also monitored closely by the Internal Audit Department. During the central control process executed by the Internal Control and Compliance Department, the operations of Bank’s business lines are periodically monitored. Furthermore, control efforts to establish an efficient internal communication channel were carried out for the accounting and financial reporting system. Controls were performed on the banking processes and information systems within the COBIT framework to ensure that management of the Bank’s information systems adheres to the principles of integrity, sustainability, accessibility and confidentiality. To prevent interruptions of banking activities, Şekerbank carried out necessary controls to make sure that the Bank’s business continuity and backup plans are efficient and in harmony with the current targets and strategic priorities. As of the controls in place, it has been ensured that customer files on loans extended at the Bank, investment processes, branch operations and security practices were controlled in accordance with legal requirements and the Bank’s standards. Support services received from third party providers were also controlled to prevent possible risks that may originate from obtaining external support services. Findings and recommendations were regularly presented to the Audit Committee and the senior management. Control results and the outcomes of the findings were monitored at the branch, unit and region levels. The Bank actively conducts control, monitoring, risk management, training and internal audit activities to combat money laundering and financing of terrorism. The main objectives are compliance of the Bank personnel with legal obligations; and maintenance of the Bank’s reputation and customer quality during the conduct of its banking activities. Pursuant to the customer acceptance policy set as part of this effort, measures are taken to prevent the Bank from accepting as the customers those individuals and entities for which there is doubt about the legality of the source of their wealth and funds. In conducting banking activities, it is of paramount importance to comply with the Banking Law as well as with the regulations set out by the agencies authorized under the Banking Law. Additionally, relevant legislative changes are monitored and communicated within the Bank together with the relevant comments; adequate support is provided to the business lines in regard to the necessary changes required to be done in the banking processes in terms of possible changes in legislation. The fundamental objective of the Audit Committee is to improve the “risk perception” and “control culture” of the Bank’s decision-making and compliance mechanisms. This perspective will be maintained in the period ahead as part of our strong corporate governance approach. Viktor ROMANYUK Vice Chairman of the Board of Directors, Member of the Audit Committee Murat ISMUHAMMEDOV Board Member, Member of the Audit Committee 80 ŞEKERBANK ANNUAL REPORT 2015 RISK MANAGEMENT SYSTEM STRATEGY 1. The Risk Management System, taken as an integral whole, is structured so as to incorporate organizational, managerial and operational processes and IT Systems, and create risk awareness. 2. The Risk Management System is intrinsic to all of the Bank’s operations; as such, each and every employee is responsible for the implementation of the system. 3. The Risk Management System is structured so as to cover all establishments within the scope of consolidation. 4. The Risk Management System aims to reach the following targets as regards the Bank’s internal assessment process for capital adequacy: • To preserve the Bank’s financial integrity, • To align the Bank’s risk appetite with its strategies and activities, • To set the Bank’s capital requirement in line with its risk appetite, • To adopt a risk-based perspective in the following areas: - Across the units, - While structuring portfolios, - In processes of authorization, - In pricing. • To make the Performance Management System efficient, • To enhance “Corporate Governance Principles” and transparency. STRUCTURE AND SCOPE OF THE RISK MANAGEMENT SYSTEM 1. The Risk Management System’s structure covers the following mechanisms of decision making and execution, as well as the monitoring, control and audit mechanism: • Board of Directors, • Senior management, • Units forming the Internal Systems, • Committees established by the Board of Directors within the scope of the Risk Management System, • Committees established by the senior management within the scope of the Risk Management System. OBJECTIVES OF THE RISK MANAGEMENT SYSTEM 1. To establish a common risk culture by means of efficient risk management strategies and policies, 2. To set Risk Limits and manage their procedures of implementation in an efficient manner, 3. To enhance the Bank’s asset quality, 4. To meet the Bank’s obligations in full, 5. To align the Bank’s risk appetite with its strategies and activities, 6. To set the Bank’s capital requirement in line with its risk appetite. THE MAIN POLICY OF THE RISK MANAGEMENT SYSTEM 1. The Risk Management System and activities within this scope are organized and are actively supervised and audited. 2. Strategies, policies, risk limits and procedures of implementation are shaped in accordance with the scope and structure of the Bank’s strategies and activities, and in view of changing conditions. 3. A relevant division of duties is set across the Bank to prevent error, fraud, conflict of interest, misuse of information and Bank resources. 4. The duties, authorities and responsibilities of the units, committees and staff across the Bank are clearly defined in written form. 5. The IT Systems infrastructure is aligned with the quality and complexity of the Bank’s strategies, activities and products/services. 6. The IT Systems infrastructure is organized so as to enable the identification, measurement, monitoring, control and timely reporting of any risk the Bank might be exposed to. 7. Information flow is organized across the Bank so as to reach management echelons and staff vertically and horizontally, in accordance with IT security principles. 8. It is ensured that the management echelons and staff have full knowledge of the Bank’s objectives and strategies, policies, risk limits and their procedures of implementation. 81 FINANCIAL INFORMATION INSTRUMENTS OF THE RISK MANAGEMENT SYSTEM 1. Establishment of Risk Limits, 2. Creation of an efficient division of duties (including decisions making mechanisms), 3. Establishment of efficient information flow channels (including financial/managerial reporting), 4. Efficient process management, 5. Establishment of effective internal controls, 6. Emergency and business continuity planning. INFORMATION ON RISK MANAGEMENT POLICIES BY RISK TYPE The Bank’s risk management strategies, policies and procedures, approved by the Board of Directors, frame the written standards for systematic identification, measurement, monitoring, analysis and control of the risks that the Bank may be exposed to. These standards are revised and if necessary updated at least once a year by the senior management, under the chairmanship of the General Manager and the coordination of the Risk Management Department, according to changes in market conditions and the Bank’s strategy. The revision process is geared toward identifying whether the current strategies, policies and procedures are meaningful and sufficient as regards the Bank’s activities. The updated strategies, policies and procedures enter into force upon the approval of the Board of Directors. As for its internal assessment process for capital adequacy, the Bank sets limits for the credit risk, market risk and operational risk, which are included in the calculation of the Capital Adequacy Ratio, as well as for those risk factors not included in the said calculation (concentration risk, interest rate risk arising from the banking book, liquidity risk, etc.), with due consideration of the Bank’s net worth. . “Risk Limits” and “Key Risk Indicators” have been defined accordingly, stress tests and scenario analyses have been conducted in parallel, and the adequacy of the internal capital requirement is assessed with regards to current and future operations. CREDIT RISK Credit risk is the possibility of loss that the Bank might suffer in case the loan recipient, whether an individual or institution, fails to comply with the loan agreement partially, entirely or in a timely manner. In accordance with the applicable legislation and the policies and procedures of implementation set by the Board of Directors, the Bank’s loan allocation activities are performed in line with the principle of “division of authorities”, that is, executed through independent marketing, allocation monitoring, control and audit functions. Credit allocation is performed on a debtor or a debtor group basis within certain limits. These limits are allocated in accordance with the regulations and within the framework of lending authorization determined by the Board of Directors. During the loan allocation process, risk rating and scoring systems are effectively deployed. According to the Bank’s loan policy, in addition to these systems, limit and collateral processes are also utilized as complementary elements reducing credit risk. The credit worthiness of debtors is monitored periodically; loan limits are updated once a year, or whenever necessary according to economic conditions. The Bank’s Board of Directors has defined limits of concentration on the basis of industry, region, debtor or debtor group. These limits are monitored regularly, revised once a year, and updated whenever it is necessary according to economic conditions and changes in the Bank’s strategy. The Bank’s credit risk profile is monitored and assessed by the Risk Management Department. The Risk Management Department presents the results of compliance of the Bank’s activities and monitoring assessment activities to the Assets & Liabilities Committee on a weekly basis and to the Board of Directors on a monthly basis. This presentation is a mandatory agenda item at the meetings of the Board of Directors. MARKET RISK Market risk is the possibility of loss that the Bank may suffer due to changes in the prices of financial instruments featured in the trading book, arising from fluctuations in market prices. The Bank’s policies and procedures of implementation as regards market risk are in accordance with the current banking legislation and approved by the Bank’s Board of Directors. The Board of Directors has approved both nominal-based limits (transaction, dealer, desk and stop-loss limits) and risk-based limits (Value-at-Risk limits) monitored on a daily basis; all of which are reviewed at least once a year according to market conditions and changes in the Bank’s strategies, and updated whenever deemed necessary. At Şekerbank, market risk exposure is measured, monitored and reported on a daily basis. In this vein, “Value-at-Risk (VaR) Methods” are applied as an internal model. Among these VaR methods, the “Variance Covariance Method,” also known as the “Parametric Method,” is used for reporting purposes, while the “Historical Simulation” and the “Monte Carlo Simulation” methods, on the other hand, are used for comparison, in times of significantly increased volatility. VaR measurements are based on an observation period covering the last 250 workdays and a 99% confidence level. 82 ŞEKERBANK ANNUAL REPORT 2015 RISK MANAGEMENT SYSTEM STRATEGY In “Economic Capital” measurements based on VaR, a 10-day holding period is applied. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the impact of excessive market volatility, while the effectiveness of the Bank’s internal model is tested by using “retrospective tests” on a daily basis. The Bank’s market risk profile is monitored and assessed by the Risk Management Department. The Risk Management Department presents the results of its compliance, monitoring and assessment activities to the Assets & Liabilities Committee on a weekly basis and to the Board of Directors on a monthly basis. This presentation is a mandatory agenda item at the meetings of the Board of Directors. INTEREST RATE RISK ARISING FROM THE BANKING BOOK The Bank can be exposed to interest rate risk arising from the banking book as a result of the following factors: • The reprising risk which arises from the mismatch between the maturity of the Bank’s assets and liabilities, and interest-sensitive off-balance sheet items (fixed interest items) and reprising periods (variable interest items), • The yield curve risk which arises from a change in the shape and/or slope of the yield curve due to the variation in the change in market interest rates by different maturity buckets, • The basic risk which arises from the variation in spreads due to the mismatch in the timing and/or value of interest rates applied to assets and liabilities, and off-balance sheet items which have similar maturity and reprising periods, • The option risk which arises from the deviation of assets and liabilities, as well as interest-sensitive off-balance sheet items away from their maturity dates set in contracts, in cases such as (complete/partial) reimbursement of loans before maturity date, recall of syndication loans, withdrawal or renewal of term and maturity deposits, etc. The Bank’s policies and procedures related to the interest rate risk arising from the banking book are in line with banking legislation and approved by the Bank’s Board of Directors. The Board of Directors has approved Risk Limits based on the net worth, as regards the interest rate risk arising from the banking book outside the trading book. Monitored on a weekly basis, and reviewed and revised at least once a year with respect to market conditions and changes in the Bank’s strategies, these limits are based on the Bank’s net worth and determine the acceptable level of interest rate risk by certain maturity buckets. The Bank employs two separate approaches, i.e. “Income Approach” and “Economic Value Approach” in order to measure and monitor the impact of interest rate risk on its income and capital. The “Income Approach” is employed in order to calculate the impact of movements in market interest rates on Net Interest Income, while the “Economic Value Approach” is employed in order to calculate the same impact on the Economic Value of Equity. As the “Economic Value Approach” offers a much more comprehensive view since it considers the present value of all the future cash flows, it constitutes the base for the Bank’s Asset Liability Management. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the changes in interest rate sensitive on-and off-balance sheet items, arising from adverse movements in interest rates. It is the priority of the Asset Liability Management to provide protection against fluctuations in market interest rates. In this vein, gap analyses, duration and economic value analyses as well as sensitivity analyses are evaluated on a weekly basis by the Bank’s Assets & Liabilities Committee. The Bank’s interest rate risk profile is monitored and assessed by the Risk Management Department. The Risk Management Department presents the results of its compliance, monitoring and assessment activities to the Assets & Liabilities Committee on a weekly basis and to the Board of Directors on a monthly basis. This mandatory is a required agenda item at the meetings of the Board of Directors. 83 FINANCIAL INFORMATION LIQUIDITY RISK OPERATIONAL RISK Liquidity risk is the possibility of loss that the Bank may face, when the cash inflows and cash outflows are not met fully and/or on time due to the low level of cash or cash inflows. The operational risk is the possibility of loss that the Bank may suffer due to failures in internal processes, systems or human resources, or external factors such as earthquake, fire, flood and terrorist attack. The Bank’s policies and procedures related to the liquidity risk are in line with the banking legislation and approved by the Bank’s Board of Directors. In order to keep its operations on a consistent, competitive and improving path, the Bank abides by the principle of aligning its operational risk policies and practices with both its overall business targets and the latest versions of COBIT and Risk IT. The Board of Directors has approved Risk Limits compliant with the legal “Liquidity Adequacy Ratios” and based on the Bank’s net worth, monitored on a weekly basis; these limits determine the acceptable level of liquidity risk by certain maturity buckets. They are reviewed and revised at least once a year, with respect to market conditions and changes in the Bank’s strategies. The Bank employs GAP analyses in order to measure and monitor the impact of liquidity risk, which shows the current and future liquidity needs. The Bank bases those analyses on certain maturity assumptions approved by the Board of Directors as regards the average maturities of assets and liabilities as well as off-balance sheet items. These assumptions include the behavioral attributes for revolving loans and overdraft accounts as well as demand and time deposits. These analyses are evaluated on a weekly basis by the Bank’s Assets & Liabilities Committee. The Bank’s policy requires sustaining an asset structure able to satisfy any liability in time with liquid sources and the Board of Directors supervises the policies and procedures related to liquidity management in an active manner. The Bank’s liquidity risk profile is monitored and assessed by the Risk Management Department. The Risk Management Department presents the results of its compliance, monitoring and assessment activities to the Assets & Liabilities Committee on a weekly basis and to the Board of Directors on a monthly basis. This presentation is a mandatory agenda item at the meetings of the Board of Directors. The functional responsibilities concerning the Bank’s processes of generation, distribution, reporting and storage of critical information have been separated. The information generated by the Bank is categorized; the possible threats to each of these categories are identified; risk analyses and assessments are conducted and inventoried. Before and after important changes (technology, business flow, etc.) that might impact banking processes, risk analyses and assessments of information and processes are revised; the information inventory is updated. The Bank creates certain control points across banking processes and its performance is regularly monitored to ensure its efficiency. The Bank’s operational risk profile is monitored and assessed by the Risk Management Department. The Risk Management Department forms the Operational Risk Matrix to analyze anticipations of possible threats of operational risk coming from different units of the Bank; to identify and report the impact, probability and concentration of the said risks; to make suggestions to the concerned units according to the resulting requirement. The Risk Management Department presents the results of its compliance, monitoring and assessment activities as regards Risk Limits to the Board of Directors on a monthly basis. This presentation is a mandatory agenda item at the meetings of the Board of Directors. CONSOLIDATED RISK MANAGEMENT POLICIES The Risk Management System has been configured so as to include the subsidiaries, which are subject to consolidation. The said subsidiaries set and implement the risk management policies, which suit in a best manner to their structure, in accordance with the strategies, objectives and main policies of the Risk Management System and with due consideration of the conditions in their own fields of activity. 84 ŞEKERBANK ANNUAL REPORT 2015 ORGANIZATION CHART OF ŞEKERBANK T.A.Ş. ŞEKERBANK T.A.Ş. BOARD OF DIRECTORS GENERAL MANAGER BOARD OF DIRECTORS DEPARTMENT CONSULTANTS AND COORDINATOR BOARD OF DIRECTORS SECRETARIAT CHIEF ECONOMIST EVP GROUP HEAD INFORMATION TECHNOLOGIES SOFTWARE DEVELOPMENT & PROJECT MANAGEMENT DEPARTMENT IT SECURITY & QUALITY MANAGEMENT DEPARTMENT TECHNOLOGY OPERATIONS DEPARTMENT EVP EVP SUPPORT SERVICES FINANCIAL INSTITUTIONS GROUP HEAD LOGISTICS PROPERTY, PUCHASING AND CONSTRUCTION DEPARTMENT GROUP HEAD FINANCIAL INSTITUTIONS FINANCIAL INSTITUTIONS DEPARTMENT INVESTOR RELATIONS AND STRUCTURED FINANCE DEPARTMENT LEGAL ADVISER HUMAN RESOURCES DEPARTMENT TRAINING RECRUITMENT AND CAREER MANAGEMENT DEPARTMENT GROUP HEAD CORPORATE COMMUNICATION AND STRATEGY STRATEGY AND COORDINATION DEPARTMENT SUSTAINABLE DEVELOPMENT BANKING DEPARTMENT PROCESS DEVELOPMENT AND CUSTOMER EXPERIENCE DEPARTMENT CORPORATE COMMUNICATION DEPARTMENT ADVERTISING AND MEDIA PLANNING DEPARTMENT TREASURY ASSET&LIABILITY MANAGEMENT DEPARTMENT CORPORATE AND COMMERCIAL BANKING MARKETING EVP RETAIL BANKING MARKETING TREASURY SALES DEPARTMENT REGIONAL OFFICES (11) CORPORATE BRANCHES (4) CORPORATE AND COMMERCIAL BANKING MARKETING DEPARTMENT SME BANKING MARKETING REGIONAL OFFICES (11) SMALL ENTERPRISES BANKING MARKETING DEPARTMENT AGRICULTURAL BANKING MARKETING DEPARTMENT INDIVIDUAL BANKING MARKETING DEPARTMENT DISTRIBUTION CHANNEL MANAGEMENT DEPARTMENT CASH MANAGEMENT DEPARTMENT 85 FINANCIAL INFORMATION RESPONSIBLE OF INTERNAL SYSTEMS EVP CORPORATE & COMMERCIAL CREDIT MANAGEMENT AND MONITORING RETAIL CREDIT MANAGEMENT EVP EVP EVP CREDITS LEGAL AND ADMINISTRATIVE FOLLOW-UP EVP OPERATIONS GROUP HEAD FINANCIAL CONTROL, SUBSIDIARIES AND SHAREHOLDER RELATIONS GROUP HEAD LEGAL FOLLOWUP EVP FINANCIAL CONTROL, BUDGET AND STRATEGIC PLANNING COMMERCIAL AND CORPORATE CREDITS DEPARTMENT (1) RETAIL CREDITS DEPARTMENT (1) LEGAL PROCESSES DEPARTMENT RESTRUCTURING AND ANALYSIS DEPARTMENT (1) HEAD OFFICE AND BRANCH OPERATIONS DEPARTMENT BUDGET AND STRATEGIC PLANNING DEPARTMENT COMMERCIAL AND CORPORATE CREDITS DEPARTMENT (2) RETAIL CREDITS DEPARTMENT (2) LEGAL OPERATIONS DEPARTMENT RESTRUCTURING AND ANALYSIS DEPARTMENT (2) PAYMENT SYSTEMS OPERATIONS DEPARTMENT FINANCIAL REPORTING DEPARTMENT CREDIT POLICY DEPARTMENT REGIONAL CREDIT ALLOCATION DEPARTMENTS (11) AUDIT INTERNAL AUDIT DIVISION TRADE FINANCE AND TREASURY OPERATIONS DEPARTMENT CREDIT MONITORING DEPARTMENT * Şekerbank’s organizational structure has been changed as of February 1, 2016. New structure is depicted below. RISK MANAGEMENT DEPARTMENT INTERNAL CONTROL AND COMPLIANCE DEPARTMENT 86 I. UNITS DIRECTLY REPORTING TO GENERAL MANAGER Board Of Directors Department Board Of Directors Secretariat Chief Economist Legal Advisor Human Resources Department Training Recruitment and Career Management Department Treasury Asset And Liability Management Department Treasury Sales Department Group Head Corporate Communication And Strategy Corporate Communication Department Advertising And Media Planning Department Strategy and Coordination Department Sustainable Development Banking Department Process Development And Customer Experience Department Group Head Information Technologies Software Development And Project Management Department It Security and Quality Management Department Technology Operations Department 1. Support Services Property, Purchasing and Construction Department Group Head Logistics 2. Financial Institutions Group Head Financial Institutions Financial Institutions Department Investor Relations and Structured Finance Department 3. Corporate And Commercial Banking Marketing Corporate And Commercial Banking Marketing Department Sme Banking Marketing Regional Offices (11) Corporate Branches (4) 4. Retail Banking Marketing Small Enterprises Banking Marketing Department Agricultural Banking Marketing Department Individual Banking Marketing Department Distribution Channel Management Department Cash Management Department Regional Offices (11) ŞEKERBANK ANNUAL REPORT 2015 5. Commercial and Corporate Credit Management And Monitoring Commercial and Corporate Credits Department (1) Commercial and Corporate Credits Department (2) Credit Policy Department Credit Monitoring Department 6. Retail Credit Management Retail Credits Department (1) Retail Credits Department (2) Regional Credit Allocation Departments (11) 7. Credit Legal And Administrative Follow-Up Restructuring And Analysis Department (1) Restructuring And Analysis Department (2) Group Head Legal Follow-Up Legal Processes Department Legal Operation Department 8. Operations Head Office And Branch Operations Department Payment Systems Operations Department Trade Finance and Treasury Operations Department 9.Group Head Financial Control, Subsidiaries and Shareholder Relations Budged and Strategic Planning Department Financial Reporting Department II. UNITS DIRECTLY REPORTING TO THE BOARD MEMBER RESPONSIBLE OF INTERNAL SYSTEMS Internal Control and Compliance Department Risk Management Department 10. Audit Internal Audit Division ŞEKERBANK T.A.Ş. TÜRK ANONİM ŞİRKETİ UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 WITH INDEPENDENT AUDITORS’ REPORT THEREON (CONVENIENCE TRANSLATION OF UNCONSOLIDATED FINANCIAL STATEMENTS AND RELATED DISCLOSURES AND FOOTNOTES ORIGINALLY ISSUED IN TURKISH) AKİS BAĞIMSIZ DENETİM VE SERBEST MUHASEBECİ MALİ MÜŞAVİRLİK ANONİM ŞİRKETİ 12 FEBRUARY 2016 THIS REPORT CONSISTS OF 1 PAGES OF INDEPENDENT AUDITORS’ REPORT AND 70 PAGES FINANCIAL STATEMENTS AND RELATED DISCLOSURES AND FOOTNOTES. ŞEKERBANK ANNUAL REPORT 2015 Convenience Translation of the Independent Auditors’ Report Originally Prepared and Issued in Turkish to English To the Board of Directors of Şekerbank T.A.Ş. Report on the Unconsolidated Financial Statements We have audited the accompanying unconsolidated financial statements of Şekerbank T.A.Ş. (“the Company”) which comprise the unconsolidated statement of financial position as at 31 December 2015, and the unconsolidated statement of income, statement of unconsolidated income and expense items accounted under shareholders’ equity, unconsolidated statement of changes in equity and unconsolidated statement of cash flows for the year then ended, and notes, comprising a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Unconsolidated Financial Statements Management is responsible for the preparation and fair presentation of these unconsolidated financial statements in accordance with the “Banking Regulation and Supervision Agency (“BRSA”) Accounting and Reporting Legislation” which includes the “Regulation on Accounting Applications for Banks and Safeguarding of Documents” published in the Official Gazette No.26333 dated 1 November 2006, and other regulations on accounting records of Banks published by Banking Regulation and Supervision Board and circulars and interpretations published by BRSA and requirements of Turkish Accounting Standards for the matters not regulated by the aforementioned legislations, and for such internal control as management determines is necessary to enable the preparation of unconsolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these unconsolidated financial statements based on our audit. We conducted our audit in accordance the “Regulation on Independent Audit of the Banks” published in the Official Gazette No.29314 dated 2 April 2015 by BRSA and Independent Standards on Auditing which is a component of the Turkish Auditing Standards published by the Public Oversight Accounting and Auditing Standards Authority (“POA”). Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the unconsolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the unconsolidated financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the unconsolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation and fair presentation of the unconsolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained during our audit is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the unconsolidated financial statements present fairly, in all material respects, the unconsolidated financial position of the Şekerbank T.A.Ş. as at 31 December 2015, and its financial performance and its cash flows for the year then ended in accordance with BRSA Accounting and Reporting Legislation. Report on Other Legal and Regulatory Requirements 1) Pursuant to the fourth paragraph of Article 402 of the Turkish Commercial Code (“TCC”); no significant matter has come to our attention that causes us to believe that for the period 1 January - 31 December 2015, the Bank’s bookkeeping activities are not in compliance with TCC and provisions of the Bank’s articles of association in relation to financial reporting. 2) Pursuant to the fourth paragraph of Article 402 of the TCC; the Board of Directors provided us the necessary explanations and required documents in connection with the audit. Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. A member of KPMG International Cooperative Orhan Akova, SMMM Partner 12 February 2016 Istanbul, Türkiye ŞEKERBANK ANNUAL REPORT 2015 THE UNCONSOLIDATED FINANCIAL REPORT OF ŞEKERBANK T.A.Ş. FOR THE YEAR ENDED 31 DECEMBER 2015 Address : Emniyet Evleri Mah. Eski Büyükdere Cad. No:1/1A 34415 Kağıthane / Istanbul Telephone : (212) 319 70 00 Fax : (212) 319 73 79 Web Site : www.sekerbank.com.tr E-mail Address : [email protected] The unconsolidated financial report designed by the Banking Regulation and Supervision Agency in line with Communiqué on Financial Statements to be Publicly Announced and the Related Policies and Disclosures consists of the sections listed below: • GENERAL INFORMATION ABOUT THE BANK • UNCONSOLIDATED FINANCIAL STATEMENTS OF THE BANK • EXPLANATIONS ON THE CORRESPONDING ACCOUNTING POLICIES APPLIED IN THE RELATED PERIOD • INFORMATION ON FINANCIAL STRUCTURE OF THE BANK • EXPLANATORY DISCLOSURES AND FOOTNOTES ON UNCONSOLIDATED FINANCIAL STATEMENTS • OTHER EXPLANATIONS AND FOOTNOTES • INDEPENDENT AUDITORS’ REPORT The unconsolidated financial statements and the explanatory footnotes and disclosures, unless otherwise indicated, are prepared in thousands of Turkish Lira, in accordance with the Communiqué on Banks’ Accounting Practice and Maintaining Documents, Turkish Accounting Standards, Turkish Financial Reporting Standards, related communiqués and the Banks’ records, have been independently audited and presented as attached. The 31 December 2015 financial tables are audited and they do not include any false explanation in material subjects and absences that may result in misleading statements and fairly reflect the Bank’s financial position, the risks faced and uncertainty Dr. Hasan Basri GÖKTAN Viktor ROMANYUK Member of the Audit Committee Chairman of The Board of Directors Halit Haydar YILDIZ General Manager Member of the Audit Committee Selim Güray ÇELİK Executive Vice President Orhan ULUYOL Group Head Information related to responsible personnel for the questions about financial statements: Name-Surname / Title : Telephone No : Fax No : Oya SARI / Investor Relations and Structured Finance Manager (212) 319 71 58 (212) 319 71 62 Murat ISHMUKHAMEDOV INDEX I. II. III. IV. V. VI. VII. SECTION ONE General Information Bank’s Incorporation Date, Beginning Statue, Changes in the Existing Statue Explanations Regarding Bank’s Shareholding Structure, Shareholders Holding Directly or Indirectly, Collectively or Individually, the Managing and Controlling Power and Changes in Current Year, if any and Explanations on the Controlling Group of the Bank Explanations Regarding the Chairman and the Members of Board of Directors, Audit Committee, General Manager and Executive Vice Presidents and Their Shares in the Bank Information About the Person and Institutions That Have Qualified Shares Summary on the Bank’s Functions and Areas of Activity Differences Between the Communique on Preparation of Consolidated Financial Statements of Banks and Turkish Accounting Standards and Short Explanation About the Institutions Subject To Line-By-Line Method or Proportional Consolidation And Institutions Which Are Deducted From Equity Or Not Included In These Three Methods The Existing or Potential, Actual or Legal Obstacles on the Transfer of Shareholders’ Equity Between the Parent Bank and its Subsidiaries or the Reimbursement of Liabilities Page Number 92 92 92 93 93 93 93 SECTION TWO Unconsolidated Financial Statements I. II. III. IV. V. VI. VII. Balance Sheet (Statement of Financial Position) Statement of Off Balance Sheet Contingencies and Commitments Statement of Income Statement of Gains and Losses Recognised in Equity Statement of Changes in Shareholders’ Equity Statement of Cash Flow Profit Distribution Table 94 96 97 98 99 100 101 SECTION THREE Accounting Principles I. II. III. IV. V. VI. VII. VIII. IX. X. XI. XII. XIII. XIV. XV. XVI. XVII. XVIII. XIX. XX. XXI. XXII. XXIII. XXIV. Basis of Presentation Explanations on Usage Strategy of Financial Assets and Foreign Currency Transactions Explanations on Foreign Currency Transactions Explanations on Associates and Subsidiaries Explanations on Forward and Option Contracts and Derivative Instruments Explanations on Interest Income and Expenses Explanations on Fees and Commission Income and Expenses Explanations on Financial Assets Explanations on Impairment of Financial Assets Explanations on Offsetting of Financial Assets and Liabilities Explanations on Sales and Repurchase Agreements and Lending of Securities Explanations on Assets Held of Sale and Discontinued Operations Explanations on Goodwill and Other Intangible Assets Explanations on Tangible Fixed Assets Explanations on Leasing Transactions Explanations on Provisions and Contingent Liabilities Explanations on Liabilities Regarding Employee Benefits Explanations on Taxation Additional Explanations on Borrowings Explanations on Share Certificates Explanations on Acceptances Explanations on Government Incentives Explanations on Segment Reporting Explanations on Other Matters 102 102 102 102 102 102 102 103 105 105 105 105 105 106 106 106 106 107 108 108 108 108 109 109 SECTION FOUR Information on Financial Structure I. II. III. IV. V. VI. VII. VIII. IX. X. XI. XII. XIII. XIV. Explanations Related to the Capital Adequacy Standard Ratio Explanations Related to Credit Risk Explanations Related to Market Risk Explanations Related to Operational Risk Explanations Related to Currency Risk Explanations Related to Interest Rate Risk Explanations Related to Stock Position Risk Due from Banking Book Explanations Related to Liquidity Risk Management and Liquidity Coverage Ratio Explanations Related to Securitization Position Risk Explanations Related to Credit Risk Mitigation Techniques Explanations Related to Risk Management Objective and Policies Explanations Related to Leverage Ratio Explanations Related to Presentation of Financial Assets and Liabilities at Fair Value Explanations Related to Transactions Made on Behalf of Others and Transactions Based on Trust 109 114 121 123 123 125 128 129 133 133 134 135 135 136 SECTION FIVE Explanations and Disclosures on Unconsolidated Financial Statements I. II. III. IV. V. VI. VII. VIII. IX. Explanations Related to the Assets Explanations Related to the Liabilities Explanations Related to the Off-Balance Sheet Contingencies and Commitments Explanations Related to the Income Statement Explanations Related to Statement of Shareholders’ Equity Movement Explanations Related to Statement of Cash Flows Explanations on the Risk Group of the Bank Explanations and Notes Related to Subsequent Events Explanations on the Bank’s Domestic Branches, Agencies and Branches Abroad and Off-shore Branches 137 147 153 157 160 160 160 162 162 SECTION SIX Other Explanations I. Explanations on the Operations of the Bank 162 SECTION SEVEN Independent Auditor’s Report I. II. Explanations on the Independent Auditor’s Report Other Footnotes and Explanations Prepared by the Independent Auditors 162 162 92 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) SECTION ONE GENERAL INFORMATION III. Explanations Regarding the Chairman and the Members of Board of Directors, Audit Committee, General Manager and Executive Vice Presidents and Their Shares in the Bank I. Bank’s Incorporation Date, Beginning Statue, Changes in the Existing Statue Şekerbank T.A.Ş. (‘the Bank’) was founded in 1953 as a Turkish bank with 14 partners in Eskişehir and started its operations under Pancar Kooperatifleri Bankası A.Ş. in Eskişehir and changed the name to Şekerbank T.A.Ş. by moving headquarters to Ankara in 1956. 15 % of the Bank shares were offered to public in 1997 and currently 34.19 % of the Bank shares are publicly traded. The Bank’s one of the main shareholders, Şekerbank T.A.Ş. Personeli Munzam Sosyal Güvenlik ve Yardımlaşma Sandığı Vakfı, gives its members additional social rights and retirement guarantees in the social security system. The Bank has affiliates and subsidiaries in the finance and tourism sectors. Title Chairman of the Board of Directors Name and Surname Dr.Hasan Basri Göktan Responsibility Areas Chairman & Executive Board Member, Credit Committee, Corporate Governance Committee, Remuneration Committee General Manager Halit Haydar Yıldız (***) Board Member, General Manager, Credit Committee Members of the Board of Directors Vice-Chairman, Remuneration Committee, Audit Committee Emin Erdem Executive Board Member, Credit Committee Erdal Batmaz Executive Board Member Nariman Zharkinbayev Executive Board Member, Credit Committee Halil Can Yeşilada Corporate Governance Committee, Internal Systems Üzeyir Baysal Independent Director, Remuneration Committee Khosrow Kashani Zamani Corporate Governance Committee Murat Ishmukhamedov (*) Corporate Governance Committee, Audit Committee Daniyar Amanov - Executive Vice Presidents Ali Güray Demir Business line of the Bank covers extending all kinds of cash and non-cash loans in Turkish Lira and foreign currency and carrying out capital market transactions, accepting deposits in TRL and FC and providing other banking services. II. Explanations Regarding Bank’s Shareholding Structure, Shareholders Holding Directly or Indirectly, Collectively or Individually, the Managing and Controlling Power and Changes in Current Year, if any and Explanations on the Controlling Group of the Bank Amounts of Share Share (%) Paid in Capital Unpaid Capital Şekerbank T.A.Ş. Personeli Munzam Sosyal Güvenlik ve Yardımlaşma Sandığı Vakfı 410,389 35.4395 410,389 - Samruk-Kazyna, the National Wel-fare Fund of Kazakhstan 224,353 19.3742 224,353 - BTA Securities JSC 126,295 10.9063 126,295 - Public offerings 395,954 34.1928 395,954 - Name of Shareholders Others Total 1,009 0.0872 1,009 - 1,158,000 100.0000 1,158,000 - Victor Romanyuk (*) Çetin Aydın Nejat Bilginer (**) Nihat Büyükbozkoyun Selim Güray Çelik Gökhan Ertürk Ramazan Karademir (**) Orhan Karakaş Fatin Rüştü Karakaş Salih Zeki Önder Feyza Önen (**) Hüseyin Serdar Ahmet İlerigelen Credit Legal and Administrative Follow -up Audit Human Resources Operations Financial Control, Budgeting and Strategic Planning, Corporate Governance Committee Retail Banking Marketing Internal Control and Risk Management Corporate and Commercial Banking Marketing Retail Credit Management Financial Institutions Treasury Support Services Corporate and Commercial Credit Management and Monitoring (*) According to Communiqué Regarding Determination and Enforcement of Corporate Governance Principles of CMB, Serial: IV No: 56, Audit Committee members of the banks are accepted as independent members of the Board of Directors. Murat Ishmukhamedov and Victor Romanyuk are Audit Committee Members of the Bank. (**) Executive Vice Presidents Nejat Bilginer and Feyza Önen resigned as of 1 February 2016; Ramazan Karademir retired from his duties as of 1 February 2016. (***) On 8 February 2016, the Bank announced that according to the Board of Directors decision Servet Taze will be appointed as General Manager following the approval of BRSA and General Manager Halit Haydar Yıldız will be appointed as the member of Board of Director. 93 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) SECTION TWO UNCONSOLIDATED FINANCIAL STATEMENTS The Chairman of the Board of Directors Dr. Hasan Basri Göktan has total shares of 0.05 % in nominal, amounting to TRL 577 Thousand, Khosrow Kashani Zamani who is the Board of Directors Member has total shares of 0.013 % in nominal, amounting to TRL 148 Thousand which they obtained from public offering. IV. Information About the Persons and Institutions That Have Qualified Shares in the Bank: Name/ Commercial Name Amounts of Share TRL Thousand Şekerbank T.A.Ş. Personeli Munzam Sosyal Güvenlik ve Yardımlaşma Sandığı Vakfı 410,389 Samruk-Kazyna, the National Well-fare Fund of Kazakhstan BTA Securities JSC Paid in Capital TRL Share (%) Thousand Unpaid Capital 35.4395 410,389 - 224,353 19.3742 224,353 - 126,295 10.9063 126,295 - V. Summary on the Bank’s Functions and Areas of Activity Business line of the Bank covers extending all kinds of cash and non-cash loans in Turkish Lira and foreign currency and carrying out capital market transactions, accepting deposits in TRL and FC and providing other banking services. As of 31 December 2015, the Bank has 301 domestic branches (31 December 2014 – 312 domestic branches). VI. Differences Between The Communique On Preparation Of Consolidated Financial Statements Of Banks And Turkish Accounting Standards And Short Explanatıon About The Institutions Subject To Line-By-Line Method Or Proportional Consolidation And Institutions Which Are Deducted From Equity Or Not Included In These Three Methods The Bank’s subsidiaries Şekerbank (Kıbrıs) Ltd., Şeker Finansal Kiralama A.Ş., Şekerbank International Banking Unit Ltd., Şeker Yatırım Menkul Değerler A.Ş., Şeker Faktoring A.Ş., Şeker Mortgage Finansman A.Ş. and Zahlungsdienste GmbH der Şekerbank T.A.Ş. are included in the scope of consolidation by line-by-line method. Seltur Turistik İşletmeler Yatırım A.Ş. is not consolidated in the financial statements and is recorded at cost since the Bank has no control and it is not a financial subsidiary. VII. The Existing Or Potential, Actual Or Legal Obstacles On The Transfer Of Shareholders' Equity Between The Parent Bank And its Subsidiaries Or The Reimbursement Of Liabilities There is no transfer of the shareholder’s equity between the Parent Bank and its subsidiaries. Dividend distribution from shareholders equity is done according to related regulations. There is no existing or potential, actual or legal obstacle to the payback of liabilities between the Parent Bank and its subsidiaries. I. Balance Sheet (Statement of Financial Position) II. Statement of Off Balance Sheet Contingencies and Commitments III. Statement of Income IV. Statement of Profit and Loss Accounted for Under Equity V. Statement of Changes in Shareholders’ Equity VI. Statement of Cash Flow VII. Profit Distribution Table 94 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. UNCONSOLIDATED BALANCE SHEET (STATEMENT OF FINANCIAL POSITION) (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) I. II. 2.1 2.1.1 2.1.2 2.1.3 2.1.4 2.2 2.2.1 2.2.2 2.2.3 2.2.4 III. IV. 4.1 4.2 4.3 V. 5.1 5.2 5.3 VI. 6.1 6.1.1 6.1.2 6.1.3 6.2 6.3 VII. VIII. 8.1 8.2 IX. 9.1 9.2 9.2.1 9.2.2 X. 10.1 10.2 XI. 11.1 11.2 11.2.1 11.2.2 XII. 12.1 12.2 12.3 12.4 XIII. 13.1 13.2 13.3 XIV. XV. 15.1 15.2 XVI. XVII. 17.1 17.2 XVIII. 18.1 18.2 XIX. ASSETS CASH AND BALANCES WITH THE CENTRAL BANK FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT AND LOSS (Net) Held for trading financial assets Public sector debt securities Share certificates Derivative financial assets held for trading Other marketable securities Financial assets at fair value through profit and loss Public sector debt securities Share certificates Loans Other marketable securities BANKS MONEY MARKET PLACEMENTS Interbank money market placements Istanbul Stock Exchange money market placements Receivables from reverse repurchase agreements FINANCIAL ASSETS AVAILABLE FOR SALE (Net) Share certificates Public sector debt securities Other marketable securities LOANS AND RECEIVABLES Loans and Receivables Loans to Risk Group of the Bank Public sector debt securities Other Non-performing loans Specific provisions (-) FACTORING RECEIVABLES HELD TO MATURITY INVESTMENTS (Net) Public sector debt securities Other marketable securities INVESTMENTS IN ASSOCIATES (Net) Accounted for under equity method Unconsolidated associates Financial investments Non-financial investments INVESTMENTS IN SUBSIDIARIES (Net) Unconsolidated financial subsidiaries Unconsolidated non-financial subsidiaries ENTITIES UNDER COMMON CONTROL (JOINT VENT.) (Net) Consolidated under equity method Unconsolidated Financial subsidiaries Non-financial subsidiaries FINANCE LEASE RECEIVABLES (Net) Finance lease receivables Operating lease receivables Other Unearned income ( - ) DERIVATIVE FINANCIAL ASSETS FOR HEDGING PURPOSES Fair value hedge Cash flow hedge Hedge of net investment risks in foreign operations TANGIBLE ASSETS (Net) INTANGIBLE ASSETS (Net) Goodwill Other INVESTMENT PROPERTY (Net) TAX ASSET Current tax asset Deferred tax asset ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS (Net) Held for sale Discontinued operations OTHER ASSETS TOTAL ASSETS Note Ref. (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15) (16) (17) TRL 547.639 106.798 95.141 2.083 92.979 79 11.657 11.657 17.243 1.723.768 1.716.532 7.236 14.152.796 13.688.057 58.042 13.630.015 1.009.425 (544.686) 1.267.890 1.267.890 4.140 4.140 4.140 107.384 107.384 852.442 98.967 98.967 123.300 123.300 232.244 19.234.611 TRL THOUSAND Audited Current Period 31/12/15 FC Total TRL 2.233.537 2.781.176 242.123 53.093 159.891 132.872 53.093 148.234 110.643 7.808 9.891 1.465 45.285 138.264 109.098 79 80 11.657 22.229 11.657 22.229 69.363 86.606 20.104 73.205 73.205 1.723.768 1.055.934 1.716.532 1.049.210 7.236 6.724 2.573.112 16.725.908 12.768.338 2.573.112 16.261.169 12.447.948 366.532 424.574 97.914 2.206.580 15.836.595 12.350.034 1.009.425 838.130 (544.686) (517.740) 413 1.268.303 1.364.520 413 1.268.303 1.364.520 4.140 4.140 4.140 4.140 4.140 4.140 7.668 115.052 103.384 7.668 115.052 103.384 852.442 916.452 98.967 72.313 98.967 72.313 123.300 123.300 244.169 476.413 156.719 5.181.355 The accompanying notes are an integral part of these financial statements 24.415.966 16.910.104 Audited Prior Period 31/12/14 FC Total 2.059.987 2.302.110 46.270 179.142 46.270 156.913 5.207 6.672 41.063 150.161 80 22.229 22.229 104.525 124.629 73.205 73.205 1.055.934 1.049.210 6.724 1.864.512 14.632.850 1.864.512 14.312.460 303.867 401.781 1.560.645 13.910.679 838.130 (517.740) 329 1.364.849 329 1.364.849 4.140 4.140 4.140 7.668 111.052 7.668 111.052 916.452 72.313 72.313 193.893 350.612 4.277.184 21.187.288 95 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. UNCONSOLIDATED BALANCE SHEET (STATEMENT OF FINANCIAL POSITION) (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) I. 1.1 1.2 II. III. IV. 4.1 4.2 4.3 V. 5.1 5.2 5.3 VI. 6.1 6.2 VII. VIII. IX. X. 10.1 10.2 10.3 10.4 XI. 11.1 11.2 11.3 XII. 12.1 12.2 12.3 12.4 12.5 XIII. 13.1 13.2 XIV. 14.1 14.2 XV. XVI. 16.1 16.2 16.2.1 16.2.2 16.2.3 16.2.4 16.2.5 16.2.6 16.2.7 16.2.8 16.2.9 16.2.10 16.3 16.3.1 16.3.2 16.3.3 16.3.4 16.4 16.4.1 16.4.2 LIABILITIES DEPOSITS Deposits from Risk Group of the Bank Other DERIVATIVE FINANCIAL LIABILITIES HELD FOR TRADING FUNDS BORROWED MONEY MARKET BALANCES Interbank money market takings Istanbul Stock Exchange money market takings Funds provided under repurchase agreements MARKETABLE SECURITIES ISSUED (Net) Bills Asset backed securities Bonds FUNDS Borrower funds Other SUNDRY CREDITORS OTHER LIABILITIES FACTORING PAYABLES FINANCE LEASE PAYABLES Finance lease payables Operating lease payables Other Deferred finance lease expenses ( - ) DERIVATIVE FINANCIAL LIABILITIES FOR HEDGING PURPOSES Fair value hedge Cash flow hedge Hedge of net investment in foreign operations PROVISIONS General loan loss provisions Restructuring provisions Reserve for employee benefits Insurance technical provisions (Net) Other provisions TAX LIABILITY Current tax liability Deferred tax liability PAYABLES RELATED TO ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS (Net) Held for sale Discontinued operations SUBORDINATED LOANS SHAREHOLDERS' EQUITY Paid-in capital Supplementary capital Share premium Share cancellation profits Marketable securities value increase fund Tangible assets revaluation differences Intangible assets revaluation differences Investment property revaluation differences Bonus shares obtained from associates, subsidiaries and jointly controlled entities (Joint Vent.) Hedging funds (Effective portion) Accumulated valuation differences from assets held for sale and from discontinued operations Other capital reserves Profit reserves Legal reserves Status reserves Extraordinary reserves Other profit reserves Profit or loss Prior years’ income/ (loss) Current year income/ (loss) TOTAL LIABILITIES AND EQUITY Note Ref. (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (13) (17) (14) (15) TRL 9.119.783 67.243 9.052.540 103.938 121.076 2.012.699 144.043 1.868.656 1.189.806 425.588 764.218 131 131 95.536 201.214 11.132 13.563 (2.431) 370.194 177.980 57.339 134.875 41.944 34.368 7.576 2.526.942 1.158.000 171.370 1.278 (70.239) 156.528 82.046 1.757 1.090.958 92.856 997.434 668 106.614 3.965 102.649 15.794.395 TRL THOUSAND Audited Current Period 31/12/15 FC Total TRL 5.747.850 14.867.633 7.961.745 152.556 219.799 98.630 5.595.294 14.647.834 7.863.115 35.662 139.600 40.402 2.099.157 2.220.233 69.042 2.012.699 1.440.582 144.043 1.868.656 1.440.582 1.189.806 1.137.037 425.588 494.389 764.218 642.648 131 754 131 754 230.193 325.729 262.058 4.975 206.189 194.049 464 11.596 1.798 483 14.046 1.920 (19) (2.450) (122) 5.049 375.243 323.909 177.980 163.033 57.339 60.717 5.049 139.924 100.159 41.944 91.583 34.368 61.960 7.576 29.623 498.221 498.221 2.526.942 2.391.813 1.158.000 1.087.187 171.370 197.193 1.278 4.263 (70.239) (9.249) 156.528 204.588 82.046 1.757 (2.409) 1.090.958 883.400 92.856 82.394 997.434 800.338 668 668 106.614 224.033 3.965 64 102.649 223.969 8.621.571 The accompanying notes are an integral part of these financial statements 24.415.966 13.914.772 Audited Prior Period 31/12/14 FC Total 5.576.863 13.538.608 78.219 176.849 5.498.644 13.361.759 56.839 97.241 1.086.786 1.155.828 1.440.582 1.440.582 1.137.037 494.389 642.648 754 754 103.743 365.801 6.456 200.505 4.843 6.641 4.968 6.888 (125) (247) 315 324.224 163.033 60.717 315 100.474 91.583 61.960 29.623 436.671 436.671 2.391.813 1.087.187 197.193 4.263 (9.249) 204.588 (2.409) 883.400 82.394 800.338 668 224.033 64 223.969 7.272.516 21.187.288 96 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. UNCONSOLIDATED OFF-BALANCE SHEET CONTINGENCIES AND COMMITMENTS (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) TRL THOUSAND Note Ref. A. OFF BALANCE SHEET CONTINGENCIES AND COMMITMENTS (I+II+III) I. GUARANTEES AND SURETIES 1.1. Letters of guarantee 1.1.1. Guarantees subject to State Tender Law 1.1.2. Guarantees given for foreign trade operations 1.1.3. Other letters of guarantee 1.2. Bank loans 1.2.1. Import letter of acceptance 1.2.2. Other bank acceptances 1.3. Letters of credit 1.3.1. Documentary letters of credit 1.3.2. Other letters of credit 1.4. Prefinancing given as guarantee 1.5. Endorsements 1.5.1. Endorsements to the Central Bank of Turkey 1.5.2. Other endorsements 1.6. Securities issue purchase guarantees 1.7. Factoring guarantees 1.8. Other guarantees 1.9. Other sureties II. COMMITMENTS 2.1. Irrevocable commitments 2.1.1. Forward asset purchase commitments 2.1.2. Forward deposit purchase and sales commitments 2.1.3. Share capital commitment to associates and subsidiaries 2.1.4. Loan granting commitments 2.1.5. Securities underwriting commitments 2.1.6. Commitments for reserve deposit requirements 2.1.7. Payment commitment for checks 2.1.8. Tax and fund liabilities from export commitments 2.1.9. Commitments for credit card expenditure limits 2.1.10. Commitments for promotions related with credit cards and banking activities 2.1.11. Receivables from short sale commitments 2.1.12. Payables for short sale commitments 2.1.13. Other irrevocable commitments 2.2. Revocable commitments 2.2.1. Revocable loan granting commitments 2.2.2. Other revocable commitments III. DERIVATIVE FINANCIAL INSTRUMENTS 3.1 Derivative financial instruments for hedging purposes 3.1.1 Fair value hedge 3.1.2 Cash flow hedge 3.1.3 Hedge of net investment in foreign operations 3.2 Held for trading transactions 3.2.1 Forward foreign currency buy/sell transactions 3.2.1.1 Forward foreign currency transactions-buy 3.2.1.2 Forward foreign currency transactions-sell 3.2.2 Swap transactions related to f.c. and interest rates 3.2.2.1 Foreign currency swap-buy 3.2.2.2 Foreign currency swap-sell 3.2.2.3 Interest rate swaps-buy 3.2.2.4 Interest rate swaps-sell 3.2.3 Foreign currency, interest rate and securities options 3.2.3.1 Foreign currency options-buy 3.2.3.2 Foreign currency options-sell 3.2.3.3 Interest rate options-buy 3.2.3.4 Interest rate options-sell 3.2.3.5 Securities options-buy 3.2.3.6 Securities options-sell 3.2.4 Foreign currency futures 3.2.4.1 Foreign currency futures-buy 3.2.4.2 Foreign currency futures-sell 3.2.5 Interest rate futures 3.2.5.1 Interest rate futures-buy 3.2.5.2 Interest rate futures-sell 3.2.6 Other B. CUSTODY AND PLEDGED ITEMS (IV+V+VI) IV. ITEMS HELD IN CUSTODY 4.1. Assets under management 4.2. Investment securities held in custody 4.3. Checks received for collection 4.4. Commercial notes received for collection 4.5. Other assets received for collection 4.6. Assets received for public offering 4.7. Other items under custody 4.8. Custodians V. PLEDGED ITEMS 5.1. Marketable securities 5.2. Guarantee notes 5.3. Commodity 5.4. Warranty 5.5. Properties 5.6. Other pledged items 5.7. Pledged items-depository VI. ACCEPTED INDEPENDENT GUARANTEES AND WARRANTIES TOTAL OFF BALANCE SHEET ACCOUNTS (A+B) (1) (1) (3) (2) TRL 10.552.409 3.773.631 3.743.483 126.247 3.617.236 21.092 12.360 8.732 9.056 2.308.339 2.044.140 55.286 743.330 640.840 5.826 597.580 1.278 264.199 264.199 4.470.439 4.470.439 299.782 149.177 150.605 4.099.262 814.950 3.284.312 71.395 44.639 26.756 328.843.171 2.270.203 175.816 2.031.893 51.478 9.864 1.151 1 326.539.344 75.742.997 21.604.874 227.699.581 1.491.892 33.624 339.395.580 Audited Current Period 31/12/15 FC 10.463.584 1.989.150 1.028.734 9.851 1.018.883 377.736 377.736 488.906 488.906 93.774 88.539 88.539 83.896 4.643 8.385.895 8.385.895 301.306 151.618 149.688 6.919.465 4.846.502 2.072.963 75.289 28.093 47.196 1.089.835 115.082.527 837.929 51.623 138.417 10.797 549.529 87.563 114.243.804 312 19.544.880 4.296.281 90.374.442 27.889 794 125.546.111 The accompanying notes are an integral part of these financial statements Total 21.015.993 5.762.781 4.772.217 136.098 4.636.119 398.828 390.096 8.732 488.906 488.906 102.830 2.396.878 2.132.679 139.182 747.973 640.840 5.826 597.580 1.278 264.199 264.199 12.856.334 12.856.334 601.088 300.795 300.293 11.018.727 5.661.452 5.357.275 146.684 72.732 73.952 1.089.835 443.925.698 3.108.132 227.439 2.170.310 62.275 559.393 88.714 1 440.783.148 312 95.287.877 25.901.155 318.074.023 1.519.781 34.418 TRL 10.124.142 3.724.770 3.708.350 104.474 3.603.876 7.962 75 7.887 8.458 2.092.413 1.788.592 40.178 569.330 581.746 6.171 589.246 1.921 303.821 303.821 4.306.959 4.306.959 415.838 94.185 321.653 3.832.068 1.016.040 2.810.028 3.000 3.000 59.053 39.803 19.250 290.954.113 2.416.373 340.486 2.009.670 55.864 9.442 910 1 288.507.890 343 65.342.278 18.943.265 202.765.163 1.456.841 29.850 464.941.691 301.078.255 Audited Prior Period 31/12/14 FC 10.535.829 1.866.916 1.014.070 13.109 1.000.961 275.515 275.515 467.274 467.274 110.057 95.441 95.441 91.359 4.082 8.573.472 8.573.472 405.170 316.398 88.772 7.160.144 4.595.167 2.564.977 59.998 18.354 41.644 948.160 92.524.954 851.047 25.356 193.477 5.690 556.694 69.830 91.672.529 2.418 15.598.031 2.804.177 73.234.903 33.000 1.378 103.060.783 Total 20.659.971 5.591.686 4.722.420 117.583 4.604.837 283.477 275.590 7.887 467.274 467.274 118.515 2.187.854 1.884.033 131.537 573.412 581.746 6.171 589.246 1.921 303.821 303.821 12.880.431 12.880.431 821.008 410.583 410.425 10.992.212 5.611.207 5.375.005 3.000 3.000 119.051 58.157 60.894 948.160 383.479.067 3.267.420 365.842 2.203.147 61.554 566.136 70.740 1 380.180.419 2.761 80.940.309 21.747.442 276.000.066 1.489.841 31.228 404.139.038 97 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. UNCONSOLIDATED STATEMENT OF INCOME (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) TRL THOUSAND I. 1.1 1.2 1.3 1.4 1.5 1.5.1 1.5.2 1.5.3 1.5.4 1.6 1.7 II. 2.1 2.2 2.3 2.4 2.5 III. IV. 4.1 4.1.1 4.1.2 4.2 4.2.1 4.2.2 V. VI. 6.1 6.2 6.3 VII. VIII. IX. X. XI. XII. XIII. XIV. XV. XVI. 16.1 16.2 XVII. XVIII. 18.1 18.2 18.3 XIX. 19.1 19.2 19.3 XX. XXI. 21.1 21.2 XXII. XXIII. INCOME STATEMENT INTEREST INCOME Interest on loans Interest received from reserve deposits Interest received from banks Interest received from money market placements Interest received from marketable securities portfolio Held-for-trading financial assets Financial assets at fair value through profit and loss Available-for-sale financial assets Investments held-to-maturity Finance lease income Other interest income INTEREST EXPENSE Interest on deposits Interest on funds borrowed Interest on money market borrowings Interest on securities issued Other interest expense NET INTEREST INCOME (I - II) NET FEES AND COMMISSIONS INCOME Fees and commissions received Non-cash loans Other Fees and commissions paid Non-cash loans Other DIVIDEND INCOME NET TRADING INCOME/LOSSES (NET) Capital Market Trading gains/ (losses) Derivative Instrument gains/(loses) Foreign exchange gains/ (losses) OTHER OPERATING INCOME NET OPERATING INCOME (III+IV+V+VI+VII) PROVISION FOR LOAN LOSSES AND OTHER RECEIVABLES (-) OTHER OPERATING EXPENSES (-) NET OPERATING INCOME/(LOSS) (VIII-IX-X) AMOUNT IN EXCESS RECORDED AS GAIN AFTER MERGER GAIN / (LOSS) ON EQUITY METHOD GAIN / (LOSS) ON NET MONETARY POSITION PROFIT/(LOSS) FROM CONTINUED OPERATIONS BEFORE TAXES (XI+…+XIV) TAX PROVISION FOR CONTINUED OPERATIONS (±) Provision for current income taxes Provision for deferred taxes NET PROFIT/(LOSS) FROM CONTINUED OPERATIONS (XV±XVI) INCOME ON DISCONTINUED OPERATIONS Income on assets held for sale Income on sale of associates, subsidiaries and jointly controlled entities (Joint vent.) Income on other discontinued operations LOSS FROM DISCONTINUED OPERATIONS (-) Loss from assets held for sale Loss on sale of associates, subsidiaries and jointly controlled entities (Joint vent.) Loss from other discontinued operations PROFIT / (LOSS) ON DISCONTINUED OPERATIONS BEFORE TAXES (XVIII-XIX) TAX PROVISION FOR DISCONTINUED OPERATIONS (±) Provision for current income taxes Provision for deferred taxes NET PROFIT/LOSS FROM DISCONTINUED OPERATIONS (XX±XXI) NET PROFIT/LOSS (XVII+XXII) Earnings per share "Note Ref." (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (8) (9) (10) (11) The accompanying notes are an integral part of these financial statements Audited Current Period 01.01.2015 - 31.12.2015 2.283.308 2.035.110 7.722 2.367 1.496 235.665 435 119.324 115.906 948 1.226.923 899.019 69.884 145.217 90.720 22.083 1.056.385 285.916 341.302 63.536 277.766 55.386 55.386 7.350 (218.569) 10.376 (86.553) (142.392) 237.917 1.368.999 431.131 852.622 85.246 85.246 17.403 17.403 102.649 102.649 0,090 Audited Prior Period 01.01.2014 - 31.12.2014 2.099.702 1.880.497 485 2.656 3.388 210.943 543 71.205 139.195 1.733 1.121.722 860.101 48.842 97.363 104.347 11.069 977.980 245.691 295.362 68.406 226.956 49.671 49.671 1.266 (34.131) 45.834 (179.792) 99.827 186.108 1.376.914 296.117 800.096 280.701 280.701 (56.732) (71.456) 14.724 223.969 223.969 0,201 Change in fair value of marketable securities (Transfer to Profit/Loss) Reclassification and transfer of derivatives accounted for cash flow hedge purposes to Income Statement Transfer of hedge of net investments in foreign operations to Income Statement Other Total Profit/Loss accounted for the period (X±XI) 11.1 11.2 11.3 11.4 XII. The accompanying notes are an integral part of these financial statements Profit/Loss 84.073 96.027 - - 6.622 102.649 (18.576) XI. - - 4.644 The effect of corrections of errors and changes in accounting policies VII. Total Net Profit/Loss accounted under equity (I+II+…+IX) Profit/Loss from derivative financial instruments for hedge of net investment in foreign operations (Effective portion of fair value differences) VI. - Deferred tax of valuation differences Profit/Loss from derivative financial instruments for cash flow hedge purposes (Effective portion of fair value differences) V. - - X. Currency translation differences IV. IX. Intangible assets revaluation differences III. 47.810 (76.238) 5.208 Tangible assets revaluation differences II. 244.851 196.598 - - 27.371 223.969 20.882 (5.220) (3.326) - - - - - 34.643 (5.215) Audited Prior Period 01.01.2014 31.12.2014 Current Period 01.01.2015 31.12.2015 TRL THOUSAND Audited VIII. Other profit loss items accounted under equity due to TAS Additions to marketable securities revaluation differences for available for sale financial assets I. STATEMENT OF PROFIT AND LOSS ACCOUNTED FOR UNDER EQUITY (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) STATEMENT OF UNCONSOLIDATED GAINS AND LOSSES RECOGNISED IN EQUITY ŞEKERBANK T.A.Ş. 98 ŞEKERBANK ANNUAL REPORT 2015 I. VIII. IX. X. XI. XII. 12.1 12.2 XIII. XIV. XV. XVI. XVII. XVIII. 18.1 18.2 18.3 II. III. IV. 4.1 4.2 V. VI. VII. Closing Balance (I+II+III+…+XVI+XVII+XVIII) Changes in period Increase/Decrease related to merger Marketable securities valuation differences Hedging Funds (Effective Portion) Cash-flow hedge Hedge of net investment in foreign operations Tangible assets revaluation differences Intangible assets revaluation differences Bonus shares obtained from associates, subsidiaries and jointly controlled entities (Joint vent.) Foreign exchange differences The disposal of assets The reclassification of assets The effect of change in associate’s equity Capital increase Cash Internal sources Share premium Share cancellation profits Inflation adjustment to paid-in capital Other Period net income/(loss) Profit distribution Dividends distributed Transfers to reserves Other Closing Balance (I+II+III+…+XVI+XVII+XVIII) Audited CURRENT PERIOD 01.01.2015 - 31.12.2015 Prior period balance VIII. IX. X. XI. XII. 12.1 12.2 XIII. XIV. XV. XVI. XVII. XVIII. 18.1 18.2 18.3 II. III. IV. 4.1 4.2 V. VI. VII. Changes in period Increase/Decrease related to merger Marketable securities valuation differences Hedging Funds (Effective Portion) Cash-flow hedge Hedge of net investment in foreign operations Tangible assets revaluation differences Intangible assets revaluation differences Bonus shares obtained from associates, subsidiaries and jointly controlled entities (Joint vent.) Foreign exchange differences The disposal of assets The reclassification of assets The effect of change in associate’s equity Capital increase Cash Internal sources Share premium Share cancellation profits Inflation adjustment to paid-in capital Other Period net income/(loss) Profit distribution Dividends distributed Transfers to reserves Other I. Audited PRIOR PERIOD 01.01.2014 - 31.12.2014 Beginning Balance STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (13) Note Ref. 1.278 (2.985) 1.278 (4.263) - - 4.263 4.263 4.263 - - - - - - - - - - - Share certificate "Share cancellation premium" profits 92.856 10.462 10.462 - - 82.394 82.394 10.511 10.511 - - 71.883 - - - - - - - - 997.434 (16.475) (16.475) 213.571 213.571 - - 800.338 800.338 199.705 199.705 - - 600.633 "Legal "Statutory "Extraordinary Reserves" Reserves" Reserves" 2.425 4.166 - - (1.741) (1.741) (2.660) - - 919 102.649 102.649 - - - 223.969 223.969 - - - 3.965 (224.033) (224.033) - 3.965 - 224.033 64 (210.216) (210.216) - 64 - 210.216 "Current "Prior Period Net Period Net Other Income/ Income/ Reserves (Loss)" (Loss)" The accompanying notes are an integral part of these financial statements - - 70.813 45.813 25.000 1.158.000 - - - 1.087.187 - - 87.187 87.187 1.087.187 - - - 1.000.000 Paid-in Capital "Effect of inflation Accounting on Capital and Other Capital Reserves" (70.239) - (60.990) - (9.249) (9.249) - (4.172) - (5.077) "Marketable Securities Value Increase Fund" 156.528 (82.046) (4.262) (4.262) - 38.248 - 204.588 204.588 - 27.714 - 176.874 - - - - - - - - Tangible and Bonus Intangible shares Assets obtained Revaluation from Differences Associates - - - - - - - - Total Equity 82.046 82.046 - - - - - - 2.526.942 47.091 47.091 4.166 102.649 - (60.990) 42.213 - 2.391.813 2.391.813 87.187 87.187 4.263 (2.660) 223.969 - (4.172) 27.778 - - 2.055.448 Acc. valuation diff. from assets held for sale and Hedging assets from Funds disc. op. (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) UNCONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY ŞEKERBANK T.A.Ş. FINANCIAL STATAMENTS 99 100 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. STATEMENT OF UNCONSOLIDATED CASH FLOWS (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Note Ref. A. CASH FLOWS FROM BANKING OPERATIONS 1.1 Operating profit before changes in operating assets and liabilities 1.1.1 1.1.2 1.1.3 1.1.4 1.1.5 1.1.6 1.1.7 1.1.8 1.1.9 Interest received Interest paid Dividend received Fees and commissions received Other income Collections from previously written off loans Payments to personnel and service suppliers Taxes paid Others 1.2 Changes in operating assets and liabilities 1.2.1 1.2.2 1.2.3 1.2.4 1.2.5 1.2.6 1.2.7 1.2.8 1.2.9 1.2.10 Net (increase) decrease in financial assets held for trading Net (increase) decrease in financial assets at fair value through profit or loss Net (increase) decrease in due from banks and other financial institutions Net (increase) decrease in loans Net (increase) decrease in other assets Net increase (decrease) in bank deposits Net increase (decrease) in other deposits Net increase (decrease) in funds borrowed Net increase (decrease) in matured payables Net increase (decrease) in other liabilities I. Net cash provided from banking operations B. CASH FLOWS FROM INVESTING ACTIVITIES II. Net cash provided from investing activities 2.1 2.2 2.3 2.4 2.5 2.6 2.7 2.8 2.9 Cash paid for purchase of entities under common control, associates and subsidiaries Cash obtained from sale of entities under common control, associates and subsidiaries Fixed assets purchases Fixed assets sales Cash paid for purchase of financial assets available for sale Cash obtained from sale of financial assets available for sale Cash paid for purchase of investment securities Cash obtained from sale of investment securities Others C. CASH FLOWS FROM FINANCING ACTIVITIES III. Net cash provided from financing activities 3.1 3.2 3.3 3.4 3.5 3.6 Cash obtained from funds borrowed and securities issued Cash used for repayment of funds borrowed and securities issued Capital increase Dividends paid Payments for finance leases Other IV. Effect of change in foreign exchange rate on cash and cash equivalents V. Net increase / (decrease) in cash and cash equivalents VI. Cash and cash equivalents at beginning of the period VII. Cash and cash equivalents at end of the period The accompanying notes are an integral part of these financial statements (1) (1) (1) Audited Current Period 01.01.2015 - 31.12.2015 TRL THOUSAND Audited Prior Period 01.01.2014 - 31.12.2014 344.668 47.347 2.116.426 (1.170.785) 2.840 341.302 237.917 246.951 (380.544) (31.354) (1.018.085) 1.993.973 (1.049.621) 1.231 295.362 285.935 287.215 (362.500) (48.359) (1.355.889) 177.402 (317.937) (3.426) (2.319.346) (446.084) 1.065.651 827.611 1.057.365 (4.369) 1.501 2.071 (1.458.607) (454.785) 830.025 647.857 90.056 23.945 522.070 (270.590) (440.360) (452.089) (37.459) 136.024 (2.078.835) 1.376.394 212.970 (49.454) (3.333) (39.973) 123.634 (12.355.434) 11.876.717 (216.928) 207.432 (44.204) (120.102) 419.461 937.142 (1.091.585) 47.091 (12.750) - 861.846 (508.500) 91.450 (25.335) - 80.794 30.419 42.402 (272.799) (2) 581.131 853.930 (3) 623.533 581.131 101 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. PROFIT DISTRIBUTION TABLE (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) TRL THOUSAND I. DISTRIBUTION OF CURRENT YEAR INCOME 1.1 1.2 1.2.1 1.2.2 1.2.3 CURRENT YEAR INCOME TAXES AND DUTIES PAYABLE (-) Corporate tax (Income tax) Income witholding tax Other taxes and duties (**) A. NET INCOME FOR THE YEAR (1.1-1.2) 1.3 1.4 1.5 PRIOR YEARS’ LOSSES (-) FIRST LEGAL RESERVES (-) OTHER STATUTORY RESERVES (-) B. NET INCOME AVAILABLE FOR DISTRIBUTION [(A-(1.3+1.4+1.5)] 1.6 1.6.1 1.6.2 1.6.3 1.6.4 1.6.5 1.7 1.8 1.9 1.9.1 1.9.2 1.9.3 1.9.4 1.9.5 1.10 1.11 1.12 1.13 1.14 FIRST DIVIDEND TO SHAREHOLDERS (-) To owners of ordinary shares To owners of preferred shares To owners of preferred shares (preemptive rights) To profit sharing bonds To holders of profit and loss sharing certificates DIVIDENDS TO PERSONNEL (-) DIVIDENDS TO BOARD OF DIRECTORS (-) SECOND DIVIDEND TO SHAREHOLDERS (-) To owners of ordinary shares To owners of preferred shares To owners of preferred shares (preemptive rights) To profit sharing bonds To holders of profit and loss sharing certificates SECOND LEGAL RESERVES (-) STATUTORY RESERVES (-) EXTRAORDINARY RESERVES OTHER RESERVES SPECIAL FUNDS II. DISTRIBUTION OF RESERVES 2.1 2.2 2.3 2.3.1 2.3.2 2.3.3 2.3.4 2.3.5 2.4 2.5 DISTRIBUTED RESERVES SECOND LEGAL RESERVES (-) DIVIDENDS TO SHAREHOLDERS (-) To owners of ordinary shares To owners of preferred shares To owners of preferred shares (preemptive rights) To profit sharing bonds To holders of profit and loss sharing certificates DIVIDENDS TO PERSONNEL (-) DIVIDENDS TO BOARD OF DIRECTORS (-) III. EARNINGS PER SHARE 3.1 3.2 3.3 3.4 TO OWNERS OF ORDINARY SHARES TO OWNERS OF ORDINARY SHARES ( % ) TO OWNERS OF PREFERRED SHARES TO OWNERS OF PREFERRED SHARES ( % ) IV. DIVIDEND PER SHARE 4.1 4.2 4.3 4.4 TO OWNERS OF ORDINARY SHARES TO OWNERS OF ORDINARY SHARES ( % ) TO OWNERS OF PREFERRED SHARES TO OWNERS OF PREFERRED SHARES ( % ) (*) Resolution regarding profit distribution will be decided at the General Meeting. Defered tax gain is not included in the profit distribution in accordance with 2004/3 Numbered circular of BRSA (**) The accompanying notes are an integral part of these financial statements Audited Current Period 31.12.2015 (*) Audited Prior Period 31/12/14 85.246 17.403 17.403 280.701 (56.732) (71.456) 14.724 102.649 223.969 - 10.462 - 102.649 213.507 - 213.571 - - - 0,090 9 - 0,201 20 - - - 102 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) SECTION THREE ACCOUNTING PRINCIPLES I. Basis of Presentation The Bank prepares financial statements and notes according to Communiqué on Banks’ Accounting Practice and Maintaining Documents, other regulations, communiqués and circulars in respect of accounting and financial reporting and pronouncements issued by the Banking Regulation and Supervision Agency (BRSA) and the Turkish Accounting Standards (TAS) and the Turkish Financial Reporting Standards (TFRS) and the related statements and guidances announced by the Public Oversight, Accounting and Auditing Standards Authority (“POA”). Additional paragraph for convenience translation to English The effects of differences between accounting principles and standards set out by regulations in conformity with Article 37 of the Banking Law No. 5411, accounting principles generally accepted in countries in which the accompanying consolidated financial statements are to be distributed and the International Financial Reporting Standards (“IFRS”) have not been quantified in the accompanying unconsolidated financial statements. Accordingly, the accompanying unconsolidated financial statements are not intended to present the financial position, results of operations and changes in financial position and cash flows in accordance with the accounting principles generally accepted in such countries and IFRS. II. Explanations on Usage Strategy of Financial Assets and Foreign Currency Transactions The Bank aims to keep up its activities in every line of banking. The Bank shapes its strategies for financial instruments depending on the source of funds, which mainly consists of deposits. Investment instruments are selected among liquid instruments. A level of liquidity which allows for covering obligations is kept. The Bank controls risk by managing currency positions in harmony with market movements on the strength of short-term strategies instead of carrying longterm currency positions in big amounts, in order to avoid risks which might arise from floating currency (exchange rate) regime. A currency risk arising from customer transactions, the Bank tries to close by carrying out countertransactions. Yield (return) and risk analyses are made in regard of maturity structure of balance sheet items, re-pricing periods and interest rates, and appropriate investment decisions are made. Budget contains limits on maturity basis and distributions of assets items are defined. The Bank’s off-balance sheet term transactions are managed by including such transactions in the Bank’s total currency and interest positions. Term transactions to be made by customers are carried out within loan and risk limits established on customer basis. Currency swaps, in particular, being a larger part of the offbalance sheet transactions, are carried out to manage the Bank’s currency cash flow without causing currency and interest risks. The Bank aims to get longer-term funds (resources) in order to be able to hedge itself against risks arising from short-term character of deposits, while trying to increase the share of floating interest rate items in its assets. III. Explanations on Foreign Currency Transactions The foreign currency monetary assets and liabilities followed under balance sheet are converted into Turkish Lira at exchange rate at the balance sheet date. The non-monetary accounts carried at fair value are converted from the exchange rates at the time the fair value was determined. Exchange rate differences arising from monetary items conversion is stated under the income statement. IV. Explanations on Associates and Subsidiaries Associates and subsidiaries are recorded at the cost of acquisition and provision is provided for any impairment in value. V. Explanations on Forward and Option Contracts and Derivative Instruments The Bank’s derivative instruments consist of foreign currency swaps, interest swaps, option and forward foreign currency buy/sell transactions. Fair values of foreign currency forward and swap transactions are determined by comparing the Bank’s period end foreign exchange rates and current market foreign exchange rates to the balance sheet date. The resulting gain or loss is reflected in the income statement. In calculation of fair values of the interest swap contracts, interest amounts to be paid or received upon the fixed interest rate in the contract and interest amounts to be received or paid upon the floating interest rates in the contracts have been recalculated and discounted in accordance to valid interest rates in the current market and the differences have been reflected to the current term income statement. Discounted values calculated using the interest rates between the transaction date and repricing date are used in determination of the fair values of interest rate swaps. Some of the derivative instruments, although made for economical hedging purposes, are accounted as trading transactions since they are not qualified to be a hedging instrument as per “Financial Instruments: Recognition and Measurement” (“TAS 39”). Realized gains or losses are reflected in the statement of income on these derivative instruments. VI. Explanations on Interest Income and Expenses The interest income and expenses are accounted by accrual basis of accounting using the effective interest rate (the ratio that equalizes the future cash flow of financial assets and liabilities to the current net book value). According to the related legislation, interest accruals and discounts on loans and other receivables which become doubtful are cancelled and such amounts are recorded as interest income when they are collected. VII. Explanations on Fees and Commission Income and Expenses Fees for various banking services are recorded as income when collected and prepaid commission income on cash loans using the effective interest rate rediscount method and then recorded as income in the related period. Fees and commissions for funds borrowed paid to other financial institutions, as part of the transaction costs, are recorded as prepaid expenses and using the effective interest rate expensed within the related periods. The dividend income is reflected in the financial statements on a cash basis when the profit distribution is realized by the associates and subsidiaries. 103 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) VIII. Explanations on Financial Assets Financial instruments comprise financial assets, financial liabilities and derivative instruments. Financial instruments form a significant part of the Bank’s operations. Financial instruments affect liquidity, market, and credit risks on the Bank’s balance sheet in all respects. The Bank trades these instruments on behalf of its customers and on its own behalf. Financial instruments expose, affect credit and interest risks and diminish the liquidity in the financial statements. All regular way purchases and sales of financial assets are recognized on the settlement date i.e. the date that the asset is delivered to or by the Bank. Settlement date accounting requires (a) accounting of the asset when acquired by the institution and (b) disposing of the asset out of the balance sheet on the date settled by the institution; and accounting of gain or loss upon disposal. In case of application of settlement date accounting, for the financial assets at fair value through profit and loss, available for sale financial assets and securities held for trading, the Bank accounts for the changes that occur in the fair value of the asset in the period between trade transaction date and settlement date. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame generally established by regulation or convention in the market place. Changes in fair value of assets to be received during the period between the trade date and the settlement date are accounted for in the same way as the acquired assets. Fair value differences are not accounted for assets presented at cost or amortized cost; gain or loss of financial assets at fair value through profit and loss are reflected in the statement of income; gain or loss of available for sale assets are accounted for in the shareholders’ equity. As well as customer deposits, the Bank is funding its growing long term and fixed interest rate TRL loan portfolio through long term floating interest rate foreign currency resources provided from international markets. The Bank transforms the foreign currency liquidity which is created by funds provided from international markets to TRL liquidity through long term swap contracts, as a result of this situation the Bank can both provide TRL funds for the long term fixed rate loans and provide protection against interest rate risk. The Bank reflects swaps, used for funding long term and fixed interest rate TRL loan portfolio, with fair value in the financial statements. The Bank has initially classified these long term and fixed interest rate TRL loan portfolio funded through swaps as “financial assets at fair value through profit and loss” and follows them at fair value in the financial statements. TRL 11,657 Thousand of the housing, commercial instalment, consumer, vehicle and finance lendings’ principal amounts are classified as under the account of financial asset at fair value through profit and loss (31 December 2014 - TRL 22,229 Thousand). Held to Maturity Investments, Financial Assets Available for Sale and Loans Investments held to maturity include securities with fixed or determinable payments and fixed maturity where there is an intention of holding till maturity and the relevant conditions for fulfilment of such intention, including the funding ability and excluding loans and receivables. Available for sale financial assets include all securities other than loans and receivables, securities held to maturity and securities held for trading. The securities are initially recognized at cost including the transaction costs. The financial instruments are mentioned below with regard to their accounts classified in the financial statements and their valuations according to these classifications. Cash, Banks, and Other Financial Institutions Cash and cash equivalents comprise cash on hand, demand deposits, and highly liquid short-term investments with maturity of 3 months or less following the purchase date, not bearing risk of significant value change, and these investments that are readily convertible to a known amount of cash. The book values of these assets approximate their fair values. Financial Assets at Fair Value Through Profit and Loss Trading securities are securities which were either acquired to generate a profit from short-term fluctuations in price or dealer’s margin, or they are the securities included in a portfolio with a pattern of short-term profit taking. Trading securities are initially recognized at cost. Transaction costs of the related securities are included in the initial cost. The positive difference between the cost and fair value of such securities is accounted for as interest and income accrual, and the negative difference is accounted for as “Impairment Provision on Marketable Securities”. After the initial recognition, available-for-sale securities are measured at fair value and the unrealized gain/loss originating from the difference between the amortized cost and the fair value is recorded in “Marketable Securities Value Increase Fund” under the equity. Fair values of debt securities that are traded in an active market are determined based on quoted prices or current market prices. In the absence of prices formed in an active market, fair values of these securities are determined using the Official Gazette prices or other valuation methods stated in TAS. In case there is no market price in an active market, the other methods explained in TAS No: 39 are used for determination of the fair value. The real coupon rates for government bonds indexed to consumer price index are fixed throughout maturities. As per the statements made by the Turkish Treasury on the dates of issuance, such securities are valued taking into account the difference between the reference index at the issue date and the reference index at the balance sheet date to reflect the effects of inflation. Loans and receivables are financial assets raised by the Bank providing money to debtors, other than assets held for trading purposes or for the purpose of selling in the short-term. 104 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) After initial recognition held to maturity investments are measured at amortized cost by using effective interest rate less impairment losses, if any. The interests received from held-to-maturity investments are recorded as interest income. There are no financial assets that have been previously classified as held-tomaturity investments but cannot be currently classified as held-to-maturity for two years due to “tainting” rules. The Bank classifies its securities as referred to above at the acquisition date of related assets. Shares unquoted on the stock exchange amounting to TRL 7,236 Thousand are classified under “Other Marketable Securities” of Financial Assets Available for Sale in the current period (31 December 2014 - TRL 6,724 Thousand). Loans and Provisions for Impairment Loans and receivables are initially recognized at cost according to their original balances, after the initial recognition, they are accounted at amortized cost by using effective interest rate as stated in the TAS No: 39. Foreign currency-indexed individual and commercial loans are shown under Turkish Currency (“TRL”) accounts after having been converted into Turkish Lira at exchange rate at transaction date. Repayments are calculated at exchange rate at date of payment and exchange rate differences encountered are reflected in profit and loss accounts. Net foreign exchange gains of the foreign currency indexed loans are presented under foreign exchange gain/loss. Provision is set for the doubtful loans and the amount is charged in the current period income statement. The provisioning amount for non-performing loans are determined by the Bank’s management for compensating the probable losses of the doubtful loan portfolio, by evaluating the quality of loan portfolio, risk factors and considering the economy conditions, other facts and related regulations. The Bank Management applies provision policy for the “non-performing loans” in accordance with the requirements of the Turkish banking regulation adopted by the BRSA. The provisions are reflected in the income statement under “Provision and Impairment Expenses - Specific Provision Expense”. The collections made regarding these loans are first deducted from the principal amount of the loan and the remaining collections are deducted from interest receivables. The collections related to loans for which provision is made in the current period are reversed from the “Provision for Loans and Other Receivables” account in the income statement. The collections related to loans written off or provisioned in prior years are recorded to “Collections Related to the Prior Period Expenses” under “Other Operating Income” account and related interest income is credited to the “Interest Received from Non-performing Loans” account. Within the framework of the regulation and principles referred to in explanations above, in addition to specific loan loss provisions; the Bank records general loan loss provisions for loans and other receivables. Subsequent to the change in the regulation on “Change in the Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves” published in the Official Gazette No. 26779 dated 6 February 2008; for the watch list loans the provision rate has been changed to 2 % for cash loans and 0.4 % for non-cash loans. The Bank, as a consequence of the regulation published in the Official Gazette No. 27119 dated 23 January 2009 amending the “Regulation of Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves”, payment obligation arising from the Law No. 3167, “Arrangements of the Payments Made Through Cheque and Protection of the Cheque Holders” and other related regulations, applies one fourth of the related provision group rate for each leaf of the cheques given to loan customers whose loans are in third, fourth or fifth groups, and for those cheques which were delivered at least five years before the reporting period. Subsequent to the change in the regulation on “Change in the Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves” published in the Official Gazette No. 27947 dated 28 May 2011; the banks can change the conditions of the payment plan of the loans which are followed under standard loans and receivables. However if the original payment plan is changed, the general loan loss provision ratio for standard and for the loans and receivables under close monitoring should be 5 %. In accordance with the communiqué “The Change in the Determining the Nature of Loans and Receivables and Principles and Procedures on the Allocation of Loan and Receivable Provisions” published on 21 September 2012 No: 28418 of the Official Gazette, as of the latest month-end prior the effective date of the Communiqué, the Bank should provide provision amounted with the rates stated in the first paragraph of the Article 7 of the Communiqué, 40 % until 31 December 2012, 60% until 31 December 2013, 80% until 31 December 2014 and 100% until 31 December 2015, in general allowances for cash loans, close monitoring loans, letters of guarantees, sureties and other non-cash loans. The Bank has reflected 100% of the occurred difference in 31 December 2012 financial statements. As a consequence of the regulation published in the Official Gazette No. 28789 dated 8 October 2013 amending the “Change in the Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves” in case consumer loans other than mortgage loans exceed 25 % of total loans and non performing consumer loans other than mortgage loans exceeds 8 % of total consumer loans other than mortgage loans, general loan loss provision ratio is 4 % during maturity of consumer loans which are followed under standard loans and receivables except for mortgage loans; for the loans under close monitoring except for mortgage loans, the general loan provision ratio is 8 %. Also for export cash and non-cash loans followed under standard loans general loan provision ratio is 0 % and for SME cash loans general loan provision ratio is 0.5 % and for non-cash SME loans ratio is 0.1 %. 105 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) IX. Explanations on Impairment of Financial Assets XII. Explanations on Assets Held for Sale and Discontinued Operations At each balance sheet date, the Bank evaluates the carrying amounts of its financial asset or a group of financial assets to determine whether there is an objective indication that those assets have suffered an impairment loss. If any such indication exists, the Bank determines the related impairment. Assets held for sale are those assets or group of assets, which will be disposed under a plan prepared by the management regarding the sale of those asset or the group of assets together with an active program for determination of buyers and plan completion date. Those assets (or else the group of assets) are marketed in conformity with its fair value. On the other hand, the sale is expected to be recorded at the completed sale within one year after the classification date; and the necessary transactions and procedures to complete the plan should demonstrate the fact that the possibility of making significant changes or cancelling the plan is low. A financial asset or a financial asset group incurs impairment loss only if there is an objective indicator related to the occurrence (or non-occurrence) of one or more than one event (“loss event”) after the recognition of that asset; and such loss event (or events) causes, an impairment as a result of the effect on the reliable estimate of the expected future cash flows of the related financial asset and asset group. Irrespective of high probability, the expected losses caused by the future events are not recorded. X. Explanations on Offsetting of Financial Assets and Liabilities Financial assets and liabilities are offset when the Bank has a legally enforceable right to set off, and the intention of collecting or paying the net amount of related assets and liabilities or the right to offset the assets and liabilities simultaneously. As of 31 December 2015, the Bank has TRL 123,300 Thousand assets held for sale (31 December 2014 - None). A discontinued operation is a division of a bank that is either disposed or held for sale. Results of discontinued operations are included in the income statement separately. The Bank does not have any discontinued operations. XI. Explanations on Sales and Repurchase Agreements and Lending of Securities XIII. Explanations on Goodwill and Other Intangible Assets The sales and purchase of government securities under repurchase agreements made with the customers are being recorded in balance sheet accounts in accordance with the Uniform Chart of Accounts. Accordingly in the financial statements, the government bonds and treasury bills sold to customers under repurchase agreements are classified under securities held for trading, available for sale and held to maturity depending on the portfolio they are originally included in and are valued according to the valuation principles of the related portfolios. Funds obtained from repurchase agreements are classified as a separate subaccount under money market borrowings account in the liabilities. There is no goodwill regarding the investments in associates and subsidiaries. These transactions are short-term and consist of domestic public sector debt securities. The income and expenses from these transactions are reflected in the “Interest Income on Marketable Securities” and “Interest Expense on Money Market Borrowings” accounts in the income statement. Intangible assets are accounted for at restated cost until 31 December 2004 in accordance with inflation accounting and are amortized with straight-line method. After 31 December 2004 the cost of assets subject to amortization is restated as the acquisition cost and any other costs incurred in order to make the intangible asset ready for use less reserve for impairment, if any, are amortized on a straight-line method. The cost of assets subject to amortization is restated after deducting the exchange differences, capitalized financial expenses and revaluation increases, if any, from the cost of the assets. Those items classified as intangible assets mainly consist of software. As being different from determination of other intangible assets’ amortization periods, these items are determined to have 5 years of amortization. Software is mainly outsourced and the related expenses are not capitalized. As of 31 December 2015, the Bank does not have reverse repo transactions (31 December 2014 - TRL 73,205 Thousand). There are no anticipated changes in the accounting estimates about the amortization rate and method and residual values that would have a significant impact in the current and future periods. As of 31 December 2015, the Bank does not have marketable securities lending transactions (31 December 2014 - None). The Bank has no written off intangible fixed assets, which are fully amortized, in the current period (31 December 2014- None). 106 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) XIV. Explanations on Tangible Fixed Assets XV. Explanations on Leasing Transactions Cost of the Bank’s immovables has been adjusted for inflation until 31 December 2004. As of 31 December 2006, the Bank changed its accounting policy and adopted revaluation method on annual basis under scope of Standard on Tangible Fixed Assets (TAS 16) with respect to valuation of immovables included in its tangible fixed assets. Tangible Fixed Assets’ appraisal valuation was conducted by an independent valuation company as at 31 December 2015 reflected in the financial statements, accordingly. The difference between expertise value and cost as of 31 December 2015 is TRL 298,218 Thousand gross (after net off deferred tax, net amount is TRL 238,574 Thousand) (31 December 2014 gross: TRL 250,408 Thousand, net-off deferred tax amount TRL 200,326 Thousand). Tangible fixed assets acquired by financial leases are accounted for in accordance with TAS No: 17 “Leases”. In accordance with this standard, the leasing transactions, which consist of foreign currency liabilities, are translated to Turkish Lira with the exchange rates prevailing at the transaction dates and they are recorded as an asset or a liability. The foreign currency liabilities are translated to Turkish Lira with the Bank’s period end exchange rates. The increases/decreases resulting from the differences in the foreign exchange rates are recorded as expense/income in the relevant period. The financing cost resulting from leasing is distributed through the lease period to form a fixed interest rate. In addition to the interest expense, the Bank records depreciation expense for the depreciable leased assets in each period. The depreciation rate is determined in accordance with TAS No: 16 “Accounting Standard for Tangible Fixed Assets” and the depreciation rate of these assets is 20 %. Other tangible fixed assets were accounted at their restated costs in line with inflation accounting until 31 December 2004; afterwards the acquisition cost and any other cost incurred to prepare the fixed asset for usage are reflected less reserve for impairment, if any, and depreciated on a straight-line method. Depreciation of assets held less than one year as of the balance sheet date is accounted for proportionately. There is no change in amortization method in current period and the annual rates used, which approximate rates based on the estimated economic useful lives of the related assets, are as follows: Operating lease payments are recognized as expenses in the income statement on a straight line basis over the lease term. The Bank does not have any leasing transactions as lessor. % Buildings 2 Motor vehicles 20 Furniture, fixtures and office equipment and others Leasehold improvements 2 – 20 During the lease agreement Gain or loss resulting from disposals of the tangible fixed assets is reflected to the income statement as the difference between the net proceeds and net book value. Maintenance costs of tangible fixed assets are capitalized if they extend the economic useful life of related assets. Other maintenance costs are expensed. There are no pledges, mortgages or other restrictions on the tangible fixed assets. There is no purchase commitments related to the tangible fixed assets. The Bank reviews the residual value and the useful life of buildings at least at each financial year-end and, if expectations differ from previous estimates, the changes accounted for as a change in an accounting estimate in accordance with TAS 8 Accounting Policies, Changes in Accounting Estimates and Errors. The Bank has TRL 1,751 Thousand written off other fixed assets in the current period (31 December 2014 - TRL 47 Thousand). XVI. Explanations on Provisions and Contingent Liabilities Provisions are recognized when there is a present obligation, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are determined by using the Bank’s best expectation of expenses in fulfilling the obligation, and discounted to present value if material. XVII. Explanations on Liabilities Regarding Employee Benefits Defined Benefit Plans In accordance with existing social legislation in Turkey, the Bank is required to make lump-sum termination indemnities over a 30 day salary for each employee who has completed over one year of service, whose employment is terminated due to retirement or for reasons other than resignation or misconduct. The Bank is also required to make a payment for the period of notice calculated over each service year of the employee whose employment is terminated for reasons other than resignation or misconduct. Total benefit is calculated in accordance with TAS No: 19 “Turkish Accounting Standard on Employee Benefits”. Such benefit plans are unfunded since there is no funding requirement in Turkey. The cost of providing benefits to the employees for the services rendered by them under the defined benefit plan is determined by independent actuaries annually using the projected unit credit method. 107 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) In calculating the related liability to be recorded in the financial statements for these defined benefit plans, the Bank uses independent actuaries and also makes assumptions and estimation relating to the discount rate to be used, turnover of employees, future change in salaries/limits, etc. These estimations are reviewed annually. According to revised TAS 19 published as at 1 January 2013, actuarial gain/ losses are recorded under equity. As of 31 December 2015 , the carrying value of employee benefit provisions is TRL 57,339 Thousand that consists of employee termination benefit provisions amounting to TRL 53,380 Thousand and employee vacation pay provisions amounting to TRL 3,959 Thousand (31 December 2014 employee termination benefit provisions was TRL 57,994 Thousand and employee vacation benefit provisions was TRL 2,723 Thousand). The above mentioned law also includes the following: • Through a commission constituted by the attendance of one representative separately from the Social Security Institution, Ministry of Finance, Turkish Treasury, State Planning Organization, Banking Regulation and Supervision Agency, Savings Deposit Insurance Fund, one from each pension fund, and one representative from the organization employing pension fund contributors, related to the transferred persons, the cash value of the liabilities of the pension fund as of the transfer date will be calculated by considering their income and expenses in terms of the lines of insurance within the context of the related Law, and technical interest rate of 9.8% will be used in the actuarial calculation of the value in cash, • And that after the transfer of the pension fund contributors, the ones who receive salaries or income from these funds and their rightful beneficiaries to the Social Security Institution, these persons’ uncovered social rights and payments, despite being included in the trust indenture that they are subject to, will be continued to be covered by the pension funds and the employers of pension fund contributors Defined Contribution Plans Şekerbank T.A.Ş. Pension Fund, of which most of the Bank’s employees are members, is established in accordance with the provisional Article 20 of the Social Security Act No: 506. As per the provisional article No: 23 of the Banking Law No: 5411, the Bank pension funds, which were established within the framework of Social Security Institution Law, should be transferred to the Social Security Institution within 3 years after the issuance of the related law. Methods and principles related to the transfer have been determined as per the Cabinet decision no: 2006/11345 made on 30 November 2006. However, the related article of the act has been cancelled upon the President’s application filed on 2 November 2005 by the Supreme Court’s order no: E.2005/39, K.2007/33 issued on 22 March 2007, which was published in the Official Gazette No: 26479 on 31 March 2007 and the execution of the decision was ceased as of the issuance date of the order. After the justified decree related to cancelling the provisional article 23 of the Banking Law was announced by the Constitutional Court on the Official Gazette dated 15 December 2007 and numbered 26731, Turkish Grand National Assembly started to work on establishing new legal regulations, and after it was approved at the General Assembly of the TGNA, the Law numbered 5754 “Emendating Social Security and General Health Insurance Act and Certain Laws and Decree Laws”, which was published on the Official Gazette dated 8 May 2008 and numbered 26870, came into effect. The new law decrees that the contributors of the Bank pension funds, the ones who receive salaries or income from these funds and their rightful beneficiaries will be transferred to the Social Security Institution and will be subject to this Law within 3 years after the release date of the related article, without any need for further operation. The threeyear transfer period can be prolonged for maximum 2 years by the Cabinet decision. However related transfer period has been prolonged for 2 years by the Cabinet decision dated 14 March 2011, which was published on the Official Gazette dated 9 April 2011 and numbered 27900. In addition, by the Law “Emendating Social Security and General Health Insurance Act”, which was published on the Official Gazette dated 8 March 2012 and numbered 28227, this period of 2 years has been raised to 4 years after that related transfer period has been prolonged for one more year by the Cabinet decision dated 08 April 2013, which was published on the Official Gazette dated 3 May 2013 and numbered 28636 also this period has revalidated one more year by the Cabinet decision dated 24 February 2014, which was published on the Official Gazette dated 30 April 2014 and numbered 28987. The Council of Ministers has been lastly authorized to determine the transfer date in accordance with the last amendment in the first paragraph of the 20th provisional article of Law No.5510 implemented by the Law No. 6645 on Amendment of the “Occupational Health and Safety Law and Other Laws and Decree Laws” published in the Official Gazette dated 23 April 2015 and numbered 29335. On the other hand, the application made on 19 June 2008 by the Republican People’s Party to the Constitutional Court for the annulment and motion for stay of some articles, including the first paragraph of the provisional article 20 of the Law, which covers provisions on transfers, was rejected in accordance with the decision taken at the meeting of the afore-mentioned court on 31 March 2011. The technical financial statements of the Pension Fund are reviewed by an actuary registered audit company in accordance with the Article 21 of the Insurance Law numbered 5684 and the requirements of the “Actuary Regulations” issued based on the Article 38. There was TRL 7,941Thousand actuarial deficit in the actuary report dated January 2016 which was prepared using a technical interest rate of 9.80 % in accordance with the basis set out in the Council of Ministers decision no: 2006/11345 on 30 November 2006 (31 December 2014 - TRL 42,553 Thousand surplus). As of 31 December 2015, TRL 7,941 Thousand provision is recorded on the financial statements of the Bank (31 December 2014 - None). XVIII. Explanations on Taxation Corporate tax According to the Article 32 of the Corporate Tax Law No. 5520, accepted in the meeting of the Turkish Grand National Assembly of Turkey on 13 June 2006 and announced in the Official Gazette dated 21 June 2006, the corporate tax rate has been decreased from 30 % to 20 %, effective from 1 January 2006 as per the Article 37 of the Corporate Tax Law. The tax legislation requires advance tax payment of 20 % to be calculated and paid based on earnings generated for each quarter. The amounts thus calculated and paid are offset against the final tax liability for the year (31 December 2014 - 20 %). Annual tax returns are required to be filed between the first and twenty fifth day of the fourth month following the balance sheet date and paid in one instalment until the end of the related month. 108 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Tax provision related with items that are credited or charged directly to equity are charged or credited to equity. The Bank’s issued bills amount is TRL 425,588 Thousand as of 31 December 2015 (31 December 2014- TRL 494,389 Thousand). According to the Corporate Tax Law, tax losses can be carried forward for a maximum period of five years following the year in which the losses are incurred. Tax authorities can inspect tax returns and the related accounting records for a retrospective maximum period of five years. The Bank issued Asset Covered Bond amounting to TRL 1,500,000 Thousand and details are shown the table below. The investors are International Finance Corporation (IFC), Nederlandse Financierings-Maatschappij Voor Ontwikkelingslanden N.V. (FMO), UniCredit Bank AG, European Investment Bank (EIB), European Bank for Reconstruction and Development (EBRD), KfW Bankengruppe and qualified institutional investors. The transactions were conducted in line with the related Capital Market Board regulation and as a security the Bank’s SME loans were used. Outstanding Asset Covered Bond amount is TRL 764,218 Thousand as of 31 December 2015 (31 December 2014 – TRL 642,648 Thousand). Deferred Tax Liability / Asset The Bank calculates and reflects deferred tax asset or liability on timing differences which will result in taxable or deductible amounts in determining taxable profit of future periods. As of 31 December 2015 and 31 December 2014, in accordance with TAS No: 12 “Turkish Accounting Standard on Income Taxes” and the changes in the circular of the BRSA numbered BDDK.DZM.2/13/1-a-3 dated 8 December 2004, the Bank calculated deferred tax asset on all deductible temporary differences except for general loan reserves, if sufficient taxable profit in future periods to recover such amounts is probable; as well as deferred tax liability on all taxable temporary differences. Deferred tax assets and liabilities are shown in the accompanying financial statements on a net basis. The net deferred tax asset is included in deferred tax asset and the net deferred tax liability is reflected under deferred tax liability on the balance sheet. The deferred tax benefit of TRL 17,403 Thousand is stated under the tax provision line in the income statement (31 December 2014 – TRL 14,724 Thousand deferred tax benefit). The deferred tax liability of TRL 42,522 Thousand (31 December 2014 – TRL 47,166 Thousand deferred tax liability) resulting from differences related to items that are debited or charged directly to equity is netted with the related equity accounts. Furthermore, as per the above circular of the BRSA, deferred tax benefit balance resulting from netting of deferred tax assets and liabilities should not be used in dividend distribution and capital increase. XIX. Additional Explanations on Borrowings Issue Date 14 September 2011 14 September 2011 9 December 2011 9 December 2011 28 November 2013 27 February 2014 18 December 2015 (*) Series 2011-2 2011-3 2011-4 2011-5 2013-1 2014-1 Investors FMO IFC EIB EBRD KfW/EIF Qualified Institutional Investors 2015-1 EIB Amount 61,250 44,750 120,000 60,000 135,975 Outstanding Amount (*) 61,250 17,900 - Currency Maturity TRL 12.09.2016 TRL 12.09.2016 TRL 12.01.2015 TRL 12.01.2015 TRL 12.12.2014 361,846 319,400 361,846 319,400 TRL 13.03.2017 TRL 12.03.2019 Outstanding amounts do not include accruals. The Bank has not issued convertible bonds. XX. Explanations on Share Certificates The Bank’s paid-in capital has been increased to TRL 1,158,000 Thousand by contribution in kind in the amount TRL 25,000 Thousand, which composed of TRL 16,475 Thousand from extraordinary reserves, TRL 4,262 Thousand from subsidiaries and real estate sale profit, TRL 4,263 Thousand from share premium and by cash in the amount of TRL 45,813 Thousand in the reporting period. The borrowing costs related to purchase, production, or construction of qualifying assets that require significant time to be prepared for use and sale are included in the cost of assets until the relevant assets become ready to be used or to be sold. Financial investment income obtained by temporary placement of undisbursed investment loan in financial investments is offset against borrowing costs qualified for capitalization. XXI. Explanations on Acceptances All other borrowing costs are recorded to the income statement in the period they are incurred. There are no government incentives utilized by the Bank. Acceptances are realized simultaneously with the payment dates of the customers and they are presented as probable commitments in off-balance sheet accounts. XXII. Explanations on Government Incentives 109 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) XXIII. Explanations on Segment Reporting The Bank primarily deals with and engages in corporate, retail and SME banking in line with its strategy. Current Period Corporate SME Retail Other Net Interest Income Net Fees and Commission Income and Other Operating Income Dividend Income Trading Profit/(Loss) Impairment provision for loans and other receivables Other Operating Expenses 594,290 891,839 (325,424) Profit/(Loss) before taxes Taxation 600,897 944,211 (330,329) (1,129,533) - 93,691 163,983 7,350 - (94,434) - Net Profit for the Period Prior Period Net Interest Income (111,611) - 38,236 - Total (104,320) 1,056,385 227,923 523,833 7,350 (218,569) (218,569) (43,141) (181,945) (431,131) - (852,622) (852,622) 85,246 17,403 - - - - 102,649 Corporate SME Retail Other Total 466,983 839,962 (266,252) (62,713) 977,980 431,799 Net Fees and Commission Income and Other Operating Income 111,115 138,049 50,524 132,111 Dividend Income 1,266 - - - 1,266 - - - (34,131) (34,131) (57,842) (90,331) (32,057) (115,887) (296,117) Trading Profit/(Loss) Impairment provision for loans and other receivables Other Operating Expenses - Profit/(Loss) before taxes - - (800,096) (800,096) 521,522 887,680 (247,785) (880,716) 280,701 Taxation - - - - (56,732) Net Profit for the Period - - - - 223,969 Current Period Commercial SME Assets 9,214,596 5,832,582 Liabilities 4,827,402 Prior Period Commercial Treasury/ Retail Investment Undistributed Total 1,690,387 5,953,574 1,724,827 24,415,966 1,212,826 8,827,405 6,060,690 3,487,643 24,415,966 SME Treasury/ Retail Investment Undistributed Total Assets 6,389,331 6,472,009 1,793,739 4,998,288 1,533,921 21,187,288 Liabilities 4,917,692 7,344,867 4,268,113 3,380,567 21,187,288 1,276,049 XXIV. Explanations on Other Matters None. SECTION FOUR INFORMATION ON FINANCIAL STRUCTURE I. Explanations Related to the Capital Adequacy Standard Ratio The method used for risk measurement in determining capital adequacy standard ratio; capital adequacy standard ratio is calculated in accordance with the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks”, which was published on 28 June 2012 in the Official Gazette numbered 28337 and effective since 1 July 2012 and Communiqué on “Banks’ Equity” which was published on 5 September 2013 and in the Official Gazette numbered 28756 effective since 1 January 2014. In the current period, capital adequacy standard ratio is calculated in accordance with the Communiqué which is effective since 1 January 2014. The Bank’s unconsolidated capital adequacy ratio in accordance with the related communiqués is 13.66 % (31 December 2014 – 14.60 %). In the computation of capital adequacy standard ratio, data prepared in accordance with statutory accounting requirements are used. Additionally, the market risk exposure as well as the operational risk exposure are calculated in accordance with the communiqué on the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks” and are taken into consideration in the capital adequacy standard ratio calculation. The values deducted from the capital base in the shareholders’ equity computation are excluded while calculating risk-weighted assets, non-cash loans and contingent liabilities. Assets subject to depreciation and impairment among riskweighted assets are included in the calculations over their net book values after deducting the relative depreciations and provisions. In the calculation process of credit risk, risk types are classified based on “Measurement and Assessment of Capital Adequacy of Banks-Appendix 1” and financial collaterals taken into account according to the credit risk mitigation techniques communiqué and classified in the related risk weight. While simple approach is taken into account for banking book items, the Bank uses comprehensive approach for trading book items in the credit mitigation process. While calculating the basis of non-cash loans subject to credit risk, the net receivable amount from the counter parties net of provision amount set in accordance with the “Communiqué on Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves” is multiplied by the loan conversion rates presented in the Article 5 and related clauses of the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks”, and calculated by applying the risk weights presented in the Capital Adequacy Analysis Form. In the calculation of counterparty credit risk, the current exposure method is used according to the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks” the Article 21 and Appendix 2. 110 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information related to the capital adequacy ratio: Risk Weight Bank 0% 10% 20% 35% 50% 75% 100% 150% 200% 250% 5,613,395 - - - - - 29,598 - - - - - 74,025 - - - - - - - 641 - - - - - 7,402 - - - The Amount Subject to Credit Risk Risk Types Contingent and Non-Contingent Claims on Sovereigns Contingent and Non-Contingent Claims on Regional Governments and Local Authorities Contingent and Non-Contingent Claims on Administrative Units and Non-commercial Enterprises Contingent and Non-Contingent Claims on Multilateral Development Banks - - - - - - - - - - Contingent and Non-Contingent Claims on International Organizations - - - - - - - - - - Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary - - 48,421 - 48,201 - 147,657 - - - Contingent and Non-Contingent Claims on Corporate Receivables 97,490 - 2,507 - - - 8,211,213 - - - Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios 63,442 - - - - 5,497,071 Contingent and Non-Contingent Claims Secured by Residential Property - - - - 5,018,372 66,968 - - - - 4,097 - - - Past Due Loans - - - - - - 293,014 - - - Higher-Risk Categories Defined by Agency - - - - - - - 491,013 567,698 2 Collateralized Mortgage Marketable Securities - - - - - - - - - - Securitization Exposures - - - - - - - - - - Short-Term Claims on Banks and Corporate - - - - - - - - - - Undertakings for Collective Investments in Transferable Securities - - - - - - - - - - 173,701 - 4 - - - 1,531,841 - - - Other Claims Summary information related to the capital adequacy ratio: Bank Required Capital Liabilities for Credit Risk (Main Amount related with Credit Risk*0.08) (RCLCR) Required Capital Liabilities for Market Risk (RCLMR) Required Capital Liabilities for Operational (RCLOR) (*) Shareholders’ Equity Current Period Prior Period 1,507,583 1,362,581 31,251 35,980 154,136 136,233 2,890,626 2,800,841 Shareholders’ Equity/((RCLCR+RCLMR+RCLOR) *12.5*100) 13.66 14.60 Tier I Capital/((RCLCR+RCLMR+RCLOR) *12.5*100) 11.32 11.80 Common Equity Tier I Capital/((RCLCR+RCLMR+RCLOR) *12.5*100) 11.59 12.22 (*) Calculated based on basic indicator approach. 111 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) COMMON EQUITY TIER I CAPITAL Paid-in Capital to be Entitled for Compensation after All Creditors Share Premium Share Cancellation Profits Legal Reserves Other Comprehensive Income according to TAS Profit Net Current Period Profit Prior Period Profit Provisions for Possible Losses Bonus Shares from Associates, Subsidiaries and Joint-Ventures not Accounted in Current Period’s Profit Common Equity Tier I Capital Before Deductions Deductions From Common Equity Tier I Capital Current and Prior Periods' Losses not Covered by Reserves, and Losses Accounted under Equity according to TAS (-) Leasehold Improvements on Operational Leases (-) Goodwill and Intangible Assets and Related Deferred Tax Liabilities (-) Net Deferred tax assets / liabilities (-) Shares Obtained against Article 56, Paragraph 4 of the Banking Law (-) Investments in own common equity (-) Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and FinancialInstitutions where the Bank does not own 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) Mortgage Servicing Rights Exceeding the 10% Threshold of Tier I Capital (-) Net Deferred Tax Assets arising from Temporary Differences Exceeding the10% Threshold of Tier I Capital (-) Amount Exceeding the 15% Threshold of Tier I Capital as per the Article 2, Clause 2 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) The Portion of Net Long Position of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital not deducted from Tier I Capital (-) Current Period Prior Period 1,158,000 1,278 1,090,958 240,331 106,614 102,649 3,965 - 1,087,187 4,263 883,400 200,327 224,033 223,969 64 - 2,597,181 2,399,210 70,239 34,287 11,658 22,414 39,036 - 14,437 (5,925) - - - - - - - - - - - - - - Mortgage Servicing Rights not deducted (-) Excess Amount arising from Deferred Tax Assets from Temporary Differences (-) Other items to be Defined by the BRSA (-) Deductions from Tier I Capital in cases where there are no adequate Additional Tier I or Tier II Capitals (-) Total Deductions from Common Equity Tier I Capital Total Common Equity Tier I Capital ADDITIONAL TIER I CAPITAL Preferred Stock not Included in Tier I Capital and the Related Share Premiums Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained after 1.1.2014) Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained before 1.1.2014) Additional Tier I Capital before Deductions Deductions from Additional Tier I Capital Direct and Indirect Investments of the Bank on its own Additional Core Capital (-) Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) The Total of Net Long Position of the Direct or Indirect Investments in Additional Tier I Capital of Unconsolidated Banks and Financial Institutions where the Bank Owns more than 10% of the Issued Share Capital (-) Other items to be Defined by the BRSA (-) Deductions from Additional Core Capital in cases where there are no adequate Tier II Capital (-) Total Deductions from Additional Tier I Capital Total Additional Tier I Capital Deductions from Tier I Capital Goodwill and Other Intangible Assets and Related Deferred Taxes not deducted from Tier I Capital as per the Temporary Article 2, Clause 1 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) Net Deferred Tax Asset/Liability not deducted from Tier I Capital as per the Temporary Article 2, Clause 1 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) Total Tier I Capital - - - - 143,562 54,434 2,453,619 2,344,776 - - - - - - - - - - - - - - 58,554 57,748 - (23,698) 2,395,065 2,263,330 112 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) TIER II CAPITAL Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained after 1.1.2014) Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained before 1.1.2014) Pledged Assets of the Shareholders to be used for the Bank's Capital Increases General Provisions Tier II Capital before Deductions Deductions from Tier II Capital Direct and Indirect Investments of the Bank on its own Tier II Capital (-) Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) The Total of Net Long Position of the Direct or Indirect Investments in Additional Core Capital and Tier II Capital of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital Exceeding the 10% Threshold of Tier I Capital (-) Other items to be Defined by the BRSA (-) Total Deductions from Tier II Capital Total Tier II Capital CAPITAL Loans Granted against the Articles 50 and 51 of the Banking Law (-) Net Book Values of Movables and Immovables Exceeding the Limit Defined in the Article 57, Clause 1 of the Banking Law and the Assets Acquired against Overdue Receivables and Held for Sale but Retained more than Five Years (-) Loans to Banks, Financial Institutions (domestic/foreign) or Qualified Shareholders in the form of Subordinated Debts or Debt Instruments Purchased from Such Parties and Qualified as Subordinated Debts (-) Deductions as per the Article 20, Clause 2 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) Other items to be Defined by the BRSA (-) The Portion of Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital not deducted from Tier I Capital, Additional Core Capital or Tier II Capital as per the Temporary Article 2, Clause 1 of the Regulation (-) - - 356,475 417,005 177,980 163,033 534,455 580,038 - - - - 534,455 580,038 - - The Portion of Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns more than 10% of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital not deducted from Additional Core Capital or Tier II Capital as per the Temporary Article 2, Clause 1 of the Regulation (-) The Portion of Net Long Position of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital, of the Net Deferred Tax Assets arising from Temporary Differences and of the Mortgage Servicing Rights not deducted from Tier I Capital as per the temporary Article 2, Clause 2, Paragraph (1) and (2) and Temporary Article 2, Clause 1 of the Regulation (-) EQUITY Amounts lower than Excesses as per Deduction Rules Remaining Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Remaining Total of Net Long Positions of the Investments in Tier I Capital of Unconsolidated Banks and Financial Institutions where the Bank Owns more than 10% or less of the Tier I Capital Remaining Mortgage Servicing Rights Net Deferred Tax Assets arising from Temporary Differences - - 2,890,626 2,800,841 - - - - Components of items of shareholders’ equity subject to temporary applications 8,006 8,999 23,088 23,088 7,800 10,440 - - Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued before 1.1.2014) Amount Included in Equity Calculation Total Amount 356,475 494,736 Current Period KFW EBRD (European EBRD (European (KREDİTANSTALT EFSE (European EFSE (European IFC (International Bank for Bank for FÜR Fund For Fund For Finance Reconstruction ECO Trade and Reconstruction WİEDERAUFBAU) Southeast Europe) Southeast Europe) Corporation) and Development) Development Bank and Development) Regulation on Regulation on Regulation on Regulation on Regulation on Regulation on Regulation on Equity of Banks Equity of Banks Equity of Banks Equity of Banks Equity of Banks Equity of Banks Equity of Banks (Published in the (Published in the (Published in the (Published in the (Published in the (Published in the (Published in the Official Gazette Official Gazette Official Gazette Official Gazette Official Gazette Official Gazette Official Gazette Nr. 28756 dated 5 Nr. 28756 dated 5 Nr. 28756 dated 5 Nr. 28756 dated 5 Nr. 28756 dated 5 Nr. 28756 dated 5 Nr. 28756 dated 5 September 2013) September 2013) September 2013) September 2013) September 2013) September 2013) September 2013) Regulatory treatment Yes Yes Yes Yes Yes Yes Yes Valid on Valid on Valid on Valid on Valid on Valid on Valid on Consolidated and Consolidated and Consolidated and Consolidated and Consolidated and Consolidated and Consolidated and Unconsolidated Unconsolidated Unconsolidated Unconsolidated Unconsolidated Unconsolidated Unconsolidated Basis Basis Basis Basis Basis Basis Basis Subordinated Loan Subordinated Loan Subordinated Loan Subordinated Loan Subordinated Loan Subordinated Loan Subordinated Loan 4.1 38.2 25.4 104.7 83.8 20.9 79.4 12.7 47.8 31.8 145.9 116.7 29.2 110.6 347 347 347 347 347 347 347 30.06.2008 07.09.2012 30.09.2013 30.09.2013 30.09.2013 27.12.2013 30.12.2013 Time Time Time Time Time Time Time 25.06.2018 07.09.2022 29.09.2023 15.12.2023 29.09.2023 27.12.2023 27.12.2023 Yes Yes Yes Yes Yes Yes Yes 15,000 10,000 50,000 40,000 10,000 37,900 07.09.2017 28.09.2018 28.09.2018 28.09.2018 27.12.2018 27.12.2018 Coupons / dividends Fixed or floating dividend/coupon Fixed Floating Floating Floating Floating Floating Floating Coupon rate and any related index 6m Euribor + 6m Euribor + 6m Libor + 6m Libor + 6m Libor + 6m Libor + 2% p.a. 4.25% p.a. 5.25% p.a. 5.25% p.a. 5.25% p.a. 5.25% p.a. 6.50% p.a. Existence of a dividend stopper Fully discretionary, partially discretionary or mandatory Mandatory Mandatory Mandatory Mandatory Mandatory Mandatory Mandatory Existence of step up or other incentive to redeem 2% step-up for 2% step-up for 2% step-up for 2% step-up for 2% step-up for 2% step-up for interest if the loan interest if the loan interest if the loan interest if the loan interest if the loan interest if the loan is not repaid at the is not repaid at the is not repaid at the is not repaid at the is not repaid at the is not repaid at the - end of the 5th year end of the 5th year end of the 5th year end of the 5th year end of the 5th year end of the 5th year Noncumulative or cumulative Noncumulative Noncumulative Noncumulative Noncumulative Noncumulative Noncumulative Noncumulative Convertible or non-convertible If convertible, conversion trigger (s) If convertible, fully or partially If convertible, conversion rate If convertible, mandatory or optional conversion If convertible, specify instrument type convertible into If convertible, specify issuer of instrument it converts int Write-down feature If write-down, write-down trigger(s) If write-down, full or partial If write-down, permanent or temporary If temporary write-down, description of write-up mechanism Position in subordination hierarchy in liquidation (specify instrument type immediately Before core capital, Before core capital, Before core capital, Before core capital, Before core capital, Before core capital, Before core capital, senior to instrument) aftter all creditors aftter all creditors aftter all creditors aftter all creditors aftter all creditors aftter all creditors aftter all creditors Whether conditions which stands in article of 7 and 8 of Banks’ shareholder equity law are possessed or not Yes Yes Yes Yes Yes Yes Yes According to article 7 and 8 of Banks' shareholders equity law that are not possesed 8-2-(a), (ç), ( e), (ğ) 8-2-(a), (ç), (e), (ğ) 8-2-(a), (ç), ( e), (ğ) 8-2-(a), (ç), (e), (ğ) 8-2-(a), (ç), (e), (ğ) 8-2-(a), (ç), (e), (ğ) 8-2-(a), (ç), (e),(ğ) Instrument type Amount recognised in regulatory capital (Currency in million TRL, as of most recent reporting date) Par value of instrument (Million TRL) Accounting classification Original date of issuance Demand or time Original maturity date Issuer call subject to prior supervisory approval Optional call date, contingent call dates and redemption amount Subsequent call dates, if applicable Subject to 10% deduction as of 1/1/2015 Eligible on Unconsolidated/ consolidated / both unconsolidated and consolidated İssuer Unique identifier (eg CUSIP, ISIN or Bloomberg identifier for private placement) Governing law(s) of the instrument Details on Subordinated Liabilities: (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 ŞEKERBANK T.A.Ş. FINANCIAL STATAMENTS 113 114 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Bank, within the framework of its capital adequacy assessment process, determines limits for risks (credit risk, market risk and operational risk) covered under the Capital Adequacy calculations as well as for risks (concentration risk, interest rate risk in the banking book, liquidity risk, etc.) which are not covered under these calculations. Thus, the Bank determines its “Risk Limits” and with the help of these limits and by means of applying stress tests and scenario analyses, it evaluates the adequacy of its capital level against a background of its current and also projected activities. The Bank determines “Key Risk Indicators” as “early warning signals” within the context of the “Risk Limits”. Both the “Risk Limits” and “Key Risk Indicators” are determined by taking into consideration the Bank’s annual budget and strategy; its risk appetite; the volume, qualifications and complexity of its products/services; its experience and prior performance as well as the market conditions. The “Risk Limits” and “Key Risk Indicators” are determined through risk based amounts and nominal amounts. In this scope, regulatory limits and applications, Basel Committee applications, international best practices, concentrations and tolerance levels as well as criteria based on the Bank’s capital levels are used. In any case, the “Risk Limits” and “Key Risk Indicators” cannot violate the Banking Law and related regulations. The “Risk Limits” and “Key Risk Indicators” are reviewed and revised at least annually by the senior management with respect to market conditions and changes in the Bank’s strategies. The review process aims to determine whether the current “Risk Limits” and “Key Risk Indicators” are meaningful and sufficient enough compared to the Bank’s risk appetite. The revised “Risk Limits” and “Key Risk Indicators” all take effect upon the approval of the Board of Directors. II. Explanations Related to Credit Risk Credit risk is the possibility of loss that the Bank may face, in the event that the counter party fails to fulfil wholly or partly of its obligations in a timely manner, by breaching of its contractual obligations. The Bank’s lending activities are executed in line with the legislation and in accordance with the policies and procedures approved by the Bank’s Board of Directors under the principle of “segregation of duties” throughout marketing, allocation, monitoring, controlling and auditing activities. Credit allocation is performed on a debtor or a debtor group basis within certain limits. These are determined within a framework of authorisation limits, set in line with the legislation, for the Board of Directors, Credit Committee, Head Office Credit Allocation Council (as of January 2015 this Committee has been abolished), General Manager, Assistant General Managers (Corporate and Commercial Banking, Retail Banking, Financial Institutions), Regional Office Managers, Regional Office Credit Committee as well as the Branch Credit Committees, and are approved taking into consideration the financial position and needs of the credit customer. The rating / scoring systems are effectively used in credit allocation. As per the Bank’s credit policies, limits and collaterals are regarded as risk mitigating factors complementary to each other. As provided by the “Regulation on the Procedures and Principles for Determination of Qualifications of Loans and Other Receivables by Banks and Provisions to Be Set Aside”, credit qualities of the debtors are regularly monitored, and credit limits are revised once a year or whenever deemed necessary parallel to the economic conditions. The majority of the statements of accounts received for loans are derived from audited financial statements. The Bank also receives sufficient amounts of collateral for loans and other receivables. These can be in the form of guarantees, mortgages on real estates, cash blockage or cheques depending on the customer’s financial structure and the type of the credit facility. The Board of Directors has approved concentration limits by industries, regions, debtors / debtor groups monitored on a regular basis; all of which are reviewed and revised at least once a year, with respect to market conditions and changes in the Bank’s strategies. Since the volume of prolonged and restructured loans and other receivables are not material with regard to the Bank’s financial statements, no additional followup methodology is needed to be developed in addition to those specified in the legislation. Within the framework of the capital adequacy calculations, indemnified non-cash loans are subject to the same risk weighting treatment as overdue loans. There are transaction limits as well as dealer limits by transaction types approved by the Board of Directors regarding the counterparty risk arising from the Bank’s on-and off-balance sheet transactions monitored on a daily basis. The limits of correspondent banks allocated according to their credit qualities are controlled on a daily basis, while risk concentration is monitored systematically. When reverse positions of open positions are required in order to minimize potential risks, positions are closed through the use of derivative transactions aiming at risk downsizing. The Bank prefers to take country risk only for those financial institutions and countries regarded at investment level by the international rating agencies and thus, do not have the risk of failing to fulfil their minimum liabilities. Therefore, the related potential risks do not constitute any material risk factor with regards to the Bank’s financial structure. When evaluated together with financial activities of other financial institutions, the Bank, as an active participant in the international banking environment, has no significant credit risk concentration. Cash loans are classified and provided provision in accordance with the regulation on “Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves”: - due period from 90 days up to 179 days “Loans and receivables with limited collectability” - due period from 180 days up to 359 days “Loans and receivables with doubtful collectability” - due period from 360 days and higher “Uncollectible loans and receivables”. 115 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Provision is set for the doubtful loans and the amount is charged in the current period income statement by the Bank. The provisioning amount for nonperforming loans are determined by the Bank’s management for compensating the probable losses of the doubtful loan portfolio, by evaluating the quality of loan portfolio, risk factors and considering the economy conditions, other facts and related regulations. As of 31 December 2015, the receivables of the Bank from its top 100 cash loan customers amount to TRL 4,181,577 Thousand (31 December 2014 – TRL 3,228,725 Thousand) with a share of 25.70 % in the total cash loans (31 December 2014– 22.52 %). The receivables of the Bank from its top 200 cash loan customers amount to TRL 5,078,573 Thousand (31 December 2014 – TRL 4,047,465 Thousand) with a share of 31.21 % (31 December 2014 - 28.24 %) in the total cash loans. The Bank Management applies provision policy for the “non-performing loans” in accordance with the requirements of the Turkish banking regulation adopted by the BRSA. As of 31 December 2015, the receivables of the Bank from its top 100 non-cash loan customers amount to TRL 2,532,916 Thousand (31 December 2014 – TRL 2,201,210 Thousand) with a share of 43.95 % in the total non-cash loans (31 December 2014 – 39.37 %).The receivables of the Bank from its top 200 non-cash loan customers amount to TRL 3,143,380 Thousand (31 December 2014 – TRL 2,818,212 Thousand) with a share of 54.55 % (31 December 2014 – 50.40 %) in the total non-cash loans. The provisions are reflected in the income statement under “Provision and Impairment Expenses - Specific Provision Expense”. The collections made regarding these loans are first deducted from the principal amount of the loan and the remaining collections are deducted from interest receivables. Total amount of exposures after offsetting specific provisions before credit risk mitigation adjustments and the risk-weighted exposure amounts classified in different risk groups and types according to the Basel II, are disclosed below for the relevant period: Risk types Contingent and Non-Contingent Claims on Sovereigns Contingent and Non-Contingent Claims on Regional Governments and Local Authorities Contingent and Non-Contingent Claims on Administrative Units and Non-commercial Enterprises Contingent and Non-Contingent Claims on Multilateral Development Banks Contingent and Non-Contingent Claims on International Organizations Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary Contingent and Non-Contingent Claims on Corporate Receivables Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios Contingent and Non-Contingent Claims Secured by Residential Property Past Due Loans Higher-Risk Categories Defined by Agency Collateralized Mortgage Marketable Securities Securitization Exposures Short-Term Claims on Banks and Corporate Undertakings for Collective Investments in Transferable Securities Other Claims Total Risk Amount (*) 5,642,993 Total Risk Weighted Assets (**) 7,682 74,025 13,696 8,043 6,364 - - - - 244,279 169,692 8,311,210 7,558,004 5,627,482 4,082,252 5,022,548 293,036 1,058,613 - 4,156,694 264,164 2,026,890 - 1,705,546 27,987,775 1,466,698 19,752,136 (*) The figures represent total risk amounts after credit conversion factor and before credit risk mitigation. (**) Total risk weighted assets are the arithmetical monthly average amounts in 2015. As of 31 December 2015, the share of cash and non-cash receivables of the Bank from its top 100 customers in total balance sheet and off-balance sheet assets is 1.37 % (31 December 2014 – 1.28 %).The share of cash and non-cash receivables of the Bank from its top 200 customers in total balance sheet and off-balance sheet assets is 1.68 % (31 December 2014 – 1.61 %). As of 31 December 2015, the general loan loss provision related with the credit risk taken by the Bank is TRL 177,980 Thousand (31 December 2014 – TRL 163,033 Thousand). - - USA, Canada Other Countries Associates, Subsidiaries and Entities Under Common Control (Joint Vent.) Unallocated Assets/ Liabilities(**) 74,025 - - - - - - - - - - - - - - 62,368 - - 5,672 - - - - - - - 5,672 - - - - - - - - - (**) OECD countries other than EU countries, USA and Canada Assets and liabilities that are not distributed according to specific bases. 4,535,602 Unallocated Assets/ Liabilities(**) Total - Associates, Subsidiaries and Entities Under Common Control (Joint Vent.) - - - - - Off-shore Banking Regions USA, Canada - - Other Countries - - 62,368 European Union Countries 4,535,602 Contingent and NonContingent Claims on Sovereigns - - - - - - - - - 244,279 - - 1,529 9,628 1,443 9,803 31,165 190,711 8,311,210 - - - - 13 6,238 61 8,304,898 - - - - - - - - - 251,985 - - 5,045 9,857 1,523 7,269 45,579 182,712 7,130,617 - - - - - 5,363 209 7,125,045 Contingent Contingent Contingent and NonContingent and Nonand NonContingent and NonContingent Contingent Contingent Contingent Claims on Contingent and NonClaims on and NonClaims on Claims on Contingent Banks and Contingent Regional Administrative Claims on Capital Claims on Governments Units and Non- Multilateral commercial Development International Market Corporate and Local Authorities Enterprises Banks Organizations Intermediary Receivables OECD Countries (*) Domestic Prior Period (*) 8,043 - - - - - - - 8,043 OECD countries other than EU countries, USA and Canada Assets and liabilities that are not distributed according to specific bases. (**) (*) 5,642,993 - Off-shore Banking Regions Total - - - - 74,025 European Union Countries 5,642,993 OECD Countries (*) Domestic Current Period Contingent and NonContingent Claims on Sovereigns Contingent Contingent Contingent Contingent and Nonand Nonand Nonand NonContingent Contingent Contingent Contingent Contingent Contingent and NonClaims on and NonClaims on Claims on Claims on Contingent Banks and Contingent Regional Administrative Governments Units and Non- Multilateral Claims on Capital Claims on and Local commercial Development International Market Corporate Authorities Enterprises Banks Organizations Intermediary Receivables Risk Profile According to Geographical Concentrations: Geographical concentration of the significant risks in the significant areas as follows; 5,022,548 4,903,141 - - 235 - 644 379 1,460 4,900,423 Contingent and NonContingent Claims Included in the Regulatory Retail Portfolios - - 140 68 881 652 3,868 5,016,939 Contingent and NonContingent Claims Secured by Residential Property 4,628,802 - - 115 90 971 710 3,001 4,623,915 Contingent and NonContingent Claims Secured by Residential Property Risk Types 5,627,482 - - 155 29 759 317 3,052 5,623,170 Contingent and NonContingent Claims Included in the Regulatory Retail Portfolios Risk Types 1,058,613 - - 50 - 39 24 102 1,058,398 - - - - - - - - - - - - - - - - - - - - - - - - - - - 215,662 - - - - - - - 215,662 1,200,795 - - - - - - - 1,200,795 - - - - - - - - - - - - - - - - - - - - - - - - - - - Total 993,048 111,524 123,309 - 7,083 - 585 993,048 111,524 125,183 9,726 10,218 17,034 38,833 469,997 26,682,209 Other Claims Total 1,128,861 107,524 9 - 7,083 - 585 1,128,861 107,524 5,404 9,947 10,221 13,721 50,834 350,429 23,202,623 - 1,594,491 24,529,135 - - - - - - - - Other Claims - 1,705,546 27,987,775 - - - - - - - - Undertakings Higher-Risk Collateralized Short-Term for Collective Categories Mortgage Claims on Investments in Past Due Defined by Marketable Securitization Banks and Transferable Loans Agency Securities Exposures Corporate Securities 293,036 - - - 1 - - - 293,035 Undertakings Short-Term for Collective Higher-Risk Collateralized Mortgage Claims on Investments in Categories Marketable Securitization Banks and Transferable Past Due Defined by Agency Securities Exposures Corporate Securities Loans (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 ŞEKERBANK T.A.Ş. 116 ŞEKERBANK ANNUAL REPORT 2015 - Fishery - Electricity, Gas and Water - Transportation and Communication - Education Services Health and Social Services Total 5,642,993 2,932 - Professional Employment Other (*) - Real Estate and Renting Services 5,640,061 - Hotel, Food and Beverage Services Financial Institutions - 5,640,061 Wholesale and Retail Trade Services - - Manufacturing Construction - Mining and Quarrying - - Industry - Forestry - Farming and Livestock Agricultural Current Period Contingent and NonContingent Claims on Sovereigns 74,025 74,025 - - - - - - - - - - - - - - - - - - 8,043 5,094 757 65 - - - 867 - 602 2,291 - 13 641 - 654 - - 4 4 Contingent Contingent and Nonand NonContingent Contingent Claims on Claims on Regional Administrative Governments Units and Nonand Local commercial Authorities Enterprises - - - - - - - - - - - - - - - - - - - - Contingent and NonContingent Claims on Multilateral Development Banks - - - - - - - - - - - - - - - - - - - - Contingent and NonContingent Claims on International Organizations Risk Profile According to Counterparty and Sector Concentrations 244,279 - - - - - 244,279 - - - 244,279 - - - - - - - - - Contingent and NonContingent Claims on Banks and Capital Market Intermediary 8,311,210 730,121 134,624 12,679 - 698,432 532,700 297,279 347,469 1,336,432 3,359,615 1,623,303 160,789 2,261,964 114,707 2,537,460 3,789 5,735 51,187 60,711 Contingent and NonContingent Claims on Corporate Receivables 5,627,482 632,736 32,029 10,133 - 255,082 6,484 193,016 48,756 1,299,479 1,844,979 454,103 3,479 915,702 40,315 959,496 5,558 2,009 1,728,601 1,736,168 Contingent and NonContingent Claims Included in the Regulatory Retail Portfolios 5,022,548 403,355 113,813 12,820 - 340,773 21,927 197,192 603,806 867,870 2,158,201 1,064,046 11,915 673,846 24,061 709,822 2,026 3,790 681,308 687,124 Contingent and NonContingent Claims Secured by Residential Property Risk Types 293,036 40,999 3,502 213 - 8,369 1 5,791 2,516 94,171 114,563 49,215 587 65,055 1,920 67,562 318 90 20,289 20,697 1,058,613 873,302 3,364 2,446 - 9,132 161 9,580 1,241 48,704 74,628 35,779 38 48,312 941 49,291 5 1 25,607 25,613 - - - - - - - - - - - - - - - - - - - - Higher-Risk Collateralized Mortgage Categories Past Due Defined by Marketable Agency Securities Loans - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Other Claims - 1,705,546 - 1,705,546 - - - - - - - - - - - - - - - - - - Undertakings for Collective Short-Term Claims on Investments in Banks and Transferable Securitization Exposures Corporate Securities 21,356,883 3,781,221 250,288 28,129 914,939 4,125,759 518,081 489,394 3,254,484 9,581,074 2,715,129 30,901 2,664,409 79,772 2,775,082 8,704 8,848 2,486,825 2,504,377 TRL 6,630,892 686,889 37,801 10,227 396,849 2,319,854 185,644 514,394 392,774 3,857,543 511,317 145,920 1,301,111 102,172 1,549,203 2,992 2,777 20,171 25,940 FC (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 ŞEKERBANK T.A.Ş. Total 27,987,775 4,468,110 288,089 38,356 - 1,311,788 6,445,613 703,725 1,003,788 3,647,258 13,438,617 3,226,446 176,821 3,965,520 181,944 4,324,285 11,696 11,625 2,506,996 2,530,317 FINANCIAL STATAMENTS 117 - Fishery - Electricity, Gas and Water - Transportation and Communication - Education Services Health and Social Services Total 4,535,602 298 - Professional Employment Other (*) - Real Estate and Renting Services 4,535,304 - Hotel, Food and Beverage Services Financial Institutions - 4,535,304 Wholesale and Retail Trade Services - - Manufacturing Construction - Mining and Quarrying - - Industry - Agricultural Forestry - Prior Period Farming and Livestock Contingent and NonContingent Claims on Sovereigns 62,368 62,368 - - - - - - - - - - - - - - - - - - 5,672 4,122 127 1,414 - - - - - - 1,541 - - 5 - 5 - - 4 4 Contingent Contingent and Nonand NonContingent Contingent Claims on Claims on Regional Administrative Governments Units and Nonand Local commercial Authorities Enterprises - - - - - - - - - - - - - - - - - - - - Contingent and NonContingent Claims on Multilateral Development Banks - - - - - - - - - - - - - - - - - - - - Contingent and NonContingent Claims on International Organizations 251,985 - - - - - 251,985 - - - 251,985 - - - - - - - - - Contingent and NonContingent Claims on Banks and Capital Market Intermediary 7,130,617 683,749 130,873 16,595 - 601,355 194,053 323,626 262,910 1,194,144 2,723,556 1,484,318 83,741 2,067,382 35,909 2,187,032 242 3,618 48,102 51,962 Contingent and NonContingent Claims on Corporate Receivables 4,903,141 553,105 37,767 9,305 - 213,661 6,366 161,005 33,837 1,185,159 1,647,100 405,133 6,932 870,808 43,431 921,171 10,488 4,791 1,361,353 1,376,632 Contingent and NonContingent Claims Included in the Regulatory Retail Portfolios 4,628,802 663,731 100,096 14,706 - 274,239 31,380 175,981 469,072 767,467 1,832,941 905,953 22,517 699,524 32,549 754,590 1,565 4,036 465,986 471,587 Contingent and NonContingent Claims Secured by Residential Property Risk Types 215,662 38,609 2,190 158 - 6,274 79 4,935 835 55,173 69,644 54,203 302 38,014 3,655 41,971 143 49 11,043 11,235 Past Due Loans 1,200,795 1,079,592 5,167 231 - 6,265 115 2,962 2,206 49,809 66,755 22,390 178 23,002 587 23,767 59 24 8,208 8,291 - - - - - - - - - - - - - - - - - - - - Higher-Risk Collateralized Mortgage Categories Defined by Marketable Agency Securities - - - - - - - - - - - - - - - - - - - - Securitization Exposures - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Other Claims - 1,594,491 - 1,594,491 - - - - - - - - - - - - - - - - - - Undertakings for Collective Short-Term Claims on Investments in Banks and Transferable Corporate Securities 18,905,741 3,944,036 243,643 31,184 - 839,015 2,894,443 484,964 316,496 2,985,050 7,794,795 2,576,790 49,069 2,537,532 103,209 2,689,810 12,279 12,518 1,875,513 1,900,310 TRL 5,623,394 736,029 32,577 11,225 - 262,779 2,124,839 183,545 452,364 266,702 3,334,031 295,207 64,601 1,161,203 12,922 1,238,726 218 - 19,183 19,401 FC (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 ŞEKERBANK T.A.Ş. Total 24,529,135 4,680,065 276,220 42,409 - 1,101,794 5,019,282 668,509 768,860 3,251,752 11,128,826 2,871,997 113,670 3,698,735 116,131 3,928,536 12,497 12,518 1,894,696 1,919,711 118 ŞEKERBANK ANNUAL REPORT 2015 119 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Division of the Risks by Remaining Maturities: Risk Types Current Period Contingent and Non-Contingent Claims on Sovereigns Contingent and Non-Contingent Claims on Regional Governments and Local Authorities Contingent and Non-Contingent Claims on Administrative Units and Non-commercial Enterprises Contingent and Non-Contingent Claims on Multilateral Development Banks Contingent and Non-Contingent Claims on International Organizations Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary Contingent and Non-Contingent Claims on Corporate Receivables Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios Contingent and Non-Contingent Claims Secured by Residential Property Past Due Loans Higher-Risk Categories Defined by Agency Collateralized Mortgage Marketable Securities Securitization Exposures Short-Term Claims on Banks and Corporate Undertakings for Collective Investments in Transferable Securities Other Claims Total 1 month 2,019,671 320 50,032 640,007 415,031 67,245 212,639 3,404,945 Remaining Maturities 1–3 months 3–6 months 6–12 months 727 5,541 2,430 358 384 18,013 7,414 9,711 2,188,259 661,310 609,554 1,853,249 315,067 715,293 1,346,450 116,697 349,322 6,434 65,844 5,414,835 1,167,417 1,689,805 Over 1 year 2,978,566 73,911 3,240 2,307,023 1,632,599 2,848,623 879,541 6,693 10,730,196 Amounts According to Risk Weights: Risk Weights Current Period Amount Before Credit Risk Mitigation Amount After Credit Risk Mitigation 0% 5,787,096 5,948,669 10% - 20% 124,957 124,957 50% 51,449 5,066,573 75% 8,366,159 5,497,071 100% 12,599,398 10,291,789 150% 491,013 491,013 200% 567,698 567,698 250% 2 2 Deductions from Shareholders’ Equity 38,894 38,894 Division of the Risks by Remaining Maturities: Risk Types Prior Period Contingent and Non-Contingent Claims on Sovereigns Contingent and Non-Contingent Claims on Regional Governments and Local Authorities Contingent and Non-Contingent Claims on Administrative Units and Non-commercial Enterprises Contingent and Non-Contingent Claims on Multilateral Development Banks Contingent and Non-Contingent Claims on International Organizations Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary Contingent and Non-Contingent Claims on Corporate Receivables Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios Contingent and Non-Contingent Claims Secured by Residential Property Past Due Loans Higher-Risk Categories Defined by Agency Collateralized Mortgage Marketable Securities Securitization Exposures Short-Term Claims on Banks and Corporate Undertakings for Collective Investments in Transferable Securities Other Claims Total 1 month 1,965,818 45 86,128 287,668 289,175 44,899 206,023 2,879,756 Remaining Maturities 1–3 months 3–6 months 6–12 months 149,381 1,478 50 1,227 932 645 815 1,756 538 1,898,175 352,056 578,794 1,662,270 317,386 708,656 1,217,429 129,396 292,795 7,137 47,809 4,936,434 850,813 1,581,478 Over 1 year 2,113,659 61,807 1,102 749 2,129,320 1,276,812 2,665,411 1,087,370 9,336,230 Amounts According to Risk Weights: Risk Weights Prior Period Amount Before Credit Risk Mitigation Amount After Credit Risk Mitigation 0% 4,729,964 4,896,425 10% - 20% 162,384 143,612 50% 49,915 4,660,604 75% 7,003,833 4,780,834 100% 11,382,245 8,846,866 150% 321,711 321,711 200% 879,053 879,053 1250% 32 32 Deductions from Shareholders’ Equity 42,527 42,527 120 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information According to Counterparty and Sector Concentrations Impaired Credits are the credits that either overdue more than 90 days as of the reporting date or are treated as impaired due to their creditworthiness. For such credits, “specific provisions” are allocated as per the Provisioning Regulation. Past Due Credits are the credits that overdue up to 90 days but not impaired. For such credits, “general provisions” are allocated as per the Provisioning Regulation. The collections related to loans for which provision is made in the current period are reversed from the “Provision for Loans and Other Receivables” account in the income statement. The collections related to loans written off or provisioned in prior years are recorded to “Collections Related to the Prior Period Expenses” under “Other Operating Income” account and related interest income is credited to the “Interest Received from Non-performing Loans” account. Loans Current Period Impaired Loans (**) Past Due Value Loans Adjustments (*) Provisions (**) Significant Sectors/ Counterparties Agricultural Farming and Livestock Forestry Fishery Industry Mining and Quarrying Manufacturing Electricity, Gas and Water Construction Services Wholesale and Retail Trade Hotel, Food and Beverage Services Transportation and Communication Financial Institutions Real Estate and Renting Services Professional Employment Education Services Health and Social Services Other Total 72,030 140,603 4,791 30,227 71,099 140,066 4,773 29,843 225 12 - - 706 525 18 384 209,532 131,278 4,473 97,016 5,300 2,449 83 2,493 203,280 126,884 4,324 94,158 952 1,945 66 365 174,718 223,571 7,618 91,674 445,871 376,239 12,820 253,600 315,576 183,400 6,249 178,573 6,540 25,276 861 3,594 28,080 52,052 1,774 13,718 234 1,391 47 119 27,283 61,138 2,083 11,355 - - - - 3,117 1,255 43 708 65,041 51,727 1,763 45,533 109,483 222,703 7,588 73,443 1,011,634 1,094,394 37,290 545,960 Contains General Loan Loss Provision amount Non performing loans classified as “Financial assets at fair value through profit and loss”amounting to TRL 2,209 Thousand and Specific provision amounting to TRL 1,274 Thousand in the current period. (*) (**) Prior Period Significant Sectors/ Counterparties Agricultural Farming and Livestock Forestry Fishery Industry Mining and Quarrying Manufacturing Electricity, Gas and Water Construction Services Wholesale and Retail Trade Hotel, Food and Beverage Services Transportation and Communication Financial Institutions Real Estate and Renting Services Professional Employment Education Services Health and Social Services Other Total Loans Impaired Past Due Value Loans (**) Loans Adjustments (*) Provisions (**) 41,522 40,903 194 425 160,122 7,843 151,528 751 166,750 369,840 244,189 73,859 73,206 234 419 179,507 7,491 171,074 942 113,386 429,013 256,401 2,636 2,613 8 15 6,408 267 6,107 34 4,048 15,315 9,153 25,757 25,519 238 99,515 3,685 95,378 452 95,273 225,425 143,669 5,380 11,268 402 2,906 18,422 235 47,416 1,545 1,693 55 11,754 155 34,378 581 66,655 103,827 842,061 43,856 3,201 65,326 219,056 1,014,821 1,566 114 2,332 7,821 36,228 23,064 434 43,443 74,141 520,111 Contains General Loan Loss Provision amount Non performing loans classified as “Financial assets at fair value through profit and loss”amounting to TRL 3,931 Thousand and Specific provision amounting to TRL 2,371 Thousand in the prior period. (*) (**) Information related with Value Adjustments and Loan Loss Provisions Current Period Specific Provision (**) General Loan Loss Provision P Prior Period Specific Provision (**) General Loan Loss Provision Openning Charge of Provision Other Closing Balance the Period Cancelations(*) Adjustments Balance 520,111 360,974 (335,125) - 545,960 163,033 44,675 (29,728) - 177,980 Openning Charge of Provision Other Closing Balance the Period Cancelations (*) Adjustments Balance 370,056 296,314 (146,259) 520,111 135,209 43,021 (15,197) - 163,033 Includes provision cancelations of non-performing loans classified in the related period. (**) Specific provision amounting to TRL 1,274 Thousand for loans classified as “Financial assets at fair value through profit and loss” at the current period (31 December 2014- TRL 2,371 Thousand). (*) 121 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Credit Rating System III. Explanations Related to Market Risk The Bank effectively applies internal rating / scoring models in its credit allocation processes. In this context, various rating and scoring models are used in the credit risk assessment of diffferent clusters of customers: the rating model is applied for corporate / commercial customers, the scoring models are customized for the SMEs and for the micro-enterprises. Other scoring models are also in use for retail loans and credit cards. All these models are reviewed and redeveloped on a regular basis in line with the historical data analysis. Market risk is the possibility of loss that the Bank may face, in its trading books value arising from movements in market prices. Current Period Rating Explanation Loans Non-cash loans AAA Very High quality 200,630 418,886 Total risk 619,516 AA High quality 230,899 396,687 627,586 A Good quality 473,571 376,441 850,012 BBB Quality BB Medium Quality B Low Quality CCC Very low quality CC Very very low quality 1,996,350 330,146 2,326,496 C Substandard 1,403,657 405,386 1,809,043 791,681 145,424 937,105 398,340 5,412,205 D Other Highly substandard 669,012 652,485 1,321,497 1,907,292 1,040,779 2,948,071 1,801,151 638,400 2,439,551 1,783,783 959,807 2,743,589 5,013,865 (*) Total 16,271,891 5,762,781 22,034,671 (*) Relevant scoring model is applied to those customers whose annual turnover does not exceed TRL 10 million. Prior Period Rating Explanation Loans Non-cash loans Total risk AAA Very High quality 139,184 410,596 549,780 AA High quality 247,265 301,278 548,543 A Good quality 408,682 471,158 879,840 BBB Quality BB Medium Quality B CCC 760,217 534,235 1,294,452 1,282,046 966,367 2,248,413 Low Quality 2,037,197 954,438 2,991,635 Very low quality 1,359,280 573,554 1,932,834 CC Very very low quality 1,286,377 450,990 1,737,367 C Substandard 1,288,723 369,114 1,657,837 D Highly substandard 857,675 111,975 969,650 Other (*) 4,666,483 447,981 5,114,464 Total 14,333,129 5,591,686 19,924,815 RElevant scoring model is applied to those customers whose annual turnover does not exceed TRL 5 million and/or credit limit does not exceed TRL 500 Thousand. (*) The Bank’s policies and procedures related to market risk are in line with the “Regulation on Internal Systems of Banks” and the “Regulation on Measurement and Evaluation of the Capital Adequacy of Banks” and approved by the Bank’s Board of Directors. The Board of Directors has approved both nominal-based limits (transaction, dealer, desk and stop-loss limits) and risk-based limits (Value-at-Risk limits) monitored on a daily basis; all of which are reviewed and revised at least once a year, with respect to market conditions and changes in the Bank’s strategies. Within the context of Capital Adequacy, the Bank’s market risk exposure is calculated through the use of the “Standard Method” in line with the legislation. In these calculations, the Bank’s on- and off-balance sheet trading book items covering the portfolio of trading securities, and derivatives are all taken into consideration. Within the Bank, market risk exposure is measured, monitored and reported on a daily basis. In this context, “Value-at-Risk (VaR) Methods” are applied as internal model. Among these methods, the “Variance Covariance Method” also known as the “Parametric Method” is used in reporting, while the “Historical Simulation” and the “Monte Carlo Simulation” methods, on the other hand, are used for comparison, in times when volatility increases a great extent. VaR measurements are based on an observation period covering the last 250 workdays and a 99 % confidence level. In “Economic Capital” measurements based on VaR, a 10-day holding period is applied. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the impact of adverse movements in the markets, while the effectiveness of the Bank’s internal model is tested by using back tests on a daily basis. 122 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Amount (I) Capital requirement to be employed for general market risk - Standard method (*) 5,586 (II) Capital requirement to be employed for specific risk - Standard method 4,429 Standard method for specific risk of necessary capital requirement on securitization positions - (III)Capital requirement to be employed for currency risk - Standard method 2,716 (IV)Capital requirement to be employed for commodity risk - Standard method - (V)Capital requirement to be employed for settlement risk - Standard method - (VI)Total capital requirement to be employed for market risk resulting from options–Standard method 1,694 (VII)Counterparty credit risk capital requirement - Standard method 16,826 (VIII) Total capital requirement to be employed for market risk in banks using risk measurement model - (IX) Total capital requirement to be employed for market risk (I+II+III+IV+V+VI+VII+VIII) 31,251 (X) Market Value at Risk (12,5 x VIII) or (12,5 xI X) 390,638 (*) Capital requirement for general market risk and specific risk which is related to the Ordinary Investment Partnerships’ positions under special approach scope, is shown under Capital requirement to be employed for general market risk. Average market risk table calculated at the end of the months during the period: Current Period Prior Period Average Maximum Minimum Average Maximum Minimum Interest Rate Risk (**) Equity Risk (*) Currency Risk 10,704 13,420 9,994 12,582 13,344 - - - - - 2,376 - 5,281 18,063 4,655 13,014 26,682 17,688 Commodity Risk - - - - - - Settlement Risk - - - - - - Option Risk 809 300 943 788 367 295 19,644 22,094 15,617 18,253 18,112 13,539 Total Value Subject to Risk 455,475 673,463 390,113 557,963 731,313 423,725 Counter Party Credit Risk Market risk calculated from the investment funds is shown under equity risk. Capital requirement for general market risk and specific risk which is related to the Ordinary Investment Partnerships’ positions under special approach scope is shown under interest rate risk (*) These limits are monitored through the system and limit excisions are not allowed. These limits as a whole or on a country or counter party basis are revised at least once a year or when deemed necessary under the global market conditions, and submitted to the Board of Directors for approval. Explanation Related to Counter Party Risk In the event that the rating of a country declines below the acceptable levels determined in the Bank’s risk management policy approved by the Board of Directors, country limits are reset in the system, ensuring that no additional risk is taken in that country. In cases where the developments are negative but the rating remains the same, it is evaluated whether the country risk should be taken or not; if appropriate, it is ensured that no risk other than the current risk is taken. In that case, the country limits assigned to that country in the system are closed to new transactions in order to prevent an additional exposure, while, in relation to the current exposure, the guarantee of the transaction is reinforced in cases where possible. In cases where this is not possible, however, it is ensured that the exposure is disposed of by searching the opportunities to distribute/sell it. The guarantees acquired from the supra national organizations (EBRD, IFC, World Bank, etc.) can be used to mitigate the country risk. In case of various negative developments in a counterparty institution, the said developments are evaluated, and the counterparty limits are reset in the system, ensuring that no additional risk is taken for that institution. In relation to the current risk, on the other hand, the guarantee of the transaction is reinforced if possible, in line with the general loan process of the Bank. Besides, the bank/ financial institution is contacted in order to mitigate the current exposure; efforts are made to obtain collateral guarantees and close the exposure before its maturity. The guarantees from the supra national organizations (EBRD, IFC, World Bank, etc.) and the other banks/financial institutions that are highly creditable to the Bank for the bank/financial institution subject to risk can be used to mitigate the counterparty risk. The risk of the bank / financial institutions may be mitigated through the guarantee of another bank / financial institution operating in the same country with that bank / financial institution or in a different country. Explanation Related to Counter Party Risk Collateralise Support Annex (CSA) is designed as an attachment of derivative agreements signed with counterparties (ISDA) as counterparty risk mitigation tool. According to indemnification agreement, market value of derivative instruments is determined on a daily basis and the amount of collateral that has to be hold is determined according to the market value of derivative instruments. Counter party credit risk is the possibility of a loss that the Bank may face, in the event that the counter party to a transaction could default before the final settlement of the transaction’s cash flows. Collateral balances are followed under “Guarantees received” accounts when guarantees are taken on behalf of the Bank and followed under “Guarantees given” accounts when guarantees are possessed in the counterparty account. (**) The Bank sets country limits and counter party limits in order to limit its concentration by means of limiting maximum risk per each country and counter party. These limits are determined by means of evaluating the Bank’s current and targeted foreign trade volume and treasury needs, and take effect upon the decree of the Board of Directors. Within this scope, separate sublimits for Foreign Trade and Treasury operations to be undertaken and separate limits for different products within these two main categories are assigned. The sum of the risks to be taken for different products in a country cannot exceed the country limit assigned for the said country by the Board of Directors. 123 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information Related to Counter Party Risk Current Period 51,938 225,104 19,023 138,263 179,639 19,582 Interest Rate Swap Agreements Cross Currency Swap Agreements Commodity Agreements Stock Agreements Other Positive Fair Value Gross Amount Net off Benefits Net off Current Risk Amount Collaterals Net Position of Derivatives Prior Period 100,443 229,416 16,893 141,445 165,480 31,632 IV. Explanations Related to Operational Risk a) The amount subject to Operational Risk is calculated using Basic Indicator Approach on annual basis, in line with the article no: 23 and 24 of Regulation on Measurement and Assessment of Capital Adequacy of Banks. The amount for the current period is TRL 1,962,698 Thousand (31 December 2014 - TRL 1,702,907 Thousand). 2 Prior 1 Prior Period Period Amount Amount Gross Income (GI) 1,015,166 Total/ Current Positive Period GI Year Amount Numbers 980,147 1,087,404 The amount subject to Operational Risk (Total*12.5) 3 Ratio (%) Total 15 154,136 1,962,698 The Bank does not use the Standard Approach. V. Explanations Related to Currency Risk Currency risk is the possibility of loss that the Bank may face, in its total on- and off-balance sheet accounts and positions in foreign currencies, arising from changes in exchange rates. Within the context of Capital Adequacy, the Bank’s currency risk exposure is calculated through the use of the “Standard Method” in line with the legislation. In these calculations, the Bank’s foreign currency assets and foreign currency liabilities together with the forward transactions and gold position are all taken into consideration. Within the Bank, currency risk exposure is measured, monitored and reported on a daily basis. In this context, “Value-at-Risk (VaR) Methods” are applied as internal model. Among these methods, the “Variance Covariance Method” also known as the “Parametric Method” is used in reporting, while the “Historical Simulation” and the “Monte Carlo Simulation” methods, on the other hand, are used for comparison, in times when volatility increases a great extent. VaR measurements are based on an observation period covering the last 250 workdays and a 99 % confidence level. In “Economic Capital” measurements based on VaR, a 10-day holding period is applied. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the impact of adverse movements in the markets, while the effectiveness of the Bank’s internal model is tested by using back tests on a daily basis. As of 31 December 2015, the Bank's balance sheet short position is TRL 2,487,802 Thousand (31 December 2014 – TRL 2,034,749 Thousand short) and the long off balance sheet position amounts to TRL 2,475,373 Thousand (31 December 2014 TRL 2,037,455 Thousand long), resulting in total net short position of TRL 12,429 Thousand (31 December 2014 - TRL 2,706 Thousand total net long). The announced current foreign exchange buying rates of the Bank at 31 December 2015 and the previous five working days in full TRL are as follows: 24.12.2015 25.12.2015 28.12.2015 29.12.2015 30.12.2015 31.12.2015 USD 2.9187 2.9123 2.9157 2.9084 2.9076 2.9181 CHF 2.9510 2.9425 2.9445 2.9368 2.9278 2.9354 GBP 4.3414 4.3439 4.3417 4.3141 4.3007 4.3181 100 JPY 2.4189 2.4146 2.4133 2.4098 2.4078 2.4180 EURO 3.1968 3.1904 3.2006 3.1921 3.1776 3.1838 The Bank’s policies and procedures related to currency risk are in line with the “Regulation on Internal Systems of Banks” and the “Regulation on Measurement and Evaluation of the Capital Adequacy of Banks” and approved by the Bank’s Board of Directors. The simple arithmetic averages of the major current foreign exchange buying rates of the Bank for the thirty days before 31 December 2015 are as follows: The Board of Directors has approved limits (position limits, stop-loss limits) compliant with the regulatory “Foreign Exchange Net General Position / Equity Standard Ratio” and based on the Bank’s capital. These limits are monitored on a daily basis and reviewed and revised at least once a year, with respect to market conditions and changes in the Bank’s strategies. USD 2.9177 CHF 2.9269 Monthly Average Foreign Exchange Rate GBP 4.3692 100 JPY 2.3930 EURO 3.1765 124 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information on the foreign currency risk of the Bank: Foreign Currencies EUR USD Other Total Current Period Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey 414,444 Due From Other Banks and Financial Institutions 36,370 Financial Assets at Fair Value Through Profit and Loss 1,370,406 448,687 9,287 23,706 2,233,537 69,363 1,940 5,868 - 7,808 Money Market Placements - - - - Financial Assets Available-For-Sale - - - - 899,651 2,664,308 1,456 3,565,415 Loans Subsidiaries, Associates and Entities Under Common Control - 7,668 - 7,668 Held-To-Maturity Investments - 413 - 413 Tangible Assets - - - - Intangible Assets Other Assets Total Assets - - - - 196,299 11,189 6,415 213,903 1,548,704 4,069,139 480,264 6,098,107 Liabilities Bank Deposits 420,833 350 697,659 2,464,422 202,068 276,476 5,050,191 Foreign Currency Deposits 2,383,701 Money Market Borrowings - - Funds Provided From Other Financial Institutions - 2,597,378 631,200 1,966,178 - Securities Issued - - - - Sundry Creditors 106,205 9,424 114,564 230,193 1,285 5,490 3,713 10,488 3,543,224 4,721,990 320,695 8,585,909 Other Liabilities Total Liabilities Net Balance Sheet Position EUR USD (1,994,520) (652,851) Other Total 159,569 (2,487,802) Net Off-Balance Sheet Position 1,993,177 Financial Derivative Assets 2,818,608 2,470,221 638,084 (155,888) 183,753 2,475,373 5,472,582 Financial Derivative Liabilities 825,431 1,832,137 339,641 2,997,209 Non-Cash Loans 580,764 1,408,108 278 1,989,150 5,180,928 Prior Period Total Assets 1,024,899 3,667,597 488,432 Total Liabilities 2,999,002 3,899,891 316,784 (1,974,103) (232,294) 171,648 (2,034,749) Net Balance Sheet Position Net Off-Balance Sheet Position Financial Derivative Assets Financial Derivative Liabilities Non-Cash Loans 1,971,734 229,466 (163,745) 2,694,941 2,553,200 103,002 7,215,677 2,037,455 5,351,143 723,207 2,323,734 266,747 3,313,688 455,141 1,411,597 178 1,866,916 About Currency Risk Table as of 31 December 2015; The principal amount of currency indexed loans amounting TRL 849,568 Thousand and accruals amounting TRL 142,735 Thousand are shown under loans. According to the regulation about Foreign Currency Net General Position / Equity Standard Ratio Calculation, Foreign Currency amounts that are not shown in the present currency risk table are as follows: Derivative Financial Assets Held-for-Trading: TRL 45,285Thousand Unearned income from instalment sale of assets: TRL 1,984Thousand. Prepaid expenses: TRL 32,250 Thousand Derivative Financial Liabilities Held-for-Trading: TRL 35,662 Thousand Financial Derivative Asset amount includes TRL 53,908 Thousand forward asset purchase commitment and TRL 37,756 Thousand option contracts. Financial Derivative Liabilities amount includes TRL 29,988 Thousand forward asset selling commitment and TRL 37,533 Thousand option contracts. About Currency Risk Table as of 31 December 2014; The principal amount of currency indexed loans amounting TRL 856,931 Thousand and accruals amounting TRL 94,184 Thousand are shown under loans. According to the regulation about Foreign Currency Net General Position / Equity Standard Ratio Calculation, Foreign Currency amounts that are not shown in the present currency risk table are as follows: Derivative Financial Assets Held-for-Trading: TRL 41,063 Thousand Prepaid expenses: TRL 6,308 Thousand Derivative Financial Liabilities Held-for-Trading: TRL 56,839 Thousand Financial Derivative Asset amount includes TRL 43,823 Thousand forward asset purchase commitment and TRL 29,999 Thousand option contracts. Financial Derivative Liabilities amount includes TRL 47,536 Thousand forward asset selling commitment and TRL 29,999 Thousand option contracts. 125 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Foreign currency sensitivity: The Bank is mainly exposed to EUR and USD currencies. The following table details the Bank’s sensitivity to a 10 % increase or decrease in the TRL against USD and EUR. 10 % is the sensitivity rate used when reporting foreign currency risk internally to the top management and represents management’s assessment of the possible change in foreign exchange rates. A positive number indicates an increase in profit or loss and equity when the TRL appreciates against USD and EUR. USD EUR Increase in Effect on profit currency rate in % or loss Effect on equity 31.12.2015 31.12.2014 31.12.2015 31.12.2014 31.12.2015 31.12.2014 10 10 (1,477) (283) 10 10 (134) (237) - The Bank’s sensitivity to foreign currency rates has not changed much during the current period. VI. Explanations Related to Interest Rate Risk Interest rate risk is the possibility of loss that the Bank may face, in relation to its structural position arising from adverse movements in interest rates. The Bank’s policies and procedures related to interest rate risk are in line with the “Regulation on Internal Systems of Banks” and the “Regulation on Measurement and Evaluation of the Capital Adequacy of Banks” and approved by the Bank’s Board of Directors. Within the context of Capital Adequacy, the Bank’s interest rate risk exposure is calculated through the use of the “Standard Method” in line with the legislation. The Bank takes interest rate risk positions in both the trading book and banking book. The interest rate risk arising from the trading book is evaluated within the scope of market risk, and thus, measured, monitored, and managed in line with market risk policies and procedures. Within the Bank, interest rate risk exposure is measured, monitored and reported on a daily basis. In this context, “Value-at-Risk (VaR) Methods” are applied as internal model. Among these methods, the “Variance Covariance Method” also known as the “Parametric Method” is used in reporting, while the “Historical Simulation” and the “Monte Carlo Simulation” methods, on the other hand, are used for comparison, in times when volatility increases a great extent. VaR measurements are based on an observation period covering the last 250 workdays and a 99 % confidence level. In “Economic Capital” measurements based on VaR, a 10-day holding period is applied. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the impact of adverse movements in the markets, while the effectiveness of the Bank’s internal model is tested by using back tests on a daily basis. It is the priority of the Asset Liability Management to provide protection against adverse movements in market interest rates. In this context, gap analyses, duration and economic value analyses as well as sensitivity analyses are evaluated on a weekly basis by Bank’s Asset Liability Committee. Simulations on net interest income are performed according to macroeconomic indicator estimations in the Bank’s budget targets, while the potential negative impact of adverse movements in market interest rates on the financial position and cash flows is minimized through target revisions. The Bank management monitors the market interest rates on a daily basis, and is able to change the interest rates applied by the Bank whenever it is necessary. Average interest rates applied to monetary financial instruments Current Period Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey Due From Other Banks and Financial Institutions Financial Assets at Fair Value Through Profit and Loss Money Market Placements Financial Assets Available-for-Sale Loans Held-to-Maturity Investments Liabilities Bank Deposits Other Deposits Money Market Borrowings Sundry Creditors Securities Issued Funds Provided From Other Financial Institutions EUR USD JPY TRL 0.04 2.33 4.96 - 0.23 5.00 5.96 8.08 5.28 - 11.55 6.07 9.35 4.49 14.71 5.06 1.45 1.89 0.01 1.54 0.85 1.89 0.13 2.75 - 11.55 10.63 9.53 11.16 7.14 Average interest rates applied to monetary financial instruments Prior Period Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey Due From Other Banks and Financial Institutions Financial Assets at Fair Value Through Profit and Loss Money Market Placements Financial Assets Available-for-Sale Loans Held-to-Maturity Investments Liabilities Bank Deposits Other Deposits Money Market Borrowings Sundry Creditors Securities Issued Funds Provided From Other Financial Institutions EUR USD JPY TRL 0.54 2.68 5.86 - 0.33 5.63 6.19 8.08 1.97 2.24 0.14 2.79 5.27 - 11.08 6.26 9.39 5.11 15.44 4.94 2.01 2.34 0.1 1.94 10.8 10.13 9.59 10.64 6.31 126 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information related to the interest rate sensitivity of assets, liabilities and off-balance sheet items (based on repricing dates) Current Period Up to 1 Month 1-3 Months 3-12 Months 1-5 Years 5 Years Non-Interest and Over Bearing Total Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey 154,954 - - - - 2,626,222 Due From Other Banks and Financial Institutions 42,518 - - - - 44,088 86,606 Financial Assets at Fair Value Through Profit and Loss 36,212 14,743 36,489 55,989 4,722 79 148,234 Money Market Placements Financial Assets Available-for-Sale 2,781,176 - - - - - - - 207,355 473,501 479,880 361,105 194,691 7,236 1,723,768 6,559,294 1,363,679 2,628,601 5,349,790 370,527 - 16,271,891 Held-to-Maturity Investments 206,332 264,961 796,597 - 413 - 1,268,303 Other Assets 249,194 4,399 - 2,294 - 1,880,101 2,135,988 7,455,859 2,121,283 3,941,567 5,769,178 570,353 4,557,726 24,415,966 Loans (*) Total Assets Liabilities Bank Deposits Other Deposits Money Market Borrowings 950,374 61,992 5,431 - - 440,889 1,458,686 7,570,252 2,959,097 1,179,930 16,128 - 1,683,540 13,408,947 2,012,699 2,006,320 6,379 - - - - Sundry Creditors - - - - - 325,729 325,729 Securities Issued - 698,744 170,293 320,769 - - 1,189,806 Funds Provided From Other Financial Institutions 216,986 476,192 1,939,853 85,375 179 - 2,718,585 Other Liabilities 234,912 61,000 26,570 80,560 - 2,898,472 3,301,514 10,978,844 4,263,404 3,322,077 502,832 179 5,348,630 24,415,966 Total Liabilities Balance Sheet Long Position - - 619,490 5,266,346 570,174 - 6,456,010 Balance Sheet Short Position (3,522,985) (2,142,121) - - - (790,904) (6,456,010) Off-Balance Sheet Long Position - - - - - - - Off-Balance Sheet Short Position - - - - - - - (3,522,985) (2,142,121) 619,490 5,266,346 570,174 (790,904) - Total Position The Bank classified Loans and Receivables amounting to TRL 11,657 Thousand, under financial assets at fair value through profit and loss. Non performing loans classified as “Financial assets at fair value through profit and loss”amount to TRL 2,209 Thousand and Specific provision amount to TRL 1,274 Thousand. (*) 127 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Prior Period Up to 1 Month 1-3 Months 3-12 Months 1-5 Years 5 Years Non-Interest and Over Bearing Total Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey Due From Other Banks and Financial Institutions Financial Assets at Fair Value Through Profit and Loss Money Market Placements Financial Assets Available-for-Sale - - - - - 2,302,110 2,302,110 66,695 - - - - 57,934 124,629 37,913 12,288 20,373 82,485 3,774 80 156,913 73,205 - - - - - 73,205 356,875 393,099 295,098 3,246 892 6,724 1,055,934 5,580,275 1,038,816 2,397,161 4,985,186 331,691 - 14,333,129 Held-to-Maturity Investments 206,236 395,228 763,056 - 329 - 1,364,849 Other Assets 233,530 - - - - 1,542,989 1,776,519 6,554,729 1,839,431 3,475,688 5,070,917 336,686 3,909,837 21,187,288 Loans (*) Total Assets Liabilities 620,166 61,675 3,007 - - 278,323 963,171 Other Deposits Bank Deposits 7,170,569 2,659,528 1,172,657 17,557 - 1,555,126 12,575,437 Money Market Borrowings 1,440,582 1,440,582 - - - - - Sundry Creditors - - - - - 365,801 365,801 Securities Issued 180,935 858,602 - 97,500 - - 1,137,037 1,593,253 Funds Provided From Other Financial Institutions Other Liabilities Total Liabilities 46,897 754,579 779,671 11,604 502 - 233,439 123,224 9,027 30,280 - 2,716,037 3,112,007 9,692,588 4,457,608 1,964,362 156,941 502 4,915,287 21,187,288 Balance Sheet Long Position - - 1,511,326 4,913,976 336,184 - 6,761,486 Balance Sheet Short Position (3,137,859) (2,618,177) - - - (1,005,450) (6,761,486) Off-Balance Sheet Long Position 3,000 - - - - - 3,000 Off-Balance Sheet Short Position - - (3,000) - - - (3,000) (3,134,859) (2,618,177) 1,508,326 4,913,976 336,184 (1,005,450) - Total Position (*) The Bank classified Loans and Receivables amounting to TRL 22,229 Thousand, under financial assets at fair value through profit and loss. . Non performing loans classified as “Financial assets at fair value through profit and loss”amount to TRL 3,931 Thousand and Specific provision amount to TRL 2,371 Thousand. Interest rate sensitivity: As of the balance sheet date, under the assumption that market interest rates change by 1 % for both the Turkish Lira and foreign currency denominated items and all other things stay constant: • The Bank’s net interest income would grew by 3.03 % or by TRL 32,013 Thousand (31 December 2014- Net interest income of the Bank would grew by 2.63 % or TRL 25,696 Thousand). 128 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) In the first step, net interest income is calculated by evaluating interest rate sensitive assets and liabilities with their original interest rates. In the second step, interest rate sensitive assets and liabilities are evaluated under the assumption that the market interest rates rise by a 100 bps parallel shift. The difference constitutes the sensitivity of net interest income. The interest rate risk of the banking book items: The Bank may be exposed to interest rate risk in the banking book arising from: • • • • Repricing Risk is the major source of Interest Rate Risk. It arises from the mismatches in maturities (in instruments with fixed interest rates) and the mismatches in repricing frequencies (in instruments with floating interest rates) within the Bank’s assets, liabilities and interest bearing off balance sheet items. Yield Curve Risk arises from unanticipated changes in the relationships across the spectrum of maturities; i.e. the slope and the shape of the yield curve. Therefore, it exacerbates the impact stemming from the mismatches in maturities and repricing frequencies. Basis Risk arises from imperfect correlations in the spreads due to imperfect adjustment of rates earned and paid on different instruments within the Bank’s assets, liabilities and interest bearing off balance sheet items with otherwise similar maturities or repricing frequencies. Optionality Risk arises from the behavioural optionality embedded within the Bank’s assets, liabilities and interest bearing off balance sheet items, differing from their contractual maturities; such as prepayment (in part or in full) of loans, calling of wholesale funding, and withdrawals or roll-overs of demand deposits as well as time deposits. The Bank’s policies and procedures related to interest rate risk are in line with the “Regulation on Internal Systems of Banks” and the “Regulation on Measurement and Evaluation of the Capital Adequacy of Banks” and approved by the Bank’s Board of Directors. The Board of Directors has approved Risk Limits regarding the interest rate risk arising from the banking book, monitored on a weekly basis; all of which are reviewed and revised at least once a year, with respect to market conditions and changes in the Bank’s strategies. These limits are based on the Bank’s capital and determine the acceptable level of interest rate risk by certain maturity buckets. The Bank employs two separate approaches, i.e. “income approach” and “economic value approach” in order to measure and monitor the impact of interest rate risk on its income and capital. The “income approach” is employed in order to calculate the impact of movements in market interest rates on Net Interest Income, while the “Economic Value Approach” is employed in order to calculate the same impact on the Economic Value of Equity. As the “Economic Value Approach” offers a much more comprehensive view since it considers the present value of all the future cash flows, it constitutes the base for the Bank’s Asset Liability Management. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the changes in interest rate sensitive onand off-balance sheet items, arising from adverse movements in interest rates. Economic valuation differences from fluctuations on interest rates, in different currencies, are presented in the table below: Current Period Currency 1 TRL 2 EURO 3 USD Applied Shock (+/- x basis point) +500 -400 +200 -200 +200 -200 Total (For negative shocks) Total (For positive shocks) Prior Period Currency 1 TRL 2 EURO 3 USD Total (For negative shocks) Total (For positive shocks) Applied Shock (+/- x basis point) +500 -400 +200 -200 +200 -200 (Gain) / Loss (437,106) 415,148 15,302 (6,259) (5,482) 6,226 415,115 (427,286) (Gain) /Shareholders’ Equity – Loss/ Shareholders’ Equity %(15.12) %14.36 %0.53 %(0.22) %(0.19) %0.22 %14.36 %(14.78) (Gain) / Loss (376,277) 346,626 10,395 (1,117) (8,188) 8,999 354,508 (374,070) (Gain) /Shareholders’ Equity – Loss/ Shareholders’ Equity (13.43)% 12.38% 0.37% (0.04)% (0.29)% 0.32% 12.66% (13.36)% VII. Explanations Related to Stock Position Risk Due from Banking Book Associates and subsidiaries are recorded at the cost of acquisition in the financial statements. Stock Investment Stock Investment Group A Stock Exchange Securities Stock Investment Group B Stock Exchange Securities Stock Investment Group C Stock Exchange Securities Comparison Balance Sheet Value 25,888 25,888 - Fair Value Market Value 26,273 26,306 26,273 26,306 - 1) Types and amounts of positions traded at the exchange and sufficiently diversified private capital portfolios and other exposures: None 2) Cumulative realized gains or losses arising from the sale or liquidation during the period: None 3) Total unrealized gains or losses, revaluation increases of total supplementary and core capital: None 129 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) VIII. Explanations Related to Liquidity Risk Management and Liquidity Coverage Ratio Liquidity risk is the possibility of a loss that the Bank may face, when there is not sufficient cash or cash inflow to meet the cash outflow in full and also in time. Liquidity risk may also occur when the market penetration is not adequate, when open positions cannot be closed in time, at suitable prices and at sufficient amounts, due to some barriers and some break-ups in the markets. a) Information on risk capacity of the Bank, responsibilities and structure of liquidity risk management, the Bank’s internal liquidity risk reporting, communication between the Board of Directors and business lines on liquidity risk strategy, policy and application: The major policy of the Bank is to maintain an asset structure that it will be sufficient to fulfill all its obligations through the use of liquid sources in time and in a sound manner. The objective of the liquidity risk management is to maintain the Bank’s financial stability by means of maintaining the Bank’s liquidity risk exposure at measurable and tolerable levels. Thus, it is also the objective to protect the Bank’s shareholders from any potential loss that might arise from adverse movements in the Bank’s liquidity position. The Bank’s policies and procedures related to the liquidity risk are approved by the Bank’s Board of Directors. The major factors mentioned below are addressed in those policies and procedures: The Oversight of the Board of Directors: - The Board of Directors approves policies and procedures related to the liquidity risk, all in line with the Bank’s annual budget and the growth strategies for medium and long term. - The Board of Directors determines the capital structure to cover the Bank’s liquidity risk profile, all in line with the Bank’s annual budget and the growth strategies for medium and long term. - The Board of Directors segregates the duties, authorities and responsibilities related to measuring, monitoring, controlling, auditing and management of the liquidity risk, through internal regulations on related committies and units. The Oversight of the Senior Management: - The Bank’s senior management implements systems and standards related to measuring, monitoring, controling, auditing and management of the liquidity risk, with respect to its duties, authorities, and responsibility areas. - The Bank’s senior management takes measures to ensure the development of technical konwledge and competencies of human resources as well as information systems infrastructure so that the measuring, monitoring, controling and auditing of the liquidity risk, are all executed in a sound manner. - The Bank’s senior management analyses potential liquidity risk which may arise from the new banking products and services which the Bank plans to implement. The Board of Directors and senior management segregate the responsibilities within the scope of the liquidity risk management among the Asset Liability Committee, Treasury and Risk Management Units. Accordingly, the Board of Directors set the Asset Liability Committee (ALCO) as the senior management committee responsible for management of the Bank’s balance sheet, usage of funds, and financial management. ALCO sets the strategies for management of the balance sheet, funding, source planning and liquidity as well as conducting stress tests and scenario analyses. Treasury implements these strategies in order to manage liquidity. The Board of Directors has accepted “Risk Limits” as part of the Bank’s policies and procedures related to the liquidity risk. The compliance with these limits are monitored on a regular basis; all of which are reviewed and revised (if deemed necessary) at least once a year, with respect to the market conditions and changes in the Bank’s strategies. The compliance with the “Risk Limits” is a mandatory agenda item in the regular monthly meetings of the Board of Directors. The liquidity risk profile is analysed, monitored, and assessed by the Risk Management Unit. The said Unit presents its findings through those assessments as well as the compliance with the “Risk Limits” to ALCO on a weekly basis and to the Board of Directors on a monthly basis. b) Information on the centralization degree of liquidity management and funding strategy and the functioning between the Bank and the Bank’s subsidiaries: The management of liquidity has a decentralised structure. In this context, each subsidiary executes its liquidity management function by its own units/departments/ services responsible for carrying out the function of the financial management. Besides, the Bank provides funding to its subsidiaries in line with the regulatory limits while also taking the market conditions into consideration. c) Information on the Bank’s funding strategy including the policies on funding types and variety of maturities: Liquidity is accepted as the ability of a bank to fund increases in its assets and meet its obligations as they come due, without incurring unacceptable losses. In management of the Bank’s liquidity, the following factors are taken into consideration: - - - - - Current and foreseen asset quality for the coming period, Current and foreseen funding requirements for the coming period, Creation of assets that are easily liquidated in the markets, Creation of assets that have regular cash flows, Diversification of funding sources, prevention of concentration. Deposits are the foundation of the Bank’s liquidity. It is deemed essential to maintain a stable and cost-effective deposit base. 130 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The stickiness of the deposits are analysed in 2 separate ways: In addition to legal liquidity coverage ratios related with the liquidity risk, the Board of Directors has approved “Risk Limits” associated with the net worth and set the limits for allowed possible liquidity mistmatch as percentage to the net worth for the certain maturity buckets. The compliance with these limits are monitored on a regular basis; all of which are reviewed and revised (if deemed necessary) at least once a year, with respect to the market conditions and changes in the Bank’s strategies. - The Bank’s liqudity risk is also assessed through the following “Risk Limits”: The Bank acknowledges that the deposit structure in Turkish banking industry is generally short-term; that the time deposits are rolled over frequently, and that their real maturities are much more longer than the contractual maturities. It is thus a fundamental that roll-over rates of time deposits are monitored on a continuous basis. - With regards to the time deposits: the objective is to determine the roll-over rates of those deposits. With regards to the sight deposits: the objective is to determine the overall volatiliy in those deposits in order to further determine both the “core” and “volatile” sections as part of those deposits. Both the time and sight deposits are also analysed based on currency types as well as such sub-classes as savings deposits and commercial deposits. As an indicator of the Bank’s liquidity, the concentration in the Bank’s deposit structure as well as the breakdowns by retail/commercial deposits and by Turkish Lira/foreign currency deposits are all monitored. As an indicator of the market liquidity, the spread between O/N repo rates and the average of those deposit rates of the first 10 savings banks (classified by their asset size) is monitored. Liquidity Risk Cash Loans with maturities longer than 1 year (as per cash flows) / Capital Time Deposits higher than 1 million TL / Total time deposits In addition to these, the Bank applies liquidity risk mitigation techniques, among which are opting for loans with a regular cash flow structure on the loan side; opting for a “granular” deposit base on the deposit side; and diversifying the sources of funding by regularly executing the Bank’s TL bond issues and obtaining long-term finance resources from the financial institutions (Covered Bonds, syndications, and other). f) Information on the use of stress tests: In order to measure and monitor the impact of the liquidity risk, the Bank uses cash flow gap analyses indicating both current and future transactions. In these analyses, it is evaluated for how long the mismatches in the maturities of assets, liabilities and interest bearing off balance sheet items take, with respect to the maturity buckets. In terms of liquidity stress testing, the Bank opts for a “reverse stress testing” procedure, in order to measure the risks arising from both the Bank’s liquidity and the market liquidity. The use of such “reverse stress testing” enables the Bank to determine the adverse conditions under which it might breach the liquidity coverage ratios. Initially, it is simulated at which levels the liquidity coverage ratios will approximately be for the next 3-year horizon. Then, the liquidity gaps pertaining to those ratios are compared to the liquidity gaps under which the Bank might breach the said ratios and ALCO decides on the actions to be taken for the existing liquidity gaps based on the results of such simulations. In cash flow gap analyses: g) General information on urgent and unexpected liquidity situation plans: - - The Bank’s O/N repo limits in Central Bank and Istanbul Stock Exchange as well as unutilised limits are also regularly monitored. As a precaution for a worst case scenario such as the withdrawal of the total of demand deposits, it is a principle that the Bank maintains an unutilised limit equal to the outstanding amount of its demand deposits. Within this scope, the ALCO sets the alternative liquidity strategies with regards to the current market environment. d) Information on liquidity management on the basis of currencies constituting a minimum of five percent of the Bank’s total liabilities: - Aggregate, Turkish Lira and foreign currency items are tabulated seperately. Calculation for currency items that exceed 5 % of the Bank’s total assets (USD, EUR, etc. items) are done seperately. Currency items that do not exceed 5 % of the Bank’s total assets are aggregated with the Eur items. e) Information on liquidity risk mitigation techniques: The Bank, while monitoring its liquity position, thoroughly oversees its compliance with the regulatory liquidity coverage ratios. The Bank’s Board of Directors approved these regulatory limits as “Risk Limits” to be complied with and additionally set “Key Risk Indicators”. Liquidity Coverage Ratio: Liquidity coverage ratio is calculated by comparing the “high quality liquid assets” of the Bank to the net cash outflow in the coming one month period, in line with the “Regulation on the Calculation of Banks’ Liquidity Coverage Ratios” issued by the Banking Regulation and Supervision Agency of Turkey. Hence, these ratios are effected by the levels of a bank’s liquid assets which can be liquidified easily and the cash in-flows as well as the cash out-flows arising from a bank’s assets, liabilities and also off balance sheet items. 131 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Bank’s “high quality liquid assets” comprise of cash and the balance sheet items held within the Central Bank as well as securities issued by the Turkish Treasury, which are not subject to repurchase agreements or not pledged as collateral. TRL+FC Total Unweighted Value (Average) (*) TRL+FC TRL+FC 1 2 FC HIGH QUALITY LIQUID ASSETS 1 Total high-quality liquid assets (HQLA) 2,829,271 Total high-quality liquid assets (HQLA) 1,748,312 Retail deposits and deposits from small business customers, of which: 690,102 200,378 68,848 4 Less stable deposits 4,897,240 2,140,050 489,724 214,005 3,875,166 1,722,092 2,555,323 1,185,872 224,116 83,640 56,029 20,910 3,188,130 1,456,734 2,011,050 982,573 462,920 181,718 488,244 182,389 5 Unsecured wholesale funding, of which: 6 Operational deposits 7 Non-operational deposits 10 Other cash outflows of which: 352,701 3 Stable deposits 5,006,980 1,542,480 250,349 77,124 4 Less stable deposits 5,885,100 2,755,770 588,510 275,577 5 Unsecured wholesale funding, of which: Operational deposits 7 Non-operational deposits 8 Unsecured funding 9 Secured wholesale funding 10 Other cash outflows of which: 11 Outflows related to derivative exposures and other collateral requirements 12 Outflows related to restructured financial instruments 13 Payment commitments and other offbalance sheet commitments granted for debts to financial markets 14 15 16 Other revocable off-balance sheet commitments and contractual obligations Other irrevocable or conditionally revocable off-balance sheet obligations 282,853 3,517,010 1,376,960 Secured wholesale funding 6 1,728,025 4,007,560 9 838,859 2,984,770 8,904,800 8 4,298,250 FC Stable deposits 2 10,892,080 TRL+FC 3 CASH OUTFLOW Retail deposits and deposits from small business customers, of which: FC CASH OUTFLOW Total Weighted Value (Average) (*) FC Total Weighted Value (Average) (*) HIGH QUALITY LIQUID ASSETS The major funding source for the Bank is the deposits. In addition to the deposits, the other significant sources of funding include funds received through REPO transactions, issued securities, long-term recources obatined from the financial institutions (Covered Bonds, syndications, and other). Current Period Total Unweighted Value (Average) (*) Prior Period 4,520,317 1,758,427 3,039,295 1,329,968 284,808 152,316 71,202 38,079 3,536,444 1,213,645 2,269,028 899,423 699,065 392,466 699,065 392,466 - - 3,185,536 976,243 3,185,536 976,243 3,134,968 930,232 3,134,968 930,232 4,557 - 4,557 - Unsecured funding - - 3,212,350 1,326,369 3,212,350 1,326,369 11 Outflows related to derivative exposures and other collateral requirements 3,097,361 1,304,395 3,097,361 1,304,395 12 Outflows related to restructured financial instruments 93,015 - 93,015 - 13 Payment commitments and other offbalance sheet commitments granted for debts to financial markets 21,974 21,974 21,974 21,974 98,120 1,450,160 4,906 72,508 3,881,617 1,866,007 14 Other revocable off-balance sheet commitments and contractual obligations 15 Other irrevocable or conditionally revocable off-balance sheet obligations 16 TOTAL CASH OUTFLOWS 512,943 79,640 6,975,624 2,947,242 CASH INFLOWS 17 Secured receivables 18 Unsecured receivables 80,420 - 40,210 - 779,082 67,696 529,742 142,505 46,011 46,011 46,011 46,011 19 Other cash inflows 3,072,285 2,718,162 3,072,285 2,718,162 88,560 88,480 4,428 4,424 20 TOTAL CASH INFLOWS 3,931,787 2,785,858 3,642,237 2,860,667 4,120,831 557,288 569,577 91,986 21 TOTAL HQLA 2,984,770 1,728,025 7,637,695 2,755,322 22 TOTAL NET CASH OUTFLOWS 3,333,388 736,810 23 LIQUIDITY COVERAGE RATIO (%) 89.54 234.53 Total Adjusted Value TOTAL CASH OUTFLOWS CASH INFLOWS 17 Secured receivables 5,758 - 2,879 - 18 Unsecured receivables 1,183,176 149,321 681,574 111,527 19 Other cash inflows 3,081,877 2,917,289 3,081,877 2,917,289 20 TOTAL CASH INFLOWS 4,270,811 3,066,610 3,766,330 3,028,816 Total Adjusted Value 21 TOTAL HQLA 2,829,271 1,748,312 22 TOTAL NET CASH OUTFLOWS 3,871,365 688,831 23 LIQUIDITY COVERAGE RATIO (%) 73.08 253.81 (*) The average of last three months’ liquidity coverage ratio calculated by monthly and weekly simple averages. The average of last three months’ liquidity coverage ratio calculated by monthly and weekly simple averages. (*) The FC liquidity coverage ratio calculated from the average value for the last quarter of 2014 is 234.53, TRL + FC liquidity coverage ratio is 89.54 and the same rates in the last quarter of 2015 are 253.81 and 73.08 respectively. The lowest and highest Liquidity Coverage Ratios for 2015 is given in the following table. Date Maximum Date TRL+FC 25.12.2015 89.25 23.10.2015 Minimum 63.42 FC 20.11.2015 283.72 23.10.2015 178.32 132 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Presentation of assets and liabilities according to their remaining maturities: 1-3 Months 3-12 Months Current Period Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey 809,264 1,971,912 Due From Other Banks and Financial Institutions 44,088 42,518 Financial Assets at Fair Value Through Profit and Loss 79 35,855 14,497 Money Market Placements Financial Assets Available-for-Sale 7,236 Loans (**) (***) 71,005 970,927 5,228,548 Held-to-Maturity Investments Other Assets 302,732 249,194 4,399 Total Assets 1,234,404 3,270,406 5,247,444 35,717 6,266 2,290,881 2,332,864 Demand Liabilities Bank Deposits Other Deposits Funds Provided From Other Financial Institutions Money Market Borrowings Securities Issued Sundry Creditors Other Liabilities Total Liabilities Liquidity Gap Net Off-Balance Sheet Position Derivative Financial Assets Derivative Financial Liabilities Non-Cash Loans Prior Period Total Assets Total Liabilities Liquidity Gap Net Off-Balance Sheet Position Derivative Financial Assets Derivative Financial Liabilities Non-Cash Loans Up to 1 Month 440,889 950,374 1,683,540 7,570,235 211,754 - 2,006,320 325,729 124,819 255,289 2,574,977 10,993,972 (1,340,573) (7,723,566) 2,003 3,271,164 3,269,161 2,015,024 152,034 680,868 2,916,325 2,327,979 9,701,070 (1,647,111) (6,784,745) - (175,838) - 3,327,573 3,503,411 1,977,248 150,306 1-5 Years 56,741 5,345 836,763 873,503 6,391,774 1,318,756 885,059 383,244 2,294 8,172,631 2,580,848 61,992 5,431 2,959,034 1,179,724 16,407 140,711 798,874 808,591 6,379 334,780 170,293 684,733 186,617 52,760 142,340 3,689,513 2,207,082 1,652,071 1,557,931 125,782 6,520,560 (16,665) 13,699 (18,619) 1,981,548 215,555 639,236 1,998,213 201,856 657,855 442,093 2,096,686 975,760 4,609,523 3,533,388 1,076,135 166,788 1,843,996 1,677,208 562,369 2,132,199 1,805,120 327,079 7,024 333,520 326,496 1,994,772 5 Years and Over Undistributed (*) 7,034,717 858,428 6,176,289 31,919 672,909 640,990 859,330 7 758,655 12,747 771,409 1,809,439 81,184 2,361,081 569,490 1,791,591 47,661 Total 2,781,176 86,606 148,234 1,723,768 - 16,271,891 - 1,268,303 1,577,369 2,135,988 1,577,369 24,415,966 - 1,458,686 - 13,408,947 - 2,718,585 - 2,012,699 - 1,189,806 325,729 2,526,942 3,301,514 2,526,942 24,415,966 (949,573) (19,582) - 6,107,503 - 6,127,085 5,762,781 1,452,575 2,391,813 (939,238) - 21,187,288 21,187,288 29,893 6,177,998 6,148,105 5,591,686 (*) Those assets such as tangible assets, investments in subsidiaries and associates, office supply inventory, prepaid expenses and non-performing loans, which are necessary for continuation of banking activities, unavailable for conversion into cash in a short term and other asset qualified accounts and equity accounts are classified under undistributed. (**) Overdraft Loans are presented in 1-3 months period. (***) The Bank has classified Loans and Receivables amount to TRL 11,657 Thousand, under financial assets at fair value through profit and loss in the current period. Non performing loans classified as “Financial assets at fair value through profit and loss”amount to TRL 2,209 Thousand (31 December 2014 – TRL 3,931 Thousand) and Specific provision amount to TRL 1,274 Thousand (31 December 2014 – TRL 2,371 Thousand). 133 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Analysis of financial liabilities by remaining contractual maturities: Demand Up to 1 Month Current Period Liabilities Bank deposits Other deposits Funds provided from other financial institutions Money market borrowings Securities Issued Total Liabilities 440,889 1,683,540 2,124,429 Prior Period Liabilities Bank deposits Other deposits Funds provided from other financial institutions Money market borrowings Securities Issued Total Liabilities 278,323 1,555,126 1,833,449 1-3 Months 3-12 Months 1-5 Years Over 5 Years Adjustments Total 952,508 7,593,640 217,145 2,008,287 10,771,580 62,253 2,992,388 141,334 6,446 385,552 3,587,973 5,447 1,207,182 808,234 273,813 2,294,676 17,743 928,818 793,814 1,740,375 27 1,084,127 1,084,154 (2,411) (85,573) (461,073) (2,034) (263,373) (814,464) 1,458,686 13,408,947 2,718,585 2,012,699 1,189,806 20,788,723 620,451 7,190,412 29,499 1,441,218 180,935 9,462,515 61,936 2,684,118 128,169 516,704 3,390,927 3,150 1,200,650 608,045 1,811,845 19,626 303,543 461,713 784,882 825,196 825,196 (689) (74,495) (301,199) (636) (22,315) (399,334) 963,171 12,575,437 1,593,253 1,440,582 1,137,037 17,709,480 Analysis of contractual maturity of the Bank’s derivative financial instruments: Current Period Net Settled Foreign exchange forward contracts Currency swaps Interest rate swaps Gross settled Foreign exchange forward contracts Currency swaps Interest rate swaps Total Prior Period Net Settled Foreign exchange forward contracts Currency swaps Interest rate swaps Gross settled Foreign exchange forward contracts Currency swaps Interest rate swaps Total Up to 1 Month 1-3 Months 3-12 Months 1-5 Years Over 5 Years Total - - - - - - 251,591 2,773,306 3,024,897 42,810 1,815,236 1,858,046 5,892 138,925 144,817 672,146 672,146 - 300,293 5,399,613 5,699,906 - - - - - - 395,044 2,826,895 3,221,939 9,522 1,864,321 1,873,843 6,241 327,112 3,517 336,870 656,047 656,047 - 410,807 5,674,375 3,517 6,088,699 IX. Explanations Related to Securitization Position Risk None. X. Explanations Related to Credit Risk Mitigation Techniques The Bank uses financial collaterals (Government securities, cash, deposit, gold, stock pledge), guarantees and credit derivatives as risk mitigators. 134 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The financial collaterals are revaluated on a daily basis. The Bank pays attention to legality of collaterals, monitoring the fair value of collaterals and insurance agreements related with the collaterals in the name of the Bank. XI. Explanations Related to Risk Management Objective and Policies While “simple approach” is taken into account for banking book items, the Bank uses “comprehensive approach” for trading book items in the credit mitigation process. 1. Risk Management System Strategy Collaterals which are grouped according to asset types (*): Risk Types Other/ Guarantees Financial Physical and Credit Amount (**) Collaterals Collaterals Derivatives 1 Contingent and Non-Contingent Claims on Sovereigns 5,592,305 - - - 2 Contingent and Non-Contingent Claims on Regional Governments and Local Authorities 74,276 - - - 3 Contingent and Non-Contingent Claims on Administrative Units and Non-Commercial Enterprises 10,663 939 - - 4 Contingent and Non-Contingent Claims on Multilateral Development Banks - - - - 5 Contingent and Non-Contingent Claims on International Organizations - - - - 6 Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary 359,969 - - - 7 Contingent and Non-Contingent Claims on Corporate Receivables 10,880,811 123,501 - - Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios 6,888,217 77,141 - - Contingent and Non-Contingent Claims Secured by Mortgage 5,256,569 - - - 816,160 - - - 8 9 10 Past Due Loans 11 1,081,528 - - - 12 Collateralized Mortgage Marketable Securities Higher-Risk Categories Defined by Agency - - - - 13 Securitization Exposures - - - - 14 Short-Term Claims on Banks and Corporate - - - - 15 Undertakings for Collective Investments in Transferable Securities 16 Other Claims Total - - - - 1,710,532 - - - 32,671,030 201,581 - - (*) According to the Communiqué on Measurement and Assessment of Capital Adequacy of Banks, financial collaterals, guarantees and credit derivatives are taken into account in capital adequacy ratio calculation, while the other/physical collaterals (sureties, allowance alienation, vehicle and other pledges) are not considered. Mortgage loans are shown in the 9th line of table. (**) Amount consists of “total credit risk amount before credit conversion rates”. Risk Management System in the Bank is considered as a whole and is structured in all organisational and management processes as well as Information Systems and risk awareness is enhanced. 2. Risk Management System is built-in into all activities of the Bank and it is the responsibility of all the Bank’s personnel to enhance Risk Management System. 3. Risk Management System also covers the Bank’s investments and associates, as well as its subsidiaries, on a consolidated basis. 4. The objectives to be achieved through the Risk Management System and internal capital adequacy assessment process are as stated: • Protection of the Bank’s solid financial condition, • Determination of the Bank’s risk appetite in line with its strategies and activities, • Determination of the Bank’s capital level in line with its risk appetite, • Adoption of risk-based approaches: - Across business units, - In structuring of portfolios, - In setting of authorisations, - In pricing. • Enhancement of Performance Management System, • Enhancement of the principles of corporate governance and transparency. The Structure and Scope of Risk Management System The Risk Management System covers of all the decision-making, executing and monitoring, controlling and auditing bodies of the Bank and includes the following: • • • • • The Board of Directors Senior Management Internal Systems Units Committees established by the Board of Directors within Risk Management System Committees established by Senior Management within Risk Management System The Goals of Risk Management System 1. 2. 3. 4. 5. 6. Enhancement of enterprise risk management culture, by means of establishment of sound strategies and policies, Establishment and sound management of risk limits and applications, Enhancement of asset structure, Accurate fulfillment of obligations, Determination of the Bank’s risk appetite in line with the Bank’s business strategies and activities, Determination of the Bank’s capital level in line with its risk appetite. 135 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Basic Principles of Risk Management System 1. 2. 3. 4. 5. 6. 7. 8. The activities within the Bank’s Risk Management System are regulated and supervised in a sound manner. Risk Management strategies, policies, risk limits and applications are established in line with the Bank’s business strategies and activities as well as the requirements within a changing environment. In order to prevent errors and irregularities, fraud, conflicts of interest, manipulation of information and abuse of resources, segregation of authourities is formulated for these. Authorities and responsibilities of all the units, committees and personnel are defined precisely and in written form. Information Systems of the Bank are structured in line with the Bank’s business strategies and activities as well as the qualifications and the complexity of products to be newly introduced. Information Systems of the Bank are structured so that identifying, measuring, monitoring, controlling and reporting of risks to which the Bank may be exposed, due to its strategies and activities are executed in an effective and timely manner. Within the scope of the organisational structure of the Bank and in accordance with principles related to security of information, vertical and horizontal flows of information are established. All the managers and related personnel are informed precisely, concerning the Bank’s strategies and objectives, policies, risk limits and applications. The Tools of Risk Management System 1. Establishment of Risk Limits, 2. Establishment of Segregation of duties and decision-making system, 3. Establishment of sound communication channels (financial / managerial reporting lines), 4. Establishment of sound process management, 5. Establishment of sound internal controls, 6. Structuring of Emergency and Business Continuity Planning. XII. Explanations Related to Leverage Ratio The Bank’s unconsolidated leverage ratio calculated according to “Regulation on Measurement and Assessment of Leverage Ratios of Banks” is 7.37 % (31 December 2014 – 7.84 %). Change in the leverage ratio is mainly due to the increase in the amount of on balance sheet items. Regulation has set the minimum leverage ratio as 3 %. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 (*) Current Prior On-balance sheet assets Period (*) Period (*) On-balance sheet items (excluding derivative financial instruments and credit derivatives but including collateral) 23,748,170 20,419,917 (Assets deducted in determining Tier 1 capital) (182,907) (104,822) Total on-balance sheet risks (sum of lines 1 and 2) 23,565,263 20,315,095 Derivative financial instruments and credit derivatives Replacement cost associated with all derivative instruments and credit derivatives 127,637 141,406 Add-on amounts for PFE associated with all derivative instruments and credit derivatives 99,474 102,241 Total risks of derivative financial instruments and credit derivatives (sum of lines 4 to 5) 227,111 243,647 Securities or commodity financing transactions (SCFT) Risks from SCFT assets Risks from brokerage activities related exposures 51,466 40,015 Total risks related with securities or commodity financing transactions (sum of lines 7 to 8) 51,466 40,015 Other off-balance sheet transactions Gross notional amounts of off-balance sheet transactions 7,992,341 7,807,294 (Adjustments for conversion to credit equivalent amounts) (164,668) (262,591) Total risks of off-balance sheet items (sum of lines 10 and 11) 7,750,723 7,544,704 Capital and total risks Tier 1 capital 2,329,783 2,207,087 Total risks (sum of lines 3, 6, 9 and 12) 31,594,563 28,143,461 Leverage ratio Leverage ratio 7.37 7.84 Amounts in the table are three-month average amounts. XIII. Explanations Related to Presentation of Financial Assets and Liabilities at Fair Value Current period marketable securities are comprised of interest-bearing assets held-to-maturity and interest-bearing assets available-for-sale. The fair value of the held to maturity assets is determined by market prices or quoted market prices of other marketable securities which are subject to redemption with same characteristics in terms of interest, maturity and other similar conditions when market prices cannot be determined. 136 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The book value of demand deposits, money market placements with floating interest rate and overnight deposits represents their fair values due to their short-term nature. The estimated fair value of deposits, funds provided from other financial institutions with fixed interest rate and securities issued is calculated by determining their cash flows discounted by the current interest rates used for other liabilities with similar characteristics and maturity structure. The fair value of loans is calculated by determining the cash flows discounted by the current interest rates used for receivables with similar characteristics and maturity structure. The book value of the sundry creditors reflects their fair values since they are short-term The market values of the items shown in the table are calculated by combining the accrued interest and the market value of principal amounts, based on time to maturity for fixed rate items and time to repricing day for floating rate items. The market values of interest rate insensitive items are calculated with respect to their book values. The table below shows the book value and the fair value of the financial assets and liabilities which cannot be shown with their fair value in the financial statements of the Bank. Current Period Financial Assets Money Market Placements Banks Available-For-Sale Financial Assets Held-To-Maturity Investments Loans (*) Financial Liabilities Bank Deposits Other Deposits Funds Borrowed From Other Financial Institutions Interbank Borrowings Securities Issued Sundry Creditors Book Value Fair Value 86,606 1,723,768 1,268,303 16,271,891 78,558 1,723,768 1,264,025 16,298,517 1,458,686 13,408,947 2,718,585 1,189,806 325,729 1,457,517 13,396,193 3,001,435 1,208,700 325,729 Prior Period Financial Assets Money Market Placements Banks Available-For-Sale Financial Assets Held-To-Maturity Investments Loans (*) Financial Liabilities Bank Deposits Other Deposits Funds Borrowed From Other Financial Institutions Interbank Borrowings Securities Issued Sundry Creditors Book Value Fair Value 73,205 124,629 1,055,934 1,364,849 14,333,129 73,205 124,624 1,055,934 1,409,767 14,578,956 963,171 12,575,437 1,593,253 1,137,037 365,801 963,220 12,556,367 1,755,129 1,168,827 365,801 TFRS 7 “Financial Instruments: Disclosures” standard require those items which are recorded in the balance sheet with their fair values to be expressed in footnotes in a sequenced classification. Accordingly, such financial instruments are classified in three gradual groups as reflecting importance of the data used for fair value measurement. In the first group, there are financial instruments whose fair values were determined according to prices of identical assets or liabilities recorded in active markets; in the second group, there are financial instruments whose fair values were determined according to data of directly or indirectly observable markets; in the third group there are financial instruments whose fair values are not determined as based on observable market data. These financial instruments which are recorded in the balance sheet of the Bank with their fair values are expressed below in graduation according to afore mentioned classification principles. Current Period Financial Assets Financial Assets at fair value through profit and loss Trading Financial Assets Derivative Financial Assets Held for Trading Loans Financial Assets Available for Sale Financial Liabilities Derivative Financial Liabilities Held for Trading Prior Period Financial Assets Financial Assets at fair value through profit and loss Trading Financial Assets Derivative Financial Assets Held for Trading Loans Financial Assets Available for Sale Financial Liabilities Derivative Financial Liabilities Held for Trading Level 1 Level 2 Level 3 9,970 - 138,264 11,657 1,716,532 7,236 - - 139,600 - 6,752 1,049,210 150,161 6,724 22,229 - - 97,241 - XIV. Explanations Related to Transactions Made on Behalf of Others and Transactions Based On Trust The Bank performs buying and selling transactions on behalf of customers, but does not provide custody, administration and consultancy services. There are no transactions made with other financial institutions within trust transaction contract and direct financial services provided within this scope. 137 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) SECTION FIVE EXPLANATIONS AND DISCLOSURES ON UNCONSOLIDATED FINANCIAL STATEMENTS Starting from 09.10.2015, reserve deposit ratios for FC other liabilities that will occur after 28.08.2015 are regulated as follows: - Other liabilities up to one year (including one year) are 25 %, - Other liabilities up to two year (including two year) are 20 %, - Other liabilities up to three year (including three year) are 15%, - Other liabilities up to five year (including five year) are 7 %, - Other liabilities longer than five year are 5 %. I. Explanations Related to the Assets 1.a) Information on Cash and Balances with the Central Bank of Turkey: 2. Information on financial assets at fair value through profit and loss (net): Cash in TRL/Foreign Currency Balances with the Central Bank of Turkey Other Total Current Period TRL FC 117,429 56,272 430,210 547,639 2,177,261 4 2,233,537 Prior Period TRL FC 125,673 68,867 116,450 242,123 1,991,116 4 2,059,987 b) Information related to the account of the Central Bank of Turkey: Unrestricted demand deposit Unrestricted time deposit Restricted time deposit Total Current Period TRL FC 430,210 2,022,307 29,181 125,773 430,210 2,177,261 Prior Period TRL FC 116,450 1,991,116 116,450 1,991,116 • The reserve deposits include TRL 1,814,028 Thousand of FC unrestricted demand deposit (31 December 2014 – TRL 1,802,350 Thousand) and TRL 430,149 Thousand of the TRL unrestricted demand deposit (31 December 2014 – TRL 115,998 Thousand). TRL unrestricted demand deposit includes the reserve deposit amount that is held in the Central Bank of the Turkish Republic on average. The Central Bank of Turkish Republic has begun to apply interest on TRL and USD reserve deposits as of November 2014 and May 2015, respectivly. • Starting from 01.03.2015, reserve deposit ratios for TRL deposits are regulated as follows: - Unrestricted, TRL deposit call accounts and special current accounts are 11.5%, - Deposits up to one month (including one month) are 11.5%, - Deposits up to three month (including three month) are 11.5%, - Deposits up to six month (including six month) are 8.5% - Deposits up to one year are 6.5%, - Deposits/participation accounts with 1-year and longer maturity and cumulative deposits/ participation accounts are 5%, - Other TRL liabilities up to one year (including one year) are 11.5%, - Other liabilities up to 3-year maturity (including 3-year) are 8% - Other liabilities longer than 3-year maturity are 5%. • Starting from 24.05.2013, reserve deposit ratios for the FC deposits and precious metal deposits are regulated as follows: - Unrestricted FC deposit call accounts, special current accounts and precious metal deposit accounts and deposits up to one month, up to three month, up to six month, up to one year FC deposits, FC participate accounts and precious metal deposits are 13%, - FC Deposits, precious metal deposit and FC participate accounts and FC accumulated accounts and FC participate accounts longer than one year (including one year) are 9%. Starting from 13.03.2015, reserve deposit ratios for FC other liabilities are regulated as follows: - Other liabilities up to one year (including one year) are 20 %, - Other liabilities up to two year (including two year) are 14 %, - Other liabilities up to three year (including three year) are 8%, - Other liabilities up to five year (including five year) are 7 %, - Other liabilities longer than five year are 6 %. i. Information on financial assets at fair value through profit and loss given as collateral or blocked: None (31 December 2014 - None). ii. Financial assets at fair value through profit and loss subject to repurchase agreements: None (31 December 2014 - None). Net book value of unrestricted financial assets at fair value through profit and loss is TRL 9,970 Thousand (31 December 2014 – TRL 6,752 Thousand). iii. Positive differences related to derivative financial assets held-for-trading: Derivatives Held for Trading Forward Transactions Swap Transactions Futures Transactions Options Other Total Current Period TRL FC 1,119 92,910 43,847 69 319 92,979 45,285 Prior Period TRL FC 5,012 109,049 34,903 49 1,148 109,098 41,063 iv. Loans at fair value through profit and loss Opening Balance Additions (+) Change in Interest Rates (*) Change in Credit Risk (**) Impairment Provision Collections (-) Net Balance Current Period 22,229 (988) 965 (1,097) (9,452) 11,657 Prior Period 44,680 (1,045) 1,119 (240) (22,285) 22,229 (*) Change in interest rates shows the effect of TRLIBOR (basic interest rate) difference on loans at fair value through profit and loss between two periods. (**) Change in credit risk shows the effect of the difference of basic interest rates and similar loans interest rates on loans at fair value through profit and loss. As of 31 December 2015, TRL 11,657 Thousand (31 December 2014 – TRL 22,229 Thousand) of loans which are classified as Financial Assets at Fair Value Through Profit and Loss using effective interest rate have fair value amount as TRL 11,852 Thousand (31 December 2014 - TRL 22,056 Thousand). 138 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 3.a) Information on banks: a.2) Financial assets available-for-sale subject to repurchase agreements: Current Period Banks Domestic Current Period FC TRL FC 17,243 69,363 20,104 104,525 Government bonds 17,225 25,471 20,081 46,688 18 43,892 23 57,837 - - - - 17,243 69,363 20,104 104,525 Foreign Branches and head office abroad Total Prior Period TRL 3.b) Information on foreign bank accounts: European Union Countries Current Period Prior Period Current Period Prior Period 42,898 - - 9,921 9,858 - - OECD Countries (*) 5,636 4,327 - - - - - - 987 777 - - 43,910 57,860 - - Total (*) Restricted Amount 27,366 Other OECD countries other than European Union countries, USA and Canada. Total 738,261 - Treasury bills - - - - FC Other public sector debt securities - - - - Bank bonds and bank guaranteed bonds - - - - Asset backed securities - - - - - - - - 1,119,230 - 738,261 - Net book value of unrestricted financial assets available-for-sale is TRL 536,154 Thousand (31 December 2014 - TRL 317,673 Thousand). b) Information on financial assets available for sale portfolio: Debt securities Quoted on a stock exchange Current Period Prior Period 1,748,258 1,052,918 1,748,258 1,052,918 Not quoted on a stock exchange Share certificates Impairment provision(-) Current Period Other - Not quoted on a stock exchange a.1) Information on financial assets available-for-sale given as collateral or blocked: Bonds, Treasury bills and similar investment securities 1,119,230 - - 9,218 8,706 Quoted on a stock exchange 4. Information on financial assets available-for-sale: Share certificates TRL Total USA and Canada Off-shore banking regions FC Other Unrestricted Amount Prior Period TRL Total - - 9,218 8,706 (33,708) (5,690) 1,723,768 1,055,934 5. Information on loans: Prior Period TRL FC TRL FC - - - - 68,384 - - - - - - - 68,384 - - - a) Information on all types of loans and advances given to shareholders and employees of the Bank: Current Period Cash Loans Direct loans granted to shareholders Corporate shareholders Real person shareholders Indirect loans granted to shareholders Loans granted to employees Total Prior Period Non-Cash Loans Cash Loans Non-Cash Loans - - - - - - - - - - - 47,233 355,511 42,241 398,308 23,028 421,336 23,704 - 47,233 379,215 - 42,241 139 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b) Information on the first and second group loans and other receivables including restructured or rescheduled loans: Standard loans and other receivables Cash loans (*) Loans and other receivables (Total) Loans and other receivable under close monitoring Loans and other receivables (Total) Amendments on Conditions of Contract Amendments related to the extension of the payment plan Other Non-specialized loans Current Period The Time extended via the Amendment on Payment Plan Prior Period Standard loans and other receivables Loans and other receivable under close monitoring Standard loans and other receivables Loans and other receivable 40,640 under close monitoring Amendments on Conditions of Contract Amendments related to the Extension of the payment plan Other 0-6 Months 30,636 38,242 441,020 6 Months- 12 Months 67,408 18,244 58,818 32,374 1-2 Years 15,978 113,240 9,392 52,093 2-5 Years 276,147 479,482 15,308 452,879 - 9,433 147 15,749 5 Years and More c) Loans and other receivables according to their maturity structure: 12,718,841 335,122 - 1,283,369 639,732 - - - - - - - Export loans 1,847,037 15,438 - 4,182 - - Import loans - - - - - - 12,476 - - 797 387 - 1,364,118 687 - 95,672 2,798 - 274,556 - - 12,884 - - Short-term loans and other receivables 7,090,518 15,815 245,330 14,807 9,220,654 318,997 - 1,169,834 636,547 - Non-specialized loans 6,259,977 15,403 214,820 7,270 Specialized loans 2,151,821 55,047 - 117,860 18,909 - Specialized loans 830,541 412 30,510 7,537 Other receivables - - - - - - Other receivables - - - - 14,870,662 390,169 - 1,401,229 658,641 - 7,389,975 374,354 497,258 643,834 Non-specialized loans 6,123,742 319,719 428,817 632,462 Specialized loans 1,266,233 54,635 68,441 11,372 Other receivables - - - - 14,480,493 390,169 742,588 658,641 Corporation loans Loans given to financial sector Consumer loans Credit cards Other Total (*) The Bank has classified Loans and Receivables amount to TRL 11,657 Thousand, under financial assets at fair value through profit and loss in the current period. Current Period Number of Amendments Related to the Extension of the Payment Plan Extended for 1 or 2 times Extended for 3,4 or 5 times Extended for more than 5 times Prior Period Standard Loans and Other Receivables Loans and Other Receivables (*) Medium and Long-term loans Total Standard loans and other receivables Loans and other receivable under close monitoring Standard loans and other receivables Loans and other receivable under close monitoring 384,449 658,641 520,135 593,733 683 - 1,011 2 5,037 - 3,539 - Loans and Other Receivables Under Follow-Up Amendments Loans on Conditions and Other of Contract Receivables (*) Amendments on Conditions of Contract (*) The Bank has classified Loans and Receivables amount to TRL 11,657 Thousand, under financial assets at fair value through profit and loss in the current period. 140 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) d) Information on consumer loans, individual credit cards, personnel loans and credit cards given to personnel: Consumer Loans-TRL Housing Loans Car Loans General Purpose Loans Other Consumer Loans –Indexed to FC Housing Loans Car Loans General Purpose Loans Other Consumer Loans-FC Housing Loans Car Loans General Purpose Loans Other Individual Credit Cards-TRL With Instalments Without Instalments Individual Credit Cards-FC With Instalments Without Instalments Personnel Loans-TRL Housing Loans Car Loans General Purpose Loans Other Personnel Loans- Indexed to FC Housing Loans Car Loans General Purpose Loans Other Personnel Loans-FC Housing Loans Car Loans General Purpose Loans Other Personnel Credit Cards-TRL With Instalments Without Instalments Personnel Credit Cards-FC With Instalments Without Instalments Overdraft Accounts-TRL(Real Person) (*) Overdraft Accounts-FC (Real Person) Short Term 20,385 1,279 35 19,071 183,042 54,892 128,150 191 2 189 690 690 7,891 2,399 5,492 23 23 44,693 - Medium and Long Term 1,366,505 264,361 26,840 1,075,304 1,782 1,782 14 14 11,349 89 67 11,193 - Total 1,386,890 265,640 26,875 1,094,375 1,782 1,782 183,056 54,906 128,150 191 2 189 12,039 89 67 11,883 7,891 2,399 5,492 23 23 44,693 - Total 256,915 1,379,650 1,636,565 As of 31 December 2015 , overdraft accounts for real persons include TRL 3,075 Thousand personnel overdraft account. (*) e) Information on commercial loans with instalments and corporate credit cards: Commercial loans with instalment facility-TRL Business Loans Car Loans General Purpose Loans Other Commercial loans with instalment facility - Indexed to FC Business Loans Car Loans General Purpose Loans Other Commercial loans with instalment facility –FC Business Loans Car Loans General Purpose Loans Other Corporate Credit Cards-TRL With Instalments Without Instalments Corporate Credit Cards-FC With Instalments Without Instalments Overdraft Accounts-TRL (Legal Entity) Overdraft Accounts-FC (Legal Entity) Total Short Term 223,980 138 2,779 221,063 - Medium and Long Term 3,318,625 24,878 125,302 3,140,288 28,157 Total 3,542,605 25,016 128,081 3,361,351 28,157 29,938 834 29,104 5,253 5,253 91,031 24,850 66,181 13 13 169,113 519,328 618,532 4,269 21,986 592,277 361,770 361,770 4,298,927 648,470 4,269 22,820 621,381 367,023 367,023 91,031 24,850 66,181 13 13 169,113 4,818,255 f) Loans according to borrowers: Public Private Total Current Period 71,520 16,200,371 16,271,891 Prior Period 60,469 14,272,660 14,333,129 Current Period 16,261,185 10,706 16,271,891 Prior Period 14,325,662 7,467 14,333,129 Current Period 26,266 26,266 Prior Period 46,270 46,270 Current Period 21,865 99,784 424,311 545,960 Prior Period 19,490 62,807 437,814 520,111 g) Domestic and foreign loans: Domestic loans Foreign loans Total h) Loans granted to subsidiaries and associates: Direct loans granted to subsidiaries and associates Indirect loans granted to subsidiaries and associates Total i) Specific provisions provided against loans: Specific Provisions (*) Loans and receivables with limited collectability Loans and receivables with doubtful collectability Uncollectible loans and receivables Total (*) Specific provision amounting to TRL 1,274 Thousand for loans classified as “Financial assets at fair value through profit and loss” at the current period (31 December 2014- TRL 2,371 Thousand). 141 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) j.4) Information regarding gross and net amounts of non-performing loans with respect to user groups: j) Information on non-performing loans (Net): j.1) Information on loans and other receivables included in non-performing loans which are restructured or rescheduled: Current period (Gross amounts before the specific reserves) Loans and other receivables which are restructured Rescheduled loans and other receivables Prior period (Gross amounts before the specific reserves) Loans and other receivables which are restructured Rescheduled loans and other receivables III. Group: IV. Group: V. Group Loans and Loans and receivables receivables Uncollectable with limited with doubtful loans and collectability collectability receivables - 4,218 60,320 - - - - 4,218 60,320 - 5,070 39,839 - - - - 5,070 39,839 j.2) The movement of non-performing loans: Prior period end balance Additions (+) Transfers from other categories of non-performing loans (+) Transfers to other categories of non-performing loans (-) Collections (-) Write-offs (-) Corporate and commercial loans Retail loans Credit cards Current period end balance (*) Specific provision (-) (*) Net Balances on Balance Sheet III. Group IV. Group V. Group Loans and Loans and receivables receivables Uncollectable with limited with doubtful loans and collectability collectability receivables 119,886 146,003 576,172 610,807 24,803 22,516 - 521,973 335,721 (521,973) (43,128) 11 11 165,581 21,865 143,716 (335,721) (82,094) 897 897 274,067 99,784 174,283 (121,729) 240,694 182,606 41,887 16,201 571,986 424,311 147,675 (*) Non performing loans classified as “Financial assets at fair value through profit and loss”amounting to TRL 2,209 Thousand (31 December 2014 – TRL 3,931 Thousand) and Specific provision amounting to TRL 1,274 Thousand (31 December 2014 – TRL 2,371 Thousand) in the current period. j.3) Informations on non-performing loans and other receivables in foreign currency: None (31 December 2014 – None). Current Period (Net) (*) Loans to Real Persons and Legal Entities (Gross) Specific provision (-) Loans to Real Persons and Legal Entities (Net) Banks (Gross) Specific provision (-) Banks (Net) Other Loans and Receivables (Gross) Specific provision (-) Other Loans and Receivables (Net) Prior Period (Net) (*) Loans to Real Persons and Legal Entities (Gross) Specific provision (-) Loans to Real Persons and Legal Entities (Net) Banks (Gross) Specific provision (-) Banks (Net) Other Loans and Receivables (Gross) Specific provision (-) Other Loans and Receivables (Net) III. Group IV. Group V. Group Loans and Loans and receivables receivables Uncollectable with limited with doubtful loans and collectability collectability receivables 165,581 ( 21,865) 274,067 ( 99,784) 571,986 ( 424,311) 143,716 - 174,283 - 147,675 - 119,886 (19,490) 146,003 (62,807) 576,172 (437,814) 100,396 - 83,196 - 138,358 - (*) Non-performing loans classified as “Financial assets at fair value through profit and loss” amounting to TRL 2,209 Thousand (31 December2014 – TRL 3,931 Thousand) and Specific provision amounting to TRL 1,274 Thousand (31 December2014 – TRL TRL 2,371 Thousand). k) Main principles of uncollectable loans and receivables: The Bank Management applies provision policy for the “non-performing loans” in accordance with the requirements of the Turkish banking regulation adopted by the BRSA. l) Explanations on write-off policy: The Bank sold uncollectable non-performing commercial and consumer loans including credit cards amounting to TRL 209,057 Thousand for total cash amount of TRL 15,100 Thousand on 30 March 2015, for TRL 2,200 Thousand to Güven Varlık Yönetim A.Ş., for TRL 7,200 Thousand to Destek Varlık Yönetim A.Ş. and for TRL 5,700 Thousand to Final Varlık Yönetim A.Ş., respectively. On 20 May 2015, the Bank sold TRL 2,814 Thousand non-performing loans to RCT Varlık Yönetim A.Ş. for TRL 675 Thousand. On 16 December 2015 the Bank sold uncollectable non-performing consumer loans including credit cards amounting to TRL 29,944 Thousand for 3,600 Thousand in cash to Destek Varlık Yönetim A.Ş. (31 December 2014 - The Bank sold non-performing loans amounting to TRL 22,255 Thousand on 4 June 2014 to Vera Varlık Yönetim A.Ş. for TRL 22,300 Thousand and TRL 4,709 Thousand on 16 December 2014 to RCT Varlık Yönetim A Ş. for TRL 1,100 Thousand). 142 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) m) Other explanations and disclosures Aging analysis of past due but not impaired loans per classes of financial statements: A reconciliation of the allowance for impairment losses and advances by classes is as follows; Corporate Small Business Consumer Less than 30 days Total Current Period (*) At 1 January 2015 185,537 254,802 79,772 520,111 Charge for the year 134,004 165,094 61,876 360,974 Recoveries(**) (38,887) (44,944) (9,692) (93,523) Amounts written off (91,794) (90,812) (58,996) (241,602) At 31 December 2015 188,860 284,140 72,960 545,960 210,545 117,537 41,974 370,056 89,354 157,969 48,991 296,314 Prior Period At 1 January 2014 Charge for the year (107,756) (20,704) (11,193) (139,653) Amounts written off (6,606) - - (6,606) At 31 December 2014 185,537 254,802 79,772 520,111 Recoveries (**) Asset Pledges III. Group IV. Group V. Group 90,041 117,733 268,191 - 1,334 2,410 2,334 3,847 34,817 Pledged Vehicles 7,024 13,228 35,450 173 5,270 139 72 375 1,044 79,323 59,650 248,595 Deposit Pledge Prior Period Mortgages Asset Pledges 330 - - Cheques and Notes of Consumers 2,382 3,216 27,952 Pledged Vehicles 2,129 2,274 23,247 4,000 125 2,917 804 678 16 Allowance Alienation Deposit Pledge Loans and advances to customers (*) Corporate loans 248,292 36,570 74,503 359,365 Small business loans 288,135 162,403 94,976 545,514 Consumer loans 120,602 48,491 20,422 189,515 657,029 247,464 Total 189,901 1,094,394 Prior Period Loans and advances to customers (*) Corporate loans 204,651 30,723 29,180 264,554 Small business loans 403,518 83,094 68,854 555,466 18,952 194,801 Consumer loans Total 132,299 43,550 740,468 157,367 116,986 1,014,821 a.1) Information on held-to-maturity investments given as collateral or blocked: Cheques and Notes of Consumers Allowance Alienation Total Current Period 6. Information on held-to-maturity investments: Collaterals of nonperforming loans: Mortgages 61-90 days (*) The table shows only past due loans of customers,non past due loans of related customers are not included. Specific provision amounting to TRL 1,274 Thousand for loans classified as “Financial assets at fair value through profit and loss” at the current period (31 December 2014- TRL 2,371 Thousand). (**) Includes provision cancelations of non-performing loans classified in the related period. (*) Current Period 31-60 days Current Period Treasury Bill Bond and Similar Securities Other Prior Period - - 236,337 380,819 - - Total 236,337 380,819 a.2) Held-to-maturity investments subject to repurchase agreements are TRL 802,357 Thousand (31 December 2014 – 712,613 Thousand). b) Information on public sector debt investments held-to-maturity: Current Period Prior Period 1,268,303 1,364,849 Treasury Bills - - Other Public Sector Debt Securities - - 1,268,303 1,364,849 Government Bonds Total Net book value of unrestricted held-to-maturity investments is TRL 229,609 Thousand (31 December 2014 – TRL 271,417 Thousand). 143 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) c) Information on held-to-maturity investments: c) Movement of associates: Current Period Prior Period 1,119,996 1,224,438 Balance at the beginning of the period 1,119,996 1,224,438 Movement during the period - - (1,191) (1,646) 149,498 142,057 1,268,303 1,364,849 Debt Securities Quoted on a stock exchange Not quoted on a stock exchange Impairment Provision (-) Accruals Total d) Movement of held-to-maturity investments: Current Period Prior Period 1,222,792 1,107,696 Beginning Balance Foreign currency differences on monetary assets Purchases during year Disposals through sales and redemptions Provision reversal / Impairment provision (-) Closing Balance Accruals Total 81 27 - 216,928 (104,523) (101,235) 455 (624) 1,118,805 1,222,792 149,498 142,057 1,268,303 1,364,849 7. Information on associates (Net): Current Period Prior Period 4,140 4,140 - - Purchases - - Bonus shares obtained - - Share in the current year income - - Sales - - Revaluation increase - - Provision of Impairment (-) - - 4,140 4,140 Balance at the end of the period Capital Commitment - - 100 100 Current Period Prior Period 4,140 4,140 Share percentage at the end of the period (%) d) Valuation of associates Valuation with cost Valuation with fair value - - Valuation with equity method - - e) Sectoral information and the related carrying amounts on Associates: Seltur Turistik İşletmeler A.Ş. is operating in tourism sector. a) Information on associates: f) Associates quoted to stock exchange: Bank’s Share Bank’s Risk Address Percentage-If Group Share (City/ Different Voting Percentage Country) Percentage (%) (%) Description Seltur Turistik İşletmeler Yatırım A.Ş. (*) (*) Muğla/Turkey 11.32 11.43 Unaudited financial information of the associate as of 31 December 2015 is stated below. b) Information on associates with the order as presented in the table above: Income from Current Prior Marketable Period Period Total Shareholders’ Tangible Interest Securities Profit/ Profit/ Asset Equity Assets Income Portfolio Loss Loss 50,898 28,910 39,844 100 - None. g) Information on associates which are sold in the current period: None. h) Information on associates purchased in the current period: None. Fair Value (1,466) (54,240) 123,544 144 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 8. Information on subsidiaries (Net): a) Informations related equity components of subsidiaries (*): Core Capital Paid in Capital Share Premiums Marketable Securities Value Increase Fund Legal Reserves Extraordinary Reserves Tangible assets revaluation differences Other capital reserves Other Income Reserves Profit/Loss Prior Years’ Profits and Losses Net Profit for the Period Total Core Capital Supplementary Capital CAPITAL NET AVAILABLE EQUITY (*) Şekerbank Kıbrıs Ltd. Şeker Finansal Kiralama A.Ş. Şekerbank International Banking Unit Ltd. Şeker Yatırım Menkul Değerler A.Ş. Şeker Faktoring A.Ş. 24,104 1,095 1 (3,781) (5,889) 2,108 21,419 21,419 21,419 61,808 1,207 1,919 (19) (9,521) (13,650) 4,129 55,394 55,394 55,394 15,126 2,956 1,124 (528) (884) 356 18,678 18,678 18,678 31,195 (150) 1,547 8,217 (37) (260) (260) 40,512 40,512 40,512 21,041 1,881 6,434 3,398 (23) 3,728 (1,041) 4,769 36,459 36,459 36,459 Zahlungsdienste Şeker Mortgage GmbH Der Finansman A.Ş. Şekerbank T.A.Ş. 26,000 614 6,096 24 (8,621) (8,621) 24,113 24,113 24,113 849 (102) (212) (204) (8) 535 535 535 Used financial information is as of 30 September 2015 . The objectives to be achieved through the internal capital adequacy assessment process are as follows: • • • • • • Protection of the solid financial condition, Determination of the risk appetite in line with the strategies and activities, Determination of the capital level in line with the risk appetite, Adoption of risk-based approaches rather than traditional ones, Enhancement of the Performance Management System, Enhancement of the principles of corporate governance and transparency. c) Information on the subsidiaries with the order as presented in the table above: b) Information on the subsidiaries: Description (*) Şekerbank Kıbrıs Ltd. Şeker Finansal Kiralama A.Ş. Şekerbank International Banking Unit Ltd. Şeker Yatırım Menkul Değerler A.Ş. Şeker Faktoring A.Ş. Şeker Mortgage Finansman A.Ş. Zahlungsdienste GmbH Der Şekerbank T.A.Ş. Bank’s Risk Address Bank’s Share Group Share (City/ Percentage-If Different Percentage Country) Voting Percentage (%) (%) Nicosia/TRNC 96.11 96.11 Istanbul/ Turkey 54.13 60.20 Nicosia/TRNC 95.80 95.80 Istanbul/ Turkey 99.04 100.00 Istanbul/ Turkey 99.99 99.99 Istanbul/ Turkey 62.31 62.31 Cologne/ Germany 100.00 100.00 Latest financial information of the related subsidiaries as of 30 September 2015 is stated below. (*) Income from Current Marketable Period Total Shareholders’ Tangible Interest Securities Profit/ Assets Equity Assets Income Portfolio Loss Prior Period Profit/ Loss Fair Value (*) 218,150 21,419 5,496 15,363 202 2,108 (5,889) 15,219 420,481 55,394 6,613 24,358 66 4,129 (13,650) 48,538 19,413 18,678 2,083 767 - 356 (884) 11,953 117,369 40,512 22,870 5,420 18 (260) - 34,162 373,687 36,459 15,425 42,338 160 4,769 (1,041) 42,664 699,248 24,113 532 20,448 - (8,621) - 32,406 1,704 535 - 34 - (8) (204) 907 (*) As of 31 December 2015 fair value of the related subsidiaries is stated. 145 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 12. Information on tangible assets: d) Movement of subsidiaries: Balance at the beginning of the period Movement during the period Purchases Bonus shares obtained Share in the current year income Sales Revaluation increase Provision reversal / Provision of Impairment (-) Balance at the end of the period Capital Commitment Share percentage at the end of the period (%) Current Period 111,052 4,000 4,000 115,052 100 Prior Period 107,719 3,333 3,333 111,052 100 Buildings (*) 530,419 531,370 127,844 Additions Opening Balance, 1 January 2015 1,512 125,445 35,947 3,236 166,140 Write off - - (3,424) - (3,424) Transfer - - 30,753 (30,753) - Disposals (-) (164,340) (117,675) Revaluation 102,720 (2,050) - - 100,670 543 (146) - - 397 470,854 536,944 187,996 Impairment Provision/Reversal Current Period 115,052 - Prior Period 111,052 - Closing Balance, 31 December 2015 Prior Period 15,283 17,908 25,888 18,963 33,010 Current Period 25,888 - Prior Period 25,888 - (3,124) - (285,139) 22,039 1,217,833 223,221 7,076 70,889 21,551 322,737 Write off Opening Balance, 1 January 2015 - - (1,673) - (1,673) Transfer - - 12,873 (12,873) - 1,155 12,282 18,299 4,571 36,307 50,945 Charge for the year Current Period 15,283 21,908 25,888 18,963 33,010 49,556 1,239,189 Accumulated Amortization f) Sectoral information and the related carrying amounts on Subsidiaries Subsidiaries Banks Insurance Companies Factoring Companies Leasing Companies Finance Companies Other Financial Subsidiaries Total Cost e) Valuation of Subsidiaries Valuation with cost Valuation with fair value Valuation with equity method Assets Held Other Under Fixed Finance Foreclosed Assets (*) (***) Assets (**) Leases Revaluation 50,945 - - - - - - - - Disposals (-) (37,124) (3,032) (1,014) (1,755) (42,925) Closing Balance, 31 December 2015 238,197 16,326 99,374 11,494 365,391 232,657 520,618 88,622 10,545 852,442 Impairment Provision/Reversal Net Book Value, 31 December 2015 g) Subsidiaries Quoted to Stock Exchange Quoted to Domestic Stock Exchange Quoted to Foreign Stock Exchange Net Book Value, 31 December 2014 307,198 524,294 56,955 28,005 916,452 None. As of 31 December 2015, value increase and impairment of the buildings and impairment of immovable held for sale are calculated according to the independent appraisal reports dated December 2015. (**) Cost of leasehold improvements are classified among other fixed assets in the current period. (***) Foreclosed assets contain acquired tangible assets through recoveries from non-performing loans. (****) Disposals from “Buildings” amounting to TRL 148,304 Thousand in cost and TRL 25,004 Thousand in accumulated amortization classified as Assets Held ForSale and Discontinued Operations line as of 31 December 2015. 9. Information on entities under common control: None (31 December 2014 – None). a) If impairment amount on individual asset recorded or reversed in the current period is material for the overall financial statements: 10. Information on finance lease receivables (Net): None (31 December 2014 – None). a.1) Events and conditions for recording or reversing impairment: None. 11. Information on derivative financial assets for hedging purposes: None (31 December 2014 – None). a.2) Amount of recorded or reversed impairment in the financial statements: Bank has allocated TRL 2,050 Thousand provision for Foreclosed Assets in the attached financial statements (31 December 2014 – TRL 2,639 Thousand) h) Information on Subsidiaries which are Sold in the Current Period: None. i) Information on Subsidiaries Purchased in the Current Period: (*) 146 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b) The impairment provision set or cancelled in the current period according to the asset groups not individually significant but materially effecting the overall financial statements, and the reason and conditions for this: None. g) Amount of total research and development expenses recorded in income statement within the period if any: None. h) Information on goodwill: None. c) Pledges, mortgages and other restrictions on the tangible fixed assets, expenses arising from the construction for tangible fixed assets, commitments given for the purchases of tangible fixed assets: None. 13. Information on intangible assets: Total Opening Balance, January 1, 2015 135,636 135,636 Additions 49,888 49,888 Disposals (434) (434) Cost Closing Balance, 31 December 2015 - - 185,090 185,090 Accumulated Amortization Opening Balance, 1 January 2014 63,323 63,323 Charge for the year 22,800 22,800 Disposals - - Write Off - - Closing Balance, 31 December 2015 14. Information on investment property: None (31 December 2014 – None). 15. Explanations on deferred tax asset: Other Write Off i) Movements on goodwill in the current period: None. a) As of 31 December 2015, deferred tax asset computed on the temporary differences is reflected in the financial statements by netting off with deferred tax liability and mentioned in Section V. Note II.10. b) Temporary differences over which deferred tax asset is not computed and recorded in the balance sheet in prior periods: None. c) Allowance for deferred tax and deferred tax assets from reversal of allowance: None. d) Movement of deferred tax: mentioned in Section V. Note II.10-b1. 16. Information on assets held for sale and discontinued operations: As of 31 December 2015 the Bank has TRL 123,300 Thousand assets held for sale (31 December 2014 - None). 86,123 86,123 Net Book Value, 31 December 2015 98,967 98,967 17. Information on other assets: Net Book Value, 31 December 2014 72,313 72,313 a) Breakdown of other assets: The useful lives of the intangible fixed assets, which are amortized with straight line amortization method, are 5 years. a) Disclosures for book value, description and remaining depreciation time for a specific intangible fixed asset that is material to the financial statements: None. b) Disclosure for intangible fixed assets acquired through government grants and accounted for at fair value at initial recognition: None. c) The method of subsequent measurement for intangible fixed assets that are acquired through government incentives and recorded at fair value at the initial recognition: None. d) The book value of intangible fixed assets that are pledged or restricted for use: None. e) Amount of purchase commitments for intangible fixed assets: None. f) Information on revalued intangible assets according to their types: None. Current Period Receivables from Instalment Sales of Assets Prior Period 6,693 - Collaterals Given 245,483 213,289 Advances Given 62,939 12,507 Receivables from Banking Services 3,868 1,393 63,349 60,596 Receivables from Credit Card Payments 29,618 14,950 Prepaid Expenses 47,320 12,481 Other Receivables 17,143 35,396 476,413 350,612 Clearing Account Total b) Other assets which exceed 10 % of the balance sheet total (excluding off balance sheet commitments) and breakdown of these which constitute at least 20 % of grand total: None. 147 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) II. Explanations Related to the Liabilities 1. Information on maturity structure of deposits a) Maturity structure of deposits Current Period Demand 7 Day Call Accounts Up to 1 month 1-3 Month 3-6 Month 6 Month1 Year Saving deposits 352,370 - 196,771 5,032,834 135,896 87,917 180,340 663,206 - 225,725 2,711,190 261,084 202,122 853,907 31 4,917,265 640,302 - 211,820 2,500,179 216,087 118,446 306,071 31 3,992,936 924,329 Foreign currency deposits Residents in Turkey 1 Year Accumulated And over Deposits 879 Total 5,987,007 Residents abroad 22,904 - 13,905 211,011 44,997 83,676 547,836 - Public sector deposits 63,365 - 1 5,437 231 1,271 512 - 70,817 458,869 - 282,342 970,986 8,943 16,416 15,682 57 1,753,295 547,637 Commercial deposits Other institutions deposits 32,253 - 7,865 492,306 1,245 13,416 552 - Precious metals deposits 113,477 - - - 13,189 6,260 - - 132,926 440,889 - 699,074 276,025 37,267 5,431 - - 1,458,686 - Interbank deposits Central Bank of Turkey Domestic Banks Foreign Banks Special finance houses Other Total Prior Period Saving deposits Foreign currency deposits - - - - - - - 1,401 - 698,582 107,571 - - - 807,554 1,171 - 492 168,454 37,267 5,431 - - 212,815 438,317 - - - - - - - 438,317 - - - - - - - - - 2,124,429 - 1,411,778 9,488,778 457,855 332,833 1,050,993 967 14,867,633 Demand 7 Day Call Accounts Up to 1 month 1-3 Month 3-6 Month 6 Month1 Year 327,812 - 218,689 3,859,064 308,678 188,744 189,391 1 Year Accumulated And over Deposits Total 736 5,093,114 456,151 - 201,855 2,819,017 289,676 269,761 659,341 35 4,695,836 441,820 - 198,440 2,677,814 224,678 178,913 241,443 35 3,963,143 Residents abroad 14,331 - 3,415 141,203 64,998 90,848 417,898 - 732,693 Public sector deposits 61,063 - 27 3,077 274 658 1,348 - 66,447 464,905 - 220,775 1,130,383 99,434 42,163 32,000 51 1,989,711 Residents in Turkey Commercial deposits 24,365 - 5,630 404,787 36,474 10,784 352 - 482,392 Precious metals deposits Other institutions deposits 220,830 - - - 20,150 6,957 - - 247,937 Interbank deposits 278,323 - 391,984 257,994 31,863 3,007 - - 963,171 - - - - - - - - 714 - 379,865 165,289 - 3,007 - Central Bank of Turkey Domestic Banks Foreign Banks Special finance houses Other Total 548,875 1,754 - 12,119 92,705 31,863 - - - 138,441 275,855 - - - - - - - 275,855 - - - - - - - - - 1,833,449 - 1,038,960 8,474,322 786,549 522,074 882,432 822 13,538,608 148 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b) Information on saving deposits under the guarantee of saving deposit insurance and exceeding the limit of saving deposit insurance: Saving Deposits Under the guarantee of insurance (*) Current Period Exceeding the limit of insurance Prior Period Current Period Prior Period Saving deposits 3,500,216 2,915,073 2,487,174 2,178,352 Foreign currency saving deposits 1,544,495 1,385,883 2,643,113 2,387,030 - - - - - - - - - - - - 5,044,711 4,300,956 5,130,287 4,565,382 Other deposits in the form of saving deposits Branches’ deposits under foreign authorities' insurance Off-shore banking regions’ deposits under foreign authorities' insurance Total According to the BRSA’s circular no 1584 dated 23 February 2005, accruals are included in the saving deposit amounts. (*) c) Information on the saving deposits of the bank with head office abroad, if the saving deposits in the branches of the bank located in Turkey are under the guarantee of saving deposit insurance in that country abroad: 2. Information on derivative financial liabilities: a) Negative differences table related to derivative financial liabilities held-fortrading: Liabilities due to held for trading derivatives Forward Transactions Swap Transactions Futures Transactions Options Other Total Loans from Central Bank of Turkey From Domestic Banks and Institutions From Foreign Banks, Institutions and Funds Total Current Period TRL FC - Prior Period TRL FC - 55,138 97,851 69,042 56,122 65,938 121,076 2,001,306 2,099,157 69,042 1,030,664 1,086,786 b) Maturity analysis of borrowings: Short-term Medium and long-term Total d) Saving deposits not guaranteed by insurance: Deposit of real persons not under the guarantee of saving deposit insurance: Current Period Prior Period Deposits and other accounts in branches abroad - - Deposits and other accounts of ultimate shareholders and their Mother, Father, Spouse, Dependent Children - - 12,117 Prior Period TRL FC 4,890 40,351 50,762 51 1,187 40,402 56,839 3. a) Information on banks and other financial institutions: Headquarter of the Bank is in Turkey and the Bank is under the coverage of saving deposit insurance. Deposits and other accounts of chairman and members of the Board of Directors and their Mother, Father, Spouse, Dependent Children Current Period TRL FC 917 103,856 34,411 82 334 103,938 35,662 9,501 Deposits and other accounts obtained through illegal acts defined in the 282nd Article of the 5237 numbered Turkish Criminal Code dated 26 September 2004. - - Saving deposits in banks established in Turkey exclusively for off shore banking activities - - Current Period TRL FC 54,014 395,688 67,062 1,703,469 121,076 2,099,157 Prior Period TRL FC 65,342 664,208 3,700 422,578 69,042 1,086,786 c) Additional explanation related to the concentrations of the Bank’s major liabilities: The Bank’s liabilities do not have any concentration in any sector. 4. Information on funds provided from repurchase agreement transactions: From domestic transactions Financial institutions and organizations Other institutions and organizations Real persons From foreign transactions Financial institutions and organizations Other institutions and organizations Real persons Total Current Period TRL FC 1,868,656 - Prior Period TRL FC 1,440,582 - 1,805,840 - 1,430,876 - 55,467 7,349 - - 1,320 8,386 - - - - - - 1,868,656 - 1,440,582 - 149 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 5. Marketable securities issued: 8. Information on derivative financial liabilities for hedging purposes: The Bank issued Asset Covered Bond amounting to TRL 1,500,000 Thousand and details are shown the table below. The investors are International Finance Corporation (IFC), Nederlandse Financierings-Maatschappij Voor Ontwikkelingslanden N.V. (FMO), UniCredit Bank AG, European Investment Bank (EIB), European Bank for Reconstruction and Development (EBRD), KfW Bankengruppe and qualified institutional investors. The transactions were conducted in line with the related Capital Market Board regulation and as a security the Bank’s SME loans were used. Outstanding Asset Covered Bond amount is TRL 764,218 Thousand as of 31 December 2015 (31 December 2014 – TRL 642,648 Thousand). The Bank does not hold derivative financial liabilities for hedging purposes. Issue Group 14 September 2011 14 September 2011 9 December 2011 9 December 2011 28 November 2013 27 February 2014 18 December 2015 (*) Series 2011-2 2011-3 2011-4 2011-5 2013-1 2014-1 Investors Amount FMO 61,250 IFC 44,750 EIB 120,000 EBRD 60,000 KfW/EIF 135,975 Qualified Institutional Investors 361,846 2015-1 EIB 319,400 Outstanding Amount (*) Currency Maturity 61,250 TRL 12.09.2016 17,900 TRL 12.09.2016 TRL 12.01.2015 TRL 12.01.2015 TRL 12.12.2014 361,846 319,400 TRL 13.03.2017 TL 12.03.2019 Outstanding amounts do not include accruals. Bills Asset Backed Securities Bonds Total Current Period TRL FC 425,588 764,218 1,189,806 - 9. Information on provisions: a) Information on general provisions: General Provision Provisions for first group loans and receivables Additional provisions for the loans with extended payment plan Provisions for second group loans and receivables Additional provisions for the loans with extended payment plan Provisions for non-cash loans Other 13,911 47,746 21,085 40,463 32,918 16,651 3,318 29,701 15,476 2,352 b) Foreign exchange losses on the foreign currency indexed loans and finance lease eceivables: Foreign exchange losses on the foreign currency indexed loans is TRL 1,790 Thousand (31 December 2014 - TRL 1,977 Thousand). c) The specific provisions provided for unindemnified non-cash loans amount to TRL 42,109 Thousand (31 December 2014 - TRL 52,382 Thousand). Prior Period TRL FC 494,389 642,648 1,137,037 - The Bank has calculated reserve for employee termination benefits by using actuarial valuations as set out in the TAS No: 19 and reflected this in the financial statements. Main actuarial assumptions used for calculation of employment termination benefit are as follows: - - Other liabilities do not exceed 10 % of the balance sheet total. - 7. Explanations on financial lease obligations (Net): Lease Payables Deferred Lease Expenses Total Prior Period 163,033 104,742 d) Information on employee termination benefits and unused vacation accrual: 6. Other liabilities which exceed 10 % of the balance sheet total (excluding offbalance sheet commitments) and the breakdown of these which constitute at least 20 % of grand total: Current Period TRL FC 13,563 483 (2,431) (19) 11,132 464 Current Period 177,980 110,265 Prior Period TRL FC 1,920 4,968 (122) (125) 1,798 4,843 - Discount rate for the current period is 10.70%, inflation rate is 5.00% (31 December 2014 - discount rate 8.10%, inflation rate is 5.00%). TRL 3,828.37 (full TRL) of maximum wage amount which was in effect as of 31 December 2014 was taken as maximum amount for the calculation regarding the current period. It was assumed that maximum wage would be increased in inflation rate for every year. CSO 1980 table was used for mortality averages of females and males. As of 31 December 2015, the Bank has recorded in the financial statements TRL 53,380 Thousand reserve for employee termination benefits (31 December 2014 – TRL 57,994 Thousand). As of 31 December 2015, the Bank provided a reserve of TRL 3,959 Thousand (31 December 2014 – TRL 2,723 Thousand) for the unused vacations. This balance is classified under reserve for employee benefits provisions in the financial statements. 150 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) d.1) Movement of employee termination benefits: As of 1 January Service Cost Interest Cost Actuarial Loss/(Gain) (*) Indemnity Paid During the Term Total (*) Current Period 57,994 7,709 4,601 (5,208) (11,716) 53,380 Prior Period 50,879 6,024 4,877 3,325 (7,111) 57,994 Actuarial loss/gain shown under other capital reserves after netting of deferred tax. e) Information on other provisions: e.1) Provisions for possible losses: None. e.2) The breakdown of the sub-accounts if other provisions exceed 10 % of the grand total of provisions: Unindemnified Non-Cash Loans Credit Card Liquid Point Promotion Provisions Retirement Fund Provision Legal Case Provisions Bonus Provision SDIF Premium Provision BRSA Pay Provision Other Provisions Total Current Period 42,109 986 7,941 16,359 10,087 2,703 59,739 139,924 Prior Period 52,382 1,401 15,308 19,024 5,907 6,452 100,474 Following the issuance of the justified order in relation to the annulment of the provisional Article 23 of the Banking Law by the Constitutional Court in the Official Gazette No: 26731 on 15 December 2007, TBMM started to work on establishing new legal regulations, the Law No: 5754 “Amendments to the Social Security and General Health Insurance Act Including Certain Laws and Decrees”, which was published in the Official Gazette No: 26870 on 8 May 2008 has become effective following the approval of the General Assembly of the TBMM. The new law decrees that the contributors of the bank pension funds, the ones who receive salaries or income from these funds and their rightful beneficiaries will be transferred to the Social Security Institution and will be subject to this Law within 3 years after the release date of the related article, without any need for further operation, and that the three-year transfer period can be prolonged for maximum 2 years by the Cabinet decision. However related transfer period has been prolonged for 2 years by the Cabinet decision dated 14 March 2011, which was published in the Official Gazette dated 9 April 2011 and numbered 27900. In addition, by the Law “Emendating Social Security and General Health Insurance Act”, which was published on the Official Gazette dated 8 March 2012 and numbered 28227, this period of 2 years has been raised to 4 years. Further the transfer period has been prolonged for one more year by the Cabinet decision dated 08 April 2013, which was published in the Official Gazette dated 3 May 2013 and numbered 28636. The prolongation for another one year has been taken by the Cabinet on 24 February 2014, and has been published in the Official Gazette dated 30 April 2014 and numbered 28987. The Council of Ministers has been lastly authorized to determine the transfer date in accordance with the last amendment in the first paragraph of the 20th provisional article of Law No.5510 implemented by the Law No. 6645 on Amendment of the “Occupational Health and Safety Law and Other Laws and Decree Laws” published in the Official Gazette dated 23 April 2015 and numbered 29335. • Through a commission constituted by the attendance of one representative separately from the Social Security Institution, Ministry of Finance, Turkish Treasury, State Planning Organization, Banking Regulation and Supervision Agency, Savings Deposit Insurance Fund, one from each pension fund, and one representative from the organization employing pension fund contributors, related to the transferred persons, the cash value of the liabilities of the pension fund as of the transfer date will be calculated by considering their income and expenses in terms of the lines of insurance within the context of the related Law, and technical interest rate of 9.8% will be used in the actuarial calculation of the value in cash, • And that after the transfer of the pension fund contributors, the ones who receive salaries or income from these funds and their rightful beneficiaries to the Social Security Institution, these persons’ uncovered social rights and payments, despite being included in the trust indenture that they are subject to, will be continued to be covered by the pension funds and the employers of pension fund contributors. f) Liabilities on pension rights: f.1) Liabilities for pension funds established in accordance with “Social Security Institution”: Şekerbank T.A.Ş. Pension Fund, of which each Bank employee is a member, is established in accordance with the provisional Article 20 of the Social Security Act No: 506. As per the provisional article No: 23 of the Banking Law No: 5411, the Bank pension funds, which were established within the framework of Social Security Institution Law, should be transferred to the Social Security Institution within 3 years after the issuance of the related law. Methods and principles related to the transfer have been determined as per the Cabinet decision no: 2006/11345 made on 30 November 2006. However, the related article of the act has been cancelled upon the President’s application filed on 2 November 2005 by the Supreme Court’s order no: E.2005/39, K.2007/33 issued on 22 March 2007, which was published in the Official Gazette No: 26479 on 31 March 2007 and the execution of the decision was ceased as of the issuance date of the order. The technical financial statements of the Pension Fund are reviewed by an actuary registered audit company in accordance with the Article 21 of the Insurance Law numbered 5684 and the requirements of the “Actuary Regulations” issued based on the Article 38. There was TRL 7,941 Thousand actuarial deficit in the actuary report dated January 2016 which was prepared using a technical interest rate of 9.80 % in accordance with the basis set out in the Council of Ministers decision no: 2006/11345 on 30 November 2006 (31 December 2014- TRL 42,553 Thousand actuarial surplus). 151 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) As of 31 December 2015, TRL 7,941 Thousand provision is recorded on the financial statements of the Bank (31 December 2014 - None). The actuary audit, explained above and which is in compliance with the principles of the related law, calculates the present value of the liability as of 31 December 2015, in other words, the estimated amount to be paid to SGK (Social Insurance Institution). CSO 1980 mortality table, 9.80 % of technical interest rate, 34.50 % of premium rate was considered in the actuarial calculation. In the table below, cash value amount of the health expenses within the framework of Social Security Institution are shown. 10. Explanations on taxes payable: a) Information on current tax liability: a.1) Corporate taxes: The bank has no corporate tax provision and prepaid tax amount is TRL 8,560 Thousand as of 31 December 2015 (31 December 2014 - Corporate tax provision was TRL 71,456 Thousand and prepaid tax was TRL 48,359 Thousand). a.2) Information on taxes payable: Present values of bonuses and salaries payment including health expenses reserve are shown following table in accordance with SGK as of 31 December 2015. 31.12.2015 31.12.2014 Reserve of Probable Retirement Pensions (151,470) (169,792) Reserve of Probable Widow and Orphant (83,566) (75,930) (673,365) (628,220) Reserve for Salary Portions to be Given to Social Insurance Institution for those who leave the Pension Fund (115,585) (108,436) Health and Funeral Expenses Reserve (98,310) (118,315) Assets (*) 368,491 383,977 Reserve of Liability Items Cash Value of the Premiums of the Active Members 672,455 685,651 Reserve of Common Members’ Salary Proportion Receivables from other social insurance institutions. 73,409 73,618 Actual and Technical Surplus / (Deficit) Amount (7,941) 42,553 The Pension Fund records the assets by their market value and these market values were considered for the actuarial work. (*) Assets of the Pension Fund consist of following items: Banks and Other Financial Investments Associates Immovable Other Total 31.12.2015 215,620 51,500 89,288 12,083 368,491 31.12.2014 278,093 51,091 64,907 6,872 400,963 Current Period (8,560) 14,086 544 19,797 624 7,334 33,825 Prior Period 23,097 12,363 548 16,894 1,112 7,382 61,396 Current Period 181 362 Prior Period 188 376 - - - - 543 564 Current Period Prior Period (60,606) (49,854) 29,845 16,268 Valuation of Financial Assets 17,299 3,963 Financial Losses 5,886 - (7,576) (29,623) Corporate Tax Taxation on Securities Capital Gains Tax on Property Banking Insurance Transaction Tax (BITT) Value Added Tax Payable Other Total a.3) Information on premiums: Social Security Premiums-Employee Social Security Premiums-Employer Bank Social Aid Pension Fund PremiumsEmployee Bank Social Aid Pension Fund Premiums-Employer Pension Fund Membership Fees and ProvisionsEmployee Pension Fund Membership Fees and ProvisionsEmployer Unemployment insurance-Employee Unemployment insurance-Employer Other Total b) Explanations on deferred tax liabilities, if any: b.1) Breakdown of deferred tax: f.2) Liabilities resulting from all kinds of pension funds, foundations etc. which provide post-retirement benefits for the employees: Deferred Tax Assets/(Liabilities) See footnote, f.1 II/9 of Section Five. Provisions (*) Tangible Assets Base Differences Net Deferred Tax Assets/(Liabilities) (*) Provisions include employee benefit liabilities, credit card bonuses provisions, legal case provisions and other provisions. 152 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b.2) Current and prior year deferred tax movements are shown in the table below. Current Period Prior Period (29,623) (39,127) Deferred Tax Asset/(Liability), Period Beginning Current Period (Expense) / Income 17,403 14,724 Deferred Tax Classified under Equity 4,644 (5,220) (7,576) (29,623) Deferred Tax Asset/(Liability), Period Ending 11. Information on liabilities regarding assets held for sale and discontinued operations: None. Domestic Banks f) Indicators of the Bank’s income, profitability and liquidity for the previous periods and possible effects of these future assumptions on the Bank’s equity due to the uncertainty of these indicators: Prior Period TRL FC TRL FC - - - - Other Domestic Institutions - - - - Banks Abroad - 271,559 - 248,690 Other Institutions Abroad - 226,662 - 187,981 Total - 498,221 - 436,671 13. Information on Shareholders’ Equity: Preferred stock (*) Retained and current year income, profitability and liquidity of the Bank are closely monitored, reported by the Financial Control, Budget and Strategic Planning Department to the Board of Directors, Asset and Liability Committee. This department prognosis the effects of interest, currency and maturity fluctuations that change these indicators with static and dynamic scenario analysis. Net asset value, which is defined as the difference of fair values of assets and liabilities, is measured. Prognoses are made for Bank’s future interest income via simulations of net interest income and scenario analysis. g) Information on preferred shares: a) Presentation of Paid-in capital: Common stock (*) d) Information on share capital increases from capital reserves: None. e) Capital commitments in the last fiscal year and at the end of the following interim period, the general purpose of these commitments and projected resources required to meet these commitments: None. 12. Explanations on the number of subordinated loans the Bank used maturity, interest rate, institution that the loan was borrowed from, and conversion option, if any: Current Period c) Information on share capital increases and their sources; other information on increased capital shares in current period: The Bank’s paid-in capital has been increased to TRL 1,158,000 Thousand by contribution in kind in the amount TRL 25,000 Thousand, which composed of TRL 16,475 Thousand from extraordinary reserves, TRL 4,262 Thousand from subsidiaries and real estate sale profit, TRL 4,263 Thousand from share premium and by cash in the amount of TRL 45,813 Thousand. The Bank has no preferred shares. Current Period Prior Period 1,158,000 1,087,187 - - h) Information on marketable securities value increase fund: Current Period TRL Nominal Capital b) Paid-in capital amount, explanation as to whether the registered share capital system is applicable at Bank and if so amount of registered share capital ceiling: Registered share capital system is applied in the Bank: Maximum registered capital amount is TRL 1,250,000 Thousand. Capital System Registered Capital Paid-in Capital Maximum 1,158,000 1,250,000 From Subsidiaries, Associations and Entities Under Common Control Marketable Securities Available for Sale Valuation Difference Foreign Exchange Difference Total FC Prior Period TRL FC - - - (70,239) (9,249) - - - - - - - (70,239) (9,249) - 153 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 14. Information on legal reserves: b) Possible losses and commitments related to off-balance sheet items including items listed below: Current Period Prior Period First legal reserves 77,750 67,287 Second legal reserves 15,106 15,107 Other legal reserves appropriated in accordance with special legislation Total - - 92,856 82,394 The Bank, within the context of banking activities, undertakes certain commitments, consisting of loan commitments, letters of guarantee, acceptance credits and letters of credit. b.1) Non-cash loans including guarantees, acceptances, financial guarantee and other letters of credits: 15. Information on extraordinary reserves: Current Period Current Period Prior Period Reserves appropriated by the General Assembly 997,434 800,338 Retained earnings - - Accumulated losses - - Foreign currency share capital exchange difference Total - - 997,434 800,338 16. Other Information on Shareholders’ Equity: 102,830 118,515 Bank Loans 398,828 283,477 Letters of Credit 488,906 467,274 Total 990,564 869,266 Current Period Prior Period 3,334,465 3,429,779 561,358 509,180 b.2) Guarantees, surety ships, and similar transactions: Definite Letter of Guarantees Temporary Letter of Guarantees Surety ships and Similar Transactions None. Prior Period Guarantees Other Letter of Guarantees 17. Information on other capital reserves: Total Actuarial gain/loss is shown under other capital reserves. c.1) Total amount of non-cash loans: III. Explanations Related to the Off-Balance Sheet Contingencies and Commitments - - 876,394 783,461 4,772,217 4,722,420 Current Period Prior Period 1. Information on off-balance sheet liabilities: Letters of Guarantees issued for cash loans 490,296 470,032 With maturity of 1 year or less than 1 year 183,830 340,532 a) Nature and amount of irrevocable loan commitments: With maturity of more than 1 year 306,466 129,500 Other non-cash loans 5,272,485 5,121,654 Total 5,762,781 5,591,686 Forward Asset Purchase Commitments Loan Granting Commitments Current Period Prior Period 139,182 131,537 747,973 573,412 Payment Commitments for Cheques 640,840 581,746 Commitments for Credit Card Expenditure limits 597,580 589,246 Commitments for Promotions related with Credit Cards and Banking Transactions 1,278 1,921 Subsidiaries and Associates Capital Commitments - - 5,826 6,171 2,132,679 1,884,033 Tax and Fund Obligations for Export Commitments Total 154 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) c.2) Information on sectoral risk breakdown of non-cash loans: Current Period Agricultural Farming and raising livestock Forestry Fishery Manufacturing Mining Production Electric, gas and water Prior Period TRL (%) FC (%) TRL (%) FC (%) 17,507 0.47 10,569 0.53 22,854 0.62 18,334 0.98 13,492 0.36 10,569 0.53 16,994 0.46 18,334 0.98 3,787 0.10 - - 5,569 0.15 - - 228 0.01 - - 291 0.01 - - 531,602 14.09 858,027 43.14 529,436 14.21 807,463 43.25 21,779 0.58 96,390 4.85 23,517 0.63 1,899 0.10 492,023 13.04 746,912 37.55 485,251 13.03 784,504 42.02 17,800 0.47 14,725 0.74 20,668 0.55 21,060 1.13 1,500,966 39.78 433,543 21.80 1,409,991 37.85 382,880 20.51 1,717,333 45.50 687,011 34.53 1,759,278 47.23 658,239 35.26 660,745 17.51 265,044 13.32 699,030 18.77 226,200 12.12 Hotel, food and beverage services 20,384 0.53 17,330 0.87 18,169 0.48 12,976 0.70 Transportation and telecommunication 85,514 2.27 34,353 1.73 94,573 2.54 52,832 2.83 Financial institutions 348,130 9.23 67,916 3.41 293,894 7.89 48,456 2.60 Real estate and renting services 520,078 13.78 189,923 9.55 528,413 14.19 185,857 9.96 - - - - - - - - 1,647 0.04 - - 2,133 0.06 424 0.02 80,835 2.14 112,445 5.65 123,066 3.30 131,494 7.03 6,223 0.16 - - 3,211 0.09 - - 3,773,631 100.00 1,989,150 100.00 3,724,770 100.00 1,866,916 100.00 Construction Services Wholesale and retail trade Self-employment services Education services Health and social services Other Total 155 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) c.3) Information on I st and II nd Group non-cash loans: Non-cash loans Letters of guarantee Bank acceptances I st Group II nd Group TRL FC TRL FC 3,598,037 962,764 145,446 65,970 18,092 377,152 3,000 584 Letters of credit - 477,395 - 11,511 Endorsements - - - - Underwriting commitments - - - - Guaranteed prefinancing credits - - - - 9,056 93,774 - - Other commitments and surety ships The Bank provided reserve amounting to TRL 42,109 Thousand (31 December 2014 – TRL 52,382 Thousand) for unindemnified non-cash loans amounting to TRL 106,696 Thousand (31 December 2014 - TRL 124,114 Thousand). 2. Information related to derivative financial instruments: Types of trading transactions Foreign currency related derivative transactions (I): Forward transactions Swap transactions Futures transactions Option transactions Interest related derivative transactions (II) : Forward rate transactions Interest rate swap transactions Interest option transactions Futures interest transactions Other trading derivative transactions (III) A. Total trading derivative transactions (I+II+III) Types of hedging transactions Fair value hedges Cash flow hedges Net investment hedges B.Total hedging related derivatives Total Derivative Transactions (A+B) Current Period Prior Period 11,766,499 601,088 11,018,727 146,684 1,089,835 12,856,334 11,926,271 821,008 10,986,212 119,051 6,000 6,000 948,160 12,880,431 Related to agreements of forward transactions and options; the information based on the type of forward and options transactions are disclosed separately, specified with related amounts, type of agreement, purpose of transaction, nature of risk, strategy of risk management, hedging relationship, possible effects on the Bank’s financial position, timing of cash flows, reasons of unrealized transactions which previously projected to be realized, income and expenses that could not be linked to income statement in the current period because of the agreements: The Bank’s derivative instruments consist of foreign currency swaps, option and forward foreign currency buy/sell transactions. The Bank revalues foreign currency forward and swap transactions using the Bank’s end of reporting foreign exchange rates. The resulting gain or loss is reflected in the income statement. In calculation of fair values of the interest swap contracts, interest amounts to be paid or received upon the fixed interest rate in the contract and interest amounts to be received or paid upon the floating interest rates in the contracts have been recalculated and discounted in accordance to valid interest rates in the current market and the differences have been reflected to the current term’s income statement. Some of the derivative instruments, although made for economical hedging purposes, are accounted as trading transactions since they are not qualified to be a hedging instrument as per “Financial Instruments: Recognition and Measurement” (“TAS 39”). As of 31 December 2015, breakdown of the Bank’s foreign currency forward and swap transactions based on currencies are disclosed below in their TRL equivalents: Forward Forward Buy Sell 12,856,334 12,880,431 Swap Option Option Future Future Sell Buy Sell Buy Sell Current Period TRL 149,177 150,605 USD 141,437 EURO OTHER Total - Swap Buy 814,950 3,284,312 44,639 26,756 139,507 2,260,447 1,639,043 27,221 45,034 - - - - 9,749 9,749 2,785,532 801,747 872 2,162 - - 2,766 3,081 336,561 - - - - 303,129 302,942 6,041,916 6,061,663 72,732 73,952 - - 321,653 1,019,040 2,813,028 39,803 19,250 - - 82,438 2,194,887 2,195,695 9,306 41,644 - - 698,723 9,048 - - - 252,581 - - - - 410,583 410,807 5,952,058 5,960,027 58,157 60,894 - - 180,987 Prior Period TRL 94,185 USD 309,073 EURO OTHER Total 3,705 3,620 2,714 2,676,817 4,002 61,314 As of 31 December 2015, the Bank has no cash flow hedges (31 December 2014 – None). As of 31 December 2015, the Bank has no hedge of net investment in foreign operations (31 December 2014 – None). 156 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 3. Explanations on contingent liabilities and assets: 5. The information on the Bank’s rating by the international rating introductions: a.1) The Bank's share in contingent liabilities arising from entities under common control together with other venturer: None. The results of the ratings performed are shown below: a.2) Share of entity under common control in its own contingent liabilities: None. a.3) The Bank’s contingent liabilities resulting from liabilities of other venturers in entity under common control: None. b) Accounting and presentation of contingent assets and liabilities in the financial statements: b.1) Contingent assets are accounted for, if probability of realization is almost certain. If probability of realization is high, then it is explained in the footnotes. As of 31 December 2015, there are no contingent assets that need to be explained. b.2) A provision is made for contingent liabilities, if realization is probable and the amount can reliably be determined. If realization is remote or the amount cannot be determined reliably, then it is explained in the footnotes. As of 31 December 2015, there are 1,160 continuing legal cases against the Bank based on information received from the Law Department of the Bank. The total amount of these cases is TRL 52,159 Thousand. Provision amount for these cases is TRL 16,359 Thousand. (According to the information obtained from the Law Department of the Bank, as of 31 December 2014, numbers of continuing legal cases against the Bank were 1,936. Total amount of those cases was TRL 58,917 Thousand. TRL 15,308 Thousand of provision was allocated for those cases). c) Explanations on revocable commitments: As of 31 December 2015, the Bank’s revocable commitments amount is TRL 264,199 Thousand (31 December 2014 - TRL 303,821 Thousand). 4. Custodian and intermediary services: Information related with custodian and intermediary services is given in the financial structure section under the name of the “Explanations related to transactions made on behalf of others and fiduciary transaction based on trust” in XI item. Fitch Ratings: February 2015 JCR: July 2014 Foreign Currency Foreign Currency Long Term BB- International Long Term BBB- Short Term B International Short Term A-3 Outlook Stable Local Currency International Long Term BBB- BB- International Short Term A-3 Local Currency Long Term Short Term B Outlook Stable Outlook Stable Long Term National AA- (Trk) National A +(tur) Short Term National A-1+ (Trk) Outlook Viability Stable Support Rating 2 Support Rating bb- Individual Rating AB Foreign Currency 5 Moody’s: December 2014 Foreign Currency Capital Intelligence: December 2015 Long Term Ba2 Short Term NP Local Currency Long Term Ba2 Foreign Currency Long Term BB Short Term B Financial Strength Rate BB Short Term NP Support Rating 4 National Long Term A3.tr Outlook Negative National Short Term TR-2 Outlook Negative Financial Strength Rate D- 157 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) IV. Explanations Related to the Income Statement d) Information on interest income received from associates and subsidiaries: 1. a) Information on interest income on loans: Current Period FC TRL FC 1,901,145 133,965 1,758,590 121,907 Short Term Loans 956,874 40,552 907,015 39,282 Medium and Long Term Loans 923,609 93,413 817,357 82,625 Interest on Loans (*) Interest on Non-Performing Loans Premiums received from Resource Utilization Support Fund (*) Prior Period TRL 20,662 - 34,218 - - - Banks (*) Domestic Banks Foreign Banks Branches and Head Office Abroad Includes fees and commissions obtained from cash loans. Other Financial Institutions Total Current Period TRL The Central Bank of Turkey Domestic Banks Foreign Banks Branches and Head Office Abroad Total FC Prior Period TRL FC - 97 - - 375 33 870 107 98 1,764 231 1,448 - - - - 473 1,894 1,101 1,555 Current Period (*) Prior Period TRL FC TRL FC 4,290 65,594 4,536 44,306 - - - - 3,768 2,066 4,536 2,366 522 63,528 - 41,940 - - - - - - - - 4,290 65,594 4,536 44,306 Includes fees and commission expenses of cash loans. b) Information on interest expense to associates and subsidiaries: Current Period Prior Period 3,654 1,723 Interest Expense to Associates and Subsidiaries Current Period Prior Period TRL FC TRL FC 154 281 405 138 Financial assets at fair value through profit and loss - - - - Available-for-sale securities 119,324 - 71,205 - Held-to-maturity securities 115,874 32 139,169 26 235,352 313 210,779 164 Total 6,034 c) Information on interest expense to marketable securities issued: c) Interest income from marketable securities portfolio: Trading securities 6,288 Current Period - b) Information on interest received from banks: Prior Period 2. a) Information on interest expense on funds borrowed: The Central Bank of Turkey - Current Period Interest Income Received from Associates and Subsidiaries Interest expense on securities issued Prior Period TRL FC TRL FC 90,720 - 104,347 - 158 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) d) Distribution of interest expense on deposits based on maturity of deposits: Time Deposits Account Name Demand Deposits Up to 1 Month Up to 3 Months Up to 6 Months Up to 1 Year More than 1 Year Accumulated Deposits - 43,303 11,081 377 142 - - 54,903 122 16,610 477,193 18,953 11,344 16,050 34 540,306 Total TRL Bank deposits Saving deposits Public sector deposits Commercial deposits - 1 567 25 75 94 - 762 40 16,107 116,469 8,231 2,120 3,333 2 146,302 Other deposits 1 589 69,876 776 624 38 - 71,904 7 days call accounts - - - - - - - - Precious metal deposits - - - - - - - - 163 76,610 675,186 28,362 14,305 19,515 36 814,177 Total Foreign Currency Foreign currency deposits Bank deposits 7 days call accounts Precious metal deposits 60 1,312 53,159 4,763 4,403 17,189 - 80,886 1,755 5 2,013 - - - - 3,773 - - - - - - - - 183 - - - - - - 183 Total 1,998 1,317 55,172 4,763 4,403 17,189 - 84,842 Grand Total 2,161 77,927 730,358 33,125 18,708 36,704 36 899,019 5. Information on other operating income: 3. Information on dividend income: Trading Securities Current Period Prior Period - - Financial assets at fair value through profit and loss - - Available-for-sale securities - - Other 7,350 1,266 Total 7,350 1,266 Current Period Prior Period 12,080,281 5,850,415 10,757 47,859 4. Information on net trading income: Income Profit on capital market operations Profit on derivative financial instruments Foreign exchange gains Losses (-) Losses on capital market operations Losses on derivative financial instruments Foreign exchange losses 1,237,881 758,896 10,831,643 5,043,660 12,298,850 5,884,546 381 2,025 1,324,434 938,688 10,974,035 4,943,833 The information on the factors affecting the Bank’s income including new developments, and the explanation on nature and amount of income earned from such items: As of 31 December 2015, TRL 237,917 Thousand stated under other operating income in the income statement includes TRL 136,055 Thousand prior years’ expense and provisions reversal income and TRL 101,862 Thousand other operating income. As of 31 December 2015, prior years expense and provision reversal income includes TRL 79,227 Thousand collection and reversal of specific provisions of cash loans, TRL 27,480 Thousand reversal of non-cash provisions, TRL 2,939 Thousand of securities impairment provision reversal and TRL 26,409 Thousand reversal of legal case provision and other provisions. As of 31 December 2014, TRL 186,108 Thousand stated under other operating income in the income statement includes TRL 130,212 Thousand prior years’ expense and provisions reversal income and TRL 55,896 Thousand other operating income. As of 31 December 2014, prior years expense and provision reversal income includes TRL 95,444 Thousand collection and reversal of specific provisions of cash loans, TRL 16,569 Thousand reversal of non-cash provisions,TRL 517 Thousand of securities impairment provision reversal and TRL 17,682 Thousand reversal of legal case provision and other provisions. 159 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 6. Provision expenses of banks for loans and other receivables: Specific provisions for loans and other receivables Current Period Prior Period 346,716 250,464 III. Group Loans and Receivables 78,866 50,051 IV. Group Loans and Receivables 103,991 56,081 V. Group Loans and Receivables 163,859 144,332 15,901 27,824 General loan loss provision expenses Provision expenses for possible losses Marketable securities impairment losses Financial assets at fair value through profit and loss Investment securities available for sale Impairment provision expense Associates Subsidiaries Entities under common control - - 43 55 42 19 1 36 1,546 624 - - - - - - 1,546 624 Other (*) 66,925 17,150 Total 431,131 296,117 Investments held to maturity Other provisions includes TRL 16,400 Thousand unindemnified non-cash loans provision (31 December 2014 – TRL TRL 13,185 Thousand unindemnified non-cash loan). (*) “Other” includes TRL 25,000 Thousand premiums paid to the Saving Deposit Insurance Fund and TRL 2,520 Thousand legal case provision and TRL 10,000 Thousand bonus provision (31 December 2014 – TRL 24,500 Thousand to the Saving Deposit Insurance Fund premium provision and TRL 19,000 Thousand bonus provision). (**) Other expenses include TRL 26,000 Thousand communication expenses, TRL 16,908 Thousand computer usage expenses, TRL 5,437 Thousand promotion applications related with credit cards and banking services (31 December 2014 - TRL 24,922 Thousand communication expenses, TRL 19,144 Thousand computer usage expenses, TRL 2,773 Thousand promotion applications related with credit cards and banking services). 8. Information on profit/ (loss) from continued and discontinued operations before taxes: Profit before tax of the Bank has decreased by 69.63 % for the period ended 31 December 2015 as compared to the related prior period. In comparison with the related prior period, the Bank’s operating income decreased by 0.57 %, net fees and commissions’ income increased by 16.37 %, provision expenses increased by 45.59 %, other operating income increased by 27.84 % and other operating expenses increased by 6.56 %. 9. Information on tax provision for continued and discontinued operations: a) As of 31 December 2015, current tax charge: None (31 December 2014 – TRL 71,456 Thousand current tax charge) and deferred tax benefit is TRL 17,403 Thousand (31 December 2014 – TRL 14,724 Thousand deferred tax benefit). (*) b) Deferred tax benefit on temporary differences is TRL 17,403 Thousand (31 December 2014 – TRL 14,724 Thousand deferred tax benefit). 7. Information on other operating expenses: Personnel expenses Reserve for employee termination benefits Bank social aid provision fund deficit provision Impairment losses on fixed assets Depreciation expenses of fixed assets Impairment losses on intangible assets Goodwill impairment losses Depreciation expenses of intangible assets Impairment for investments accounted for under equity method Impairment losses on assets held for resale Current Period Prior Period 360,022 341,636 594 3,790 7,941 - - 159 24,025 30,481 - - - - 22,800 16,591 - - 2,249 2,573 12,282 4,058 - - Other operating expenses 303,243 294,048 Services Rent expenses 57,712 51,543 Maintenance expenses 15,348 11,552 Depreciation expenses of assets held for resale Impairment losses on assets held for sale Advertisement expenses Other expenses (**) Loss on sales of assets Other Total (*) 14,527 19,074 215,656 211,879 476 114 118,990 106,646 852,622 800,096 10. Information on net profit/ (loss) from continued and discontinued operations: The net profit of the Bank decreased for the period ended 31 December 2015 by 54.17 % as compared to the related prior period profit. 11. The explanations on net profit/ (loss) for the period: a) The nature and amount of certain income and expense items from ordinary operations is disclosed if the disclosure for nature, amount and repetition rate of such items is required for the complete understanding of the Bank's performance for the period: None. b) Effect of changes in accounting estimates on income statement for the current and, if any, for subsequent periods: None. c) If the other items in the income statement exceed 10 % of the income statement total, accounts amounting to at least 20 % of these items are shown below: Other Fees and commissions received Banking Services Income Other Fees and commissions given Fees and commissions given to Banks Fees and commissions given for Credit Cards Current Period Prior Period 277,766 226,956 Current Period Prior Period 11,702 21,407 23,834 14,526 Other 19,850 13,738 Total 55,386 49,671 160 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) d) Nature and amount of changes in accounting estimates, which have a material effect on current period or expected to have a material effect on subsequent periods: None. V. Explanations Related to Statement of Shareholders' Equity Movement 1. Information on the corrections related with the Accounting Standards of Financial Instruments in current period 1.a) Increase after the revaluation of the available for sale investments Value increase or loss from the revaluation of available for sale investment is recorded under shareholders equity. The value decrease recorded under shareholders equity is TRL 87,799 Thousand. Net value decrease from available for sale investments is TRL 70,239 Thousand after deferred tax asset amounting to TRL 17,560 Thousand. 1.b) Information about increases that occurred on items for protection from cash flow risk i. Information on the items for cash flow hedges at the beginning and end of the period and confirmation There are no items for hedging the cash flow risk at the beginning and end of the periods. ii. Any gain or loss arising from, a derivative or non-derivative financial asset or liability designated as hedging instrument in cash flow hedge and , amount which recorded in the current period, under equity. There is no derivative specified as protection device from risk and any gain or loss concerning non-derivative financial assets and obligations. iii. Information on the reconciliation of foreign currency gain/(loss) at the beginning and end period There is no foreign currency gain / (loss) in the shareholders equity. 2. Cash and cash equivalents at beginning of periods The recorded amounts of the cash and cash equivalent assets at the balance sheet and the recorded amounts in the cash flow statement: 01.01.2015 01.01.2014 Cash Cash in TRL/Foreign Currency 194,540 279,941 Central Bank 188,930 398,783 4 3 124,472 120,898 Other Cash Equivalents Banks (Maturity is less than 3 months) Money Market Placements Total Cash and Cash Equivalents 73,185 54,305 581,131 853,930 31.12.2015 31.12.2014 3. Cash and cash equivalents at the end of periods Cash Cash in TRL/Foreign Currency Central Bank 173,701 194,540 363,269 188,930 4 4 86,559 124,472 Other Cash Equivalents Banks (Maturity is less than 3 months) Money Market Placements Total Cash and Cash Equivalents - 73,185 623,533 581,131 VII. Explanations on the Risk Group of the Bank 1. Volume of related party transactions, income and expense amounts involved and outstanding loan and deposit balances: a) Current Period: VI. Explanations Related to Statement of Cash Flows 1. The effects of the other items stated in the cash flow statement and the changes in foreign currency exchange rates on cash and cash equivalents: “Net increase/decrease in other liabilities” amounting to TRL 4,369 Thousand (31 December 2014 - TRL 23,945 Thousand) in “Changes in operating assets and liabilities” consists of changes in sundry creditors, other liabilities and interbank money market borrowings. “Net increase/decrease in other assets” with a total amount of TRL 446,084 Thousand (31 December 2014 - TRL 454,785 Thousand) consists of changes in sundry debtors and other assets. The effect of change in foreign exchange rate on “cash and cash equivalents” is an increase amounting to TRL 80,794 Thousand (31 December 2014 - TRL 30,419 Thousand increase). Related Parties Subsidiaries and Associates Cash Non-Cash Direct and Indirect Shareholders of the Bank Other Entities Included in the Risk Group Cash Non-Cash Cash Non-Cash Loans and other receivables Balance at beginning of period 46,270 18,730 355,511 42,241 - - Balance at end of period 21,219 398,308 47,233 - - 350 - - Interest and commission income 26,266 6,288 140 25,631 161 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 2. Disclosures for related parties: b) Prior Period: Related Parties Subsidiaries and Associates Direct and Indirect Shareholders of the Bank Other Entities Included in the Risk Group Cash Cash Non-Cash Cash Non-Cash Non-Cash Loans and other receivables 35,312 317,083 40,751 - - Balance at end of period 18,730 355,511 42,241 - - Interest and commission income 6,034 132 22,699 308 - - c.1) Information on related party deposits balances: Related parties Subsidiaries and Associates Direct and Indirect Shareholders of the Bank Other Entities Included in the Risk Group Current Period Prior Period Current Period Prior Period Current Period Prior Period Balance at beginning of period 85,903 69,212 90,946 193,553 - - Balance at end of period 166,173 85,903 53,626 90,946 - - 3,654 1,723 6,519 9,967 - - Deposits Interest on deposits Cash loans Amount Shares (%) 424,574 2.54 Non-cash loans 68,452 1.19 Deposits 219,799 1.48 Forward transactions and option agreements 394,816 3.07 These transactions are priced in accordance with the general pricing policies of the Bank and are in line with market rates. c) In cases separate disclosure is not necessary, in order to present the total impact on the financial statements, total of similar items: Explained in b). d) Transactions accounted under the equity method: None. c.2) Information on forward and option agreements and other similar agreements made with related parties: Related Parties In the normal course of its banking activities, the Bank conducted various business transactions with related parties at commercial terms and at rates which approximate market rates. b) Nature of the transactions amount and ratio to the total volume of transactions, amount of major items and ratio to all items, pricing policies and other factors: Balance at beginning of period 49,453 46,270 a) The relations of the Bank with the entities controlled by the Bank and its related parties, regardless of whether there are any transactions or not: Subsidiaries and Associates Current Period Prior Period Direct and Indirect Shareholders of the Bank Current Period Prior Period Other Entities Included in the Risk Group Current Period Prior Period Transactions Held for Trading Beginning Balance 369,385 223,566 - - - - Ending Balance 394,816 369,385 - - - - Total Profit/Loss (*) (82,938) - - - - (39,243) (*) The Bank and its subsidiaries do not conduct derivative transactions “for-profit”, derivative transactions for hedging is carried out in the framework of subsidiaries’ risk management policy. The risks arising from derivative transactions conducted with subsidiaries are covered by the derivative transactions with third parties. e) Disclosures related to purchase and sale of real estate and other assets, services given/received, agency contracts, leasing contracts, transferring information as a result of research and development, license contracts, financing (including supports in the form of loans, capital in cash and capital in kind), guarantees, and management contracts: The Bank enters into lease agreements with Şeker Finansal Kiralama A.Ş. As of 31 December 2015 the total leasing obligations related to those agreements amounted to TRL 484 Thousand (31 December 2014 - TRL 6,641 Thousand). Additionally, the Bank provides agency services for Şeker Yatırım Menkul Değerler A.Ş. through its branches. With-in the limits of the Banking Law, the Bank renders cash and non-cash loans to its related parties and the ratio of these loans to the Bank’s total cash and noncash loan portfolio is 2.19 % as of end of the reporting period. Details of these loans are explained in the Section V, Note VII 1a. As of 31 December 2015 the Bank has no purchases and sale of real estate and other assets, transfer of information as a result of research and development, and management contracts with the related parties. f) Benefits provided to top management personnel during current period amount to TRL 19,802 Thousand (31 December 2014 - TRL 19,688 Thousand). 162 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE UNCONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) VIII. Explanations and notes related to subsequent events SECTION SIX OTHER EXPLANATIONS On 26 January 2016, as a result of assessment of the year 2015, Kobirate International Credit Rating and Corporate Management Services increased the Bank’s Corporate Governance rating to 9.17 (91.70 %) I. Explanations on the Operations of the Bank: None. On 1 February 2016 within the scope of the decision of the Capital Market Board dated 7 September 2015 and numbered 25/1103, the Bank has completed the domestic sale of TRQSKBK71622 ISIN code bond with TRL 40,500 Thousand nominal value and 175 days maturity ( on 26 July 2016) to qualified investors. SECTION SEVEN INDEPENDENT AUDITOR’S REPORT On 1 February 2016 within the scope of the decision of the Capital Market Board dated 7 September 2015 and numbered 25/1103, the Bank has completed the domestic sale of TRQSKBK51616 ISIN code bond with TRL 57,500 Thousand nominal value and 91 days maturity (on 3 May 2016) to qualified investors. Executive Vice Presidents Nejat Bilginer and Feyza Önen resigned as of 1 February 2016; Ramazan Karademir retired from his duties as of 1 February 2016. None. IX. Explanations on the Bank’s domestic branches, agencies and branches abroad and off-shore branches 1. Explanations on the Bank’s domestic branches, agencies and branches abroad and off-shore branches: Number of Number of Branches Employees 301 4,078 Rep-offices Abroad - - Branches abroad - - Country Total Assets Capital - - - - Off-shore Branches - - 2. Explanations on Branch and Agency Openings or Closings of the Bank: None. The unconsolidated financial statements for the year ended 31 December 2015 were audited by Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik AŞ (the Turkish member firm of KPMG International Cooperative, a Swiss entity) and Independent Auditors’ Report dated 12 February 2016 is presented in the introduction of this report. II. Other Footnotes and Explanations Prepared by Independent Auditors: On 8 February 2016, the Bank announced that Servet Taze will be appointed as General Manager following the approval of BRSA and General Manager Halit Haydar Yıldız will be appointed as the member of Board of Director with the decision of the Board of Directors. Domestic branches I. Explanations on the Independent Auditor’s Report: ŞEKERBANK TÜRK ANONİM ŞİRKETİ AND ITS FINANCIAL SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 WITH INDEPENDENT AUDITORS’ REPORT THEREON (CONVENIENCE TRANSLATION OF CONSOLIDATED FINANCIAL STATEMENTS AND RELATED DISCLOSURES AND FOOTNOTES ORIGINALLY ISSUED IN TURKISH) AKİS BAĞIMSIZ DENETİM VE SERBEST MUHASEBECİ MALİ MÜŞAVİRLİK ANONİM ŞİRKETİ 26 FEBRUARY 2016 THIS REPORT CONTAINS “INDEPENDENT AUDITORS’ REPORT” COMPRISING 1 PAGES AND; CONSOLIDATED FINANCIAL STATEMENTS AND RELATED DISCLOSURES AND FOOTNOTES” COMPRISING 72 PAGES. ŞEKERBANK ANNUAL REPORT 2015 Convenience Translation of the Independent Auditors’ Report Originally Prepared and Issued in Turkish to English To the Board of Directors of Şekerbank T.A.Ş. Report on the Consolidated Financial Statements We have audited the accompanying consolidated financial statements of Şekerbank T.A.Ş. (the “Parent Bank”) and its financial subsidiaries (collectively the “Group”) which comprise the consolidated statement of financial position as at 31 December 2015, and the consolidated statement of income, statement of consolidated income and expense items accounted under shareholders’ equity, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes, comprising a summary of significant accounting policies and other explanatory information. Management’s Responsibility for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with the “Banking Regulation and Supervision Agency (“BRSA”) Accounting and Reporting Legislation” which includes the “Regulation on Accounting Applications for Banks and Safeguarding of Documents” published in the Official Gazette No.26333 dated 1 November 2006, and other regulations on accounting records of Banks published by Banking Regulation and Supervision Board and circulars and interpretations published by BRSA and requirements of Turkish Accounting Standards for the matters not regulated by the aforementioned legislations, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance the “Regulation on Independent Audit of the Banks” published in the Official Gazette No.29314 dated 2 April 2015 by BRSA and Independent Standards on Auditing which is a component of the Turkish Auditing Standards published by the Public Oversight Accounting and Auditing Standards Authority (“POA”). Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained during our audit is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Şekerbank T.A.Ş. as at 31 December 2015, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with BRSA Accounting and Reporting Legislation. Report on Other Legal and Regulatory Requirements 1) Pursuant to the fourth paragraph of Article 402 of the Turkish Commercial Code (“TCC”); no significant matter has come to our attention that causes us to believe that for the period 1 January - 31 December 2015, the Bank’s bookkeeping activities are not in compliance with TCC and provisions of the Bank’s articles of association in relation to financial reporting. 2) Pursuant to the fourth paragraph of Article 402 of the TCC; the Board of Directors of the Parent Bank provided us the necessary explanations and required documents in connection with the audit. Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. A member of KPMG International Cooperative Orhan Akova, SMMM Partner 26 February 2016 İstanbul, Türkiye Additional paragraph for convenience translation to English As explained in Section 3.I, the accompanying consolidated financial statements are not intended to present the consolidated financial position and results of consolidated operations in accordance with the accounting principles and practices generally accepted in countries and jurisdictions other than Turkey. ŞEKERBANK ANNUAL REPORT 2015 THE CONSOLIDATED FINANCIAL REPORT OF ŞEKERBANK T.A.Ş. FOR THE YEAR ENDED 31 DECEMBER 2015 Address : Telephone : Fax : Web Site : E-mail Address : Emniyet Evleri Mah. Eski Büyükdere Cad. No:1/1A 34415 Kağıthane / İstanbul (212) 319 70 00 (212) 319 73 79 www.sekerbank.com.tr [email protected] The consolidated financial report designed by the Banking Regulation and Supervision Agency in line with Communiqué on Financial Statements to be Publicly Announced and the Related Policies and Disclosures consists of the sections listed below: • GENERAL INFORMATION ABOUT THE PARENT BANK • CONSOLIDATED FINANCIAL STATEMENTS OF THE PARENT BANK • EXPLANATIONS ON THE CORRESPONDING ACCOUNTING POLICIES APPLIED • INFORMATION ON FINANCIAL STRUCTURE OF THE GROUP WHICH IS UNDER CONSOLIDATION • EXPLANATORY DISCLOSURES AND FOOTNOTES ON CONSOLIDATED FINANCIAL STATEMENTS • OTHER EXPLANATIONS AND FOOTNOTES • INDEPENDENT AUDITORS’ REPORT The subsidiaries financial statements of which are consolidated within the framework of the reporting package are as follows: Subsidiaries Şekerbank (Kıbrıs) Ltd. Şekerbank International Banking Unit Ltd. Şeker Faktoring A.Ş. Şeker Yatırım Menkul Değerler A.Ş. Şeker Finansal Kiralama A.Ş. Şeker Mortgage Finansman A.Ş. Zahlungsdienste GmbH der Şekerbank T.A.Ş. The consolidated financial statements and the explanatory footnotes and disclosures, unless otherwise indicated, are prepared in thousands of Turkish Lira, in accordance with the Communiqué on Banks’ Accounting Practice and Maintaining Documents, Turkish Accounting Standards, Turkish Financial Reporting Standards, related communiqués and the Banks’ records, have been independently audited and presented as attached. The consolidated financial statements 31 December 2015 are audited and they do not include any false explanation in material subjects and absences that may result in misleading statements and fairly reflect the Bank’s financial position, the risks faced and uncertainty. Dr. Hasan Basri GÖKTAN Viktor ROMANYUK Member of the Audit Committee Chairman of The Board of Directors Halit Haydar YILDIZ General Manager Member of the Audit Committee Selim Güray ÇELİK Executive Vice President Orhan ULUYOL Group Head Information related to responsible personnel for the questions about financial statements: Name-Surname / Title Telephone No Fax No : Oya SARI / Investor Relations and Structured Finance Manager : (212) 319 71 58 : (212) 319 71 62 Murat ISHMUKHAMEDOV INDEX I. II. III. IV. V. VI. VII. SECTION ONE General Information Page Number The Parent Bank’s Incorporation Date, Beginning Statue, Changes in the Existing Statue Explanations Regarding the Parent Bank’s Shareholding Structure, Shareholders Holding Directly or Indirectly, Collectively or Individually, the Managing and Controlling Power and Changes in Current Year, if any and Explanations on the Controlling Group of the Parent Bank Explanations Regarding the Chairman and the Members of Board of Directors, Audit Committee, General Manager and Executive Vice Presidents and Their Shares in the Parent Bank Information about the person and institutions that have qualified shares Summary on the Bank’s Functions and Areas of Activity Differences Between The Communiqué On Preparation Of Consolidated Financial Statements Of Banks And Turkish Accounting Standards And Short Explanatıon About The Institutions Subject To Line-By-Line Method Or Proportional Consolidation And Institutions Which Are Deducted From Equity Or Not Included In These Three Methods The Existing Or Potential, Actual Or Legal Obstacles On The Transfer Of Shareholders’ Equity Between The Parent Bank And its Subsidiaries Or The Reimbursement of Liabilities 168 168 168 169 169 169 169 SECTION TWO Consolidated Financial Statements I. II. III. IV. V. VI. VII. Consolidated Balance Sheet (Consolidated Statement of Financial Position) Consolidated Statement of Off Balance Sheet Contingencies and Commitments Consolidated Statement of Income Consolidated Statement of Profit and Loss Accounted for Under Equity Consolidated Statement of Changes in Shareholders’ Equity Consolidated Statement of Cash Flow Profit Distribution Table 170 172 173 174 175 176 177 SECTION THREE Accounting Principles I. Basis of Presentation II. Information about the Consolidated Subsidiaries III. Explanations on Usage Strategy of Financial Assets and Foreign Currency Transactions VI. Explanations on Foreign Currency Transactions V. Explanations on Forward and Option Contracts and Derivative Instruments VI. Interest Income and Expenses VII. Fees and Commission Income and Expenses VIII. Explanations on Financial Assets IX. Explanations on Impairment on Financial Assets X. Offsetting of Financial Assets and Liabilities XI. Explanations on Sales and Repurchase Agreements and Lending of Securities XII. Explanations on Assets Held For Sale and Discontinued Operations XIII. Explanations on Goodwill and Other Intangible Assets XIV. Explanations on Tangible Fixed Assets XV. Explanations on Leasing Transactions XVI. Explanations on Provisions and Contingent Liabilities XVII. Explanations on Liabilities Regarding Employee Benefits XVIII. Explanations on Taxation XIX. Additional Explanations on Borrowings XX. Explanations on Share Certificates XXI. Explanations on Acceptances XXII. Explanations on Government Incentives XXIII. Explanations on Segment Reporting XXIV. Explanations on Other Matters 178 178 178 179 179 179 179 179 181 181 181 182 182 182 182 183 183 184 184 185 185 185 186 186 SECTION FOUR Information on Financial Structure I. II. III. IV. V. VI. VII. VIII. IX. X. XI. XII. XIII. XIV. Explanations Related to the Consolidated Capital Adequacy Standard Ratio Explanations Related to the Consolidated Credit Risk Explanations Related to the Consolidated Market Risk Explanations Related to the Consolidated Operational Risk Explanations Related to the Consolidated Currency Risk Explanations Related to the Consolidated Interest Rate Risk Explanations Related to the Consolidated Stock Position Risk Explanations Related to the Consolidated Liquidity Risk Explanations Related to Consolidated Securitization Position Risk Explanations Related to the Consolidated Credit Risk Mitigation Techniques Explanations Related to Consolidated Risk Management Objective and Policies Explanations Related to Consolidated Leverage Ratio Explanations Related to Presentation of Financial Assets and Liabilities at Fair Value Explanations Related to Transactions Made on Behalf of Others and Transactions Based On Trust 186 190 197 199 199 201 204 204 210 210 210 211 212 212 SECTION FIVE Explanations and Disclosures on Consolidated Financial Statements I. II. III. IV. V. VI. VII. VIII IX. Explanations Related to the Consolidated Assets Explanations Related to the Consolidated Liabilities Explanations Related to the Consolidated Off-Balance Sheet Contingencies and Commitments Explanations Related to the Consolidated Income Statement Explanations Related to the Consolidated Statement of Shareholders’ Equity Movement Explanations Related to the Consolidated Statement of Cash Flows Explanations on the Risk Group of the Parent Bank Explanations and Notes Related to Subsequent events Explanations on the Parent Bank’s Domestic Branches, Agencies and Branches Abroad and Off-shore Branches 213 226 232 236 238 239 239 240 240 SECTION SIX Other Explanations I. Explanations on the Operations of the Group 240 SECTION SEVEN Independent Auditor’s Report I. II. Explanations on the Independent Auditor’s Report Other Footnotes and Explanations Prepared by the Independent Auditors 240 240 168 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) SECTION ONE GENERAL INFORMATION III. Explanations Regarding the Chairman and the Members of Board of Directors, Audit Committee, General Manager and Executive Vice Presidents and Their Shares in the Parent Bank I. The Parent Bank’s Incorporation Date, Beginning Statue, Changes in the Existing Statue Şekerbank T.A.Ş. (“the Parent Bank”) founded as a Turkish bank by 14 partners started its operations in 1953 as Pancar Kooperatifleri Bankası A.Ş. in Eskişehir, and in 1956 the Bank changed its name to Şekerbank T.A.Ş and moved its headquarters to Ankara in 1956. 15 % of the Parent Bank shares were offered to public in 1997 and currently 34.19 % of the Parent Bank shares are publicly traded. The Parent Bank’s one of the main shareholders, Şekerbank T.A.Ş. Personeli Munzam Sosyal Güvenlik ve Yardımlaşma Sandığı Vakfı, provide its members with additional social rights and retirement guarantees within the social security system. The Parent Bank has affiliates and subsidiaries in the finance and tourism sectors. Title Chairman of the Board of Directors Name and Surname Dr.Hasan Basri Göktan Responsibility Areas Chairman & Executive Board Member, Credit Committee, Corporate Governance Committee, Remuneration Committee General Manager Halit Haydar Yıldız (***) Board Member, General Manager, Credit Committee Members of the Board of Directors Victor Romanyuk (*) Vice-Chairman, Remuneration Committee, Audit Committee Executive Board Member, Credit Committee Executive Board Member Executive Board Member, Credit Committee Corporate Governance Committee, Internal Systems Independent Director, Remuneration Committee Corporate Governance Committee Corporate Governance Committee, Audit Committee - Emin Erdem Erdal Batmaz Nariman Zharkinbayev Business line of the Parent Bank covers extending all kinds of cash and noncash loans in Turkish Lira and foreign currency and carrying out capital market transactions, accepting deposits in TRL and FC and providing other banking services. Halil Can Yeşilada Üzeyir Baysal II. Explanations Regarding The Parent Bank’s Shareholding Structure, Shareholders Holding Directly or Indirectly, Collectively or Individually, the Managing and Controlling Power and Changes in Current Year, if any and Explanations on the Controlling Group of the Parent Bank Khosrow Kashani Zamani Murat Ishmukhamedov (*) Daniyar Amanov Name of Shareholders Amounts of Share Şekerbank T.A.Ş. Personeli Munzam Sosyal Güvenlik ve Yardımlaşma Sandığı Vakfı 410,389 Samruk-Kazyna, the National Well-fare Fund of Kazakhstan BTA Securities JSC Public offerings Others Total Share (%) Paid in Capital Unpaid Capital 35.4395 410,389 - 224,353 19.3742 224,353 - 126,295 10.9063 126,295 - 395,954 34.1928 395,954 - 1,009 0.0872 1,009 - 1,158,000 100.0000 1,158,000 - Executive Vice Presidents Ali Güray Demir Çetin Aydın Nejat Bilginer (**) Nihat Büyükbozkoyun Selim Güray Çelik Gökhan Ertürk Ramazan Karademir (**) Orhan Karakaş Fatin Rüştü Karakaş Salih Zeki Önder Feyza Önen (**) Hüseyin Serdar Ahmet İlerigelen Credit Legal and Administrative Follow -up Audit Human Resources Operations Financial Control, Budgeting and Strategic Planning, Corporate Governance Committee Retail Banking Marketing Internal Control and Risk Management Corporate and Commercial Banking Marketing Retail Credit Management Financial Institutions Treasury Support Services Corporate and Commercial Credit Management and Monitoring (*) According to Communiqué Regarding Determination and Enforcement of Corporate Governance Principles of CMB, Serial: II No: 17.1, Audit Committee members of the banks are accepted as independent members of the Board of Directors. Murat Ishmukhamedov and Victor Romanyuk are Audit Committee Members of the Bank. (**) Executive Vice Presidents Nejat Bilginer and Feyza Önen resigned as of 1 February 2016; Ramazan Karademir was retired as of 1 February 2016. (***) On 8 February 2016, the Parent Bank announced that according to the Board of Directors decision Servet Taze would be appointed as the General Manager following the approval of the BRSA and the General Manager Halit Haydar Yıldız would be appointed as the member of Board of Director. 169 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) SECTION TWO CONSOLIDATED FINANCIAL STATEMENTS The Chairman of the Board of Directors Dr. Hasan Basri Göktan has total shares of 0.05 % in nominal, amounting to TRL 577 Thousand, Khosrow Kashani Zamani who is the Board of Directors Member has total shares of 0.013 % in nominal, amounting to TRL 148 Thousand which they obtained from public offering. IV. Information About the Persons and Institutions That Have Qualified Shares in the Parent Bank Name/ Commercial Name Amounts of Share TRL Thousand Şekerbank T.A.Ş. Personeli Munzam Sosyal Güvenlik ve Yardımlaşma Sandığı Vakfı 410,389 Samruk-Kazyna, the National Well-fare Fund of Kazakhstan BTA Securities JSC Paid in Capital TRL Share (%) Thousand Unpaid Capital 35.4395 410,389 - 224,353 19.3742 224,353 - 126,295 10.9063 126,295 - V. Summary on the Parent Bank’s Functions and Areas of Activity Business line of the Parent Bank covers extending all kinds of cash and noncash loans in Turkish Lira and foreign currency and carrying out capital market transactions, accepting deposits in TRL and FC and providing other banking services. As of 31 December 2015, the Parent Bank has 301 domestic branches (31 December 2014 - 312 domestic branches). VI. Differences Between The Communiqué On Preparation Of Consolidated Financial Statements Of Banks And Turkish Accounting Standards And Short Explanation About The Institutions Subject To Line-By-Line Method Or Proportional Consolidation And Institutions Which Are Deducted From Equity Or Not Included In These Three Methods The Parent Bank’s subsidiaries Şekerbank (Kıbrıs) Ltd., Şeker Finansal Kiralama A.Ş., Şekerbank International Banking Unit Ltd., Şeker Yatırım Menkul Değerler A.Ş., Şeker Faktoring A.Ş., Şeker Mortgage Finansman A.Ş. and Zahlungsdienste GmbH der Şekerbank T.A.Ş. are included in the scope of consolidation by line-by-line method. Seltur Turistik İşletmeler Yatırım A.Ş. is not consolidated in the financial statements and is recorded at cost since the Parent Bank has no control and it is not a financial subsidiary. VII. The Existing Or Potential, Actual Or Legal Obstacles On The Transfer Of Shareholders' Equity Between The Parent Bank And its Subsidiaries Or The Reimbursement Of Liabilities There is no transfer of the shareholders’ equity between the Parent Bank and its subsidiaries. Dividend distribution from shareholders equity is done according to related regulations. There is no existing or potential, actual or legal obstacle to the payback of liabilities between the Parent Bank and its subsidiaries. I. Consolidated Balance Sheet (Consolidated Statement of Financial Position) II. Consolidated Statement of Off Balance Sheet Contingencies and Commitments III. Consolidated Statement of Income IV. Consolidated Statement of Profit and Loss Accounted for Under Equity V. Consolidated Statement of Changes in Shareholders’ Equity VI. Consolidated Statement of Cash Flows VII. Profit Distribution Table 170 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. CONSOLIDATED BALANCE SHEET (CONSOLIDATED STATEMENT OF FINANCIAL POSITION) (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) TRL THOUSAND I. II. 2.1 2.1.1 2.1.2 2.1.3 2.1.4 2.2 2.2.1 2.2.2 2.2.3 2.2.4 III. IV. 4.1 4.2 4.3 V. 5.1 5.2 5.3 VI. 6.1 6.1.1 6.1.2 6.1.3 6.2 6.3 VII. VIII. 8.1 8.2 IX. 9.1 9.2 9.2.1 9.2.2 X. 10.1 10.2 XI. 11.1 11.2 11.2.1 11.2.2 XII. 12.1 12.2 12.3 12.4 XIII. 13.1 13.2 13.3 XIV. XV. 15.1 15.2 XVI. XVII. 17.1 17.2 XVIII. 18.1 18.2 XIX. ASSETS CASH AND BALANCES WITH THE CENTRAL BANK FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT AND LOSS (Net) Held for trading financial assets Public sector debt securities Share certificates Derivative financial assets held for trading Other marketable securities Financial assets at fair value through profit and loss Public sector debt securities Share certificates Loans Other marketable securities BANKS MONEY MARKET PLACEMENTS Interbank money market placements Istanbul Stock Exchange money market placements Receivables from reverse repurchase agreements FINANCIAL ASSETS AVAILABLE FOR SALE (Net) Share certificates Public sector debt securities Other marketable securities LOANS AND RECEIVABLES Loans and Receivables Loans to Risk Group of the Bank Public sector debt securities Other Non-performing loans Specific provisions (-) FACTORING RECEIVABLES HELD TO MATURITY INVESTMENTS (Net) Public sector debt securities Other marketable securities INVESTMENTS IN ASSOCIATES (Net) Accounted for under equity method Unconsolidated associates Financial investments Non-financial investments INVESTMENTS IN SUBSIDIARIES (Net) Unconsolidated financial subsidiaries Unconsolidated non-financial subsidiaries ENTITIES UNDER COMMON CONTROL (JOINT VENT.) (Net) Consolidated under equity method Unconsolidated Financial subsidiaries Non-financial subsidiaries FINANCE LEASE RECEIVABLES (Net) Finance lease receivables Operating lease receivables Other Unearned income ( - ) DERIVATIVE FINANCIAL ASSETS FOR HEDGING PURPOSES Fair value hedge Cash flow hedge Hedge of net investment risks in foreign operations TANGIBLE ASSETS (Net) INTANGIBLE ASSETS (Net) Goodwill Other INVESTMENT PROPERTY (Net) TAX ASSET Current tax asset Deferred tax asset ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS (Net) Held for sale Discontinued operations OTHER ASSETS TOTAL ASSETS Note Ref. (1) (2) (3) (4) (5) (18) (6) (7) (8) (9) (10) (11) (12) (13) (14) (15) (16) (17) TRL 560.919 494.354 111.624 14.577 92.979 4.068 382.730 382.730 27.847 7.000 7.000 1.724.973 1.717.577 7.396 14.271.873 13.794.891 31.938 13.762.953 1.032.951 (555.969) 309.647 1.271.320 1.267.890 3.430 4.236 4.236 4.236 621 621 97.682 115.486 (17.804) 897.843 101.269 101.269 18.910 437 18.473 135.187 135.187 299.825 20.223.506 Audited Current Period 31/12/15 FC 2.276.636 51.895 51.895 7.808 44.087 72.891 2.649.521 2.649.521 381.220 2.268.301 5.094 (5.094) 413 413 237.928 271.763 (33.835) 1.998 2 2 163.964 Total 2.837.555 546.249 163.519 22.385 137.066 4.068 382.730 382.730 100.738 7.000 7.000 1.724.973 1.717.577 7.396 16.921.394 16.444.412 413.158 16.031.254 1.038.045 (561.063) 309.647 1.271.733 1.268.303 3.430 4.236 4.236 4.236 621 621 335.610 387.249 (51.639) 899.841 101.269 101.269 18.912 439 18.473 135.187 135.187 463.789 TRL 260.494 473.514 124.801 15.175 109.188 438 348.713 348.713 34.799 8.000 8.000 1.056.757 1.049.873 6.884 12.870.055 12.537.560 51.815 12.485.745 865.213 (532.718) 254.191 1.369.180 1.364.520 4.660 4.236 4.236 4.236 621 621 97.675 114.536 (16.861) 957.962 74.211 74.211 17.701 203 17.498 672 672 215.232 Audited Prior Period 31/12/14 FC 2.084.349 46.027 46.027 5.207 40.820 111.383 1.934.690 1.934.690 315.580 1.619.110 4.062 (4.062) 329 329 240.738 276.762 (36.024) 1.634 158.275 5.455.248 25.678.754 17.695.300 4.577.425 The accompanying notes are an integral part of these consolıdated financial statements Total 2.344.843 519.541 170.828 20.382 150.008 438 348.713 348.713 146.182 8.000 8.000 1.056.757 1.049.873 6.884 14.804.745 14.472.250 367.395 14.104.855 869.275 (536.780) 254.191 1.369.509 1.364.849 4.660 4.236 4.236 4.236 621 621 338.413 391.298 (52.885) 959.596 74.211 74.211 17.701 203 17.498 672 672 373.507 22.272.725 171 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. CONSOLIDATED BALANCE SHEET (CONSOLIDATED STATEMENT OF FINANCIAL POSITION) (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) I. 1.1 1.2 II. III. IV. 4.1 4.2 4.3 V. 5.1 5.2 5.3 VI. 6.1 6.2 VII. VIII. IX. X. 10.1 10.2 10.3 10.4 XI. 11.1 11.2 11.3 XII. 12.1 12.2 12.3 12.4 12.5 XIII. 13.1 13.2 XIV. 14.1 14.2 XV. XVI. 16.1 16.2 16.2.1 16.2.2 16.2.3 16.2.4 16.2.5 16.2.6 16.2.7 16.2.8 16.2.9 16.2.10 16.3 16.3.1 16.3.2 16.3.3 16.3.4 16.4 16.4.1 16.4.2 16.5 LIABILITIES DEPOSITS Deposits from Risk Group of the Bank Other DERIVATIVE FINANCIAL LIABILITIES HELD FOR TRADING FUNDS BORROWED MONEY MARKET BALANCES Interbank money market takings Istanbul Stock Exchange money market takings Funds provided under repurchase agreements MARKETABLE SECURITIES ISSUED (Net) Bills Asset backed securities Bonds FUNDS Borrower funds Other SUNDRY CREDITORS OTHER LIABILITIES FACTORING PAYABLES FINANCE LEASE PAYABLES (Net) Finance lease payables Operating lease payables Other Deferred finance lease expenses ( - ) DERIVATIVE FINANCIAL LIABILITIES FOR HEDGING PURPOSES Fair value hedge Cash flow hedge Hedge of net investment in foreign operations PROVISIONS General loan loss provisions Restructuring provisions Reserve for employee benefits Insurance technical provisions (Net) Other provisions TAX LIABILITY Current tax liability Deferred tax liability PAYABLES RELATED TO ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS Held for sale Discontinued operations SUBORDINATED LOANS SHAREHOLDERS' EQUITY Paid-in capital Supplementary capital Share premium Share cancellation profits Marketable securities value increase fund Tangible assets revaluation differences Intangible assets revaluation differences Investment property revaluation differences Bonus shares obtained from associates, subsidiaries and jointly controlled entities (Joint Vent.) Hedging funds (Effective portion) Accumulated valuation differences from assets held for sale and from discontinued operations Other capital reserves Profit reserves Legal reserves Status reserves Extraordinary reserves Other profit reserves Profit or loss Prior years’ income/ (loss) Current year income/ (loss) Minority shares TOTAL LIABILITIES AND EQUITY Note Ref. (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) (13) (18) (14) (15) (17) TRL 9.177.140 42.822 9.134.318 21.712 412.156 2.060.413 148.055 27.000 1.885.358 1.310.579 507.307 764.218 39.054 131 131 116.143 208.792 739 11.112 13.543 (2.431) 378.523 178.870 61.029 138.624 44.979 37.403 7.576 2.607.256 1.158.000 178.780 1.834 (70.366) 163.499 82.046 1.767 1.116.021 98.448 1.016.905 668 110.867 15.854 95.013 43.588 16.349.675 TRL THOUSAND Audited Current Period 31/12/15 FC Total TRL 5.716.404 14.893.544 8.030.933 18.254 61.076 82.103 5.698.150 14.832.468 7.948.830 35.314 57.026 6.510 2.824.946 3.237.102 356.858 2.060.413 1.495.118 148.055 6.002 27.000 28.697 1.885.358 1.460.419 1.310.579 1.118.933 507.307 401.196 764.218 642.648 39.054 75.089 131 754 131 754 233.261 349.404 279.343 7.465 216.257 198.885 739 592 11.112 13.543 (2.431) 6.263 384.786 333.936 754 179.624 163.778 372 61.401 64.016 5.137 143.761 106.142 16 44.995 96.854 16 37.419 65.796 7.576 31.058 498.221 498.221 7.189 2.614.445 2.475.401 1.158.000 1.087.187 178.780 201.044 1.834 4.815 (70.366) (9.292) 163.499 207.986 82.046 1.767 (2.465) 7.114 1.123.135 900.921 2.459 100.907 86.792 1.016.905 813.461 4.655 5.323 668 (688) 110.179 244.610 (1.219) 14.635 1.862 531 95.544 242.748 763 44.351 41.639 Audited Prior Period 31/12/14 FC 5.588.602 12.461 5.576.141 52.692 1.677.818 1.164 1.164 109.541 8.075 1.336 652 294 390 31 31 436.671 2.678 3.134 2.139 995 (1.045) (1.372) 327 589 Total 13.619.535 94.564 13.524.971 59.202 2.034.676 1.496.282 7.166 28.697 1.460.419 1.118.933 401.196 642.648 75.089 754 754 388.884 206.960 592 335.272 164.430 64.310 106.532 96.885 65.827 31.058 436.671 2.478.079 1.087.187 201.044 4.815 (9.292) 207.986 (2.465) 904.055 88.931 813.461 1.663 243.565 490 243.075 42.228 9.329.079 7.878.608 22.272.725 25.678.754 The accompanying notes are an integral part of these consolıdated financial statements 14.394.117 172 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. CONSOLIDATED BALANCE SHEET (CONSOLIDATED STATEMENT OF FINANCIAL POSITION) (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) A. OFF BALANCE SHEET CONTINGENCIES AND COMMITMENTS (I+II+III) I. GUARANTEES AND SURETIES 1.1. Letters of guarantee 1.1.1. Guarantees subject to State Tender Law 1.1.2. Guarantees given for foreign trade operations 1.1.3. Other letters of guarantee 1.2. Bank loans 1.2.1. Import letter of acceptance 1.2.2. Other bank acceptances 1.3. Letters of credit 1.3.1. Documentary letters of credit 1.3.2. Other letters of credit 1.4. Prefinancing given as guarantee 1.5. Endorsements 1.5.1. Endorsements to the Central Bank of Turkey 1.5.2. Other endorsements 1.6. Securities issue purchase guarantees 1.7. Factoring guarantees 1.8. Other guarantees 1.9. Other sureties II. COMMITMENTS 2.1. Irrevocable commitments 2.1.1. Forward asset purchase commitments 2.1.2. Forward deposit purchase and sales commitments 2.1.3. Share capital commitment to associates and subsidiaries 2.1.4. Loan granting commitments 2.1.5. Securities underwriting commitments 2.1.6. Commitments for reserve deposit requirements 2.1.7. Payment commitment for checks 2.1.8. Tax and fund liabilities from export commitments 2.1.9. Commitments for credit card expenditure limits 2.1.10. Commitments for promotions related with credit cards and banking activities 2.1.11. Receivables from short sale commitments 2.1.12. Payables for short sale commitments 2.1.13. Other irrevocable commitments 2.2. Revocable commitments 2.2.1. Revocable loan granting commitments 2.2.2. Other revocable commitments III. DERIVATIVE FINANCIAL INSTRUMENTS 3.1 Derivative financial instruments for hedging purposes 3.1.1 Fair value hedge 3.1.2 Cash flow hedge 3.1.3 Hedge of net investment in foreign operations 3.2 Held for trading transactions 3.2.1 Forward foreign currency buy/sell transactions 3.2.1.1 Forward foreign currency transactions-buy 3.2.1.2 Forward foreign currency transactions-sell 3.2.2 Swap transactions related to f.c. and interest rates 3.2.2.1 Foreign currency swap-buy 3.2.2.2 Foreign currency swap-sell 3.2.2.3 Interest rate swaps-buy 3.2.2.4 Interest rate swaps-sell 3.2.3 Foreign currency, interest rate and securities options 3.2.3.1 Foreign currency options-buy 3.2.3.2 Foreign currency options-sell 3.2.3.3 Interest rate options-buy 3.2.3.4 Interest rate options-sell 3.2.3.5 Securities options-buy 3.2.3.6 Securities options-sell 3.2.4 Foreign currency futures 3.2.4.1 Foreign currency futures-buy 3.2.4.2 Foreign currency futures-sell 3.2.5 Interest rate futures 3.2.5.1 Interest rate futures-buy 3.2.5.2 Interest rate futures-sell 3.2.6 Other B. CUSTODY AND PLEDGED ITEMS (IV+V+VI) IV. ITEMS HELD IN CUSTODY 4.1. Assets under management 4.2. Investment securities held in custody 4.3. Checks received for collection 4.4. Commercial notes received for collection 4.5. Other assets received for collection 4.6. Assets received for public offering 4.7. Other items under custody 4.8. Custodians V. PLEDGED ITEMS 5.1. Marketable securities 5.2. Guarantee notes 5.3. Commodity 5.4. Warranty 5.5. Properties 5.6. Other pledged items 5.7. Pledged items-depository VI. ACCEPTED INDEPENDENT GUARANTEES AND WARRANTIES TOTAL OFF BALANCE SHEET ACCOUNTS (A+B) Note Ref. (1) (1) (3) (2) TRL 10.240.075 3.776.055 3.747.038 126.247 3.620.791 21.092 12.360 8.732 7.925 2.388.397 2.096.475 55.286 733.331 647.736 5.826 598.850 1.278 54.168 291.922 289.346 2.576 4.075.623 4.075.623 299.782 149.177 150.605 3.704.446 420.134 3.284.312 71.395 44.639 26.756 336.477.070 5.860.555 484.186 2.460.239 49.110 9.864 2.857.155 1 330.426.305 75.976.229 22.452.512 230.505.672 1.491.892 190.210 346.717.145 Audited Current Period 31/12/15 TRL THOUSAND FC 10.021.009 2.011.226 1.028.967 9.851 1.019.116 387.949 387.949 488.906 488.906 105.404 95.477 88.539 83.896 4.643 6.938 6.938 7.914.306 7.914.306 301.306 151.618 149.688 6.447.876 4.846.502 1.601.374 75.289 28.093 47.196 1.089.835 115.941.020 1.202.503 385.535 170.899 10.669 546.190 89.210 114.731.315 312 20.044.657 4.606.563 90.051.894 27.889 7.202 Total 20.261.084 5.787.281 4.776.005 136.098 4.639.907 409.041 400.309 8.732 488.906 488.906 113.329 2.483.874 2.185.014 139.182 737.974 647.736 5.826 598.850 1.278 54.168 298.860 289.346 9.514 11.989.929 11.989.929 601.088 300.795 300.293 10.152.322 5.266.636 4.885.686 146.684 72.732 73.952 1.089.835 452.418.090 7.063.058 869.721 2.631.138 59.779 556.054 2.946.365 1 445.157.620 312 96.020.886 27.059.075 320.557.566 1.519.781 197.412 TRL 9.810.405 3.725.550 3.710.484 104.474 3.606.010 7.962 75 7.887 7.104 2.147.279 1.822.301 40.178 548.471 588.612 6.171 590.538 1.921 46.410 324.978 324.078 900 3.937.576 3.937.576 412.085 90.432 321.653 3.466.438 650.410 2.810.028 3.000 3.000 59.053 39.803 19.250 293.295.367 4.065.759 707.574 3.282.029 55.571 9.442 11.142 1 289.064.323 343 65.591.227 19.519.287 202.496.625 1.456.841 165.285 125.962.029 472.679.174 303.105.772 The accompanying notes are an integral part of these consolıdated financial statements Audited Prior Period 31/12/14 FC 10.163.426 1.892.729 1.014.310 13.109 1.001.201 291.812 291.812 467.274 467.274 119.333 101.259 95.441 91.359 4.082 5.818 5.818 8.169.438 8.169.438 401.550 316.398 85.152 6.759.730 4.595.167 2.164.563 59.998 18.354 41.644 948.160 93.501.404 1.176.567 323.676 218.964 5.690 553.951 74.286 92.318.533 2.418 16.246.091 3.068.829 72.968.195 33.000 6.304 Total 19.973.831 5.618.279 4.724.794 117.583 4.607.211 299.774 291.887 7.887 467.274 467.274 126.437 2.248.538 1.917.742 131.537 552.553 588.612 6.171 590.538 1.921 46.410 330.796 324.078 6.718 12.107.014 12.107.014 813.635 406.830 406.805 10.226.168 5.245.577 4.974.591 3.000 3.000 119.051 58.157 60.894 948.160 386.796.771 5.242.326 1.031.250 3.500.993 61.261 563.393 85.428 1 381.382.856 2.761 81.837.318 22.588.116 275.464.820 1.489.841 171.589 103.664.830 406.770.602 173 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. CONSOLIDATED STATEMENT OF INCOME (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) I. 1.1 1.2 1.3 1.4 1.5 1.5.1 1.5.2 1.5.3 1.5.4 1.6 1.7 II. 2.1 2.2 2.3 2.4 2.5 III. IV. 4.1 4.1.1 4.1.2 4.2 4.2.1 4.2.2 V. VI. 6.1 6.2 6.3 VII. VIII. IX. X. XI. XII. XIII. XIV. XV. XVI. 16.1 16.2 XVII. XVIII. 18.1 18.2 18.3 XIX. 19.1 19.2 19.3 XX. XXI. 21.1 21.2 XXII. XXIII. 23.1 23.2 INCOME STATEMENT INTEREST INCOME Interest on loans Interest received from reserve deposits Interest received from banks Interest received from money market placements Interest received from marketable securities portfolio Held-for-trading financial assets Financial assets at fair value through profit and loss Available-for-sale financial assets Investments held-to-maturity Finance lease income Other interest income INTEREST EXPENSE Interest on deposits Interest on funds borrowed Interest on money market borrowings Interest on securities issued Other interest expense NET INTEREST INCOME (I - II) NET FEES AND COMMISSIONS INCOME Fees and commissions received Non-cash loans Other Fees and commissions paid Non-cash loans Other DIVIDEND INCOME NET TRADING INCOME/LOSSES (NET) Capital Market Trading gains/ (losses) Derivative Instrument gains/(loses) Foreign exchange gains/ (losses) OTHER OPERATING INCOME NET OPERATING INCOME (III+IV+V+VI+VII) PROVISION FOR LOAN LOSSES AND OTHER RECEIVABLES (-) OTHER OPERATING EXPENSES (-) NET OPERATING INCOME/(LOSS) (VIII-IX-X) AMOUNT IN EXCESS RECORDED AS GAIN AFTER MERGER GAIN / (LOSS) ON EQUITY METHOD GAIN / (LOSS) ON NET MONETARY POSITION PROFIT/(LOSS) FROM CONTINUED OPERATIONS BEFORE TAXES (XI+…+XIV) TAX PROVISION FOR CONTINUED OPERATIONS (±) Provision for current income taxes Provision for deferred taxes NET PROFIT/(LOSS) FROM CONTINUED OPERATIONS (XV±XVI) INCOME ON DISCONTINUED OPERATIONS Income on assets held for sale Income on sale of associates, subsidiaries and jointly controlled entities (Joint vent.) Income on other discontinued operations LOSS FROM DISCONTINUED OPERATIONS (-) Loss from assets held for sale Loss on sale of associates, subsidiaries and jointly controlled entities (Joint vent.) Loss from other discontinued operations PROFIT / (LOSS) ON DISCONTINUED OPERATIONS BEFORE TAXES (XVIII-XIX) TAX PROVISION FOR DISCONTINUED OPERATIONS (±) Provision for current income taxes Provision for deferred taxes NET PROFIT/LOSS FROM DISCONTINUED OPERATIONS (XX±XXI) NET PROFIT/LOSS (XVII+XXII) Group’s profit/loss Non-controlling interest Earnings per share Note Ref. (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (8) (9) (10) (11) Audited Current Period 01.01.2015 - 31.12.2015 2.428.045 2.140.711 7.995 3.665 1.502 236.199 700 119.324 116.175 29.480 8.493 1.298.027 905.827 119.500 147.761 101.100 23.839 1.130.018 299.824 363.236 63.787 299.449 63.412 345 63.067 1.757 (230.523) 11.505 (17.577) (224.451) 249.307 1.450.383 454.474 915.716 80.193 80.193 17.459 (2.359) 19.818 97.652 97.652 95.544 2.108 0,086 The accompanying notes are an integral part of these consolıdated financial statements TRL THOUSAND Audited Prior Period 01.01.2014 - 31.12.2014 2.254.081 1.993.030 728 4.480 3.416 212.591 1.936 71.205 139.450 32.247 7.589 1.181.857 867.254 87.142 98.836 119.382 9.243 1.072.224 262.276 315.015 67.810 247.205 52.739 306 52.433 1.269 (48.819) 47.666 (174.670) 78.185 195.135 1.482.085 315.815 859.428 306.842 306.842 (59.165) (75.030) 15.865 247.677 247.677 243.075 4.602 0,223 Tangible assets revaluation differences Intangible assets revaluation differences Currency translation differences Profit/Loss from derivative financial instruments for cash flow hedge purposes (Effective portion of fair value differences) Profit/Loss from derivative financial instruments for hedge of net investment in foreign operations (Effective portion of fair value differences) The effect of corrections of errors and changes in accounting policies Other profit loss items accounted under equity due to TAS Deferred tax of valuation differences Total Net Profit/Loss accounted under equity (I+II+…+IX) Profit/Loss Change in fair value of marketable securities (Transfer to Profit/Loss) Reclassification and transfer of derivatives accounted for cash flow hedge purposes to Income Statement Transfer of hedge of net investments in foreign operations to Income Statement Other Total Profit/Loss accounted for the period (X±XI) II. III. IV. V. VI. VII. VIII. IX. X. XI. 11.1 11.2 11.3 11.4 XII. The accompanying notes are an integral part of these consolıdated financial statements Additions to marketable securities revaluation differences for available for sale financial assets I. TRL THOUSAND Audited 86.284 91.030 - - 6.622 97.652 (11.368) 4.639 5.304 - - - 3.649 - 51.383 (76.343) 271.485 220.306 - - 27.371 247.677 23.808 (5.287) (3.410) - - - 1.061 - 36.703 (5.259) Current Period Prior Period 01.01.2015 - 31.12.2015 01.01.2014 - 31.12.2014 Audited (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) CONSOLIDATED GAINS AND LOSSES RECOGNISED IN EQUITY ŞEKERBANK T.A.Ş. 174 ŞEKERBANK ANNUAL REPORT 2015 Cash-flow hedge Hedge of net investment in foreign operations Tangible assets revaluation differences Intangible assets revaluation differences Bonus shares obtained from associates, subsidiaries and jointly controlled entities (Joint vent.) Foreign exchange differences The disposal of assets The reclassification of assets The effect of change in associate’s equity Capital increase 4.1 4.2 V. VI. VII. VIII. IX. X. XI. XII. Inflation adjustment to paid-in capital Other Period net income/(loss) Profit distribution Dividends distributed Transfers to reserves Other XV. XVI. XVII. XVIII. 18.1 18.2 18.3 Marketable securities valuation differences Hedging Funds (Effective Portion) Cash-flow hedge Hedge of net investment in foreign operations Tangible assets revaluation differences Intangible assets revaluation differences Bonus shares obtained from associates, subsidiaries and jointly controlled entities (Joint vent.) Foreign exchange differences The disposal of assets The reclassification of assets The effect of change in associate’s equity Capital increase Cash Internal sources Share premium Share cancellation profits Inflation adjustment to paid-in capital Other Period net income/(loss) Profit distribution Dividends distributed Transfers to reserves Other IV. 4.1 4.2 V. VI. VII. VIII. IX. X. XI. XII. 12.1 12.2 XIII. XIV. XV. XVI. XVII. XVIII. 18.1 18.2 18.3 Closing Balance (I+II+III+…+XVI+XVII+XVIII) Increase/Decrease related to merger III. Changes in period Prior period balance 01.01.2015 - 31.12.2015 CURRENT PERIOD Audited II. I. Share cancellation profits XIV. Closing Balance (III+IV+V+……+XVIII+XIX+XX) - Internal sources - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Cash Share premium 12.2 - - - - - - - - - - XIII. 12.1 - Hedging Funds (Effective Portion) - Marketable securities valuation differences - Increase/Decrease related to merger IV. - - - III. Changes in period Prior period balance 01.01.2014 - 31.12.2014 PRIOR PERIOD II. I. Audited STATEMENT CHANGES IN SHAREHOLDERS’ EQUITY Note Ref. - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 1.834 - - - - - - - - - (4.263) 1.278 (2.985) 4 - - - - - - - - - - - 4.815 4.815 - - - - - - - - 4.263 - - - - - - - - - - - - - - - 552 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Share certificate Share cancellation premium profits 100.907 - 11.976 - 11.976 - - - - - - - - - - - - - - - - - - - - 88.931 88.931 - 11.355 - 11.355 - - - - - - - - 84 - - - - - - - - - - - 77.492 Legal Reserves - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 1.016.905 - 219.919 - 219.919 - - - - - (16.475) (16.475) - - - - - - - - - - - - 813.461 813.461 - 203.481 - 203.481 - - - - - - - - - - - - - - - - - - - - 609.980 Statutory Extraordinary Reserves Reserves TRL THOUSAND 7.090 - - - - - 4.243 - - - - - - - - - 3.649 - - - - - - - - (802) (802) - - - - - (2.728) - - - - - - (66) - - 1.061 - - - - - - - - 931 Other Reserves 95.544 - - - - 95.544 - - - - - - - - - - - - - - - - - - - - 243.075 - - - - 243.075 - - - - - - - - - - - - - - - - - - - - Current Period Net Income/ (Loss) 14.635 - (231.895) (1.000) (232.895) - - - - - - - - - - - - - 3.965 - - - - - 243.565 490 - (214.836) (59) (214.895) - - - - - - - - (92) - - - - - 64 - - - - - 215.413 Prior Period Net Income/ (Loss) (70.366) - - - - - - - - - - - - - - - - - - - - - - (61.074) - (9.292) (9.292) - - - - - - - - - - - - - - - - - - - - - - (4.207) - (5.085) Marketable Securities Value Increase Fund 163.499 - - - - - - - - - (4.262) - (4.262) - (82.046) - - - - 41.821 - - - - - 207.986 207.986 - - - - - - - - - - - - - - - - - - 29.774 - - - - - 178.212 Tangible and Intangible Assets Revaluation Differences The accompanying notes are an integral part of these consolıdated financial statements 1.158.000 - - - - - - - - - 25.000 45.813 70.813 - - - - - - - - - - - - 1.087.187 1.087.187 - - - - - - - - - - 87.187 87.187 - - - - - - - - - - - - 1.000.000 Paid-in Capital Effect of inflation Accounting on Capital and Other Capital Reserves - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Bonus shares obtained from Associates - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Hedging Funds 82.046 - - - - - - - - - - - - - 82.046 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Acc. valuation diff. from assets held for sale and assets from disc. op. 2.570.094 - - (1.000) (1.000) 95.544 4.243 - - - - 47.091 47.091 4 - - 3.649 - - 45.786 - - - (61.074) - 2.435.851 2.435.851 - - (59) (59) 243.075 (2.728) - - 4.263 - 87.187 87.187 (74) - - 1.061 - - 29.838 - - - (4.207) - 2.077.495 Total Equity Before Minority Shares 44.351 - - - 2.108 (138) - - - - - - 2 - - 151 - - - - - - - - 42.228 42.228 - - (3) (3) 4.602 79 - - - - - - (1.409) - - (1.384) - - - - - - - - 40.343 Noncontrolling Interest (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY ŞEKERBANK T.A.Ş. 2.614.445 - - (1.000) (1.000) 97.652 4.105 - - - - 47.091 47.091 6 - - 3.800 - - 45.786 - - - (61.074) - 2.478.079 2.478.079 - - (62) (62) 247.677 (2.649) - - 4.263 - 87.187 87.187 (1.483) - - (323) - - 29.838 - - - (4.207) - 2.117.838 Total Equity" FINANCIAL STATAMENTS 175 176 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. CONSOLIDATED STATEMENT OF CASH FLOWS (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) TRL THOUSAND Note Ref. Audited Curent Period 01.01.2015 - 31.12.2015 Audited Prior Period 01.01.2014 - 31.12.2014 A. CASH FLOWS FROM BANKING OPERATIONS 1.1 Operating profit before changes in operating assets and liabilities (240.448) 78.514 1.1.1 1.1.2 1.1.3 1.1.4 1.1.5 1.1.6 1.1.7 1.1.8 1.1.9 Interest received Interest paid Dividend received Fees and commissions received Other income Collections from previously written off loans Payments to personnel and service suppliers Taxes paid Others 2.267.788 (1.285.649) 1.247 363.236 249.307 252.227 (431.331) (33.814) (1.623.459) 2.181.957 (1.114.595) 1.234 315.015 273.320 289.453 (414.726) (51.383) (1.401.761) 1.2 Changes in operating assets and liabilities 525.221 (337.710) 1.2.1 1.2.2 1.2.3 1.2.4 1.2.5 1.2.6 1.2.7 1.2.8 1.2.9 1.2.10 Net (increase) decrease in financial assets held for trading Net (increase) decrease in financial assets at fair value through profit or loss Net (increase) decrease in due from banks and other financial institutions Net (increase) decrease in loans Net (increase) decrease in other assets Net increase (decrease) in bank deposits Net increase (decrease) in other deposits Net increase (decrease) in funds borrowed Net increase (decrease) in matured payables Net increase (decrease) in other liabilities (7.165) (133) (1.895.142) (598.180) 1.060.910 769.381 1.196.573 (1.023) 10.511 2.122 (1.677.039) (444.584) 858.871 632.319 272.649 7.441 I. Net cash provided from banking operations 284.773 (259.196) B. CASH FLOWS FROM INVESTING ACTIVITIES II. Net cash provided from investing activities (448.176) (455.904) 2.1 2.2 2.3 2.4 2.5 2.6 2.7 2.8 2.9 Cash paid for purchase of entities under common control, associates and subsidiaries Cash obtained from sale of entities under common control, associates and subsidiaries Fixed assets purchases Fixed assets sales Cash paid for purchase of financial assets available for sale Cash obtained from sale of financial assets available for sale Cash paid for purchase of investment securities Cash obtained from sale of investment securities Others (39.488) 136.037 (2.078.835) 1.376.573 (4.458) 212.970 (50.975) (3.333) 328 (40.587) 124.217 (12.355.434) 11.876.717 (219.057) 207.432 (46.187) C. CASH FLOWS FROM FINANCING ACTIVITIES III. Net cash provided from financing activities 3.1 3.2 3.3 3.4 3.5 3.6 Cash obtained from funds borrowed and securities issued Cash used for repayment of funds borrowed and securities issued Capital increase Dividends paid Payments for finance leases Other IV. Effect of change in foreign exchange rate on cash and cash equivalents V. Net increase / (decrease) in cash and cash equivalents VI. Cash and cash equivalents at beginning of the period (2) 556.097 847.749 VII. Cash and cash equivalents at end of the period (3) 671.522 556.097 (1) (1) (1) The accompanying notes are an integral part of these consolıdated financial statements 193.714 391.234 1.033.142 (889.782) 47.091 (1.000) 4.263 - 961.846 (662.000) 91.450 (62) - 85.114 32.214 115.425 (291.652) 177 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. PROFIT DISTRIBUTION TABLE (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) TRL THOUSAND I. DISTRIBUTION OF CURRENT YEAR INCOME (*) 1.1 1.2 1.2.1 1.2.2 1.2.3 CURRENT YEAR INCOME TAXES AND DUTIES PAYABLE (-) Corporate tax (Income tax) Income witholding tax Other taxes and duties (**) A. NET INCOME FOR THE YEAR (1.1-1.2) 1.3 1.4 1.5 PRIOR YEARS’ LOSSES (-) FIRST LEGAL RESERVES (-) OTHER STATUTORY RESERVES (-) B. NET INCOME AVAILABLE FOR DISTRIBUTION [(A-(1.3+1.4+1.5)] 1.6 1.6.1 1.6.2 1.6.3 1.6.4 1.6.5 1.7 1.8 1.9 1.9.1 1.9.2 1.9.3 1.9.4 1.9.5 1.10 1.11 1.12 1.13 1.14 FIRST DIVIDEND TO SHAREHOLDERS (-) To owners of ordinary shares To owners of preferred shares To owners of preferred shares (preemptive rights) To profit sharing bonds To holders of profit and loss sharing certificates DIVIDENDS TO PERSONNEL (-) DIVIDENDS TO BOARD OF DIRECTORS (-) SECOND DIVIDEND TO SHAREHOLDERS (-) To owners of ordinary shares To owners of preferred shares To owners of preferred shares (preemptive rights) To profit sharing bonds To holders of profit and loss sharing certificates SECOND LEGAL RESERVES (-) STATUTORY RESERVES (-) EXTRAORDINARY RESERVES OTHER RESERVES SPECIAL FUNDS II. DISTRIBUTION OF RESERVES 2.1 2.2 2.3 2.3.1 2.3.2 2.3.3 2.3.4 2.3.5 2.4 2.5 DISTRIBUTED RESERVES SECOND LEGAL RESERVES (-) DIVIDENDS TO SHAREHOLDERS (-) To owners of ordinary shares To owners of preferred shares To owners of preferred shares (preemptive rights) To profit sharing bonds To holders of profit and loss sharing certificates DIVIDENDS TO PERSONNEL (-) DIVIDENDS TO BOARD OF DIRECTORS (-) III. EARNINGS PER SHARE 3.1 3.2 3.3 3.4 TO OWNERS OF ORDINARY SHARES TO OWNERS OF ORDINARY SHARES ( % ) TO OWNERS OF PREFERRED SHARES TO OWNERS OF PREFERRED SHARES ( % ) IV. DIVIDEND PER SHARE 4.1 4.2 4.3 4.4 TO OWNERS OF ORDINARY SHARES TO OWNERS OF ORDINARY SHARES ( % ) TO OWNERS OF PREFERRED SHARES TO OWNERS OF PREFERRED SHARES ( % ) Audited Current Period 31/12/15 Audited Prior Period 31/12/14 85.246 17.403 17.403 280.701 (56.732) (71.456) 14.724 102.649 223.969 - 10.462 - 102.649 213.507 - 213.571 - - - 0,090 9 - 0,201 20 - - - (*) Based on the local regulations, no profit is distributed from the consolidated income. The distribution table is presented unconsolidated basis accordingly.The decision for dividend payment is made at the Annual General Meeting. Annual General Meeting has not been held as of the reporting date. (**) Defered tax gain is not included in the profit distribution in accordance with 2004/3 Numbered circular of BRSA. The accompanying notes are an integral part of these consolıdated financial statements 178 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) SECTION THREE ACCOUNTING PRINCIPLES I. Basis of Presentation The Parent Bank prepares financial statements and notes according to Communiqué on Banks’ Accounting Practice and Maintaining Documents, other regulations, communiqués and circulars in respect of accounting and financial reporting and pronouncements issued by the Banking Regulation and Supervision Agency (BRSA) and the Turkish Accounting Standards (TAS) and the Turkish Financial Reporting Standards (TFRS) and the related statements and guidances announced by the Public Oversight, Accounting and Auditing Standards Authority (“POA”). Additional paragraph for convenience translation to English The effects of differences between accounting principles and standards set out by regulations in conformity with Article 37 and Article 38 of the Banking Act No. 5411, accounting principles generally accepted in countries in which the accompanying consolidated financial statements are to be distributed and the International Financial Reporting Standards (“IFRS”) have not been quantified in the accompanying consolidated financial statements. Accordingly, the accompanying consolidated financial statements are not intended to present the financial position, results of operations and changes in financial position and cash flows in accordance with the accounting principles generally accepted in such countries and IFRS. II. Information about the Consolidated Subsidiaries The accompanying consolidated financial statements are prepared in accordance with “Communiqué on Preparation of Consolidated Financial Statements of Banks” published in the Official Gazette dated November 8, 2006 numbered 26340. The Parent Bank and the subsidiaries included in the consolidation are referred to as “the Group” in this report. The financial statements of the subsidiaries, which were prepared in accordance with the prevailing principles and rules regarding financial accounting and reporting standards in their respective country of incorporation and the Turkish Commercial Code and/or Financial Leasing, Factoring and Financing Companies Law and/or communiqués of the Capital Market Board and/or the BRSA, are duly adjusted in order to present their financial statements in accordance with the accounting policies of the Parent Bank. Explanations on Consolidation Method and Scope The commercial names of the entities included in consolidation and the locations of the head offices of these institutions are: Commercial Name Head Office Consolidation Method Şekerbank (Kıbrıs) Ltd. Nicosia/TRNC full consolidation Şeker Finansal Kiralama A.Ş. Istanbul/Turkey full consolidation Şekerbank International Banking Unit Ltd. Nicosia / TRNC full consolidation Şeker Yatırım Menkul Değerler A.Ş. Istanbul/Turkey full consolidation Şeker Faktoring A.Ş. Istanbul/Turkey full consolidation Şeker Mortgage Finansman A.Ş. Istanbul/Turkey full consolidation Zahlungsdienste GmbH der Şekerbank T.A.Ş. Cologne/Germany full consolidation When there are differences between the accounting policies of the subsidiaries and the Parent Bank, the financial statements are adjusted in accordance with the principle of materiality. The financial statements of the subsidiaries are prepared as of 31 December 2015. The transactions and balances between the consolidated financial subsidiaries and the Parent Bank are eliminated. III. Explanations on Usage Strategy of Financial Assets and Foreign Currency Transactions The Parent Bank aims to keep up its activities in every line of banking. The Parent Bank shapes its strategies for financial instruments depending on the source of funds, which mainly consists of deposits. Investment instruments are selected among liquid instruments. A level of liquidity which allows for covering obligations is kept. The Group controls risk by managing positions in harmony with market movements on the strength of short-term strategies instead of carrying longterm currency positions in big amounts, in order to avoid risks which might arise from floating currency (exchange rate) regime. A currency risk arising from customer transactions, the Group tries to close by carrying out countertransactions. Yield (return) and risk analyses are made in regard of maturity structure of balance sheet items, re-pricing periods and interest rates, and appropriate investment decisions are made. Budget contains limits on maturity basis and distributions of assets items are defined. The Group Off-balance sheet derivative transactions are managed by including such transactions in the total currency and interest positions. Derivative transactions to be made by customers are carried out within credit risk limits established on customer basis. Currency swaps, in particular, being a larger part of the off-balance sheet transactions, are carried out to manage the currency cash flow without causing currency and interest risks. 179 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Parent Bank aims to get longer-term funds (resources) in order to be able to hedge itself against risks arising from short-term character of deposits, while trying to increase the share of floating interest rate items in its assets. IV. Explanations on Foreign Currency Transactions VI. Interest Income and Expenses The interest income and expenses are accounted by accrual basis of accounting using the effective interest rate (the ratio that equalizes the future cash flow of financial assets and liabilities to the current net book value). Gains or loss arising from foreign currency transactions are reflected to the income statement as they are realized during the year. Foreign currency assets and liabilities at each period-end are translated into Turkish lira at the period-end foreign exchange buying rates announced by the Parent Bank and the resulting foreign exchange gains or losses are recorded in the income statement as foreign exchange gain or loss. The Parent Bank translates its foreign currency transactions with the Parent Bank’s exchange rates and subsidiaries of the Parent Bank translate their foreign currency transactions with the Central Bank’s exchange rates. According to the related legislation, interest accruals and discounts on loans and other receivables which become doubtful are cancelled and such amounts are recorded as interest income when they are collected. There are no capitalized foreign exchange differences. Fees and commissions for funds borrowed paid to other financial institutions, as part of the transaction costs, are recorded as prepaid expenses and using the effective interest rate expensed within the related periods. The information regarding the principles of foreign currency risk management is stated in the Section Four, Note V. Foreign exchange gains and losses arising from translating monetary financial assets are reflected to “Foreign Exchange Gains / Losses” in the income statement. The foreign currency net investment in consolidated foreign subsidiaries are translated into Turkish Lira using the Parent Bank’s exchange rate prevailing at the balance sheet date for their assets and liabilities and twelve months average exchange rate for their income statement items. The currency translation cost derived from the consolidated subsidiaries’ currency translation differences amounting to TRL 3,649 Thousand (31 December 2014 - TRL 1,061 Thousand) has been recorded in “Other Profit Reserves” under shareholders’ equity. V. Explanations on Forward and Option Contracts and Derivative Instruments The Group’s derivative instruments consist of foreign currency swaps, interest swaps, option and forward foreign currency buy/sell transactions. Fair values of foreign currency forward and swap transactions are determined by comparing the period end foreign exchange rates and current market foreign exchange rates to the balance sheet date. The resulting gain or loss is reflected in the income statement. In calculation of fair values of the interest swap contracts, interest amounts to be paid or received upon the fixed interest rate in the contract and interest amounts to be received or paid upon the floating interest rates in the contracts have been recalculated and discounted in accordance to valid interest rates in the current market and the differences have been reflected to the current term income statement. Discounted values calculated using the interest rates between the transaction date and repricing date are used in determination of the fair values of interest rate swaps. Some of the derivative instruments, although made for economical hedging purposes, are accounted as trading transactions since they are not qualified to be a hedging instrument as per “Financial Instruments: Recognition and Measurement” (“TAS 39”). Realized gains or losses are reflected in the statement of income on these derivative instruments. VII. Fees and Commission Income and Expenses Fees for various banking services are recorded as income when collected and prepaid commission income on cash loans using the effective interest rate rediscount method and then recorded as income in the related period. The dividend income is reflected in the financial statements on a cash basis when the profit distribution is realized by the associates and subsidiaries. VIII. Explanations on Financial Assets Financial instruments comprise financial assets, financial liabilities and derivative instruments. Financial instruments form a significant part of the Group’s operations. Financial instruments affect liquidity, market, and credit risks on the Group’s balance sheet in all respects. The Group trades these instruments on behalf of its customers and on its own behalf. Financial instruments expose, affect credit and interest risks and diminish the liquidity in the financial statements. All regular way purchases and sales of financial assets are recognized on the settlement date i.e. the date that the asset is delivered to or by the Group. Settlement date accounting requires (a) accounting of the asset when acquired by the institution and (b) disposing of the asset out of the balance sheet on the date settled by the institution; and accounting of gain or loss upon disposal. In case of application of settlement date accounting, for the financial assets at fair value through profit and loss, available for sale financial assets and securities held for trading, the Group accounts for the changes that occur in the fair value of the asset in the period between trade transaction date and settlement date. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame generally established by regulation or convention in the market place. Changes in fair value of assets to be received during the period between the trade date and the settlement date are accounted for in the same way as the acquired assets. Fair value differences are not accounted for assets presented at cost or amortized cost; gain or loss of financial assets at fair value through profit and loss are reflected in the statement of income; gain or loss of available for sale assets are accounted for in the shareholders’ equity. 180 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The financial instruments are mentioned below with regard to their accounts classified in the financial statements and their valuations according to these classifications. Cash, Banks and Other Financial Institutions Cash and cash equivalents comprise cash on hand, demand deposits, and highly liquid short-term investments with maturity of 3 months or less following the purchase date, not bearing risk of significant value change, and these investments that are readily convertible to a known amount of cash. The book values of these assets approximate their fair values. Financial Assets at Fair Value Through Profit and Loss Trading securities are securities which were either acquired to generate a profit from short-term fluctuations in price or dealer’s margin, or they are the securities included in a portfolio with a pattern of short-term profit taking. Trading securities are initially recognized at cost. Transaction costs of the related securities are included in the initial cost. The positive difference between the cost and fair value of such securities is accounted for as interest and income accrual, and the negative difference is accounted for as “Impairment Provision on Marketable Securities”. In addition to customer deposits, the Parent Bank is funding its growing long term and fixed interest rate TRL loan portfolio through long term floating interest rate foreign currency resources provided from international markets. The Parent Bank transforms the foreign currency liquidity which is created by funds provided from international markets to TRL liquidity through long term swap contracts, as a result of this situation the Parent Bank can both provide TRL funds for the long term fixed rate loans and provide protection against interest rate risk. The Group reflects swaps, used for funding long term and fixed interest rate TRL loan portfolio, with fair value in the financial statements. The Group has initially classified these long term and fixed interest rate TRL loan portfolio funded through swaps as “financial assets at fair value through profit and loss” and follows them at fair value in the financial statements. TRL 382,730 Thousand of the housing, commercial installment, consumer, vehicle and finance lendings’ principal amounts are classified as under the account of financial asset at fair value through profit and loss (31 December 2014 - TRL 348,713 Thousand). Held to Maturity Investments, Financial Assets Available for Sale and Loans Investments held to maturity include securities with fixed or determinable payments and fixed maturity where there is an intention of holding till maturity and the relevant conditions for fulfillment of such intention, including the funding ability and excluding loans and receivables. Available for sale financial assets include all securities other than loans and receivables, securities held to maturity and securities held for trading. The securities are initially recognized at cost including the transaction costs. After the initial recognition, available-for-sale securities are measured at fair value and the unrealized gain/loss originating from the difference between the amortized cost and the fair value is recorded in “Marketable Securities Value Increase Fund” under the equity. Fair values of debt securities that are traded in an active market are determined based on quoted prices or current market prices. In the absence of prices formed in an active market, fair values of these securities are determined using the Official Gazette prices or other valuation methods stated in TAS. In case there is no market price in an active market, the other methods explained in TAS No: 39 are used for determination of the fair value. The real coupon rates for government bonds indexed to consumer price index are fixed throughout maturities. As per the statements made by the Turkish Treasury on the dates of issuance, such securities are valued taking into account the difference between the reference index at the issue date and the reference index at the balance sheet date to reflect the effects of inflation. Loans and receivables are financial assets raised by the Group providing money to debtors, other than assets held for trading purposes or for the purpose of selling in the short-term. After initial recognition held to maturity investments are measured at amortized cost by using effective interest rate less impairment losses, if any. The interests received from held-to-maturity investments are recorded as interest income. There are no financial assets that have been previously classified as held-tomaturity investments but cannot be currently classified as held-to-maturity for two years due to “tainting” rules. The Group classifies its securities as referred to above at the acquisition date of related assets. Shares unquoted on the stock exchange amounting to TRL 7,396 Thousand are classified under “Other Marketable Securities” of Financial Assets Available for Sale of the Parent Bank in the current period (31 December 2014 - TRL 6,884 Thousand). Loans and Provisions for Impairment Loans and receivables are initially recognized at cost according to their original balances, after the initial recognition, they are accounted at amortized cost by using effective interest rate as stated in the TAS No: 39. Foreign currency-indexed individual and commercial loans are shown under Turkish Currency (“TRL”) accounts after having been converted into Turkish Lira at exchange rate at transaction date. Repayments are calculated at exchange rate at date of payment and exchange rate differences encountered are reflected in profit and loss accounts. Net foreign exchange gains of the foreign currency indexed loans are presented under foreign exchange gain/loss. Provision is set for the doubtful loans and the amount is charged in the current period income statement. The provisioning amount for non-performing loans are determined by the Parent Bank’s management for compensating the probable losses of the doubtful loan portfolio, by evaluating the quality of loan portfolio, risk factors and considering the economy conditions, other facts and related regulations. 181 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Parent Bank Management applies provision policy for the “non-performing loans” in accordance with the requirements of the Turkish banking regulation adopted by the BRSA. The provisions are reflected in the income statement under “Provision and Impairment Expenses - Specific Provision Expense". The collections made regarding these loans are first deducted from the principal amount of the loan and the remaining collections are deducted from interest receivables. The collections related to loans for which provision is made in the current period are reversed from the “Provision for Loans and Other Receivables” account in the income statement. The collections related to loans written off or provisioned in prior years are recorded to “Collections Related to the Prior Period Expenses” under “Other Operating Income” account and related interest income is credited to the “Interest Received from Non-performing Loans” account. Within the framework of the regulation and principles referred to in explanations above, in addition to specific loan loss provisions; the Parent Bank records general loan loss provisions for loans and other receivables. The Parent Bank, as a consequence of the regulation published in the Official Gazette No. 27119 dated 23 January 2009 amending the “Regulation of Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves”, payment obligation arising from the Law No. 3167, “Arrangements of the Payments Made Through Cheque and Protection of the Cheque Holders” and other related regulations, applies one fourth of the related provision group rate for each leaf of the cheques given to loan customers whose loans are in third, fourth or fifth groups, and for those cheques which were delivered at least five years before the reporting period. Subsequent to the change in the regulation on “Change in the Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves” published in the Official Gazette No. 27947 dated 28 May 2011; the banks can change the conditions of the payment plan of the loans which are followed under standard loans and receivables. However, if the original payment plan is changed, the general loan loss provision ratio for standard and for the loans and receivables under close monitoring should be 5 %. In accordance with the communiqué “The Change in the Determining the Nature of Loans and Receivables and Principles and Procedures on the Allocation of Loan and Receivable Provisions” published on 21 September 2012 No: 28418 of the Official Gazette, as of the latest month-end prior the effective date of the Communiqué, the Bank should provide provision amounted with the rates stated in the first paragraph of the Article 7 of the Communiqué, 40 % until 31 December 2012, 60% until 31 December 2013, 80% until 31 December 2014 and 100% until 31 December 2015, in general allowances for cash loans, close monitoring loans, letters of guarantees, sureties and other non-cash loans. The Parent Bank has reflected 100% of the occurred difference in 31 December 2012 financial statements. As a consequence of the regulation published in the Official Gazette No. 28789 dated 8 October 2013 amending the “Change in the Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves” in case consumer loans other than mortgage loans exceed 25 % of total loans and non performing consumer loans other than mortgage loans exceeds 8 % of total consumer loans other than mortgage loans, general loan loss provision ratio is 4 % during maturity of consumer loans which are followed under standard loans and receivables except for mortgage loans; for the loans under close monitoring except for mortgage loans, the general loan provision ratio is 8 %. Also for export cash and non-cash loans followed under standard loans general loan provision ratio is 0 % and for SME cash loans general loan provision ratio is 0.5 % and for non-cash SME loans ratio is 0.1 %. IX. Explanations on Impairment of Financial Assets At each reporting date, the Group evaluates the carrying amounts of its financial asset or a group of financial assets to determine whether there is an objective indication that those assets have suffered an impairment loss. If any such indication exists, the Group determines the related impairment. A financial asset or a financial asset group incurs impairment loss only if there is an objective indicator related to the occurrence (or non-occurrence) of one or more than one event (“loss event”) after the recognition of that asset; and such loss event (or events) causes, an impairment as a result of the effect on the reliable estimate of the expected future cash flows of the related financial asset and asset group. Irrespective of high probability, the expected losses caused by the future events are not recorded. X. Offsetting of Financial Assets and Liabilities Financial assets and liabilities are offset when the Group has a legally enforceable right to set off, and the intention of collecting or paying the net amount of related assets and liabilities or the right to offset the assets and liabilities simultaneously. XI. Explanations on Sales and Repurchase Agreements and Lending of Securities The sales and purchase of government securities under repurchase agreements made with the customers are being recorded in balance sheet accounts in accordance with the Uniform Chart of Accounts. Accordingly in the financial statements, the government bonds and treasury bills sold to customers under repurchase agreements are classified under securities held for trading, available for sale and held to maturity depending on the portfolio they are originally included in and are valued according to the valuation principles of the related portfolios. Funds obtained from repurchase agreements are classified as a separate subaccount under money market borrowings account in the liabilities. These transactions are short-term and consist of domestic public sector debt securities. The income and expenses from these transactions are reflected in the “Interest Income on Marketable Securities” and “Interest Expense on Money Market Borrowings” accounts in the income statement. As of 31 December 2015 the Group has TRL 7,000 Thousand reverse repo transactions (31 December 2014 – TRL 8,000 Thousand). As of 31 December 2015 the Group does not have marketable securities lending transactions (31 December 2014 - None). 182 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) XII. Explanations on Assets Held for Sale and Discontinued Operations Assets held for sale are those assets or group of assets, which will be disposed under a plan prepared by the management regarding the sale of those asset or the group of assets together with an active program for determination of buyers and plan completion date. Those assets (or else the group of assets) are marketed in conformity with its fair value. On the other hand, the sale is expected to be recorded at the completed sale within one year after the classification date; and the necessary transactions and procedures to complete the plan should demonstrate the fact that the possibility of making significant changes or cancelling the plan is low. and cost as of 31 December 2015 is TRL 305,209 Thousand gross (after net off deferred tax, net amount is TRL 245,545 Thousand) (31 December 2014 gross - TRL 253,826 Thousand, net-off deferred tax amount TRL 203,724 Thousand). Other tangible fixed assets were accounted at their restated costs in line with inflation accounting until 31 December 2004; afterwards the acquisition cost and any other cost incurred to prepare the fixed asset for usage are reflected less reserve for impairment, if any, and depreciated on a straight-line method. Depreciation of assets held less than one year as of the balance sheet date is accounted for proportionately. There is no change in amortization method in current period and the annual rates used, which approximate rates based on the estimated economic useful lives of the related assets, are as follows: As of 31 December 2015, the Group has TRL 135,187 Thousand assets held for sale (31 December 2014 - TRL 672 Thousand). A discontinued operation is a division of a Group that is either disposed or held for sale. Results of discontinued operations are included in the income statement separately. The Group does not have any discontinued operations. XIII. Explanations on Goodwill and Other Intangible Assets There is no goodwill regarding the investments in associates and subsidiaries. Intangible assets are accounted for at restated cost until 31 December 2004 in accordance with inflation accounting and are amortized with straight-line method. After 31 December 2004 the cost of assets subject to amortization is restated as the acquisition cost and any other costs incurred in order to make the intangible asset ready for use less reserve for impairment, if any, are amortized on a straight-line method. The cost of assets subject to amortization is restated after deducting the exchange differences, capitalized financial expenses and revaluation increases, if any, from the cost of the assets. Those items classified as intangible assets mainly consist of software. As being different from determination of other intangible assets’ amortization periods, these items are determined to have 5 years of amortization. Software is mainly outsourced and the related expenses are not capitalized. There are no anticipated changes in the accounting estimates about the amortization rate and method and residual values that would have a significant impact in the current and future periods. The Group has no written-off intangible fixed assets, in the current period (31 December 2014 - None). XIV. Explanations on Tangible Fixed Assets Costs of the Parent Bank’s immovables have been adjusted for inflation until 31 December 2004. As of 31 December 2006, the Parent Bank changed its accounting policy and adopted revaluation method on annual basis under scope of Standard on Tangible Fixed Assets (TAS 16) with respect to valuation of immovables included in its tangible fixed assets. Tangible Fixed Assets’ appraisal valuation was conducted by an independent valuation company as at 31 December 2015 reflected in the financial statements, accordingly. The difference between expertise value % Buildings 2 Motor vehicles 20 Furniture, fixtures and office equipment and others Leasehold improvements 2 – 33 During Leasehold Gain or loss resulting from disposals of the tangible fixed assets is reflected to the income statement as the difference between the net proceeds and net book value. Maintenance costs of tangible fixed assets are capitalized if they extend the economic useful life of related assets. Other maintenance costs are expensed. There are no pledges, mortgages or other restrictions on the tangible fixed assets. There is no purchase commitments related to the tangible fixed assets. The Group reviews the residual value and the useful life of buildings at least at each financial year-end and, if expectations differ from previous estimates, the changes accounted for as a change in an accounting estimate in accordance with TAS 8 Accounting Policies, Changes in Accounting Estimates and Errors. The Group has TRL 1,751 Thousand written-off fixed assets in the current period (31 December 2014 - TRL 47 Thousand). XV. Explanations on Leasing Transactions Tangible fixed assets acquired by financial leases are accounted for in accordance with TAS No: 17 “Leases”. In accordance with this standard, the leasing transactions, which consist of foreign currency liabilities, are translated to Turkish Lira with the exchange rates prevailing at the transaction dates and they are recorded as an asset or a liability. The foreign currency liabilities are translated to Turkish Lira with the Parent Bank’s period end exchange rates. The increases/ decreases resulting from the differences in the foreign exchange rates are recorded as expense/income in the relevant period. The financing cost resulting from leasing is distributed through the lease period to form a fixed interest rate. In addition to the interest expense, the Group records depreciation expense for the depreciable leased assets in each period. The depreciation rate is determined in accordance with TAS No: 16 “Accounting Standard for Tangible Fixed Assets” and the depreciation rate of these assets is 20 %. 183 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Operating lease payments are recognized as expenses in the income statement on a straight line basis over the lease term. The gross lease receivables including interest and principal amounts regarding the Group’s financial leasing activities conducted by Şeker Finansal Kiralama A.Ş. as “Lessor” are stated under the receivables from the financial leasing activities. The difference between the total of rent payments and the cost of the related fixed assets are reflected to the “unearned income” account. The interest income is calculated and recorded to create a constant rate of return over the lessor’s net investment on the leased item. XVI. Explanations on Provisions and Contingent Liabilities Provisions are recognized when there is a present obligation, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are determined by using the Group’s best expectation of expenses in fulfilling the obligation, and discounted to present value if material. XVII. Explanations on Liabilities Regarding Employee Benefits Defined Benefit Plans In accordance with existing social legislation in Turkey, the Group is required to make lump-sum termination indemnities over a 30 day salary for each employee who has completed over one year of service, whose employment is terminated due to retirement or for reasons other than resignation or misconduct. The Group is also required to make a payment for the period of notice calculated over each service year of the employee whose employment is terminated for reasons other than resignation or misconduct. Total benefit is calculated in accordance with TAS No: 19 “Turkish Accounting Standard on Employee Benefits”. Such benefit plans are unfunded since there is no funding requirement in Turkey. The cost of providing benefits to the employees for the services rendered by them under the defined benefit plan is determined by independent actuaries annually using the projected unit credit method. In calculating the related liability to be recorded in the financial statements for these defined benefit plans, the Group uses independent actuaries and also makes assumptions and estimation relating to the discount rate to be used, turnover of employees, future change in salaries/limits, etc. These estimations are reviewed annually. According to revised TAS 19 effective from 1 January 2013, actuarial gain/losses are recorded under equity. As of 31 December 2015, the carrying value of employee benefit provisions is TRL 61,401 Thousand that consists of employee termination benefit provisions amounting to TRL 57,087 Thousand and employee vacation pay provisions amounting to TRL 4,314 Thousand (31 December 2014 - total employee benefit provision was TRL 64,310 Thousand, employee termination benefit provisions was TRL 61,319 Thousand and employee vacation pay provisions was TRL 2,991 Thousand). Defined Contribution Plans Şekerbank T.A.Ş. Pension Fund, of which most of the Parant Bank’s employees are members, is established in accordance with the provisional Article 20 of the Social Security Act No: 506. As per the provisional article No: 23 of the Banking Law No: 5411, the Bank pension funds, which were established within the framework of Social Security Institution Law, should be transferred to the Social Security Institution within 3 years after the issuance of the related law. Methods and principles related to the transfer have been determined as per the Cabinet decision no: 2006/11345 made on 30 November 2006. However, the related article of the act has been cancelled upon the President’s application filed on 2 November 2005 by the Supreme Court’s order no: E.2005/39, K.2007/33 issued on 22 March 2007, which was published in the Official Gazette No: 26479 on 31 March 2007 and the execution of the decision was ceased as of the issuance date of the order. After the justified decree related to cancelling the provisional article 23 of the Banking Law was announced by the Constitutional Court on the Official Gazette dated 15 December 2007 and numbered 26731, Turkish Grand National Assembly started to work on establishing new legal regulations, and after it was approved at the General Assembly of the TGNA, the Law numbered 5754 “Emendating Social Security and General Health Insurance Act and Certain Laws and Decree Laws”, which was published on the Official Gazette dated 8 May 2008 and numbered 26870, came into effect. The new law decrees that the contributors of the Bank pension funds, the ones who receive salaries or income from these funds and their rightful beneficiaries will be transferred to the Social Security Institution and will be subject to this Law within 3 years after the release date of the related article, without any need for further operation. The threeyear transfer period can be prolonged for maximum 2 years by the Cabinet decision. However related transfer period has been prolonged for 2 years by the Cabinet decision dated 14 March 2011, which was published on the Official Gazette dated 9 April 2011 and numbered 27900. In addition, by the Law “Emendating Social Security and General Health Insurance Act”, which was published on the Official Gazette dated 8 March 2012 and numbered 28227, this period of 2 years has been raised to 4 years after that related transfer period has been prolonged for one more year by the Cabinet decision dated 08 April 2013, which was published on the Official Gazette dated 3 May 2013 and numbered 28636 also this period has revalidated one more year by the Cabinet decision dated 24 February 2014, which was published on the Official Gazette dated 30 April 2014 and numbered 28987. The Council of Ministers has been lastly authorized to determine the transfer date in accordance with the last amendment in the first paragraph of the 20th provisional article of Law No.5510 implemented by the Law No. 6645 on Amendment of the “Occupational Health and Safety Law and Other Laws and Decree Laws” published in the Official Gazette dated 23 April 2015 and numbered 29335. 184 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The above mentioned law also includes the following: • • Through a commission constituted by the attendance of one representative separately from the Social Security Institution, Ministry of Finance, Turkish Treasury, State Planning Organization, Banking Regulation and Supervision Agency, Savings Deposit Insurance Fund, one from each pension fund, and one representative from the organization employing pension fund contributors, related to the transferred persons, the cash value of the liabilities of the pension fund as of the transfer date will be calculated by considering their income and expenses in terms of the lines of insurance within the context of the related Law, and technical interest rate of 9.8% will be used in the actuarial calculation of the value in cash, And that after the transfer of the pension fund contributors, the ones who receive salaries or income from these funds and their rightful beneficiaries to the Social Security Institution, these persons’ uncovered social rights and payments, despite being included in the trust indenture that they are subject to, will be continued to be covered by the pension funds and the employers of pension fund contributors. On the other hand, the application made on 19 June 2008 by the Republican People’s Party to the Constitutional Court for the annulment and motion for stay of some articles, including the first paragraph of the provisional article 20 of the Law, which covers provisions on transfers, was rejected in accordance with the decision taken at the meeting of the afore-mentioned court on 31 March 2011. The technical financial statements of the Pension Fund are reviewed by an actuary registered audit company in accordance with the Article 21 of the Insurance Law numbered 5684 and the requirements of the “Actuary Regulations” issued based on the Article 38. There was TRL 7,941 Thousand actuarial deficit in the actuary report dated January 2016 which was prepared using a technical interest rate of 9.80 % in accordance with the basis set out in the Council of Ministers decision no: 2006/11345 on 30 November 2006 (31 December 2014- TRL 42,553 Thousand actuarial surplus). As of 31 December 2015, TRL 7,941 Thousand provision is recorded on the financial statements of the Group (31 December 2014 - None). XVIII. Explanations on Taxation Corporate tax According to the Article 32 of the Corporate Tax Law No. 5520, accepted in the meeting of the Turkish Grand National Assembly of Turkey on 13 June 2006 and announced in the Official Gazette dated 21 June 2006, the corporate tax rate has been decreased from 30 % to 20 %, effective from 1 January 2006 as per the Article 37 of the Corporate Tax Law. The tax legislation, requires advance tax payment of 20 % to be calculated and paid based on earnings generated for each quarter. The amounts thus calculated and paid are offset against the final tax liability for the year (31 December 2014 - 20 %). Annual tax returns are required to be filed between the first and twenty fifth day of the fourth month following the balance sheet date and paid in one installment until the end of the related month. Tax provision related with items that are credited or charged directly to equity are charged or credited to equity. According to the Corporate Tax Law, tax losses can be carried forward for a maximum period of five years following the year in which the losses are incurred. Tax authorities can inspect tax returns and the related accounting records for a retrospective maximum period of five years. Deferred Tax Liability / Asset The Group calculates and reflects deferred tax asset or liability on timing differences which will result in taxable or deductible amounts in determining taxable profit of future periods. As of 31 December 2015, in accordance with TAS No: 12 “Turkish Accounting Standard on Income Taxes” and the changes in the circular of the BRSA numbered BDDK.DZM.2/13/1-a-3 dated 8 December 2004, the Parent Bank calculated deferred tax asset on all deductible temporary differences except for general loan reserves, if sufficient taxable profit in future periods to recover such amounts is probable; as well as deferred tax liability on all taxable temporary differences. Deferred tax assets and liabilities are shown in the accompanying financial statements on a net basis. The net deferred tax asset is included in deferred tax asset and the net deferred tax liability is reflected under deferred tax liability on the balance sheet. The deferred tax benefit of TRL 19,818 Thousand is stated under the tax provision line in the income statement (31 December 2014 – TRL 15,865 Thousand deferred tax expense). The deferred tax expense of TRL 42,619 Thousand (31 December 2014 – TRL 47,258 Thousand deferred tax expense) resulting from differences related to items that are debited or charged directly to equity is netted with the related equity accounts. Furthermore, as per the above circular of the BRSA, deferred tax benefit balance resulting from netting of deferred tax assets and liabilities should not be used in dividend distribution and capital increase. XIX. Additional Explanations on Borrowings The borrowing costs related to purchase, production, or construction of qualifying assets that require significant time to be prepared for use and sale are included in the cost of assets until the relevant assets become ready to be used or to be sold. Financial investment income obtained by temporary placement of undisbursed investment loan in financial investments is offset against borrowing costs qualified for capitalization. 185 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) All other borrowing costs are recorded to the income statement in the period they are incurred. As of 31 December 2015 outstanding issued bonds amount of the Group is TRL 507,307 Thousand (31 December 2014 – TRL 401,196 Thousand). Issuer Issuance Date Issuance Amount Maturity Şekerbank T.AŞ. 16.10.2015 95,000 179 days Şekerbank T.AŞ. 17.09.2015 178,000 179 days Şekerbank T.AŞ. 11.08.2015 178,000 175 days Şeker Finansal Kiralama A.Ş. 02.06.2015 46,742 10 months Şeker Finansal Kiralama A.Ş 22.12.2015 35,000 10 months As of 31 December 2015 outstanding issued marketable securities amount of the Group is TRL 39,054 Thousand and details are shown the in table below (31 December 2014 – TRL 75,089 Thousand). Issuer Issuance Date Issuance Amount Maturity Şeker Finansal Kiralama A.Ş. 17.06.2014 11,710 24 months Şeker Finansal Kiralama A.Ş. 11.11.2014 14,700 24 months Şeker Finansal Kiralama A.Ş. 02.06.2015 6,258 24 months Şeker Finansal Kiralama A.Ş. 22.12.2015 8,000 24 months The Parent Bank issued Asset Covered Bond amounting to TRL 1,500,000 Thousand and details are shown in the table below. The investors are International Finance Corporation (IFC), Nederlandse Financierings-Maatschappij Voor Ontwikkelingslanden N.V. (FMO), UniCredit Bank AG, European Investment Bank (EIB), European Bank for Reconstruction and Development (EBRD), KfW Bankengruppe and qualified institutional investors. The transactions were conducted in line with the related Capital Market Board regulation and as a security the Parent Bank’s SME loans were used. Outstanding Amount (*) Currency Issue Date Series Investors Amount 14 September 2011 2011-2 FMO 61,250 61,250 Maturity TL 12.09.2016 12.09.2016 14 September 2011 2011-3 IFC 44,750 17,900 TL 9 December 2011 2011-4 EIB 120,000 - TL 12.01.2015 9 December 2011 2011-5 EBRD 60,000 - TL 12.01.2015 28 November 2013 2013-1 KfW/EIF 135,975 - TL 12.12.2014 27 February 2014 Qualified Institutional 2014-1 Investors 361,846 361,846 TL 13.03.2017 18 December 2015 2015-1 319,400 319,400 TL 12.03.2019 (*) EIB Outstanding amounts do not include accruals. The issuance dated 27 February 2014, amounting to TRL 361,846 Thousand and the issuance dated 28 November 2013 amounting to TRL 135,975 Thousand were made via SKB VTMK International Issuer Ltd (SPV) and there is no shareholding relationship between the Parent Bank and SKB VTMK International Issuer Ltd. SPV is managed and controlled by another independent firm and does not have any administrative or contractual management relationship with the Parent Bank. The Parent Bank has no control power over SPV. SPV is the investor of some of asset covered bonds issued by the Parent Bank and also SPV issues bonds itself. In case of default of SPV’s issued bonds, the Parent Bank has no liability. The Parent Bank is responsible for running costs of SPV. As of 31 December 2015 amount of Asset Covered Bond issued is TRL 764,218 Thousand (31 December 2014 - TRL 642,648 Thousand). The Group has not issued convertible bonds. XX. Explanations on Share Certificates The Parent Bank’s paid-in capital has been increased to TRL 1,158,000 Thousand by contribution in kind in the amount TRL 25,000 Thousand, which composed of TRL 16,475 Thousand from extraordinary reserves, TRL 4,262 Thousand from subsidiaries and real estate sale profit, TRL 4,263 Thousand from share premium and by cash in the amount of TRL 45,813 Thousand in the reporting period. XXI. Explanations on Acceptances Acceptances are realized simultaneously with the payment dates of the customers and they are presented as probable commitments in off-balance sheet accounts. XXII. Explanations on Government Incentives The Parent Bank’s subsidiary Şeker Finansal Kiralama A.Ş. has TRL 54,107 Thousand of unused investment incentives as of 31 December 2015 (31 December 2014 – TRL 67,301 Thousand). 186 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) XXIII. Explanations on Segment Reporting The Group primarily deals with and engages in corporate, retail and SME banking in line with its strategy. Current Period Net Interest Income Net Fees and Commission Income and Other Operating Income Dividend Income Trading Profit/(Loss) Impairment provision for loans and other receivables Other Operating Expenses Profit/(Loss) before taxes Taxation Corporate 569,265 SME 950,701 Retail (288,029) Other (101,919) Total 1,130,018 121,705 1,757 16,160 164,394 - 42,109 (178) 220,923 (246,505) 549,131 1,757 (230,523) (95,584) (32,127) (131,265) - (44,676) (3,100) (182,949) (880,489) (454,474) (915,716) 581,176 - 983,830 - (293,874) (1,190,939) - 80,193 17,459 - - - - 97,652 Corporate 454,596 SME 890,065 Retail (213,862) Other (58,575) Total 1,072,224 136,879 1,269 10,224 138,718 - 54,671 - 127,143 (59,043) 457,411 1,269 (48,819) (60,047) (31,206) (106,652) - (32,612) 335 (116,504) (828,557) (315,815) (859,428) 511,715 - 922,131 - (191,468) - (935,536) - 306,842 (59,165) - - - - 247,677 Net Profit for the Period Prior Period Net Interest Income Net Fees and Commission Income and Other Operating Income Dividend Income Trading Profit/(Loss) Impairment provision for loans and other receivables (-) Other Operating Expenses Profit/(Loss) before taxes Taxation Net Profit for the Period Current Period Assets Liabilities Prior Period Assets Liabilities SME 6,261,452 1,212,826 Treasury/ Retail Investment 2,175,582 5,934,872 8,948,343 7,163,472 Commercial SME 6,664,963 6,827,085 4,903,442 1,276,049 Treasury/ Retail Investment 2,254,014 4,905,089 7,440,044 5,146,518 Commercial 9,512,347 4,732,375 XXIV. Explanations on Other Matters None. Undistributed Total 1,794,501 25,678,754 3,621,738 25,678,754 Undistributed 1,621,574 3,506,672 Total 22,272,725 22,272,725 SECTION FOUR INFORMATION ON FINANCIAL STRUCTURE I. Explanations Related to the Consolidated Capital Adequacy Standard Ratio The method used for risk measurement in determining capital adequacy standard ratio; capital adequacy standard ratio is calculated in accordance with the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks”, which was published on 28 June 2012 in the Official Gazette numbered 28337 and effective since 1 July 2012 and Communiqué on “Banks’ Equity” which was published on 5 September 2013 and in the Official Gazette numbered 28756 effective since 1 January 2014. In the current period, consolidated capital adequacy standard ratio is calculated in accordance with the Communiqué which is effective since 1 January 2014. The Group’s consolidated capital adequacy ratio in accordance with the related communiqué is 13.06 % (31 December 2014 - 14.11 %). In the computation of capital adequacy standard ratio, data prepared in accordance with statutory accounting requirements are used. Additionally, the market risk exposure as well as the operational risk exposure are calculated in accordance with the communiqué on the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks” and is taken into consideration in the capital adequacy standard ratio calculation. The values deducted from the capital base in the shareholders’ equity computation are excluded while calculating risk-weighted assets, non-cash loans and contingent liabilities. Assets subject to depreciation and impairment among riskweighted assets are included in the calculations over their net book values after deducting the relative depreciations and provisions. In the calculation process of credit risk, risk types are classified based on “Measurement and Assessment of Capital Adequacy of Banks-Appendix 1” and financial collaterals taken into account according to the credit risk mitigation techniques communiqué and classified in the related risk weight. While simple approach is taken into account for banking book items, the Bank uses comprehensive approach for trading book items in the credit mitigation process. While calculating the basis of non-cash loans subject to credit risk, the net receivable amount from the counter parties net of provision amount set in accordance with the “Communiqué on Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves” is multiplied by the loan conversion rates presented in the Article 5 and related clauses of the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks”, and calculated by applying the risk weights presented in the Capital Adequacy Analysis Form. In the calculation of counterparty credit risk, the current exposure method is used according to the Communiqué on “Measurement and Assessment of Capital Adequacy of Banks” the Article 21 and Appendix 2. 187 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Consolidated The Parent Bank Risk Weight 0% 10% 5,625,793 - 20% 35% Risk Weight 50% 75% 100% 150% 200% 250% 0% 10% 20% 35% 50% 75% 100% 150% 200% 250% The Amount Subject to Credit Risk Risk Types Contingent and Non-Contingent Claims on Sovereigns Contingent and Non-Contingent Claims on Regional Governments and Local Authorities - Contingent and Non-Contingent Claims on Administrative Units and Non-commercial Enterprises - - - - 84,179 - - - 5,613,395 - - - - - 29,598 - - - - 74,025 - - - 2,288 - - - - - 74,025 - - - - - - - 641 - - - - - 7,402 - - - 641 - - - - - 7,402 - - Contingent and Non-Contingent Claims on Multilateral Development Banks - - - - - - - - - - - - - - - - - - - - Contingent and Non-Contingent Claims on International Organizations - - - - - - - - - - - - - - - - - - - - - 64,248 - 48,201 - 147,657 - - - - - 48,421 - 48,201 - 147,657 - - - - - - - 8,884,506 - - - 97,490 - 2,507 - - - 8,211,213 - - - - 5,497,071 - 5,497,071 Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary - Contingent and Non-Contingent Claims on Corporate Receivables 97,490 2,507 Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios 63,442 - - - Contingent and Non-Contingent Claims Secured by Residential Property - - - - 5,440,347 70,546 - - - 63,442 - - - - 57,153 - - - - - - - 5,018,372 293,536 - - - - - - - - 548,909 600,448 2 - - - - Past Due Loans - - - - - - Higher-Risk Categories Defined by Agency - - - - - - 66,968 - - - - 4,097 - - - - - 293,014 - - - - - - 491,013 567,698 2 - Collateralized Mortgage Marketable Securities - - - - - - - - - - - - - - - - - - - Securitization Exposures - - - - - - - - - - - - - - - - - - - - Short-Term Claims on Banks and Corporate - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 173,701 - 4 - - - 1,569,196 - - - 173,701 - 4 - - - 1,531,841 - - - Undertakings for Collective Investments in Transferable Securities Other Claims Summary information related to the capital adequacy ratio: Consolidated The Parent Bank Consolidated The Parent Bank Current Period Current Period Prior Period Prior Period 1,602,877 1,507,583 1,441,845 1,362,581 Required Capital Liabilities for Market Risk (RCLMR) 35,868 31,251 47,057 35,980 Required Capital Liabilities for Operational (RCLOR) (*) 166,324 154,136 146,719 136,233 Required Capital Liabilities for Credit Risk (Main Amount related with Credit Risk*0.08) (RCLCR) Shareholders’ Equity 2,946,460 2,890,626 2,884,597 2,800,841 Shareholders’ Equity/((RCLCR+RCLMR+RCLOR) *12.5*100) 13.06 13.66 14.11 14.60 Core Capital/((RCLCR+RCLMR+RCLOR) *12.5*100) 10.86 11.32 11.48 11.80 Tier I Capital/((RCLCR+RCLMR+RCLOR) *12.5*100) 11.16 11.59 11.82 12.22 (*) Calculated based on basic indicator approach. 188 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Current Period Prior Period TIER 1 CAPITAL Paid-in Capital to be Entitled for Compensation after All Creditors 1,158,000 1,087,187 Share Premium 1,834 4,815 Share Cancellation Profits Legal Reserves 1,123,135 904,055 Other Comprehensive Income according to TAS 247,312 207,986 Profit 110,179 243,565 Net Current Period Profit 95,544 243,075 Prior Period Profit 14,635 490 Provisions for Possible Losses Bonus Shares from Associates, Subsidiaries and Joint-Ventures not Accounted in Current Period’s Profit Minority Shares 25,913 21,242 Tier I Capital Before Deductions 2,666,373 2,468,850 Deductions From Tier I Capital Current and Prior Periods' Losses not Covered by Reserves, and Losses Accounted under Equity according to TAS (-) 70,366 11,757 Leasehold Improvements on Operational Leases (-) 34,300 22,435 Goodwill and Intangible Assets and Related Deferred Tax Liabilities (-) 39,957 14,817 Net Deferred tax assets / liabilities (-) 4,359 2,712 Shares Obtained against Article 56, Paragraph 4 of the Banking Law (-) Investments in own common equity (-) Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank does not own 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) Mortgage Servicing Rights Exceeding the 10% Threshold of Tier I Capital (-) Net Deferred Tax Assets arising from Temporary Differences Exceeding the10% Threshold of Tier I Capital (-) Amount Exceeding the 15% Threshold of Tier I Capital as per the Article 2, Clause 2 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) The Portion of Net Long Position of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital not deducted from Tier I Capital (-) Mortgage Servicing Rights not deducted (-) Excess Amount arising from Deferred Tax Assets from Temporary Differences (-) Other items to be Defined by the BRSA (-) Deductions from Tier I Capital in cases where there are no adequate Additional Tier I or Tier II Capitals (-) Total regulatory adjustments to Tier 1 capital 148,982 51,721 Tier 1 capital 2,517,391 2,417,129 ADDITIONAL CORE CAPITAL Preferred Stock not Included in Tier I Capital and the Related Share Premiums Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained after 1.1.2014) Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained before 1.1.2014) Third Parties’ shares in capital Additional Core Capital before Deductions Deductions from Additional Core Capital Direct and Indirect Investments of the Bank on its own Additional Core Capital (-) Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) The Total of Net Long Position of the Direct or Indirect Investments in Additional Tier I Capital of Unconsolidated Banks and Financial Institutions where the Bank Owns more than 10% of the Issued Share Capital (-) Other items to be Defined by the BRSA (-) Deductions from Additional Core Capital in cases where there are no adequate Tier II Capital (-) Total Deductions from Additional Core Capital Total Additional Core Capital Deductions from Core Capital Goodwill and Other Intangible Assets and Related Deferred Taxes not deducted from Tier I Capital as per the Temporary Article 2, Clause 1 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) 59,935 59,266 Net Deferred Tax Asset/Liability not deducted from Tier I Capital as per the Temporary Article 2, Clause 1 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) 6,538 10,848 Total Core Capital 2,450,918 2,347,015 Current Period Prior Period TIER II CAPITAL Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained after 1.1.2014) Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued or Obtained before 1.1.2014) 356,475 417,005 Pledged Assets of the Shareholders to be used for the Bank's Capital Increases General Provisions 179,624 164,430 Third Parties’ shares in Tier II Capital Tier II Capital before Deductions 536,099 581,435 Deductions from Tier II Capital Direct and Indirect Investments of the Bank on its own Tier II Capital (-) Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital (-) The Total of Net Long Position of the Direct or Indirect Investments in Additional Core Capital and Tier II Capital of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital Exceeding the 10% Threshold of Tier I Capital (-) Other items to be Defined by the BRSA (-) Total Deductions from Tier II Capital Total Tier II Capital 536,099 581,435 CAPITAL 2,987,017 2,928,450 Loans Granted against the Articles 50 and 51 of the Banking Law (-) Net Book Values of Movables and Immovables Exceeding the Limit Defined in the Article 57, Clause 1 of the Banking Law and the Assets Acquired against Overdue Receivables and Held for Sale but Retained more than Five Years (-) 9,669 10,325 Loans to Banks, Financial Institutions (domestic/foreign) or Qualified Shareholders in the form of Subordinated Debts or Debt Instruments Purchased from Such Parties and Qualified as Subordinated Debts (-) 23,088 23,088 Deductions as per the Article 20, Clause 2 of the Regulation on Measurement and Assessment of Capital Adequacy Ratios of Banks (-) Other items to be Defined by the BRSA (-) 7,800 10,440 The Portion of Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital not deducted from Tier I Capital, Additional Core Capital or Tier II Capital as per the Temporary Article 2, Clause 1 of the Regulation (-) The Portion of Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns more than 10% of the Issued Share Capital Exceeding the 10% Threshold of above Tier I Capital not deducted from Additional Core Capital or Tier II Capital as per the Temporary Article 2, Clause 1 of the Regulation (-) The Portion of Net Long Position of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or more of the Issued Share Capital, of the Net Deferred Tax Assets arising from Temporary Differences and of the Mortgage Servicing Rights not deducted from Tier I Capital as per the temporary Article 2, Clause 2, Paragraph (1) and (2) and Temporary Article 2, Clause 1 of the Regulation (-) EQUITY 2,946,460 2,884,597 Amounts lower than Excesses as per Deduction Rules Remaining Total of Net Long Positions of the Investments in Equity Items of Unconsolidated Banks and Financial Institutions where the Bank Owns 10% or less of the Issued Share Capital Remaining Total of Net Long Positions of the Investments in Tier I Capital of Unconsolidated Banks and Financial Institutions where the Bank Owns more than 10% or less of the Tier I Capital Remaining Mortgage Servicing Rights Net Deferred Tax Assets arising from Temporary Differences - Components of items of shareholders’ equity subject to temporary applications Minority shares in Tier I Capital Amount Included in Equity Calculation Total Amount 25,913 44,351 Third Parties’ shares in capital - - Third Parties’ shares in Tier II Capital - - 356,475 494,736 Debt Instruments and the Related Issuance Premiums Defined by the BRSA (Issued before 1.1.2014) If write-down, write-down trigger(s) If write-down, full or partial If write-down, permanent or temporary If temporary write-down, description of write-up mechanism Position in subordination hierarchy in liquidation (specify instrument type immediately senior to instrument) Whether conditions which stands in article of 7 and 8 of Banks’ shareholder equity law are possessed or not According to article 7 and 8 of Banks' shareholders equity law that are not possesed If convertible, conversion trigger (s) If convertible, fully or partially If convertible, conversion rate If convertible, mandatory or optional conversion If convertible, specify instrument type convertible into If convertible, specify issuer of instrument it converts int Existence of step up or other incentive to redeem Noncumulative or cumulative Yes 8-2-(a), (ç), (e), (ğ) 8-2-(a), (ç), ( e), (ğ) Yes Yes 8-2-(a), (ç), ( e), (ğ) 8-2-(a), (ç), (e), (ğ) - Mandatory 2% step-up for interest if the loan is not repaid at the end of the 5th year Noncumulative Floating 6m Libor + 5.25% p.a. - 104.7 145.9 347 30.09.2013 Time 15.12.2023 Yes 50,000 28.09.2018 Yes 38.2 25.4 47.8 31.8 347 347 07.09.2012 30.09.2013 Time Time 07.09.2022 29.09.2023 Yes Yes 15,000 10,000 07.09.2017 28.09.2018 Coupons / dividends Floating Floating 6m Euribor + 4.25% 6m Euribor + 5.25% p.a. p.a. - Yes Valid on Consolidated and Unconsolidated Basis Subordinated Loan IFC (International Finance Corporation) Regulation on Equity of Banks (Published in the Official Gazette Nr. 28756 dated 5 September 2013) Before core capital, aftter all creditors 2% p.a. - Coupon rate and any related index Existence of a dividend stopper Fully discretionary, partially discretionary or mandatory Current Period EFSE (European EFSE (European Fund For Southeast Fund For Southeast Europe) Europe) Regulation on Regulation on Equity of Banks Equity of Banks (Published in the (Published in the Official Gazette Official Gazette Nr. 28756 dated 5 Nr. 28756 dated 5 September 2013) September 2013) Regulatory treatment Yes Yes Valid on Valid on Consolidated and Consolidated and Unconsolidated Unconsolidated Basis Basis Subordinated Loan Subordinated Loan Mandatory Mandatory 2% step-up for 2% step-up for interest if the loan interest if the loan is not repaid at the is not repaid at the end of the 5th year end of the 5th year Noncumulative Noncumulative Noncumulative Convertible or non-convertible Write-down feature Before core capital, Before core capital, Before core capital, aftter all creditors aftter all creditors aftter all creditors Fixed Fixed or floating dividend/coupon Mandatory 4.1 12.7 347 30.06.2008 Time 25.06.2018 Yes - Yes Valid on Consolidated and Unconsolidated Basis Subordinated Loan KFW (KREDİTANSTALT FÜR WİEDERAUFBAU) Regulation on Equity of Banks (Published in the Official Gazette Nr. 28756 dated 5 September 2013) Eligible on Unconsolidated/ consolidated / both unconsolidated and consolidated Instrument type Amount recognised in regulatory capital (Currency in million TRL, as of most recent reporting date) Par value of instrument (Million TRL) Accounting classification Original date of issuance Demand or time Original maturity date Issuer call subject to prior supervisory approval Optional call date, contingent call dates and redemption amount Subsequent call dates, if applicable Subject to 10% deduction as of 1/1/2015 Governing law(s) of the instrument İssuer Unique identifier (eg CUSIP, ISIN or Bloomberg identifier for private placement) Details on Subordinated Liabilities: 8-2-(a), (ç), (e), (ğ) Yes Before core capital, aftter all creditors - Mandatory 2% step-up for interest if the loan is not repaid at the end of the 5th year Noncumulative Floating 6m Libor + 5.25% p.a. - 83.8 116.7 347 30.09.2013 Time 29.09.2023 Yes 40,000 28.09.2018 Yes Valid on Consolidated and Unconsolidated Basis Subordinated Loan EBRD (European Bank for Reconstruction and Development) Regulation on Equity of Banks (Published in the Official Gazette Nr. 28756 dated 5 September 2013) 8-2-(a), (ç), (e), (ğ) Yes Before core capital, aftter all creditors - Mandatory 2% step-up for interest if the loan is not repaid at the end of the 5th year Noncumulative Floating 6m Libor + 5.25% p.a. - 20.9 29.2 347 27.12.2013 Time 27.12.2023 Yes 10,000 27.12.2018 Yes Valid on Consolidated and Unconsolidated Basis Subordinated Loan ECO Trade and Development Bank Regulation on Equity of Banks (Published in the Official Gazette Nr. 28756 dated 5 September 2013) 8-2-(a), (ç), (e),(ğ) Yes Before core capital, aftter all creditors - Mandatory 2% step-up for interest if the loan is not repaid at the end of the 5th year Noncumulative Floating 6m Libor + 6.50% p.a. - 79.4 110.6 347 30.12.2013 Time 27.12.2023 Yes 37,900 27.12.2018 Yes Valid on Consolidated and Unconsolidated Basis Subordinated Loan EBRD (European Bank for Reconstruction and Development) Regulation on Equity of Banks (Published in the Official Gazette Nr. 28756 dated 5 September 2013) (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 ŞEKERBANK T.A.Ş. FINANCIAL STATAMENTS 189 190 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Parent Bank, within the framework of its capital adequacy assessment process, determines limits for risks (credit risk, market risk and operational risk) covered under the Capital Adequacy calculations as well as for risks (concentration risk, interest rate risk in the banking book, liquidity risk, etc.) which are not covered under these calculations. Thus, the Parent Bank determines its “Risk Limits” and with the help of these limits and by means of applying stress tests and scenario analyses, it evaluates the adequacy of its capital level against a background of its current and also projected activities. The Parent Bank determines “Key Risk Indicators” as “early warning signals” within the context of the “Risk Limits”. Both the “Risk Limits” and “Key Risk Indicators” are determined by taking into consideration the Parent Bank’s annual budget and strategy; its risk appetite; the volume, qualifications and complexity of its products/ services; its experience and prior performance as well as the market conditions. The “Risk Limits” and “Key Risk Indicators” are determined through risk based amounts and nominal amounts. In this scope, regulatory limits and applications, Basel Committee applications, international best practices, concentrations and tolerance levels as well as criteria based on the Parent Bank’s capital levels are used. In any case, the “Risk Limits” and “Key Risk Indicators” cannot violate the Banking Law and related regulations. The “Risk Limits” and “Key Risk Indicators” are reviewed and revised at least annually by the senior management with respect to market conditions and changes in the Parent Bank’s strategies. The review process aims to determine whether the current “Risk Limits” and “Key Risk Indicators” are meaningful and sufficient enough compared to the Parent Bank’s risk appetite. The revised “Risk Limits” and “Key Risk Indicators” all take effect upon the approval of the Board of Directors. II. Explanations Related to the Consolidated Credit Risk Credit risk is the possibility of loss that the Group may face, in the event that the counter party fails to fulfil wholly or partly of its obligations in a timely manner, by breaching of its contractual obligations. The Group’s lending activities are executed in line with the legislation and in accordance with the policies and procedures approved by the Boards of Directors under the principle of “segregation of duties” throughout marketing, allocation, monitoring, controlling and auditing activities. Credit allocation is performed on a debtor or a debtor group basis within certain limits. These are determined within a framework of authorisation limits, set in line with the legislation, for the Board of Directors, Credit Committee, Head Office Credit Allocation Council (as of January 2015 this Committee has been abolished), General Manager, Assistant General Managers (Corporate and Commercial Banking, Retail Banking, Financial Institutions), Regional Office Managers, Regional Office Credit Committee as well as the Branch Credit Committees and are approved taking into consideration the financial position and needs of the credit customer. Similiar structures are applied in the Parent Bank’s subsidiaries. The rating / scoring systems are effectively used in credit allocation. As per the Group’s credit policies, limits and collaterals are regarded as risk mitigating factors complementary to each other. As provided by the “Regulation on the Procedures and Principles for Determination of Qualifications of Loans and Other Receivables by Banks and Provisions to Be Set Aside”, credit qualities of the debtors are regularly monitored, and credit limits are revised once a year or whenever deemed necessary parallel to the economic conditions. The majority of the statements of accounts received for loans are derived from audited financial statements. The Group also receives sufficient amounts of collateral for loans and other receivables. These can be in the form of guarantees, mortgages on real estates, cash blockage or cheques depending on the customer’s financial structure and the type of the credit facility. The Boards of Directors have approved concentration limits by industries, regions, debtors / debtor groups monitored on a regular basis; all of which are reviewed and revised at least once a year, with respect to market conditions and changes in the Group’s strategies. Since the volume of prolonged and restructured loans and other receivables are not material with regard to the Group’s financial statements, no additional followup methodology is needed to be developed in addition to those specified in the legislation. Within the framework of the capital adequacy calculations, indemnified non-cash loans are subject to the same risk weighting treatment as overdue loans. There are transaction limits as well as dealer limits by transaction types approved by the Boards of Directors regarding the counterparty risk arising from the Group’s on-and off-balance sheet transactions monitored on a daily basis. The limits of correspondent banks allocated according to their credit qualities are controlled on a daily basis, while risk concentration is monitored systematically. When reverse positions of open positions are required in order to minimize potential risks, positions are closed through the use of derivative transactions aiming at risk downsizing. The Group prefers to take country risk only for those financial institutions and countries regarded at investment level by the international rating agencies and thus, do not have the risk of failing to fulfil their minimum liabilities. Therefore, the related potential risks do not constitute any material risk factor with regards to the Group’s financial structure. When evaluated together with financial activities of other financial institutions, the Group, as an active participant in the international banking environment, has no significant credit risk concentration. Cash loans are classified in accordance with the regulation on “Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves” and related provision is made: - due period from 90 days up to 179 days “Loans and receivables with limited collectability” - due period from 180 days up to 359 days “Loans and receivables with doubtful collectability” - due period from 360 days and higher “Uncollectible loans and receivables” Provision is set for the doubtful loans and the amount is charged in the current period income statement by the Group. The provisioning amount for non-performing loans are determined by the Parent Bank Management for compensating the probable losses of the doubtful loan portfolio, by evaluating the quality of loan portfolio, risk factors and considering the economy conditions, other facts and related regulations. 191 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Parent Bank Management applies provision policy for the “non-performing loans” in accordance with the requirements of the Turkish banking regulation adopted by the BRSA. Subsidiaries of the Parent Bank apply provisions of the regulation on “Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves”. Total amount of exposures after offsetting specific provisions before credit risk mitigation adjustments and the risk-weighted exposure amounts classified in different risk groups and types according to the Basel II, are disclosed below for the relevant period: The provisions are reflected in the income statement under “Provision and Impairment Expenses - Specific Provision Expense”. The collections made regarding these loans are first deducted from the principal amount of the loan and the remaining collections are deducted from interest receivables. Risk types Risk Amount (*) Total Risk Weighted Assets (**) Contingent and Non-Contingent Claims on Sovereigns 5,709,972 62,906 76,313 15,924 Contingent and Non-Contingent Claims on Regional Governments and Local Authorities Contingent and Non-Contingent Claims on Administrative Units and Non-commercial Enterprises 8,043 6,364 Contingent and Non-Contingent Claims on Multilateral Development Banks - - Contingent and Non-Contingent Claims on International Organizations - - Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary 260,106 169,188 Contingent and Non-Contingent Claims on Corporate Receivables 8,984,503 8,279,806 Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios 5,631,059 4,090,813 Contingent and Non-Contingent Claims Secured by Residential Property 5,497,500 4,401,095 Past Due Loans Higher-Risk Categories Defined by Agency 293,536 262,472 1,149,360 2,165,800 Collateralized Mortgage Marketable Securities - - Securitization Exposures - - Short-Term Claims on Banks and Corporate - - Undertakings for Collective Investments in Transferable Securities Other Claims Total - - 1,742,901 1,447,473 29,353,293 20,901,841 The figures represent total risk amounts after credit conversion factor and before credit risk mitigation. (**) Total risk weighted assets are the arithmetical monthly average amounts in 2015. (*) As of 31 December 2015, the receivables of the Group from its top 100 cash loan customers amount to TRL 4,181,577 Thousand (31 December 2014 – TRL 3,228,725 Thousand) with a share of 24.17 % in the total cash loans (31 December 2014 – 21.31%). The receivables of the Group from its top 200 cash loan customers amount to TRL 5,078,573 Thousand (31 December 2014 – TRL 4,047,465 Thousand) with a share of 29.35 % in the total cash loans (31 December 2014 – 26.71%). As of 31 December 2015, the receivables of the Group from its top 100 non-cash loan customers amount to TRL 2,532,916 Thousand (31 December 2014 – TRL 2,201,210 Thousand) with a share of 43.77 % in the total non-cash loans (31 December 2014 – 39.18%). The receivables of the Group from its top 200 noncash loan customers amount to TRL 3,143,380 Thousand (31 December 2014 – TRL 2,818,212 Thousand) with a share of 54.32 % in the total non-cash loans (31 December 2014 – 50.16%). As of 31 December 2015, the share of cash and non-cash receivables of the Group from its top 100 customers in total balance sheet and off-balance sheet assets is 1.35 % (31 December 2014 – 1.27%). The share of cash and non-cash receivables of the Group from its top 200 customers in total balance sheet and off-balance sheet assets is 1.65 % (31 December 2014 – 1.60%). As of 31 December 2015, the general loan loss provision related with the credit risk taken by the Group is TRL 179,624 Thousand (31 December 2014 – TRL 164,430 Thousand). - USA, Canada Other Countries Associates, Subsidiaries and Entities Under Common Control (Joint Vent.) 5,709,972 76,313 - - - - 8,043 - - - - - - - 8,043 - - - - - - - - - OECD countries other than EU countries, USA and Canada Assets and liabilities that are not distributed according to specific bases. - - - - - - - - - 260,106 - - 1,529 11,019 1,443 9,803 40,260 196,052 4,604,702 64,183 - - 5,672 - - - - - - - 5,672 - - - - - - - - - OECD countries other than EU countries, USA and Canada Assets and liabilities that are not distributed according to specific bases. (**) (*) Total 10,828 - Unallocated Assets/Liabilities (**) Associates, Subsidiaries and Entities Under Common Control (Joint Vent.) - - - USA, Canada Other Countries 1,815 44,562 - - Off-shore Banking Regions - - 62,368 European Union Countries 4,549,312 OECD Countries (*) Domestic Prior Period Contingent and NonContingent Claims on Sovereigns 8,984,503 9,514 10,665 - - 13 15,148 61 8,949,102 - - - - - - - - - 199,250 - - 5,045 10,967 1,840 7,269 51,132 122,997 - - 236 - 70,703 379 1,460 4,890,266 Contingent and NonContingent Claims Included in the Regulatory Retail Portfolios - - - 1 - - - - - - - - - - 5,027,289 216,320 - - 115 90 10,157 710 3,001 5,013,216 216,320 Contingent and NonContingent Claims Secured by Residential Property 1,149,360 - - 50 - 39 24 102 - - - - - - - - - - - - - - - - - - - - - - - - - - - 1,258,474 - - - - 18,267 - - 1,240,207 - - - - - - - - - - - - - - - - - - - - - - - - - - - Total 792,307 111,524 123,309 - 7,083 2,005 670 814,554 122,189 125,183 11,117 10,218 27,949 48,013 706,003 28,194,070 Other Claims Total 928,120 107,524 9 - 15,329 1,635 693 945,666 120,698 5,405 11,057 245,809 19,463 56,495 500,751 24,252,674 - 1,554,061 25,657,267 - - - - - - - - Other Claims - 1,742,901 29,353,293 - - - - - - - - HigherUndertakings Risk Collateralized Short-Term for Collective Past Categories Mortgage Claims on Investments in Due Defined by Marketable Securitization Banks and Transferable Loans Agency Securities Exposures Corporate Securities 5,497,500 293,536 - - 140 68 881 652 3,868 1,149,145 Undertakings HigherShort-Term for Collective Risk Collateralized Mortgage Claims on Investments in Past Categories Due Defined by Marketable Securitization Banks and Transferable Loans Agency Securities Exposures Corporate Securities 5,491,891 293,535 Risk Types 5,631,059 - - 155 29 759 317 3,052 5,626,747 Contingent and NonContingent Claims Secured by Residential Property Risk Types Contingent and NonContingent Claims Included in the Regulatory Retail Portfolios 7,764,272 4,963,044 6,718 13,174 - - 83,136 9,470 209 7,651,565 Contingent Contingent Contingent and NonContingent and Nonand NonContingent and NonContingent Contingent Contingent Contingent Claims on Contingent and NonClaims on and NonClaims on Claims on Contingent Banks and Contingent Regional Administrative Claims on Capital Claims on Governments Units and Non- Multilateral commercial Development International Market Corporate and Local Authorities Enterprises Banks Organizations Intermediary Receivables Risk Profile According to Geographical Concentrations Geographical concentration of the significant risks in the significant areas as follows: (**) (*) Total 12,733 - Off-shore Banking Regions Unallocated Assets/Liabilities (**) - - - - 76,313 European Union Countries 5,697,239 OECD Countries (*) Domestic Current Period Contingent and NonContingent Claims on Sovereigns Contingent Contingent Contingent Contingent and Nonand Nonand Nonand NonContingent Contingent Contingent Contingent Contingent Contingent and NonClaims on and NonClaims on Claims on Claims on Contingent Banks and Contingent Regional Administrative Governments Units and Non- Multilateral Claims on Capital Claims on and Local commercial Development International Market Corporate Authorities Enterprises Banks Organizations Intermediary Receivables Risk Profile According to Geographical Concentrations Geographical concentration of the significant risks in the significant areas as follows: (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 ŞEKERBANK T.A.Ş. 192 ŞEKERBANK ANNUAL REPORT 2015 - - Transportation and Communication 5,709,972 Total - Health and Social Services 26,809 - Education Services Other - Real Estate and Renting Services Professional Employment 5,683,163 - Hotel, Food and Beverage Services Financial Institutions - 5,683,163 Wholesale and Retail Trade Services - Electricity, Gas and Water Construction - Mining and Quarrying Manufacturing - - Fishery Industry - Farming and Livestock - Forestry Agricultural Current Period Contingent and NonContingent Claims on Sovereigns 76,313 74,025 - - - - 2,288 - - - 2,288 - - - - - - - - - 8,043 5,094 757 65 - - - 867 - 602 2,291 - 13 641 - 654 - - 4 4 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 260,106 65,167 - - - - 194,939 - - - 194,939 - - - - - - - - - 8,984,503 871,618 140,329 13,884 16,907 706,415 464,675 329,920 431,593 1,365,245 3,468,968 1,717,455 195,521 2,436,842 204,891 2,837,254 3,959 7,439 77,810 89,208 5,631,059 655,537 36,075 11,985 - 255,434 6,673 195,767 50,711 1,258,596 1,815,241 459,931 3,524 919,319 41,186 964,029 5,558 2,009 1,728,754 1,736,321 41,499 3,502 213 - 8,369 1 5,791 2,516 94,171 114,563 49,215 587 65,055 1,920 67,562 318 90 20,289 20,697 5,497,500 293,536 863,841 120,647 15,949 - 341,368 22,247 201,838 607,106 843,559 2,152,714 1,073,886 11,992 679,985 27,702 719,679 2,026 3,790 681,564 687,380 1,149,360 924,435 5,113 3,246 - 9,285 243 10,770 2,086 52,489 83,232 38,298 58 76,340 1,318 77,716 5 1 25,673 25,679 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - 1,742,901 - - - - - - - - - - - - - - - - - - Other Claims - 1,742,901 - - - - - - - - - - - - - - - - - - - Undertakings HigherShort-Term for Collective Risk Collateralized Past Categories Mortgage Claims on Investments in Transferable Due Defined by Marketable Securitization Banks and Securities Loans Agency Securities Exposures Corporate Risk Types Contingent and NonContingent Contingent Contingent and NonContingent Contingent and NonContingent and Nonand Non Contingent Contingent Claims Contingent Contingent and NonContingent and NonClaims on and NonIncluded Contingent Claims on Claims on Contingent in the Claims Contingent Banks and Contingent Regional Administrative Claims on Claims on Capital Claims on Regulatory Secured by Governments Units and Non- Multilateral Market Corporate Retail Residential commercial Development International and Local Property Authorities Enterprises Banks Organizations Intermediary Receivables Portfolios Risk Profile According to Counterparty and Sector Concentrations FC 535,777 180,066 1,356,711 130,785 1,667,562 2,992 4,060 22,070 29,122 209,063 593,343 409,334 766,027 46,369 13,128 - 398,533 Total 5,270,926 306,423 45,342 16,907 1,320,871 6,374,229 744,953 1,094,012 3,614,662 13,517,399 3,338,785 211,695 4,178,182 277,017 4,666,894 11,866 13,329 2,534,094 2,559,289 22,230,999 7,122,294 29,353,293 4,504,899 260,054 32,214 16,907 922,338 3,920,193 2,454,036 535,890 500,669 3,205,328 9,393,593 4,123,806 2,803,008 31,629 2,821,471 146,232 2,999,332 8,874 9,269 2,512,024 2,530,167 TRL (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 ŞEKERBANK T.A.Ş. FINANCIAL STATAMENTS 193 - Electricity, Gas and Water - Transportation and Communication 4,604,702 Total - Health and Social Services 12,674 - Education Services Other - Real Estate and Renting Services Professional Employment 4,592,028 - Hotel, Food and Beverage Services Financial Institutions - 4,592,028 Wholesale and Retail Trade Services - - Manufacturing Construction - Mining and Quarrying - - Fishery Industry - Farming and Livestock - Prior Period Agricultural Forestry Contingent and NonContingent Claims on Sovereigns 64,183 62,368 - - - - 1,815 - - - 1,815 - - - - - - - - - 5,672 4,122 127 1,414 - - - - - - 1,541 - - 5 - 5 - - 4 4 - - - - - - - - - - - - - - - - - - - - - - - 199,250 107,023 - - - - - - 92,227 - - - 92,227 - - - - - - - - - - - - - - - - - - - - - - - - 572,657 37,767 15,470 2,416 215,784 6,540 163,860 33,959 1,198,718 1,674,514 412,429 7,015 875,749 43,735 926,499 10,491 4,945 1,361,509 1,376,945 7,764,272 4,963,044 683,591 133,416 24,206 2,867 610,363 252,039 347,939 327,539 1,234,083 2,932,452 1,598,505 111,232 2,261,002 100,458 2,472,692 435 4,063 72,534 77,032 39,267 2,190 158 - 6,274 79 4,935 835 55,173 69,644 54,203 302 38,014 3,655 41,971 143 49 11,043 11,235 5,027,289 216,320 1,062,218 100,096 14,706 - 274,239 31,380 175,981 469,072 767,467 1,832,941 905,953 22,517 699,524 32,549 754,590 1,565 4,036 465,986 471,587 1,258,474 1,129,958 5,167 1,348 438 6,650 147 3,479 2,228 52,267 71,724 23,712 193 23,898 642 24,733 59 52 8,236 8,347 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - Other Claims - 1,554,061 - 1,554,061 - - - - - - - - - - - - - - - - - - Undertakings HigherShort-Term for Collective Risk Collateralized Past Categories Mortgage Claims on Investments in Due Defined by Marketable Securitization Banks and Transferable Securities Loans Agency Securities Exposures Corporate Risk Types Contingent and NonContingent Contingent Contingent and NonContingent Contingent and Non- Contingent and Nonand Non Claims Contingent Contingent and NonContingent Contingent Contingent and NonClaims on and NonIncluded Contingent Claims on Claims on Contingent in the Claims Contingent Banks and Contingent Regional Administrative Claims on Claims on Capital Claims on Regulatory Secured by Governments Units and Non- Multilateral Market Corporate Retail Residential commercial Development International and Local Property Authorities Enterprises Banks Organizations Intermediary Receivables Portfolios Risk Profile According to Counterparty and Sector Concentrations FC 218 - 20,582 20,800 41,895 91,936 338,441 Total 2,994,802 141,259 3,898,192 181,039 4,220,490 12,693 13,145 1,919,312 1,945,150 199,542 509,918 290,708 673,060 32,593 21,576 2,612 268,216 5,227,939 278,763 57,302 5,721 1,113,310 4,976,255 696,194 833,633 3,307,708 19,717,098 5,940,169 25,657,267 4,554,879 246,170 35,726 3,109 845,094 2,757,462 2,218,793 496,652 323,715 3,017,000 7,724,928 3,543,958 11,268,886 2,656,361 49,323 2,668,113 1,230,079 139,144 2,856,580 1,363,910 12,475 13,145 1,898,730 1,924,350 TRL (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 ŞEKERBANK T.A.Ş. 194 ŞEKERBANK ANNUAL REPORT 2015 195 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Division of the Risks by Remaining Maturities: Risk Types Current Period Contingent and Non-Contingent Claims on Sovereigns Contingent and Non-Contingent Claims on Regional Governments and Local Authorities Contingent and Non-Contingent Claims on Administrative Units and Non-commercial Enterprises Contingent and Non-Contingent Claims on Multilateral Development Banks Contingent and Non-Contingent Claims on International Organizations Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary Contingent and Non-Contingent Claims on Corporate Receivables Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios Contingent and Non-Contingent Claims Secured by Residential Property Past Due Loans Higher-Risk Categories Defined by Agency Collateralized Mortgage Marketable Securities Securitization Exposures Short-Term Claims on Banks and Corporate Undertakings for Collective Investments in Transferable Securities Other Claims Total 1 month 2,076,507 2,288 320 57,354 744,243 417,469 75,687 345 336,356 3,710,569 Remaining Maturities 1–3 months 3–6 months 6–12 months 2,074 842 9,076 2,430 358 384 58,715 8,459 11,223 2,279,065 728,806 697,209 1,854,388 315,067 715,293 1,359,330 130,997 383,094 2,868 6,434 4,781 65,844 5,567,217 1,250,373 1,819,147 Over 1 year 2,982,981 73,911 3,240 3,715 2,508,325 1,632,599 3,251,075 20,136 970,288 6,693 11,452,963 Amounts According to Risk Weights: Risk Weights Current Period Amount Before Credit Risk Mitigation Amount After Credit Risk Mitigation 0% 5,799,494 5,961,067 10% - 20% 140,784 140,784 50% 473,424 5,488,548 75% 8,366,159 5,497,071 100% 13,424,071 11,116,463 150% 548,909 548,909 200% 600,448 600,448 250% 2 2 Deductions from Equity 40,557 40,557 Division of the Risks by Remaining Maturities: Risk Types Prior Period Contingent and Non-Contingent Claims on Sovereigns Contingent and Non-Contingent Claims on Regional Governments and Local Authorities Contingent and Non-Contingent Claims on Administrative Units and Non-commercial Enterprises Contingent and Non-Contingent Claims on Multilateral Development Banks Contingent and Non-Contingent Claims on International Organizations Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary Contingent and Non-Contingent Claims on Corporate Receivables Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios Contingent and Non-Contingent Claims Secured by Residential Property Past Due Loans Higher-Risk Categories Defined by Agency Collateralized Mortgage Marketable Securities Securitization Exposures Short-Term Claims on Banks and Corporate Undertakings for Collective Investments in Transferable Securities Other Claims Total 1 month 2,012,605 45 88,786 360,707 298,414 50,287 658 271,546 3,083,048 Remaining Maturities 1–3 months 3–6 months 6–12 months 164,442 3,465 980 1,227 932 645 38,404 2,276 1,245 1,941,570 442,364 667,351 1,674,503 330,070 724,331 1,228,133 142,733 321,243 7,137 455 47,809 5,055,871 969,649 1,715,795 Over 1 year 2,117,993 63,622 1,102 749 2,367,379 1,286,883 3,002,449 1,105,637 9,945,814 Amounts According to Risk Weights: Risk Weights Prior Period Amount Before Credit Risk Mitigation Amount After Credit Risk Mitigation 0% 4,743,675 4,910,137 10% - 20% 109,649 90,877 50% 439,217 5,049,906 75% 7,003,833 4,780,834 100% 12,102,420 9,567,041 150% 379,390 379,390 Deductions 200% 1250% from Equity 879,053 32 43,853 879,053 32 43,853 196 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information According to Counterparty and Sector Concentrations Impaired Credits are the credits that either overdue more than 90 days as of the reporting date or are treated as impaired due to their creditworthiness. For such credits, “specific provisions” are allocated as per the Provisioning Regulation. Past Due Credits are the credits that overdue up to 90 days but not impaired. For such credits, “general provisions” are allocated as per the Provisioning Regulation. The collections related to loans for which provision is made in the current period are reversed from the “Provision for Loans and Other Receivables” account in the income statement. The collections related to loans written off or provisioned in prior years are recorded to “Collections Related to the Prior Period Expenses” under “Other Operating Income” account and related interest income is credited to the “Interest Received from Non-performing Loans” account. Current Period Significant Sectors/Counterparties Agricultural Farming and Livestock Prior Period Value Impaired Loans (**) Past Due Loans Adjustments (*) Provisions (**) Impaired Value Loans (**) Past Due Loans Adjustments (*) Provisions (**) 72,030 140,603 4,521 30,227 41,581 73,859 2,636 25,787 71,099 140,066 4,504 29,843 40,962 73,206 2,613 25,549 Forestry 225 12 - - 194 234 8 - Fishery 706 525 17 384 425 419 15 238 209,772 131,763 4,238 97,145 166,183 179,507 6,408 104,609 5,300 2,449 79 2,493 7,957 7,491 267 3,744 203,520 127,369 4,096 94,287 157,444 171,074 6,107 100,397 Industry Mining and Quarrying Manufacturing Electricity, Gas and Water 952 1,945 63 365 782 942 34 468 175,569 229,138 7,369 91,957 169,487 113,386 4,048 96,686 448,933 379,831 12,215 254,188 380,123 429,013 15,315 230,735 317,734 186,813 6,008 178,749 249,275 256,401 9,153 146,295 Hotel, Food and Beverage Services 6,567 25,276 813 3,612 5,425 11,268 402 2,930 Transportation and Communication 28,127 52,162 1,677 13,724 19,493 47,416 1,693 12,307 Construction Services Wholesale and Retail Trade Financial Institutions Real Estate and Renting Services 234 1,391 45 119 301 1,545 55 189 27,283 61,138 1,966 11,355 35,174 43,856 1,566 23,475 Professional Employment 162 - - 51 906 - - 468 Education Services 3117 1,324 43 708 2,894 3,201 114 1,628 Health and Social Services Other Total 65,709 51,727 1,663 45,870 66,655 65,326 2,332 43,443 138,445 278,242 8,947 89,677 118,226 256,331 7,821 81,803 1,044,749 1,159,577 37,290 563,194 875,600 1,052,096 36,228 539,620 Contains General Loan Loss Provision amount. Non performing loans classified as “Financial assets at fair value through profit and loss”amounting to TRL 6,704 Thousand(31 December 2014 –TRL 6,325 Thousand) and Specific provision amounting to TRL 2,131 Thousand (31 December 2014 – TRL 2,841 Thousand) in the current period. (*) (**) 197 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information related with Value Adjustments and Loan Loss Provisions Openning Charge of Provision Other Closing Balance the Period Cancelations (*) Adjustments Balance Specific Provision 539,620 560,435 (536,861) - 563,194 General Loan Loss Provision 165,003 54,070 (39,449) - 179,624 Other Closing Openning Charge of Provision Balance the Period Cancelations (*) Adjustments Balance Specific Provision 387,701 298,470 (146,551) General Loan Loss Provision 136,436 44,343 (16,349) (*) - 539,620 - 164,430 Includes provision cancelations of non-performing loans classified in the related period. The Parent Bank effectively applies internal rating / scoring models in its credit allocation processes. In this context, various rating and scoring models are used in the credit risk assessment of diffferent clusters of customers: the rating model is applied for corporate / commercial customers, the scoring models are customized for the SMEs and for the micro-enterprises. Other scoring models are also in use for retail loans and credit cards. All these models are reviewed and redeveloped on a regular basis in line with the historical data analysis. Current Period AAA AA A BBB BB B Explanation Loans Non-cash loans Total risk Very High quality 200,630 418,886 619,516 627,586 High quality 230,899 396,687 Good quality 474,110 376,441 850,551 Quality 654,481 659,512 1,313,993 Medium Quality 1,936,084 1,044,259 2,980,343 2,450,593 Low Quality 1,811,740 638,853 Very low quality 1,787,425 959,811 2,747,236 Very very low quality 1,996,350 330,146 2,326,496 C Substandard 1,403,657 405,386 1,809,043 D Highly substandard 791,771 145,424 937,195 5,535,422 411,876 5,947,298 CCC CC Non-rated (*) Total Explanation Very High quality High quality Good quality Quality Medium Quality Low Quality Very low quality Very very low quality Substandard Highly substandard Loans 139,184 247,265 408,805 774,539 1,254,212 2,052,892 1,365,572 1,290,673 1,288,931 857,675 5,137,730 14,817,478 Non-cash loans Total risk 410,596 549,780 301,278 548,543 471,158 879,963 534,419 1,308,958 965,168 2,219,380 954,792 3,007,684 573,754 1,939,326 450,990 1,741,663 369,114 1,658,045 111,975 969,650 475,035 5,612,765 5,618,279 20,435,757 (*) Relevant scoring model is applied to those customers whose annual turnover does not exceed TRL 5 million and/or credit limit does not exceed TRL 500 Thousand. Credit Rating System Rating Prior Period Rating AAA AA A BBB BB B CCC CC C D Non-rated (*) Total 16,822,569 5,787,281 22,609,850 (*) Relevant scoring model is applied to those customers whose annual turnover does not exceed TRL 10 million. III. Explanations Related to the Consolidated Market Risk Market risk is the possibility of loss that the Group may face, in its trading books value arising from movements in market prices. The Parent Bank’s policies and procedures related to market risk are in line with the “Regulation on Internal Systems of Banks” and the “Regulation on Measurement and Evaluation of the Capital Adequacy of Banks” and approved by the Board of Directors. The Boards of Directors have approved both nominal-based limits (transaction, dealer, desk and stop-loss limits) and risk-based limits (Value-at-Risk limits) monitored on a daily basis; all of which are reviewed and revised at least once a year, with respect to market conditions and changes in the Group’s strategies. Within the context of Capital Adequacy, the Group’s market risk exposure is calculated through the use of the “Standard Method” in line with the legislation. In these calculations, the Group’s on- and off-balance sheet trading book items covering the portfolio of trading securities, and derivatives are all taken into consideration. Within the Group, market risk exposure is measured, monitored and reported on a daily basis. In this context, “Value-at-Risk (VaR) Methods” are applied as internal model. Among these methods, the “Variance Covariance Method” also known as the “Parametric Method” is used in reporting, while the “Historical Simulation” and the “Monte Carlo Simulation” methods, on the other hand, are used for comparison, in times when volatility increases a great extent. VaR measurements are based on an observation period covering the last 250 workdays and a 99 % confidence level. In “Economic Capital” measurements based on VaR, a 10-day holding period is applied. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the impact of adverse movements in the markets, while the effectiveness of the Parent Bank’s internal model is tested by using back tests on a daily basis. 198 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Amount (I) Capital requirement to be employed for general market risk Standard method (*) 5,096 (II) Capital requirement to be employed for specific risk Standard method 4,888 Standard method for specific risk of necessary capital requirement on securitization positions - (III)Capital requirement to be employed for currency risk Standard method 7,364 (IV)Capital requirement to be employed for commodity risk Standard method - (V)Capital requirement to be employed for settlement risk Standard method - (VI)Total capital requirement to be employed for market risk resulting from options–Standard method 1,694 (VII)Counterparty credit risk capital requirement - Standard method 16,826 (VIII) Total capital requirement to be employed for market risk in banks using risk measurement model - (IX) Total capital requirement to be employed for market risk (I+II+III+IV+V+VI+VII+VIII) 35,868 (X) Market Value at Risk (12,5 x VIII) or (12,5 x IX) 448,350 (*) Capital requirement for general market risk and specific risk which is related to the Ordinary Investment Partnerships’ positions under special approach scope, is shown under Capital requirement to be employed for general market risk. Average market risk table calculated at the end of the months during the period: Current Period Prior Period Average Maximum Minimum Average Maximum Minimum Interest Rate Risk (**) Equity Risk (*) Currency Risk 12,115 21,507 10,133 16,308 14,293 14 - 18 55 168 3,324 93 8,788 11,810 8,747 15,842 28,918 12,673 Commodity Risk - - - - - - Settlement Risk - - - - - - 809 300 943 788 1,017 295 19,644 22,094 15,617 18,402 19,622 14,360 517,125 696,388 443,225 642,438 800,225 384,313 Option Risk Counter Party Credit Risk Total Value Subject to Risk Market risk calculated from the investment funds is shown under equity risk. Capital requirement for general market risk and specific risk which is related to the Ordinary Investment Partnerships’ positions under special approach scope , is shown under interest rate risk . (*) (**) Explanation Related to Consolidated Counter Party Risk Counter party credit risk is the possibility of a loss that the Group may face, in the event that the counter party to a transaction could default before the final settlement of the transaction’s cash flows. The Group sets country limits and counter party limits in order to limit its concentration by means of limiting maximum risk per each country and counter party. These limits are determined by means of evaluating the Group’s current and targeted foreign trade volume and treasury needs, and take effect upon the decree of the Boards of Directors. Within this scope, separate sub limits for Foreign Trade and Treasury operations to be undertaken and separate limits for different products within these two main categories are assigned. The sum of the risks to be taken for different products in a country cannot exceed the country limit assigned for the said country by the Boards of Directors. These limits are monitored through the system and limit excisions are not allowed. These limits as a whole or on a country or counter party basis are revised at least once a year or when deemed necessary under the global market conditions, and submitted to the Boards of Directors for approval. In the event that the rating of a country declines below the acceptable levels determined in the Parent Bank’s risk management policy approved by the Board of Directors, country limits are reset in the system, ensuring that no additional risk is taken in that country. In cases where the developments are negative but the rating remains the same, it is evaluated whether the country risk should be taken or not; if appropriate, it is ensured that no risk other than the current risk is taken. In that case, the country limits assigned to that country in the system are closed to new transactions in order to prevent an additional exposure, while, in relation to the current exposure, the guarantee of the transaction is reinforced in cases where possible. In cases where this is not possible, however, it is ensured that the exposure is disposed of by searching the opportunities to distribute/sell it. The guarantees acquired from the supra national organizations (EBRD, IFC, World Bank, etc.) can be used to mitigate the country risk. In case of various negative developments in a counterparty institution, the said developments are evaluated, and the counterparty limits are reset in the system, ensuring that no additional risk is taken for that institution. In relation to the current risk, on the other hand, the guarantee of the transaction is reinforced if possible, in line with the general loan process of the Group. Besides, the bank/ financial institution is contacted in order to mitigate the current exposure; efforts are made to obtain collateral guarantees and close the exposure before its maturity. The guarantees from the supra national organizations (EBRD, IFC, World Bank, etc.) and the other banks/financial institutions that are highly creditable to the Group for the bank/financial institution subject to risk can be used to mitigate the counterparty risk. The risk of the bank / financial institutions may be mitigated through the guarantee of another bank / financial institution operating in the same country with that bank / financial institution or in a different country. 199 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Collateralise Support Annex (CSA) is designed as an attachment of derivative agreements signed with counterparties (ISDA) as counterparty risk mitigation tool. According to indemnification agreement, market value of derivative instruments is determined on a daily basis and the amount of collateral that has to be hold is determined according to the market value of derivative instruments. The Boards of Directors have approved limits (position limits, stop-loss limits) compliant with the regulatory “Foreign Exchange Net General Position / Equity Standard Ratio” and based on the Group’s capital. These limits are monitored on a daily basis and reviewed and revised at least once a year, with respect to market conditions and changes in the Group’s strategies. Collateral balances are followed under “Guarantees received” accounts when guarantees are taken on behalf of the Bank and followed under “Guarantees given” accounts when guarantees are possessed in the counterparty account. Within the context of Capital Adequacy, the Group’s currency risk exposure is calculated through the use of the “Standard Method” in line with the legislation. In these calculations, the Group’s foreign currency assets and foreign currency liabilities together with the forward transactions and gold position are all taken into consideration. Information Related to Consolidated Counter Party Risk Interest Rate Swap Agreements Cross Currency Swap Agreements Commodity Agreements Stock Agreements Other Positive Fair Value Gross Amount Net off Benefits Net off Current Risk Amount Collaterals Net Position of Derivatives Current Period 51,938 215,864 19,023 137,513 179,639 57,191 Prior Period 100,443 229,416 16,893 141,445 165,480 31,632 IV. Explanations Related to Consolidated Operational Risk a) The amount subject to Operational Risk is calculated by means of using Basic Indicator Approach, in line with the article no: 23 and 24 of Regulation on Measurement and Assessment of Capital Adequacy of Banks on yearly basis. The amount for the current period is TRL 2,079,049 Thousand (31 December 2014 - TRL 1,833,992 Thousand). Gross Income (GI) The amount subject to Operational Risk (Total*12.5) Total/ 2 Prior 1 Prior Current Positive Period Period Period GI Year Ratio Amount Amount Amount Numbers (%) 1,088,555 1,057,804 1,180,120 3 15 Total 166,324 2,079,049 b) The Parent Bank does not use the Standard Approach. V. Explanations Related to the Consolidated Currency Risk Currency risk is the possibility of loss that the Group may face, in its total on- and off-balance sheet accounts and positions in foreign currencies, arising from changes in exchange rates. The Parent Bank’s policies and procedures related to currency risk are in line with the “Regulation on Internal Systems of Banks” and the “Regulation on Measurement and Evaluation of the Capital Adequacy of Banks” and approved by the Board of Directors. Within the Group, currency risk exposure is measured, monitored and reported on a daily basis. In this context, “Value-at-Risk (VaR) Methods” are applied as internal model. Among these methods, the “Variance Covariance Method” also known as the “Parametric Method” is used in reporting, while the “Historical Simulation” and the “Monte Carlo Simulation” methods, on the other hand, are used for comparison, in times when volatility increases a great extent. VaR measurements are based on an observation period covering the last 250 workdays and a 99 % confidence level. In “Economic Capital” measurements based on VaR, a 10-day holding period is applied. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the impact of adverse movements in the markets, while the effectiveness of the Parent Bank’s internal model is tested by using back tests on a daily basis. As of 31 December 2015, the Group’s balance sheet short position is TRL 2,913,789 Thousand (31 December 2014 – TRL 2,361,552 Thousand short) and long position on the off balance sheet amounting to TRL 2,946,962 Thousand (31 December 2014 TRL 2,441,489 Thousand long), resulting in total net long position amounting to TRL 33,173 Thousand (31 December 2014- TRL 79,937 Thousand total net long). The announced current foreign exchange buying rates of the Parent Bank at 31 December 2015 and the previous five working days in full TRL are as follows: USD CHF GBP 100 JPY EURO 24.12.2015 25.12.2015 28.12.2015 29.12.2015 30.12.2015 2.9187 2.9123 2.9157 2.9084 2.9076 2.9510 2.9425 2.9445 2.9368 2.9278 4.3414 4.3439 4.3417 4.3141 4.3007 2.4189 2.4146 2.4133 2.4098 2.4078 3.1968 3.1904 3.2006 3.1921 3.1776 31.12.2015 2.9181 2.9354 4.3181 2.4180 3.1838 The simple arithmetic averages of the major current foreign exchange buying rates of the Parent Bank for the thirty days before 31 December 2015 are as follows: USD CHF GBP 100 JPY EURO Monthly Average Foreign Exchange Rate 2.9177 2.9269 4.3692 2.3930 3.1765 200 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information on the foreign currency risk of the Group: EUR Current Period Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey Due From Other Banks and Financial Institutions Financial Assets at Fair Value Through Profit and Loss Money Market Placements Financial Assets Available-For-Sale Loans Subsidiaries, Associates and Entities Under Common Control Held-To-Maturity Investments Tangible Assets Intangible Assets Other Assets Total Assets Liabilities Bank Deposits Foreign Currency Deposits Money Market Borrowings Funds Provided From Other Financial Institutions Securities Issued Sundry Creditors Other Liabilities Total Liabilities Net Balance Sheet Position Net Off-Balance Sheet Position Financial Derivative Assets Financial Derivative Liabilities Non-Cash Loans Prior Period Total Assets Total Liabilities Net Balance Sheet Position Net Off-Balance Sheet Position Financial Derivative Assets Financial Derivative Liabilities Non-Cash Loans About Currency Risk Table as of 31 December 2015; USD Other FC Total 423,707 1,388,858 464,071 2,276,636 15,272 23,785 72,891 1,940 5,868 920,117 2,688,864 32,843 7,808 3,641,824 413 1,998 227,458 136,268 1,607,056 4,237,541 6,737 527,436 413 1,998 370,463 6,372,033 422,181 274,881 2,322,318 2,436,499 - 9,826 250,699 - 706,888 5,009,516 - 806,686 2,516,481 104,972 13,627 2,481 6,176 3,658,638 5,247,664 114,662 4,333 379,520 3,323,167 233,261 12,990 9,285,822 33,834 (2,051,582) (1,010,123) 1,993,177 1,100,000 2,818,608 2,470,221 825,431 1,370,221 590,344 1,420,539 147,916 (2,913,789) (146,215) 2,946,962 183,753 5,472,582 329,968 2,525,620 343 2,011,226 The principal amount of currency indexed loans amounting TRL 849,568 Thousand and accruals amounting TRL 142,735 Thousand are shown under loans. According to the regulation about Foreign Currency Net General Position / Equity Standard Ratio Calculation, Foreign Currency amounts that are not shown in the present currency risk table are as follows: Derivative Financial Assets Held-for-Trading: TRL 44,087 Thousand Prepaid expenses: TRL 33,413 Thousand Derivative Financial Liabilities Held-for-Trading: TRL : 35,314 Thousand Unearned income from instalment sale of assets: TRL 1,984 Thousand. General Provisions:TRL 754 Thousand Equity: TRL 7,189 Thousand Financial Derivative Asset amount includes TRL 53,908 Thousand forward asset purchase commitment and TRL 37,756 Thousand option contracts. Financial Derivative Liabilities amount includes TRL 29,988 Thousand forward asset selling commitment and TRL 37,533 Thousand option contracts. About Currency Risk Table as of 31 December 2014; The principal amount of currency indexed loans amounting TRL 856,931 Thousand and accruals amounting TRL 94,184 Thousand are shown under loans. The principal amount of currency indexed funds borrowed amounting to TRL 19,210 Thousand and accruals amounting TRL 111 Thousand are shown in the Funds Provided From Other Financial Institutions line. According to the regulation about Foreign Currency Net General Position / Equity Standard Ratio Calculation, Foreign Currency amounts that are not shown in the present currency risk table are as follows: Derivative Financial Assets Held-for-Trading: TRL 40,820 Thousand Prepaid expenses: TRL 7,365 Thousand Derivative Financial Liabilities Held-for-Trading: TRL 52,692 Thousand General Provisions:TRL 652 Thousand Equity: TRL 2,678 Thousand Financial Derivative Asset amount includes TRL 43,823 Thousand forward asset purchase commitment and TRL 29,999 Thousand option contracts. Financial Derivative Liabilities amount includes TRL 47,536 Thousand forward asset selling commitment and TRL 29,999 Thousand option contracts. Foreign currency sensitivity: The Group is mainly exposed to EUR and USD currencies. The following table details the Group’s sensitivity to a 10 % increase or decrease in the TRL against USD and EUR. 10 % is the sensitivity rate used when reporting foreign currency risk internally to the top management and represents management’s assessment of the possible change in foreign exchange rates. A positive number indicates an increase in profit or loss and equity when the TRL appreciates against USD and EUR. Increase in currency rate in % Effect on profit or loss Effect on equity 31.12.2015 31.12.2014 31.12.2015 31.12.2014 31.12.2015 31.12.2014 1,087,495 3,865,066 3,059,585 4,419,355 (1,972,090) (554,289) 1,973,996 623,129 2,694,941 2,553,200 720,945 1,930,071 455,187 1,437,310 527,794 5,480,355 362,967 7,841,907 164,827 (2,361,552) (155,636) 2,441,489 103,002 5,351,143 258,638 2,909,654 232 1,892,729 USD 10 10 8,988 6,884 719 268 EUR 10 10 (5,840) 191 - - The Group’s sensitivity to foreign currency rates has not changed much during the current period. 201 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) VI. Explanations Related to the Consolidated Interest Rate Risk Interest rate risk is the possibility of loss that the Group may face, in relation to its structural position arising from adverse movements in interest rates. The Parent Bank’s policies and procedures related to interest rate risk are in line with the “Regulation on Internal Systems of Banks” and the “Regulation on Measurement and Evaluation of the Capital Adequacy of Banks” and approved by the Board of Directors. Within the context of Capital Adequacy, the Group’s interest rate risk exposure is calculated through the use of the “Standard Method” in line with the legislation. The Group takes interest rate risk positions in both the trading book and banking book. The interest rate risk arising from the trading book is evaluated within the scope of market risk, and thus, measured, monitored, and managed in line with market risk policies and procedures. Within the Parent Bank, interest rate risk exposure is measured, monitored and reported on a daily basis. In this context, “Value-at-Risk (VaR) Methods” are applied as internal model. Among these methods, the “Variance Covariance Method” also known as the “Parametric Method” is used in reporting, while the “Historical Simulation” and the “Monte Carlo Simulation” methods, on the other hand, are used for comparison, in times when volatility increases a great extent. Average interest rates applied to monetary financial instruments Current Period (*) Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit,Cheques Purchased) and Balances with the Central Bank of Turkey Due From Other Banks and Financial Institutions Financial Assets at Fair Value Through Profit and Loss Money Market Placements Financial Assets Available-for-Sale Loans Held-to-Maturity Investments Liabilities Bank Deposits Other Deposits Money Market Borrowings Sundry Creditors Securities Issued Funds Provided From Other Financial Institutions (*) VaR measurements are based on an observation period covering the last 250 workdays and a 99 % confidence level. In “Economic Capital” measurements based on VaR, a 10-day holding period is applied. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the impact of adverse movements in the markets, while the effectiveness of the Parent Bank’s internal model is tested by using back tests on a daily basis. It is the priority of the Asset Liability Management to provide protection against adverse movements in market interest rates. In this context, gap analyses, duration and economic value analyses as well as sensitivity analyses are evaluated on a weekly basis by the Parent Bank’s Asset Liability Committee. Simulations on net interest income are performed according to macroeconomic indicator estimations in the Parent Bank’s budget targets, while the potential negative impact of adverse movements in market interest rates on the financial position and cash flows is minimized through target revisions. The Group management monitors the market interest rates on a daily basis, and is able to change the interest rates applied by the Group whenever it is necessary. USD JPY TRL 0.04 0.23 - 11.55 2.33 4.96 - 5.00 5.96 8.08 5.28 - 6.07 9.35 4.49 14.71 5.06 1.45 1.89 0.01 1.54 0.85 1.89 0.13 2.75 - 11.55 10.63 9.53 11.16 7.14 EUR USD JPY TRL 0.54 0.33 - 11.08 2.68 5.86 - 5.63 6.19 8.08 1.97 2.24 0.14 2.79 5.27 - 6.26 9.39 5.11 15.44 4.94 Interest rates belong to the Parent Bank. Prior Period (*) Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey Due From Other Banks and Financial Institutions Financial Assets at Fair Value Through Profit and Loss Money Market Placements Financial Assets Available-for-Sale Loans Held-to-Maturity Investments Liabilities Bank Deposits Other Deposits Money Market Borrowings Sundry Creditors Securities Issued Funds Provided From Other Financial Institutions (*) EUR Interest rates belong to the Parent Bank. 2.01 2.34 0.1 1.94 10.8 10.13 9.59 10.64 6.31 202 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Information related to the interest rate sensitivity of assets, liabilities and off-balance sheet items (based on repricing dates) Up to 1 Month 1-3 Months Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased and Balances with the Central Bank of Turkey 195,872 15,385 - - - 2,626,298 2,837,555 Due From Other Banks and Financial Institutions 60,420 128 822 - - 39,368 100,738 Financial Assets at Fair Value Through Profit and Loss 36,088 14,872 41,874 63,943 6,071 671 163,519 7,000 - - - - - 7,000 207,355 473,501 479,880 361,105 195,736 7,396 1,724,973 6,575,352 1,381,968 2,687,048 5,625,374 551,921 906 16,822,569 206,332 264,961 799,898 - 542 - 1,271,733 391,351 119,485 207,354 210,283 7,765 1,814,429 2,750,667 7,679,770 2,270,300 4,216,876 6,260,705 762,035 Current Period 3-12 Months 1-5 Years 5 Years Non-Interest and Over Bearing Total Assets Money Market Placements Financial Assets Available-For-Sale Loans (*) Held-To-Maturity Investments Other Assets Total Assets 4,489,068 25,678,754 Liabilities Bank Deposits 951,816 69,434 5,431 - - 440,625 1,467,306 Other Deposits 7,574,121 2,974,015 1,191,108 16,168 - 1,670,826 13,426,238 2,060,413 2,054,034 6,379 - - - - Sundry Creditors Money Market Borrowings 95,290 4,806 - - - 249,308 349,404 Securities Issued - 696,523 278,930 335,126 - - 1,310,579 930,369 562,325 2,054,177 188,334 179 70 3,735,454 142,497 62,999 26,391 90,186 149 3,007,138 3,329,360 11,748,127 4,376,481 3,556,037 629,814 328 5,367,967 25,678,754 Funds Provided From Other Financial Institutions Other Liabilities Total Liabilities Balance Sheet Long Position - - 660,839 5,630,891 761,707 - 7,053,437 Balance Sheet Short Position (4,068,357) (2,106,181) - - - (878,899) (7,053,437) Off-Balance Sheet Long Position - - - - - - - Off-Balance Sheet Short Position - - - - - - - (4,068,357) (2,106,181) 660,839 5,630,891 761,707 (878,899) - Total Position The Group classified Loans and Receivables amounting to TRL 382,730 Thousand, under financial assets at fair value through profit and loss. Non performing loans classified as “Financial assets at fair value through profit and loss”amount to TRL 6,704 Thousand and Specific provision amount to TRL 2,131 Thousand. (*) 203 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Prior Period Up to 1 Month 1-3 Months 3-12 Months 1-5 Years 5 Years Non-Interest and Over Bearing Total Assets Cash (Cash in Vault, Foreign Currency Cash, Money in Transit, Cheques Purchased) and Balances with the Central Bank of Turkey 31,869 - - - - 2,312,974 Due From Other Banks and Financial Institutions 82,456 - 707 - - 63,019 146,182 41,851 12,803 23,810 86,819 5,108 437 170,828 Financial Assets at Fair Value Through Profit and Loss Money Market Placements Financial Assets Available-For-Sale 2,344,843 8,000 - - - - - 8,000 356,875 393,099 295,098 3,246 1,555 6,884 1,056,757 5,577,312 1,044,351 2,463,278 5,222,977 508,851 709 14,817,478 Held-To-Maturity Investments 207,736 395,228 766,216 - 329 - 1,369,509 Other Assets 330,950 115,973 163,685 230,253 21,675 1,496,592 2,359,128 6,637,049 1,961,454 3,712,794 5,543,295 537,518 3,880,615 22,272,725 Loans (*) Total Assets Liabilities Bank Deposits 624,046 64,267 3,007 - - 277,723 969,043 Other Deposits 7,194,571 2,665,112 1,217,968 17,557 - 1,555,284 12,650,492 1,496,282 - - - - - 1,496,282 Sundry Creditors Money Market Borrowings 56,033 4,217 - - - 328,634 388,884 Securities Issued 180,935 765,409 48,388 124,201 - - 1,118,933 Funds Provided From Other Financial Institutions 227,002 867,992 854,279 185,398 337,408 22 2,472,101 Other Liabilities Total Liabilities Balance Sheet Long Position Balance Sheet Short Position 195,652 122,702 8,124 32,544 8,855 2,809,113 3,176,990 9,974,521 4,489,699 2,131,766 359,700 346,263 4,970,776 22,272,725 - - 1,581,028 5,183,595 191,255 - 6,955,878 (3,337,472) (2,528,245) - - - (1,090,161) (6,955,878) Off-Balance Sheet Long Position 3,000 - - - - - 3,000 Off-Balance Sheet Short Position - - (3,000) - - - (3,000) (3,334,472) (2,528,245) 1,578,028 5,183,595 191,255 (1,090,161) - Total Position (*) The Group classified Loans and Receivables amounting to TRL 348,713 Thousand, under financial assets at fair value through profit and loss. Non performing loans classified as “Financial assets at fair value through profit and loss”amount to TRL 6,325 Thousand and Specific provision amount to TRL 2,840 Thousand. Interest rate sensitivity: As of the balance sheet date, under the assumption that market interest rates change by 1 % for both the Turkish Lira and foreign currency denominated items and all other things stay constant: • The Group’s net interest income would grew by 3.67 % or by TRL 41,505 Thousand (31 December 2014- Net interest income of the Group would grew by 3.02 % or by TRL 32,345 Thousand). In the first step, net interest income is calculated by evaluating interest rate sensitive assets and liabilities with their original interest rates. In the second step, interest rate sensitive assets and liabilities are evaluated under the assumption that the market interest rates rise by a 100 bps parallel shift. The difference constitutes the sensitivity of net interest income. 204 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The interest rate risk of the banking book items: Economic valuation differences from fluctuations on interest rates, in different currencies, are presented in the table below (*): The Group may be exposed to interest rate risk in the banking book arising from: • • • • Repricing Risk is the major source of Interest Rate Risk. It arises from the mismatches in maturities (in instruments with fixed interest rates) and the mismatches in repricing frequencies (in instruments with floating interest rates) within the Group’s assets, liabilities and interest bearing off balance sheet items. Yield Curve Risk arises from unanticipated changes in the relationships across the spectrum of maturities; i.e. the slope and the shape of the yield curve. Therefore, it exacerbates the impact stemming from the mismatches in maturities and repricing frequencies. Basis Risk arises from imperfect correlations in the spreads due to imperfect adjustment of rates earned and paid on different instruments within the Group’s assets, liabilities and interest bearing off balance sheet items with otherwise similar maturities or repricing frequencies. Optionality Risk arises from the behavioural optionality embedded within the Group’s assets, liabilities and interest bearing off balance sheet items, differing from their contractual maturities; such as prepayment (in part or in full) of loans, calling of wholesale funding, and withdrawals or roll-overs of demand deposits as well as time deposits. Current Period Currency TRL EURO USD (437,106) (15.12)% -400 415,148 14.36% +200 15,302 0.53% -200 (6,259) (0.22)% +200 (5,482) (0.19)% -200 6,226 0.22% 415,115 14.36% (427,286) (14.78)% Total (For positive shocks) (*) (Gain) /Shareholders’ (Gain) / Equity – Loss/ Loss Shareholders’ Equity +500 Total (For negative shocks) The interest rate risk table belongs to the Parent Bank. Prior Period Currency The Parent Bank’s policies and procedures related to interest rate risk are in line with the “Regulation on Internal Systems of Banks” and the “Regulation on Measurement and Evaluation of the Capital Adequacy of Banks” and approved by the Parent Bank’s Board of Directors. TRL The Boards of Directors have approved Risk Limits regarding the interest rate risk arising from the banking book, monitored on a weekly basis; all of which are reviewed and revised at least once a year, with respect to market conditions and changes in the strategies. These limits are based on the capital and determine the acceptable level of interest rate risk by certain maturity buckets. USD The Group employs two separate approaches, i.e. “income approach” and “economic value approach” in order to measure and monitor the impact of interest rate risk on its income and capital. The “income approach” is employed in order to calculate the impact of movements in market interest rates on Net Interest Income, while the “Economic Value Approach” is employed in order to calculate the same impact on the Economic Value of Equity. As the “Economic Value Approach” offers a much more comprehensive view since it considers the present value of all the future cash flows, it constitutes the base for the Parent Bank’s Asset Liability Management. Additionally, stress tests and scenario analyses are applied in order to measure and monitor the changes in interest rate sensitive on- and off-balance sheet items, arising from adverse movements in interest rates. Applied Shock (+/- x basis point) Applied Shock (+/- x basis point) (Gain) /Shareholders’ (Gain) / Equity – Loss/ Loss Shareholders’ Equity +500 (376,277) (13.43)% -400 346,626 12.38% +200 10,395 0.37% -200 (1,117) (0.04)% +200 (8,188) (0.29)% -200 8,999 0.32% Total (For negative shocks) 354,508 12.66% Total (For positive shocks) (374,070) (13.36)% EURO (*) The interest rate risk table belongs to the Parent Bank. VII. Explanations Related to Consolidated Stock Position Risk Consolidated Stock Position Risk Due from Banking Book: None. VIII. Explanations Related to Consolidated Liquidity Risk Management and Consolidated Liquidity Coverage Ratio Liquidity risk is the possibility of a loss that the Group may face, when there is not sufficient cash or cash inflow to meet the cash outflow in full and also in time. Liquidity risk may also occur when the market penetration is not adequate, when open positions cannot be closed in time, at suitable prices and at sufficient amounts, due to some barriers and some break-ups in the markets. 205 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) a) Information on risk capacity of the Parent Bank, responsibilities and structure of liquidity risk management, the Parent Bank’s internal liquidity risk reporting, communication between the Board of Directors and business lines on liquidity risk strategy, policy and application: The major policy of the Parent Bank is to maintain an asset structure that it will be sufficient to fulfill all its obligations through the use of liquid sources in time and in a sound manner. The objective of the liquidity risk management is to maintain the Parent Bank’s financial stability by means of maintaining the Parent Bank’s liquidity risk exposure at measurable and tolerable levels. Thus, it is also the objective to protect the Parent Bank’s shareholders from any potential loss that might arise from adverse movements in the Parent Bank’s liquidity position. The Parent Bank’s policies and procedures related to the liquidity risk are approved by the Parent Bank’s Board of Directors. The major factors mentioned below are addressed in those policies and procedures: The Oversight of the Board of Directors of the Parent Bank: Accordingly, the Board of Directors of the Parent Bank set the Asset Liability Committee (ALCO) as the senior management committee responsible for management of the Parent Bank’s balance sheet, usage of funds, and financial management. ALCO sets the strategies for management of the balance sheet, funding, source planning and liquidity as well as conducting stress tests and scenario analyses. Treasury implements these strategies in order to manage liquidity. The Board of Directors has accepted “Risk Limits” as part of the Parent Bank’s policies and procedures related to the liquidity risk. The compliance with these limits are monitored on a regular basis; all of which are reviewed and revised (if deemed necessary) at least once a year, with respect to the market conditions and changes in the Parent Bank’s strategies. The compliance with the “Risk Limits” is a mandatory agenda item in the regular monthly meetings of the Board of Directors. The liquidity risk profile is analysed, monitored, and assessed by the Risk Management Unit in the Parent Bank. The said Unit presents its findings through those assessments as well as the compliance with the “Risk Limits” to ALCO on a weekly basis and to the Parent Bank’s Board of Directors on a monthly basis. - The Board of Directors approves policies and procedures related to the liquidity risk, all in line with the Parent Bank’s annual budget and the growth strategies for medium and long term. b) Information on the centralization degree of liquidity management and funding strategy and the functioning between the Parent Bank and the Parent Bank’s subsidiaries: - The Board of Directors determines the capital structure to cover the Parent Bank’s liquidity risk profile, all in line with the Parent Bank’s annual budget and the growth strategies for medium and long term. - The Board of Directors segregates the duties, authorities and responsibilities related to measuring, monitoring, controlling, auditing and management of the liquidity risk, through internal regulations on related committies and units. The management of liquidity has a decentralised structure. In this context, each subsidiary executes its liquidity management function by its own units/ departments/services responsible for carrying out the function of the financial management. Besides, the Parent Bank provides funding to its subsidiaries in line with the regulatory limits while also taking the market conditions into consideration. The Oversight of the Senior Management of the Parent Bank: - The Parent Bank’s senior management implements systems and standards related to measuring, monitoring, controling, auditing and management of the liquidity risk, with respect to its duties, authorities, and responsibility areas. - The Parent Bank’s senior management takes measures to ensure the development of technical konwledge and competencies of human resources as well as information systems infrastructure so that the measuring, monitoring, controling and auditing of the liquidity risk, are all executed in a sound manner. - The Parent Bank’s senior management analyses potential liquidity risk which may arise from the new banking products and services which the Bank plans to implement. The Parent Bank’s Board of Directors and senior management segregate the responsibilities within the scope of the liquidity risk management among the Asset Liability Committee, Treasury and Risk Management Units. c) Information on the Parent Bank’s funding strategy including the policies on funding types and variety of maturities: Liquidity is accepted as the ability of a bank to fund increases in its assets and meet its obligations as they come due, without incurring unacceptable losses. In management of the Parent Bank’s liquidity, the following factors are taken into consideration: - - - - - Current and foreseen asset quality for the coming period, Current and foreseen funding requirements for the coming period, Creation of assets that are easily liquidated in the markets, Creation of assets that have regular cash flows, Diversification of funding sources, prevention of concentration. Deposits are the foundation of the Parent Bank’s liquidity. It is deemed essential to maintain a stable and cost-effective deposit base. 206 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Parent Bank acknowledges that the deposit structure in Turkish banking industry is generally short-term; that the time deposits are rolled over frequently, and that their real maturities are much more longer than the contractual maturities. It is thus a fundamental that roll-over rates of time deposits are monitored on a continuous basis. which are reviewed and revised (if deemed necessary) at least once a year, with respect to the market conditions and changes in the Parent Bank’s and Şekerbank (Kıbrıs) Ltd.’s strategies. The Parent Bank’s and Şekerbank (Kıbrıs) Ltd.’s liqudity risk is also assessed through the following “Risk Limits”: The stickiness of the deposits are analysed in 2 separate ways: - - With regards to the time deposits: the objective is to determine the roll-over rates of those deposits. With regards to the sight deposits: the objective is to determine the overall volatiliy in those deposits in order to further determine both the “core” and “volatile” sections as part of those deposits. Both the time and sight deposits are also analysed based on currency types as well as such sub-classes as savings deposits and commercial deposits. As an indicator of the Parent Bank’s liquidity, the concentration in the Parent Bank’s deposit structure as well as the breakdowns by retail/commercial deposits and by Turkish Lira/foreign currency deposits are all monitored. As an indicator of the market liquidity, the spread between O/N repo rates and the average of those deposit rates of the first 10 savings banks (classified by their asset size) is monitored. d) Information on liquidity management on the basis of currencies constituting a minimum of five percent of the Parent Bank’s total liabilities: In order to measure and monitor the impact of the liquidity risk, the Parent Bank uses cash flow gap analyses indicating both current and future transactions. In these analyses, it is evaluated for how long the mismatches in the maturities of assets, liabilities and interest bearing off balance sheet items take, with respect to the maturity buckets. In cash flow gap analyses: - - - Aggregate, Turkish Lira and foreign currency items are tabulated seperately. Calculation for currency items that exceed 5 % of the Parent Bank’s total assets (USD, EUR, etc. items) are done seperately. Currency items that do not exceed 5 % of the Parent Bank’s total assets are aggregated with the Eur items. e) Information on liquidity risk mitigation techniques: The Parent Bank and Şekerbank (Kıbrıs) Ltd., while monitoring its liquity position, thoroughly oversee its compliance with the regulatory liquidity coverage ratios. The Parent Bank’s and Şekerbank (Kıbrıs) Ltd.’s Boards of Directors approved these regulatory limits as “Risk Limits” to be complied with and additionally set “Key Risk Indicators”. In addition to legal liquidity coverage ratios related with the liquidity risk, the Parent Bank’s and Şekerbank (Kıbrıs) Ltd.’s Boards of Directors has approved “Risk Limits” associated with the net worth and set the limits for allowed possible liquidity mistmatch as percentage to the net worth for the certain maturity buckets. The compliance with these limits are monitored on a regular basis; all of Liquidity Risk Cash Loans with maturities longer than 1 year (as per cash flows) / Capital Time Deposits higher than 1 million TL / Total time deposits In addition to these, the Parent Bank applies liquidity risk mitigation techniques, among which are opting for loans with a regular cash flow structure on the loan side; opting for a “granular” deposit base on the deposit side; and diversifying the sources of funding by regularly executing the Parent Bank’s TL bond issues and obtaining long-term finance resources from the financial institutions (Covered Bonds, syndications, and other). f) Information on the use of stress tests: In terms of liquidity stress testing, the Parent Bank opts for a “reverse stress testing” procedure, in order to measure the risks arising from both the Parent Bank’s liquidity and the market liquidity. The use of such “reverse stress testing” enables the Bank to determine the adverse conditions under which it might breach the liquidity coverage ratios. Initially, it is simulated at which levels the liquidity coverage ratios will approximately be for the next 3-year horizon. Then, the liquidity gaps pertaining to those ratios are compared to the liquidity gaps under which the Parent Bank might breach the said ratios and ALCO decides on the actions to be taken for the existing liquidity gaps based on the results of such simulations. g) General information on urgent and unexpected liquidity situation plans: The Parent Bank’s O/N repo limits in Central Bank and Istanbul Stock Exchange as well as unutilised limits are also regularly monitored. As a precaution for a worst case scenario such as the withdrawal of the total of demand deposits, it is a principle that the Parent Bank maintains an unutilised limit equal to the outstanding amount of its demand deposits. Within this scope, the ALCO sets the alternative liquidity strategies with regards to the current market environment. Consolidated Liquidity Coverage Ratio: Liquidity coverage ratio is calculated by comparing the “high quality liquid assets” of the Bank to the net cash outflow in the coming one month period, in line with the “Regulation on the Calculation of Banks’ Liquidity Coverage Ratios” issued by the Banking Regulation and Supervision Agency of Turkey. Hence, these ratios are effected by the levels of a bank’s liquid assets which can be liquidified easily and the cash in-flows as well as the cash out-flows arising from a bank’s assets, liabilities and also off balance sheet items. The Parent Bank’s “high quality liquid assets” comprise of cash and the balance sheet items held within the Central Bank as well as securities issued by the Turkish Treasury, which are not subject to repurchase agreements or not pledged as collateral. 207 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The major funding source for the Parent Bank is the deposits. In addition to the deposits, the other significant sources of funding include funds received through REPO transactions, issued securities, long-term recources obatined from the financial institutions (Covered Bonds, syndications, and other). Prior Period Total Unweighted Value (Average) (*) Total Weighted Value (Average) (*) TRL+FC TRL+FC FC Total high-quality liquid assets (HQLA) 2,843,593 2 FC 1,777,443 Retail deposits and deposits from small business customers, of which: 3,538,110 693,663 1,405,860 204,840 70,293 4 Less stable deposits 4,888,230 2,132,250 488,823 213,225 4,146,996 1,790,910 2,816,865 1,224,094 287,316 127,476 71,829 31,869 3,186,302 1,452,478 2,011,349 980,611 673,378 210,956 733,687 211,614 5 Unsecured wholesale funding, of which: Non-operational deposits 5 Unsecured wholesale funding, of which: 10,995,320 4,334,990 843,730 354,258 5,116,040 1,584,820 255,802 79,241 9 Secured wholesale funding 5,879,280 2,750,170 587,928 275,017 10 Other cash outflows of which: 11 Outflows related to derivative exposures and other collateral requirements 12 Outflows related to restructured financial instruments 13 Payment commitments and other off-balance sheet commitments granted for debts to financial markets 14 Other revocable off-balance sheet commitments and contractual obligations 8 Unsecured funding 4,800,696 1,830,592 3,290,638 1,371,171 6 Operational deposits 285,056 152,384 71,264 38,096 7 Non-operational deposits 3,611,897 1,275,201 2,305,172 929,665 8 Unsecured funding 903,743 403,007 914,202 403,410 2,427 - 3,316,349 977,118 3,316,349 977,118 3,265,821 931,107 3,265,821 931,107 15 Other irrevocable or conditionally revocable offbalance sheet obligations 4,517 - 4,517 - 16 TOTAL CASH OUTFLOWS 9 Secured wholesale funding 10 Other cash outflows of which: 11 12 Outflows related to derivative exposures and other collateral requirements Outflows related to restructured financial instruments 13 Payment commitments and other off-balance sheet commitments granted for debts to financial markets 46,011 46,011 46,011 46,011 14 Other revocable off-balance sheet commitments and contractual obligations 108,820 88,640 5,441 4,432 Other irrevocable or conditionally revocable offbalance sheet obligations 4,041,656 16 TOTAL CASH OUTFLOWS 468,584 580,581 91,996 8,039,166 2,798,975 CASH INFLOWS Secured receivables 87 - 3,262,888 1,323,778 3,262,888 1,323,778 3,151,773 1,302,086 3,151,773 1,302,086 89,423 - 89,423 - 21,692 21,692 21,692 21,692 99,780 1,476,480 4,989 73,824 3,781,244 415,196 512,898 79,603 7,291,390 2,984,817 CASH INFLOWS 15 17 283,518 8,985,030 7 Less stable deposits 1,743,834 4,096,800 2 4 3,024,253 Stable deposits Operational deposits Stable deposits FC 3 6 3 TRL+FC FC Total high-quality liquid assets (HQLA) CASH OUTFLOW Retail deposits and deposits from small business customers, of which: TRL+FC CASH OUTFLOW HIGH QUALITY LIQUID ASSETS 1 Total Weighted Value (Average) (*) HIGH QUALITY LIQUID ASSETS 1 Current Period Total Unweighted Value (Average) (*) 5,866 - 2,933 - 18 Unsecured receivables 1,134,310 97,710 753,757 124,303 19 Other cash inflows 3,208,265 3,044,032 3,208,265 3,044,032 20 TOTAL CASH INFLOWS 4,348,441 3,141,742 3,964,955 3,168,335 Total Adjusted Value 21 TOTAL HQLA 2,843,593 1,777,443 22 TOTAL NET CASH OUTFLOWS 4,074,209 699,743 23 LIQUIDITY COVERAGE RATIO (%) 69.79 254.01 The average of last three months’ liquidity coverage ratio calculated by monthly and weekly simple averages. 17 Secured receivables 80,400 - 40,200 - 18 Unsecured receivables 901,102 100,586 633,682 175,502 2,790,016 19 Other cash inflows 3,132,872 3,132,872 2,790,016 20 TOTAL CASH INFLOWS 4,114,374 2,890,602 3,806,754 2,965,518 21 TOTAL HQLA 3,024,253 1,743,834 22 TOTAL NET CASH OUTFLOWS 3,484,638 746,204 23 LIQUIDITY COVERAGE RATIO (%) 86.79 233.69 Total Adjusted Value (*) The average of last three months’ liquidity coverage ratio calculated by monthly and weekly simple averages. The FC liquidity coverage ratio calculated from the average value for the last quarter of 2014 was 233.69, TRL + FC liquidity coverage ratio was 86.79 and the same rates in the last quarter of 2015 are 254.01 and 69.79, respectively. The lowest and highest Liquidity Coverage Ratios for 2015 is given in the following table. (*) October November December Current Period TRL+FC FC 70.70 255.57 66.54 258.31 72.21 248.58 208 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Presentation of assets and liabilities according to their remaining maturities: Demand Up to 1 Month 1-3 Months 3-12 Months 1-5 Years 5 Years and Over Undistributed (*) 809,343 2,028,212 - - - - - 2,837,555 39,368 60,420 128 822 - - - 100,738 671 35,838 14,519 41,102 64,695 6,694 - 163,519 - 7,000 - - - - - 7,000 Financial Assets Available-For-Sale 7,396 - - 6,266 836,763 874,548 - 1,724,973 Loans (**) (***) 71,911 989,473 5,248,190 2,388,299 6,653,052 1,471,644 - 16,822,569 - - - 3,301 885,059 383,373 - 1,271,733 271,330 390,683 115,292 207,354 210,283 7,765 1,547,960 2,750,667 1,200,019 3,511,626 5,378,129 2,647,144 8,649,852 2,744,024 Total Current Period Assets Cash and Balances with the Central Bank of Turkey Due From Other Banks and Financial Institutions Financial Assets at Fair Value Through Profit and Loss Money Market Placements Held-To-Maturity Investments Other Assets Total Assets 1,547,960 25,678,754 Liabilities Bank Deposits 440,625 951,816 69,434 5,431 - - - 1,467,306 Other Deposits 1,670,826 7,574,104 2,973,952 1,190,902 16,447 7 - 13,426,238 70 418,115 231,814 935,564 1,030,836 1,119,055 - 3,735,454 - 2,054,034 6,379 - - - - 2,060,413 1,310,579 Funds Provided From Other Financial Institutions Money Market Borrowings Securities Issued - - 332,559 278,930 699,090 - - Sundry Creditors 237,894 95,290 4,806 - - - 11,414 349,404 144,183 166,136 187,511 55,937 148,252 12,896 2,614,445 3,329,360 2,493,598 11,259,495 3,806,455 2,466,764 1,894,625 1,131,958 (1,293,579) (7,747,869) 1,571,674 180,380 6,755,227 1,612,066 (1,077,899) - (13,223) 33,482 30,742 - - 57,191 6,579,092 Other Liabilities Total Liabilities Liquidity Gap Net Off-Balance Sheet Position 2,625,859 25,678,754 - 6,190 Derivative Financial Assets - 3,385,360 2,110,137 282,663 800,932 - - Derivative Financial Liabilities - 3,379,170 2,123,360 249,181 770,190 - - 6,521,901 2,021,982 152,092 442,214 2,111,848 976,855 81,184 - 5,786,175 696,814 3,007,008 4,726,027 2,393,508 7,507,095 2,538,319 1,403,954 22,272,725 2,299,105 9,989,911 3,558,377 1,997,723 1,066,131 883,399 2,478,079 22,272,725 (1,602,291) (6,982,903) 1,167,650 395,785 6,440,964 1,654,920 (1,074,125) - 168,655 10,564 60,669 - - 64,942 6,582,231 Non-Cash Loans Prior Period Total Assets Total Liabilities Liquidity Gap Net Off-Balance Sheet Position - (174,946) Derivative Financial Assets - 3,398,263 1,992,619 366,518 824,831 - - Derivative Financial Liabilities - 3,573,209 1,823,964 355,954 764,162 - - 6,517,289 1,982,502 150,359 562,723 2,015,288 859,937 47,661 - 5,618,470 Non-Cash Loans (*) Those assets such as tangible assets, investments in subsidiaries and associates, office supply inventory, prepaid expenses and non-performing loans, which are necessary for continuation of banking activities, unavailable for conversion into cash in a short term and other asset qualified accounts and equity accounts are classified under undistributed. (**) Overdraft Loans are presented in 1-3 months period. (***) The Group has classified Loans and Receivables amount to TRL 382,730 Thousand, under financial assets at fair value through profit and loss in the current period ( 31 December 2014 –TRL 348,713 Thousand). Non performing loans classified as “Financial assets at fair value through profit and loss”amount to TRL 6,704 Thousand (31 December 2014 – TRL 6,325 Thousand) and Specific provision amount to TRL 2,131 Thousand (31 December 2014 – TRL 2,840 Thousand). 209 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Analysis of financial liabilities by remaining contractual maturities: Demand Up to 1 Month 1-3 Months 3-12 Months 1-5 Years Over 5 Years Current Period Liabilities Bank deposits Other deposits Funds provided from other financial institutions Money market borrowings Securities Issued Total Liabilities 440,625 1,670,826 70 2,111,521 955,424 7,579,721 424,295 2,056,001 11,015,441 69,695 3,025,275 239,675 6,446 383,331 3,724,422 5,447 1,217,704 946,184 382,450 2,551,785 18,426 1,151,063 808,171 1,977,660 40 1,414,611 1,414,651 (3,885) 1,467,306 (85,754) 13,426,238 (440,444) 3,735,454 (2,034) 2,060,413 (263,373) 1,310,579 (795,490) 21,999,990 Prior Period Liabilities Bank deposits Other deposits Funds provided from other financial institutions Money market borrowings Securities Issued Total Liabilities 277,723 1,555,284 22 1,833,029 624,331 7,214,349 215,645 1,496,918 180,935 9,732,178 64,528 2,689,679 238,546 423,511 3,416,264 3,150 1,245,961 707,947 49,596 2,006,654 19,626 495,970 488,414 1,004,010 1,132,105 1,132,105 (689) (74,407) (318,134) (636) (23,523) (417,389) Adjustments Total 969,043 12,650,492 2,472,101 1,496,282 1,118,933 18,706,851 Analysis of contractual expiry by maturity of the Group’s derivative financial instruments: Current Period Net Settled Foreign exchange forward contracts Currency swaps Interest rate swaps Gross settled Foreign exchange forward contracts Currency swaps Interest rate swaps Total Prior Period Net Settled Foreign exchange forward contracts Currency swaps Interest rate swaps Gross settled Foreign exchange forward contracts Currency swaps Interest rate swaps Total Up to 1 Month 1-3 Months 3-12 Months 1-5 Years Over 5 Years Total - - - - - - 251,591 2,773,306 3,024,897 42,810 1,815,236 1,858,046 5,892 129,252 135,144 210,230 210,230 - 300,293 4,928,024 5,228,317 - - - - - - 395,044 2,826,895 3,221,939 9,522 1,864,321 1,873,843 2,621 320,362 3,517 326,500 262,384 262,384 - 407,187 5,273,962 3,517 5,684,666 210 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) IX. Explanations Related to Consolidated Securitization Position Risk XI. Explanations Related to Consolidated Risk Management Objective and Policies None. Risk Management System Strategy X. Explanations Related to Credit Risk Mitigation Techniques 1. Credit risk mitigation techniques: The Parent Bank uses financial collaterals (Government securities, cash, deposit, gold, stock pledge), guarantees and credit derivatives as risk mitigators. The financial collaterals are revaluated on a daily basis. The Group pays attention to legality of collaterals, monitoring the fair value of collaterals and insurance agreements related with the collaterals in the name of the Group. While “simple approach” is taken into account for banking book items, the Parent Bank uses “comprehensive approach” for trading book items in the credit mitigation process. Collaterals which are grouped according to asset types (*): Risk Types Amount (**) 1 Contingent and Non-Contingent Claims on Sovereigns 5,659,284 2 Contingent and Non-Contingent Claims on Regional Governments and Local Authorities 76,564 3 Contingent and Non-Contingent Claims on Administrative Units and Non-Commercial Enterprises 10,663 4 Contingent and Non-Contingent Claims on Multilateral Development Banks 5 Contingent and Non-Contingent Claims on International Organizations 6 Contingent and Non-Contingent Claims on Banks and Capital Market Intermediary 375,796 7 Contingent and Non-Contingent Claims on Corporate Receivables 11,684,451 8 Contingent and Non-Contingent Claims Included in the Regulatory Retail Portfolios 6,891,795 9 Contingent and Non-Contingent Claims Secured by Mortgage 5,731,600 10 Past Due Loans 816,682 11 Higher-Risk Categories Defined by Agency 1,172,174 12 Collateralized Mortgage Marketable Securities 13 Securitization Exposures 14 Short-Term Claims on Banks and Corporate 15 Undertakings for Collective Investments in Transferable Securities 16 Other Claims 1,747,887 Total 34,166,896 Other/ Guarantees Financial Physical and Credit Collaterals Collaterals Derivatives - - - - - - 939 - - - - - - - - - - - • • • • 123,501 - - • 77,141 - - - - - 201,581 - - According to the Basel II, financial collaterals, guarantees and credit derivatives are taken into account in capital adequacy ratio calculation, while the other/physical collaterals (sureties, allowance alienation, vehicle and other pledges) are not considered. Mortgage loans are shown in the 9th line of table. (**) Amount consists of “total credit risk amount before credit conversion rates”. (*) Risk Management System in the Group is considered as a whole and is structured in all organisational and management processes as well as Information Systems and risk awareness is enhanced. 2. Risk Management System is built-in into all activities of the Group and it is the responsibility of all the Group’s personnel to enhance Risk Management System. 3. Risk Management System also covers the Parent Bank’s investments and associates, as well as its subsidiaries, on a consolidated basis. 4. The objectives to be achieved through the Risk Management System and internal capital adequacy assessment process are as stated: • Protection of the Group’s solid financial condition, • Determination of the Group’s risk appetite in line with its strategies and activities, • Determination of the Group’s capital level in line with its risk appetite, • Adoption of risk-based approaches: - Across business units, - In structuring of portfolios, - In setting of authorizations, - In pricing. • Enhancement of Performance Management System, • Enhancement of the principles of corporate governance and transparency. The Structure and Scope of Risk Management System The Risk Management System covers of all the decision-making, executing and monitoring, controlling and auditing bodies of the Group and includes the following: The Board of Directors Senior Management Internal Systems Units Committees established by the Board of Directors within Risk Management System Committees established by Senior Management within Risk Management System The Goals of Risk Management System 1. 2. 3. 4. 5. 6. Enhancement of enterprise risk management culture, by means of establishment of sound strategies and policies, Establishment and sound management of risk limits and applications, Enhancement of asset structure, Accurate fulfillment of obligations, Determination of the Group’s risk appetite in line with the Group’s business strategies and activities, Determination of the Group’s capital level in line with its risk appetite. 211 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) The Basic Principles of Risk Management System 1. 2. 3. 4. 5. 6. 7. 8. The activities within the Group’s Risk Management System are regulated and supervised in a sound manner. Risk Management strategies, policies, risk limits and applications are established in line with the Group’s business strategies and activities as well as the requirements within a changing environment. In order to prevent errors and irregularities, fraud, conflicts of interest, manipulation of information and abuse of resources, segregation of authorities is formulated for these. Authorities and responsibilities of all the units, committees and personnel are defined precisely and in written form. Information Systems of the Group are structured in line with the Group’s business strategies and activities and the qualifications and the complexity of products to be newly introduced. Information Systems of the Group are structured so that identifying, measuring, monitoring, controlling and reporting of risks to which the Group may be exposed, due to its strategies and activities are executed in an effective and timely manner. Within the scope of the organizational structure of the Group and in accordance with principles related to security of information, vertical and horizontal flows of information are established. All the managers and related personnel are informed precisely, concerning the Group’s strategies and objectives, policies, risk limits and applications. The Tools of Risk Management System 1. Establishment of Risk Limits, 2. Establishment of Segregation of duties and decision-making system, 3. Establishment of sound communication channels (financial / managerial reporting lines), 4. Establishment of sound process management, 5. Establishment of sound internal controls, 6. Structuring of Emergency and Business Continuity Planning. XII. Explanations Related to Consolidated Leverage Ratio a) Information on subjects that causes difference in leverage ratio between current and prior periods The Group’s consolidated leverage ratio calculated according to “Regulation on Measurement and Assessment of Leverage Ratios of Banks” is 7.24% (31 December 2014 – 7.83%). Change in the leverage ratio is mainly due to the increase in the amount of on balance sheet items. Regulation has set the minimum leverage ratio as 3 %. b) Comparison table of total assets and total risk amounts in the financial statements prepared in accordance with TAS : Current Period (**) Prior Period (**) Total assets in the consolidated financial statements prepared in accordance with TAS (*) Differences between the total assets in the consolidated financial statements prepared in accordance with TAS and the total assets in the consolidated financial statements prepared in accordance with Communique on Preparation of Consolidated Financial Statements of the Banks Differences between the balances of derivative financial instruments and the credit derivatives in the consolidated financial statements prepared in accordance with the Communique on Preparation of Consolidated Financial Statements of the Banks and their risk exposures Differences between the balances of securities financing transactions in the consolidated financial statements prepared in accordance with the Communique on Preparation of Consolidated Financial Statements of the Banks and their risk exposures Differences between off- balance sheet itmes in the consolidated financial statements prepared in accordance with the Communique on Preparation of Consolidated Financial Statements of the Banks and their risk exposures Other differences in the consolidated financial statements prepared in accordance with the Communique on Preparation of Consolidated Financial Statements of the Banks and their risk exposures Total Risk 23,485,790 22,272,725 - - (24,569) (12,813) 51,054 22,929 3,278,607 3,078,655 32,945,565 29,239,081 (*) The consolidated financial statements as of 30 June 2015 prepared in accordance with the sixth paragraph of the Article 5 in the Communique on Preparation of Consolidated Financial Statements of the Banks. (**) The arithmetic average of the last 3 months in the related periods c) Disclosure of Leverage Ratio template 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 (*) On-balance sheet assets Current Period (*) On-balance sheet items (excluding derivative financial instruments and credit derivatives but including collateral) 25,017,500 (Assets deducted in determining Tier 1 capital) (224,240) Total on-balance sheet risks (sum of lines 1 and 2) 24,793,260 Derivative financial instruments and credit derivatives Replacement cost associated with all derivative instruments and credit derivatives 127,637 Add-on amounts for PFE associated with all derivative instruments and credit derivatives 99,474 Total risks of derivative financial instruments and credit derivatives (sum of lines 4 to 5) 227,111 Securities or commodity financing transactions (SCFT) Risks from SCFT assets Risks from brokerage activities related exposures 51,486 Total risks related with securities or commodity financing transactions (sum of lines 7 to 8) 51,486 Other off-balance sheet transactions Gross notional amounts of off-balance sheet transactions 8,147,120 (Adjustments for conversion to credit equivalent amounts) (273,412) Total risks of off-balance sheet items (sum of lines 10 and 11) 7,873,708 Capital and total risks Tier 1 capital 2,384,346 Total risks (sum of lines 3, 6, 9 and 12) 32,945,565 Leverage ratio Leverage ratio 7.24 Amounts in the table are three-month average amounts. Prior Period (*) 21,498,571 (96,980) 21,401,591 141,406 102,241 243,647 41,013 41,013 7,781,100 (228,270) 7,552,830 2,288,942 29,239,081 7.83 212 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) XIII. Explanations Related to Presentation of Financial Assets and Liabilities at Fair Value Current period marketable securities are comprised of interest-bearing assets held-to-maturity and interest-bearing assets available-for-sale. The fair value of the held to maturity assets is determined by market prices or quoted market prices of other marketable securities which are subject to redemption with same characteristics in terms of interest, maturity and other similar conditions when market prices cannot be determined. The book value of demand deposits, money market placements with floating interest rate and overnight deposits represents their fair values due to their short-term nature. The estimated fair value of deposits with fixed interest rate, funds provided from other financial institutions and marketable securities issued is calculated by determining their cash flows discounted by the current interest rates used for other liabilities with similar characteristics and maturity structure. The fair value of loans is calculated by determining the cash flows discounted by the current interest rates used for receivables with similar characteristics and maturity structure. The book value of the sundry creditors reflects their fair values since they are short-term. The market values of the items shown in the table are calculated by combining the accrued interest and the market value of principal amounts, based on time to maturity for fixed rate items and time to repricing day for floating rate items. The market values of interest rate insensitive items are calculated with respect to their book values. The table below shows the book value and the fair value of the financial assets and liabilities which cannot be shown with their fair value in the financial statements of the Group. Current Period Financial Assets Money Market Placements Banks Available-For-Sale Financial Assets Held-To-Maturity Investments Loans Financial Liabilities Bank Deposits Other Deposits Funds Borrowed From Other Financial Institutions Interbank Borrowings Securities Issued Sundry Creditors Book Value Fair Value 7,000 100,738 1,724,973 1,271,733 16,822,569 7,000 92,690 1,724,973 1,267,455 16,847,670 1,467,306 13,426,238 3,735,454 148,055 1310579 349,404 1,466,165 13,412,838 3,944,987 148,055 1,348,302 349,404 Prior Period Financial Assets Money Market Placements Banks Available-For-Sale Financial Assets Held-To-Maturity Investments Loans Financial Liabilities Bank Deposits Other Deposits Funds Borrowed From Other Financial Institutions Interbank Borrowings Securities Issued Sundry Creditors Book Value Fair Value 8,000 146,182 1,056,757 1,369,509 14,817,478 8,000 146,177 1,056,757 1,414,427 15,100,578 969,043 12,650,492 2,472,101 7,166 1,118,933 388,884 969,059 12,631,785 2,559,680 7,166 1,167,891 388,884 TFRS 7 "Financial Instruments: Disclosures" standard requires those items which are recorded in the balance sheet with their fair values to be expressed in footnotes in a sequenced classification. Accordingly, such financial instruments are classified in three gradual groups as reflecting importance of the data used for fair value measurement. In the first group, there are financial instruments whose fair values were determined according to prices of identical assets or liabilities recorded in active markets; in the second group, there are financial instruments whose fair values were determined according to data of directly or indirectly observable markets; in the third group there are financial instruments whose fair values are not determined as based on observable market data. These financial instruments which are recorded in the balance sheet of the Bank with their fair values are expressed below in graduation according to afore mentioned classification principles. Level 1 Level 2 Level 3 - Current Period Financial Assets Financial Assets at fair value through profit and loss Trading Financial Assets 26,453 - Derivative Financial Assets Held for Trading - 137,066 - Loans - - 382,730 1,717,577 7,396 - - 57,026 - - Financial Assets Available for Sale Financial Liabilities Derivative Financial Liabilities Held for Trading Prior Period Financial Assets Financial Assets at fair value through profit and loss Trading Financial Assets 20,820 - Derivative Financial Assets Held for Trading - 150,008 - Loans - - 348,713 1,049,873 6,884 - - 59,202 - Financial Assets Available for Sale Financial Liabilities Derivative Financial Liabilities Held for Trading XIV. Explanations Related to Transactions Made on Behalf of Others and Transactions Based On Trust The Parent Bank performs buying and selling transactions on behalf of customers but does not provide custody administration and consultancy services. There are no transactions made with other financial institutions within trust transaction contract and direct financial services provided within this scope. 213 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) SECTION FIVE EXPLANATIONS AND DISCLOSURES ON THE CONSOLIDATED FINANCIAL STATEMENTS - FC Deposits, precious metal deposit and FC participate accounts and FC accumulated accounts and FC participate accounts longer than one year (including one year) are 9%. I. Explanations Related to the Consolidated Assets 1. a) Information on Cash and Balances with the Central Bank of Turkey: Cash in TRL/Foreign Currency Balances with the Central Bank of Turkey Other Total Current Period TRL FC 118,674 56,825 442,245 560,919 2,219,807 4 2,276,636 Prior Period TRL FC 126,586 69,297 133,908 2,015,048 4 260,494 2,084,349 b) Information related to the account of the Central Bank of Turkey: Unrestricted demand deposit Unrestricted time deposit Restricted time deposit Total • • Current Period TRL FC 442,245 2,052,122 29,184 138,501 442,245 2,219,807 Prior Period TRL FC 133,908 2,015,048 133,908 2,015,048 The reserve deposits include TRL 1,834,612 Thousand of FC unrestricted demand deposit (31 December 2014 – TRL 1,818,106 Thousand) and TRL 436,837 Thousand of the TRL unrestricted demand deposit (31 December 2014 – TRL 122,537 Thousand). TRL unrestricted demand deposit includes the reserve deposit amount that is held in the Central Bank of the Turkish Republic on average. The Central Bank of Turkish Republic has begun to apply interest on TRL and USD reserve deposits as of November 2014 and May 2015, respectivly. CBRT amounts include the funds of Şekerbank (Kıbrıs) Ltd. held with the Central Bank of Turkish Republic of Northern Cyprus. Central Bank of Turkish Republic of Northern Cyprus amount is TRL 41,849 Thousand and it includes TRL 14,544 Thousand reserve deposit amount (31 December 2014-TRL 30,563 Thousand Central Bank amount and it includes TRL 11,611 Thousand reserve deposit amount). Interest rates applied by the Central Bank of Turkish Republic of Northern Cyprus to reserve deposits are regulated as follows: - Deposits up to three month (including three month) are 8%, - Deposits up to six month (including six month) are 7%, - Deposits up to one year(including one year) are 6%, -Deposits longer than one year are 5%, -Other TRL liabilities except deposits (including one year) are 8%. • Starting from 13.03.2015, reserve deposit ratios for TRL deposits are regulated as follows: - Unrestricted, TRL deposit call accounts and special current accounts are 11.5%, - Deposits up to one month (including one month) are 11.5%, - Deposits up to three month (including three month) are 11.5%, - Deposits up to six month (including six month) are 8.5% - Deposits up to one year are 6.5%, - Deposits/participation accounts with 1-year and longer maturity and cumulative deposits/ participation accounts are 5%, - Other TRL liabilities up to one year (including one year) are 11.5%, - Other liabilities up to 3-year maturity (including 3-year) are 8% - Other liabilities longer than 3-year maturity are 5%. • Starting from 24.05.2013, reserve deposit ratios for the FC deposits and precious metal deposits are regulated as follows: - Unrestricted FC deposit call accounts, special current accounts and precious metal deposit accounts and deposits up to one month, up to three month, up to six month, up to one year FC deposits, FC participate accounts and precious metal deposits are 13%, Starting from 13.03.2015, reserve deposit ratios for FC other liabilities are regulated as follows: - Other liabilities up to one year (including one year) are 20 %, - Other liabilities up to two year (including two year) are 14 %, - Other liabilities up to three year (including three year) are 8%, - Other liabilities up to five year (including five year) are 7 %, - Other liabilities longer than five year are 6 %. Starting from 09.10.2015, reserve deposit ratios for FC other liabilities that occur after 28.08.2015 are regulated as follows: - Other liabilities up to one year (including one year) are 25 %, - Other liabilities up to two year (including two year) are 20 %, - Other liabilities up to three year (including three year) are 15%, - Other liabilities up to five year (including five year) are 7 %, - Other liabilities longer than five year are 5 %. 2. Information on financial assets at fair value through profit and loss (net): i) Information on financial assets at fair value through profit and loss given as collateral or blocked: None (31 December 2014 – None.) ii) Financial assets at fair value through profit and loss subject to repurchase agreements: None (31 December 2014 - None). Net book value of unrestricted financial assets at fair value through profit and loss is TRL 26,453 Thousand (31 December 2014 – TRL 20,820 Thousand). iii) Positive differences related to derivative financial assets held-for-trading: Derivatives Held for Trading Forward Transactions Swap Transactions Futures Transactions Options Other Current Period TRL FC 1,226 92,910 42,542 69 319 - Prior Period TRL FC 712 109,139 38,960 49 1,148 - Total 92,979 109,188 44,087 40,820 iv) Loans at fair value through profit and loss Opening Balance Additions (+) Change in Interest Rates (*) Change in Credit Risk (**) Impairment Provision Collections (-) Net Balance Current Period 348,713 111,784 (9,287) (1,164) (1,485) (65,831) 382,730 Prior Period 230,235 155,313 11,091 9,926 (605) (57,247) 348,713 (*) Change in interest rates shows the effect of TRLIBOR (basic interest rate) difference on loans at fair value through profit and loss between two periods. (**) Change in credit risk shows the effect of the difference of basic interest rates and similar loans interest rates on loans at fair value through profit and loss. 214 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) As of 31 December 2015, TRL 377,093 Thousand (31 December 2014 - TRL 331,892 Thousand) of loans which are classified as Financial Assets at Fair Value Through Profit and Loss using effective interest rate have fair value amount of TRL 382,730 Thousand (31 December 2014 - TRL 348,713 Thousand). a.2) Financial assets available-for-sale subject to repurchase agreements: 3. a) Information on banks: Government bonds Current Period Banks Domestic Prior Period TRL FC TRL FC 27,847 72,891 34,799 - - - - Other public sector debt securities - - - - - - - - - - - - 1,119,230 - 738,261 - 34,719 49,481 48,191 80 61,902 - - - - 27,847 72,891 34,799 111,383 Restricted Amount Prior Period 28,620 46,325 - - USA and Canada 9,921 9,858 1,391 1,110 OECD Countries (*) 6,631 3,595 336 - (*) - Treasury bills - Current Period Total FC - Prior Period Off-shore banking regions 738,261 - Current Period Other - - 3. b) Information on foreign bank accounts: European Union Countries 1,119,230 Asset backed securities 24,700 Unrestricted Amount TRL 111,383 20 Branches and head office abroad Prior Period FC Bank bonds and bank guaranteed bonds 27,827 Foreign Total Current Period TRL - - - - 1,312 1,094 - - 46,484 60,872 1,727 1,110 Other Total Net book value of unrestricted financial assets available-for-sale is TRL 537,359 Thousand (31 December 2014 – TRL 318,496 Thousand). b) Information on financial assets available for sale portfolio: Current Period Prior Period 1,748,258 1,052,918 1,748,258 1,052,918 Debt securities Quoted on a stock exchange Not quoted on a stock exchange Share certificates - 10,423 9,529 Quoted on a stock exchange 1,045 663 Not quoted on a stock exchange 9,378 8,866 Impairment provision (-) Total OECD countries other than European Union countries, USA and Canada. - (33,708) (5,690) 1,724,973 1,056,757 4. Information on financial assets available-for-sale: 5. Information on loans: a.1) Information on financial assets available-for-sale given as collateral or blocked: a) Information on all types of loans and advances given to shareholders and employees of the Group: Current Period Share certificates Bonds, Treasury bills and similar investment securities Other Total Prior Period TP YP TP YP - - - - 68,384 - - - - - - - 68,384 - - - Current Period Cash Loans Direct loans granted to shareholders Corporate shareholders Real person shareholders Indirect loans granted to shareholders Loans granted to employees Total Prior Period Non-Cash Loans Cash Loans Non-Cash Loans 325 - - - - - - - - - - 47,232 367,395 42,241 325 413,158 31,498 - 29,784 - 444,981 47,232 397,179 42,241 215 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b) Information on the first and second group loans and other receivables including restructured or rescheduled loans: Standard loans and other receivables Cash loans (*) Loans and other receivables (Total) Loans and other receivable under close monitoring Loans and other Receivables (Total) Amendments on Conditions of Contract Amendments related to the extension of the payment plan Other Non-specialized loans Current Period The Time extended via the Amendment on Payment Plan Amendments on Conditions of Contract Amendments related to the extension of the payment plan Other 0-6 Months 30,636 38,242 441,020 6 Months- 12 Months 67,408 18,244 58,818 32,374 1-2 Years 15,978 113,240 9,392 52,093 2-5 Years 276,147 479,482 15,308 452,879 - 9,433 147 15,749 5 Years and More 335,122 - 1,306,602 639,732 - 78,494 - - 11,381 - - Export loans 1,847,037 15,438 - 4,182 - - Import loans - - - - - - 12,476 - - 797 387 - 1,413,876 687 - 99,129 2,798 - 274,556 - - 12,884 - - 9,619,847 318,997 - 1,178,229 636,547 - Specialized loans 2,151,821 55,047 - 117,860 18,909 - Non-specialized loans Other receivables - - - - - - 15,398,107 390,169 - 1,424,462 658,641 - Loans given to financial sector Consumer loans Credit cards Other Total The Group has classified Loans and Receivables amount to TRL 382,730 Thousand, under financial assets at fair value through profit and loss in the current period. Current Period Number of Amendments Related to the Extension of the Payment Plan Extended for 1 or 2 times Extended for 3,4 or 5 times Extended for more than 5 times Current Period Short-term loans and other receivables 7,093,646 15,815 249,373 14,807 6,263,105 15,403 218,863 7,270 Specialized loans 830,541 412 30,510 7,537 Other receivables - - - - 7,914,292 374,354 516,448 643,834 6,648,059 319,719 448,007 632,462 Specialized loans 1,266,233 54,635 68,441 11,372 Other receivables - - - - 15,007,938 390,169 765,821 658,641 Non-specialized loans Prior Period Loans Loans Standard and other Standard and other loans and receivable loans and receivable other under close other under close receivables monitoring receivables monitoring 384,449 658,641 520,135 593,733 683 - 1,011 2 5,037 - 3,539 - Standard Loans and Other Loans and Other Receivables Receivables Under Follow-Up Loans Amendments Loans Amendments and Other on Conditions and Other on Conditions of Contract Receivables (*) of Contract Receivables (*) Medium and Long-term loans (*) 40,640 c) Loans and other receivables according to their maturity structure: 13,246,286 Corporation loans Prior Period Loans Loans Standard and other Standard and other loans and receivable loans and receivable other under close other under close receivables monitoring receivables monitoring Total (*) The Group has classified Loans and Receivables amount to TRL 382,730 Thousand, under financial assets at fair value through profit and loss in the current period. 216 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) d) Information on consumer loans, individual credit cards, personnel loans and credit cards given to personnel: Consumer Loans-TRL Housing Loans Car Loans General Purpose Loans Other Consumer Loans –Indexed to FC Housing Loans Car Loans General Purpose Loans Other Consumer Loans-FC Housing Loans Car Loans General Purpose Loans Other Individual Credit Cards-TRL With Instalments Without Instalments Individual Credit Cards-FC With Instalments Without Instalments Personnel Loans-TRL Housing Loans Car Loans General Purpose Loans Other Personnel Loans- Indexed to FC Housing Loans Car Loans General Purpose Loans Other Personnel Loans-FC Housing Loans Car Loans General Purpose Loans Other Personnel Credit Cards-TRL With Instalments Without Instalments Personnel Credit Cards-FC With Instalments Without Instalments Overdraft Accounts-TRL(Real Person) (*) Overdraft Accounts-FC (Real Person) Total Short Term 21,156 1,279 35 19,842 37,065 741 6,010 30,314 183,042 54,892 128,150 191 2 189 694 694 7,891 2,399 5,492 23 23 44,693 1,743 296,498 Medium and Long Term Total 1,777,316 1,798,472 674,699 675,978 26,840 26,875 1,075,304 1,095,146 473 473 1,782 1,782 1,782 1,782 12,371 49,436 9,809 10,550 628 6,638 1,461 31,775 473 473 14 183,056 14 54,906 128,150 191 2 189 19,770 20,464 8,088 8,088 67 67 11,615 12,309 7,891 2,399 5,492 23 23 44,693 1,743 1,811,253 2,107,751 (*) As of 31 December 2015 overdraft accounts for real persons include TRL 3,120 Thousand of personnel overdraft account. e) Information on commercial loans with installments and corporate credit cards: Short Term Commercial loans with instalment facility-TRL 223,980 Business Loans 138 Car Loans 2,779 General Purpose Loans 221,063 Other Commercial loans with instalment facility Indexed to FC 29,938 Business Loans Car Loans 834 General Purpose Loans 29,104 Other Commercial loans with instalment facility –FC 5,253 Business Loans Car Loans General Purpose Loans 5,253 Other Corporate Credit Cards-TRL 91,031 With Instalments 24,850 Without Instalments 66,181 Corporate Credit Cards-FC 13 With Instalments Without Instalments 13 Overdraft Accounts-TRL(Legal Entity) 169,113 Overdraft Accounts-FC (Legal Entity) Total 519,328 Medium and Long Term Total 3,318,625 3,542,605 24,878 25,016 125,302 128,081 3,140,288 3,361,351 28,157 28,157 618,532 648,470 4,269 4,269 21,986 22,820 592,277 621,381 361,770 367,023 361,770 367,023 91,031 24,850 66,181 13 13 169,113 4,298,927 4,818,255 f) Loans according to borrowers: Public Private Total Current Period 82,022 16,740,547 16,822,569 Prior Period 71,622 14,745,856 14,817,478 Current Period 16,802,751 19,818 16,822,569 Prior Period 14,805,905 11,573 14,817,478 g) Domestic and foreign loans: Domestic loans Foreign loans Total h) Loans granted to subsidiaries and associates: None. 217 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) i) Specific provisions provided against loans: Specific Provisions (*) j.2) The movement of non-performing loans: Current Period Prior Period III. Group 21,931 19,641 Loans and receivables with doubtful collectability 100,459 62,901 Uncollectible loans and receivables 440,804 457,078 Additions (+) 563,194 539,620 Transfers from other categories of non-performing loans (+) Prior period end balance Total Specific provision amounting to TRL 2,131 Thousand for loans classified as “Financial assets at fair value through profit and loss” at the current period (31 December 2014- TRL 2,840 Thousand). (*) Transfers to other categories of non-performing loans (-) j) Information on non-performing loans (Net): IV. Group: Loans and Loans and receivables receivables Uncollectable with limited with doubtful loans and collectability collectability receivables Current period (Gross amounts before the specific reserves) - 4,218 60,320 Loans and other receivables which are restructured - - - Rescheduled loans and other receivables - 4,218 60,320 Prior period (Gross amounts before the specific reserves) - 5,070 39,839 Loans and other receivables which are restructured - - - Rescheduled loans and other receivables - 5,070 39,839 150,757 602,406 24,996 23,883 - 530,157 338,187 (338,187) - (43,256) (83,911) (125,060) Write-offs (-) (11) (897) (245,371) - - (182,606) (46,564) Retail loans V. Group 122,437 618,776 (530,157) Credit cards III. Group: V. Group Collections (-) Corporate and commercial loans j.1) Information on loans and other receivables included in non-performing loans which are restructured or rescheduled: IV. Group Loans and Loans and receivables receivables Uncollectable with limited with doubtful loans and collectability collectability receivables Loans and receivables with limited collectability Current period end balance (*) Specific provision (-) (*) Net Balances on Balance Sheet - - (11) (897) (16,201) 167,789 282,915 594,045 21,931 100,459 440,804 145,858 182,456 153,241 Non performing loans classified as “Financial assets at fair value through profit and loss”amounts to TRL 6,704 Thousand and Specific provision amounts to TRL 2,131 Thousand in the current period. (*) j.3) Information on non-performing loans and other receivables in foreign currency: In the current period the Group has TRL 5,094 Thousand nonperforming foreign currency loan and specific provision for these loans amounting to TRL 5,094 Thousand (31 December 2014- TRL 4,062 Thousand non-performing loan and TRL 4,062 Thousand specific provision). 218 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) j.4) Information regarding gross and net amounts of non-performing loans with respect to user groups: III. Group IV. Group l) Explanations on write-off policy: V. Group Loans and Loans and receivables receivables Uncollectable with limited with doubtful loans and collectability collectability receivables Current Period (Net) (*) Loans to Real Persons and Legal Entities (Gross) Specific provision (-) Loans to Real Persons and Legal Entities (Net) Banks (Gross) Specific provision (-) 167,789 282,915 594,045 (21,931) (100,459) (440,804) 145,858 182,456 153,241 - - - - - - Banks (Net) - - - Other Loans and Receivables (Gross) - - - - - - - - - Specific provision (-) Other Loans and Receivables (Net) Prior Period (Net) (*) Loans to Real Persons and Legal Entities (Gross) Specific provision (-) Loans to Real Persons and Legal Entities (Net) Banks (Gross) Specific provision (-) The Parent Bank sold uncollectable non-performing commercial and consumer loans including credit cards amounting to TRL 209,057 Thousand on 30 March 2015, for TRL 2,200 Thousand to Güven Varlık Yönetim A.Ş., for TRL 7,200 Thousand to Destek Varlık Yönetim A.Ş. and for TRL 5,700 Thousand to Final Varlık Yönetim A.Ş., in total TRL 15,100 Thousand in cash. As of 20 May 2015, the Parent Bank sold TRL 2,814 Thousand non-performing loans to RCT Varlık Yönetim A.Ş. for TRL 675 Thousand. On 16 December 2015 the Bank sold uncollectable non-performing consumer loans including credit cards amounting to TRL 29,944 Thousand for 3,600 Thousand in cash to Destek Varlık Yönetim A.Ş. (31 December 2014 - The Bank sold non-performing loans amounting to TRL 22,255 Thousand on 4 June 2014 to Vera Varlık Yönetim A.Ş. for TRL 22,300 Thousand and TRL 4,709 Thousand on 16 December 2014 to RCT Varlık Yönetim A Ş. for TRL 1,100 Thousand). m) Other explanations and disclosures A reconciliation of the allowance for impairment losses and advances by classes is as follows: Corporate Small Business Consumer Total Current Period (*) At 1 January 2015 195,558 254,802 89,260 539,620 Charge for the year 136,277 165,094 63,473 364,844 Recoveries (**) (39,142) (44,944) (10,905) (94,991) Amounts written off (91,794) (90,812) (63,673) (246,279) At 31 December 2015 200,899 284,140 78,155 563,194 122,437 150,757 602,406 (19,641) (62,901) (457,078) 102,796 87,856 145,328 - - - At 1 January 2014 219,444 117,537 50,720 387,701 - - - Charge for the year 90,736 157,969 50,258 298,963 (140,438) Prior Period Banks (Net) - - - Recoveries (**) (108,016) (20,704) (11,718) Other Loans and Receivables (Gross) - - - Amounts written off (6,606) - - (6,606) - - - At 31 December 2014 195,558 254,802 89,260 539,620 - - - Specific provision (-) Other Loans and Receivables (Net) Non-performing loans classified as “Financial assets at fair value through profit and loss” amounts to TRL 6,704 Thousand (31 December 2014 – TRL 6,325 Thousand) and Specific provision amounts to TRL 2,131 Thousand (31 December 2014 – TRL 2,840 Thousand). (*) k) Main principles of uncollectable loans and receivables: The Parent Bank Management applies provision policy for the “non-performing loans” in accordance with the requirements of the Turkish banking regulation adopted by the BRSA. Subsidiaries of the Parent Bank apply provisions of the regulation on “Methods and Principles for the Determination of Loans and Other Receivables to be Reserved for and Allocation of Reserves”. (*) Specific provision amounting to TRL 2,131 Thousand for loans classified as “Financial assets at fair value through profit and loss” at the current period (31 December 2014- TRL 2,840 Thousand). (**) Includes provision cancelations of non-performing loans classified in the related period. 219 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 6. Information on held-to-maturity investments: Collaterals of nonperforming loans: Current Period III. Group IV. Group V. Group 91,170 123,772 324,172 - 1,334 2,410 Cheques and Notes of Consumers 2,334 3,847 34,817 Pledged Vehicles 7,024 13,339 36,269 173 5,270 139 72 375 1,044 80,876 60,069 250,602 330 - - 2,382 3,216 27,952 Mortgages Asset Pledges Allowance Alienation Deposit Pledge Prior Period Mortgages Asset Pledges Cheques and Notes of Consumers Pledged Vehicles Allowance Alienation Deposit Pledge 2,129 2,274 23,247 4,000 125 2,917 804 678 16 Aging analysis of past due but not impaired loans per classes of financial statements: Less than 30 days 3160 days 6190 days Total Current Period Corporate loans 248,292 46,131 74,503 368,926 288,135 162,403 94,976 545,514 151,124 65,196 28,817 245,137 687,551 273,730 198,296 1,159,577 - Bond 236,337 385,479 Other - - Total 236,337 385,479 a.2) Held-to-maturity invstments subject to repurchase agreements are TRL 802,357 Thousand (31 December 2014 – TRL 712,613 Thousand). b) Information on public sector debt investments held-to-maturity: Government Bonds 1,364,849 - Other Public Sector Debt Securities - - 1,268,303 1,364,849 Net book value of unrestricted held-to-maturity investments is TRL 233,039 Thousand (31 December 2014 – TRL 271,417 Thousand). Debt Securities Quoted on a stock exchange Not quoted on a stock exchange Impairment Provision (-) Accruals Total Corporate loans 204,651 30,723 29,180 264,554 Small business loans 403,518 83,094 68,854 555,466 22,741 232,076 158,193 51,142 766,362 164,959 120,775 1,052,096 The table shows only past due loans of customers,non past due loans of related customers are not included. (*) Prior Period 1,268,303 - Loans and advances to customers (*) Consumer loans Current Period Treasury Bills Prior Period Total Prior Period - c) Information on held-to-maturity investments: Small business loans Total Current Period Treasury Bill Total Loans and advances to customers (*) Consumer loans a.1) Information on held-to-maturity investments given as collateral or blocked: Current Period Prior Period 1,123,297 1,228,944 1,119,996 1,224,438 3,301 4,506 (1,191) (1,646) 149,627 142,211 1,271,733 1,369,509 Current Period Prior Period 1,227,298 1,110,073 d) Movement of held-to-maturity investments: Beginning Balance Foreign currency differences on monetary assets 81 27 - 219,057 Disposals through sales and redemptions (105,728) (101,235) Provision reversal / Impairment provision (-) 455 (624) 1,122,106 1,227,298 Purchases during year Closing Balance Accruals Total 149,627 142,211 1,271,733 1,369,509 220 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 7. Information on associates (Net): 8. Information on subsidiaries (Net): a) Information on unconsolidated associates: a) Informations related equity components of subsidiaries (*): The Parent Bank’s Share Percentage- The Parent Bank’s Address If Different Voting Risk Group Share (City/ Country) Percentage (%) Percentage (%) Description Seltur Turistik İşletmeler Yatırım A.Ş. (*) (*) Core Capital Muğla/Turkey 11.32 11.43 Latest financial information of the related associate as of 31 December 2015 is stated below. Income from Current Prior Marketable Period Period Total Shareholders’ Tangible Interest Securities Profit/ Profit/ Asset Equity Assets Income Portfolio Loss Loss 50,898 28,910 Şeker Şeker Şekerbank Yatırım Şeker Finansal International Menkul Şeker Mortgage Zahlungsdienste Şekerbank Kiralama Banking Unit Değerler Faktoring Finansman GmbH Der Kıbrıs Ltd. A.Ş. Ltd. A.Ş. A.Ş. A.Ş. Şekerbank T.A.Ş. 39,844 100 - None. Marketable Securities Value Increase Fund Fair Value 24,104 61,429 14,591 31,195 21,041 26,000 796 - 1,213 - - - - - - - - (127) - - - 1,095 1,919 2,955 1,547 1,881 614 - Extraordinary Reserves 1 - - 8,217 6,434 6,096 - Tangible assets revaluation differences - - - - 6,971 - - Other capital reserves - - - (33) 22 33 - - - 1,000 - - - (76) (3,491) (8,643) (371) (1,102) 2,556 (8,479) (165) (5,889) (13,650) (884) - (1,041) - (205) Legal Reserves (1,466) (54,240) 123,544 b) Information on consolidated associates Paid in Capital Share Premiums Other Income Reserves Profit/Loss c) Information on associates Prior Years’ Profits and Losses There is no consolidated associate. Net Profit for the Period 2,398 5,007 513 (1,102) 3,597 (8,479) 40 d) Valuation of associates: Total Core Capital 21,709 55,918 18,175 39,697 38,905 24,264 555 Valued with cost amounts. Supplementary Capital e) Sectoral information and the related carrying amounts on consolidated associates None. f) Associates quoted to stock exchange None. g) Information on associates which are sold in the current period: None. h) Information on associates purchased in the current period: None. - - - - - - - CAPITAL 21,709 55,918 18,175 39,697 38,905 24,264 555 NET AVAILABLE EQUITY 21,709 55,918 18,175 39,697 38,905 24,264 555 (*) Used financial information is as of 31 December 2015 . The objectives to be achieved through the internal capital adequacy assessment process are as follows: • • • • • • Protection of the solid financial condition, Determination of the risk appetite in line with the strategies and activities, Determination of the capital level in line with the risk appetite, Adoption of risk-based approaches rather than traditional ones, Enhancement of the Performance Management System, Enhancement of the principles of corporate governance and transparency. 221 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b) Information on the unconsolidated subsidiaries : e) Information on subsidiaries: The Parent Bank’s Share Percentage- The Parent Bank’s Address If Different Voting Risk Group Share (City/ Country) Percentage (%) Percentage (%) Description Sekar Oto Kiralama Turizm Kargo Taşımacılık Hizmet ve Ticaret Ltd.Şti.. - 99 c) Information on the consolidated subsidiaries: The Parent Bank’s Share Percentage- The Parent Bank’s Address (City/ If Different Voting Risk Group Share Country) Percentage (%) Percentage (%) Şekerbank Kıbrıs Ltd. Şeker Finansal Kiralama A.Ş. Nicosia/TRNC 96.11 96.11 İstanbul/Türkiye 54.13 60.20 Nicosia/TRNC 95.80 95.80 Şekerbank International Banking Unit Ltd. 110,185 4,000 4,415 - 4,415 4,000 - Share in the current year income - - Sales (-) - - Revaluation increase - - (Provision)/Reversal of Impairment - - 118,600 114,600 Movement during the period Purchases Balance at the end of the period Capital Commitment İstanbul/Türkiye 99.04 100.00 Şeker Faktoring A.Ş. İstanbul/Türkiye 99.99 Şeker Mortgage Finansman A.Ş. İstanbul/Türkiye Zahlungsdienste GmbH Der Şekerbank T.A.Ş Cologne/Germany - - 100 100 Current Period Prior Period 118,600 114,600 Share percentage at the end of the period (%) f) Valuation of Subsidiaries Valuation with cost Şeker Yatırım Menkul Değerler A.Ş. Valuation with fair value - - 99.99 Valuation with equity method - - 62.31 62.31 g) Sectoral information and the related carrying amounts on Subsidiaries 100.00 100.00 d) Information on the subsidiaries with the order as presented in the table above (*) : Income from Current Prior Marketable Period Period Total Shareholders’ Tangible Interest Securities Profit/ Profit/ Assets Equity Assets Income Portfolio Loss Loss Fair Value 216,568 21,709 5,236 20,484 269 2,398 (5,889) 15,219 413,019 55,918 12,056 30,843 66 5,007 (13,650) 48,538 18,887 18,175 1,998 1,036 - 513 (884) 11,953 113,072 39,697 22,839 7,029 20 (1,102) - 34,162 337,485 38,905 18,955 58,726 179 3,597 (1,041) 42,664 646,139 24,264 504 37,325 - (8,479) - 32,406 1,339 555 - 30 - 40 (205) 907 (*) Prior Period 114,600 Bonus shares obtained İstanbul/ Türkiye Description Current Period Balance at the beginning of the period Latest financial information of the related subsidiaries as of 31 December 2015 is stated below. Subsidiaries Banks Current Period Prior Period 15,283 15,283 Insurance Companies - - Factoring Companies 21,908 17,908 Leasing Companies 29,108 29,108 Finance Companies 18,963 18,963 Other Financial Subsidiaries 33,338 33,338 Current Period Prior Period 29,108 29,108 - - h) Subsidiaries Quoted to Stock Exchange Quoted to Domestic Stock Exchange Quoted to Foreign Stock Exchange i) Information on Subsidiaries which are Sold in the Current Period: None. j) Information on Subsidiaries Purchased in the Current Period: None. 9. Information on entities under common control: None (31 December 2014 – None). 222 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 10. Information on finance lease receivables (Net): Reconciliation of the allowance for impairment losses and advances by classes is as follows: Current Period Prior Period Gross Leasing Investment 387,249 391,298 Current Period Unearned Financial Profit from Leasing (-) (51,639) (52,885) At 1 January 2015 - Charge for the year Recoveries Amounts written off At 31 December 2015 Cancelled Leasing Amounts (-) Net Leasing Investment (*) - - 335,610 338,413 Net Leasing Investment contains non-performing leasing receivables amounting to TRL 67,868 Thousand and specific provisions amounting to TRL 41,206 Thousand (31 December 2014 - TRL 55,285 Thousand non-performing leasing receivables and TRL 28,489 Thousand specific provisions) (*) a) Other Explanation and Disclosures: Current Period Neither past due nor impaired Corporate 194,410 SME Consumer Other Total 303,753 109,343 - - Past due not impaired - 5,195 - - 5,195 Individually impaired - 67,868 - - 67,868 194,410 182,406 - - 376,816 Total Less: allowance for individually impaired loans Prior Period (41,206) - - (41,206) Prior Period 194,410 Corporate 141,200 - - 335,610 SME Consumer Other Total 197,369 306,709 109,340 - - Past due not impaired - 4,908 - - 4,908 Individually impaired - 55,285 - - 55,285 197,369 169,533 - - 366,902 Total Less: allowance for individually impaired loans Net Finance Lease Receivables 197,369 (28,489) 141,044 - - (28,489) 338,413 28,489 - 16,207 - - 16,207 - (3,490) - - (3,490) - - - - - - 41,206 - - 41,206 SME Consumer Other Total - - 18,742 Charge for the year - 10,886 - - 10,886 Recoveries - (1,139) - - (1,139) Amounts written off - - - - - At 31 December 2014 - 28,489 - - 28,489 Aging analysis of past due but not impaired loans per classes of financial statements: Less than 30 days 31-60 days 61-90 days More than 91 days Total Financial Lease Receivables SME - - - - - 1,671 1,305 655 1,564 5,195 Consumer - - - - - Other - - - - - 1,671 1,305 655 1,564 5,195 Less than 30 days 31-60 days 61-90 days More than 91 days Total Prior Period Financial Lease Receivables Corporate SME - - 18,742 Total Neither past due nor impaired Total - Corporate SME Consumer - Corporate Net Finance Lease Receivables Other 28,489 At 1 January 2014 Current Period - Corporate - - - - - 2,546 1,358 444 560 4,908 Consumer - - - - - Other - - - - - 2,546 1,358 444 560 4,908 Total 11. Information on derivative financial assets for hedging purposes: None (31 December 2014 – None). 223 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 12. Information on tangible assets : Buildings (*) Cost Opening Balance, 1 January 2015 Additions Write off Transfer Disposals (-) (****) Revaluation Foreign Exchange Difference Impairment Provision/ Reversal Closing Balance, 31 December 2015 Accumulated Amortization Opening Balance, 1 January 2015 Write off Transfer Charge for the year Revaluation Foreign Exchange Difference Impairment Provision/ Reversal Disposals (-) (****) Closing Balance, 31 December 2015 Net Book Value, 31 December 2015 Net Book Value, 31 December 2014 a) If impairment amount on individual asset recorded or reversed in the current period is material for the overall financial statements: Assets Other Held Under Foreclosed Fixed Finance Assets (*) Assets (**) Leases a.1) Events and conditions for recording or reversing impairment: None. Total 572,211 2,244 (164,340) 106,301 533,907 125,445 (118,088) (2,050) 136,867 37,244 (3,424) 30,753 (3,230) - 51,034 1,294,019 3,236 168,169 (3,424) (30,753) - (285,658) 104,251 292 337 30 - 659 543 (146) - - 397 517,251 539,405 198,240 a.2)Amount of recorded or reversed impairment in the financial statements: The Parent Bank has allocated TRL 2,050 Thousand provision for Foreclosed Assets in the attached financial statements (31 December 2014 - TRL 2,639 Thousand). b) The impairment provision set or cancelled in the current period according to the asset groups not individually significant but materially effecting the overall financial statements, and the reason and conditions for this: None. c) Pledges, mortgages and other restrictions on the tangible fixed assets, expenses arising from the construction for tangible fixed assets, commitments given for the purchases of tangible fixed assets: None. 13. Information on intangible assets: 23,517 1,278,413 Other Total Cost Opening Balance, January 1, 2015 227,033 1,561 50,945 7,083 12,284 - 77,307 (1,673) 12,873 19,239 - 23,000 (12,873) 4,571 - 334,423 (1,673) 37,655 50,945 235 - 9 - 244 144,307 144,307 Additions 51,335 51,335 Disposals (434) (434) Write Off - - 195,208 195,208 Opening Balance, 1 January 2015 70,096 70,096 Charge for the year 23,843 23,843 Disposals - - Write Off - - 93,939 93,939 Closing Balance, 31 December 2015 Accumulated Amortization (37,124) (3,032) (1,111) (1,755) (43,022) 242,650 16,335 106,644 12,943 378,572 Net Book Value, 31 December 2015 101,269 101,269 274,601 523,070 91,596 10,574 899,841 Net Book Value, 31 December 2014 74,211 74,211 345,178 526,824 59,560 28,034 959,596 The useful lives of the intangible fixed assets, which are amortized with straight line amortization method, are 5 years. (*) As of 31 December 2015, value increase and impairment of the buildings and impairment of immovable held for sale are calculated according to the independent appraisal reports dated December 2015. (**) Cost of leasehold improvements are classified among other fixed assets in the current period. (***) Foreclosed assets contain acquired tangible assets through recoveries from non-performing loans. (****) The disposals in “Buildings” include buildings at gross amount of TRL 148,304 Thousand and accumulated amortization of TRL 25,004 Thousand which are classified as Assets Held ForSale and Discontinued Operations line as of 31 December 2015. Closing Balance, 31 December 2015 224 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) a) Disclosures for book value, description and remaining depreciation time for a specific intangible fixed asset that is material to the financial statements: None. b) Disclosure for intangible fixed assets acquired through government grants and accounted for at fair value at initial recognition: None. c) The method of subsequent measurement for intangible fixed assets that are acquired through government incentives and recorded at fair value at the initial recognition: None. d) Movement of deferred tax asset/(liability): Current Period Prior Period Deferred Tax Assets/(Liabilities) Tangible Assets Base Differences (60,806) (49,943) Provisions (*) 41,754 24,246 Valuation of Financial Assets (1,791) (7,456) Investment Incentive 8,247 10,719 d) The book value of intangible fixed assets that are pledged or restricted for use: None. Financial Losses 23,493 8,874 Net Deferred Tax Assets/(Liabilities) 10,897 (13,560) e) Amount of purchase commitments for intangible fixed assets: None. (*) Provisions include employee benefit liabilities, credit card bonuses provisions, legal case provisions and other provisions. f) Information on revalued intangible assets according to their types: None. Current and prior period deferred tax movements are shown in the table below. g) Amount of total research and development expenses recorded in income statement within the period if any: None h) Information on goodwill: None. i) Movements on goodwill in the current period: None. 14. Information on investment property: None (31 December 2014 – None). 15. Explanations on deferred tax asset: a) As of 31 December 2015, deferred tax asset computed on the temporary differences is TRL 18,473 Thousand (31 December 2014 – TRL 17,498 Thousand). Carried forward tax losses over which deferred tax asset computed is TRL 23,493 Thousand (31 December 2014 - TRL 8,874 Thousand). b) Temporary differences over which deferred tax asset is not computed and recorded in the balance sheet in prior periods: None (31 December 2014 – None). c) Allowance for deferred tax and deferred tax assets from reversal of allowance: None (31 December 2014 – None). Deferred Tax (Net), Beginning of the Period Current Period Prior Period (13,560) (24,138) Current Period (Expense)/Income 19,818 15,865 Deferred Tax Classified under Equity 4,639 (5,287) 10,897 (13,560) Deferred Tax Asset (Liability), End of the Period Şeker Finansal Kiralama A.Ş. recognized deferred tax asset amounting to TRL 8,247 Thousand in the current period financial statements assuming that it will take advantage of the unused investment incentive in the subsequent periods (31 December 2014 - TRL 10,719 Thousand). 16. Information on assets held for sale and discontinued operations: The Group has TRL 135,187 Thousand assets held for sale (31 December 2014 - TRL 672 Thousand). 225 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 17. Information on other assets: Prior Period a) Breakdown of other assets: Neither past due nor impaired Current Period Prior Period 6,693 - Collaterals Given 159,619 213,291 Advances Given 62,945 12,522 Receivables from Installment Sales of Assets Receivables from Banking Services 3,868 1,445 Clearing Account 64,018 61,584 Receivables from Credit Card Payments 29,618 14,950 Prepaid Expenses 48,483 13,463 Other Receivables 88,545 56,252 463,789 373,507 Total Past due not impaired Individually impaired Total gross Less: allowance for individually impaired factoring receivables Total net At 1 January 2015 Short term Medium and Long Term Total Prior Period TRY FC TRY 307,593 - 254,191 FC - 2,054 - - - 309,647 - 254,191 - Corporate SME Consumer Other Total 17,259 268,058 - - Past due not impaired 3,632 6,082 - - 9,714 Individually impaired 9,933 44,698 - - 54,631 30,824 318,838 - - 349,662 31,166 - - 21,975 287,672 - - 309,647 Total gross Less: allowance for individually impaired factoring receivables Total net 8,849 285,317 40,015 - 1,979 - - 2,238 9,965 37,886 - - 47,851 49,038 240,361 - - 289,399 26,329 - - 35,208 40,159 214,032 - - 254,191 8,879 SME Consumer Other Total - - 35,208 5,190 - - 5,225 (65) (353) - - (418) Amounts written off - - - - - At 31 December 2015 8,849 31,166 - - 40,015 SME Consumer Other Total 31,659 Corporate At 1 January 2014 Amounts written off At 31 December 2014 Neither past due nor impaired 239,310 - 259 26,329 Recoveries Current Period Total 35 Charge for the year b) Other Explanations and Disclosures: Other 8,879 Recoveries Current Period 38,814 200,496 Corporate Charge for the year a) Maturity Analysis: SME Consumer A reconciliation of the allowance for impairment losses and advances by classes is as follows: b) Other assets which exceed 10 % of the balance sheet total (excluding off balance sheet commitments) and breakdown of these which constitute at least 20 % of grand total: None. 18. Information on factoring receivables of the Group: Corporate 8,529 23,130 - - 350 3,785 - - 4,135 - (586) - - (586) - - - - - 8,879 26,329 - - 35,208 226 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) II. Explanations Related to the Consolidated Liabilities 1. a) Information on maturity structure of deposits: Current Period Demand 7 Day Call Accounts Up to 1 month 1-3 Month 3-6 Month 6 Month1 Year 1 Year And over Accumulated Deposits Total Saving deposits 352,370 - 199,518 5,093,231 138,563 88,769 181,466 879 6,054,796 Foreign currency deposits 652,082 - 110,057 2,746,005 295,692 211,288 861,435 31 4,876,590 629,168 - 96,152 2,534,913 250,695 127,612 313,599 31 3,952,170 Residents abroad 22,914 - 13,905 211,092 44,997 83,676 547,836 - 924,420 Public sector deposits 63,365 - 199 5,560 9,674 1,271 512 - 80,581 Commercial deposits 457,279 - 261,005 973,842 8,982 16,444 15,720 57 1,733,329 548,016 Residents in Turkey Other institutions deposits 32,253 - 7,918 492,632 1,245 13,416 552 - Precious metals deposits 113,477 - - - 13,189 6,260 - - 132,926 440,625 - 698,792 278,602 38,836 10,451 - - 1,467,306 Interbank deposits Central Bank of Turkey Domestic Banks Foreign Banks Participation Banks Other - - - - - - - - - 1,408 - 698,592 110,148 - - - - 810,148 900 - 200 168,454 38,836 10,451 - - 218,841 438,317 - - - - - - - 438,317 - - - - - - - - - Total 2,111,451 - 1,277,489 9,589,872 506,181 347,899 1,059,685 967 14,893,544 Prior Period Demand 7 Day Call Accounts Up to 1 month 1-3 Month 3-6 Month 6 Month1 Year 1 Year And over Accumulated Deposits Total 331,304 - 278,147 3,861,961 309,524 189,010 189,391 736 5,160,073 Saving deposits Foreign currency deposits 454,237 - 164,841 2,821,026 291,182 314,035 659,341 35 4,704,697 439,904 - 161,356 2,679,823 226,184 223,187 241,443 35 3,971,932 Residents abroad 14,333 - 3,485 141,203 64,998 90,848 417,898 - 732,765 Public sector deposits 61,381 - 57 3,077 14,311 658 1,348 - 80,832 463,100 - 207,363 1,130,383 99,434 42,163 32,000 51 1,974,494 482,459 Residents in Turkey Commercial deposits Other institutions deposits Precious metals deposits Interbank deposits Central Bank of Turkey Domestic Banks Foreign Banks Participation Banks Other Total 24,432 - 5,630 404,787 36,474 10,784 352 - 220,830 - - - 20,150 6,957 - - 247,937 277,723 - 398,414 258,036 31,863 3,007 - - 969,043 - - - - - - - - - 714 - 383,948 165,331 - 3,007 - - 553,000 1,154 - 14,466 92,705 31,863 - - - 140,188 275,855 - - - - - - - 275,855 - - - - - - - - - 1,833,007 - 1,054,452 8,479,270 802,938 566,614 882,432 822 13,619,535 227 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b) Information on saving deposits under the guarantee of saving deposit insurance and exceeding the limit of saving deposit insurance : Saving Deposits Saving deposits Foreign currency saving deposits Other deposits in the form of saving deposits Under the guarantee of insurance (*) Exceeding the limit of insurance Current Period Prior Period Current Period Prior Period 3,568,005 2,982,032 2,487,174 2,178,352 1,544,495 1,385,883 2,643,113 2,387,030 - - - - foreign authorities' insurance Liabilities due to held for trading derivatives Forward Transactions Futures Transactions Options - - - - Other Total Off-shore banking regions’ deposits under Total a) Negative differences table related to derivative financial liabilities held-fortrading: Swap Transactions Branches’ deposits under foreign authorities' insurance 2. Information on derivative financial liabilities: - - - - 5,112,500 4,367,915 5,130,287 4,565,382 According to the BRSA’s circular no 1584 dated 23 February 2005, accruals are included in the saving deposit amounts. Headquarter of the Parent Bank is in Turkey and the Parent Bank is under the coverage of saving deposit insurance. Deposits and other accounts of chairman and members of the Board of Directors and their Mother, Father, Spouse, Dependent Children FC - 917 - 618 21,630 34,063 6,459 50,887 - - - - 82 334 51 1,187 - - - - 21,712 35,314 6,510 52,692 Current Period Prior Period TRL FC TRL FC - - - - From Domestic Banks and Institutions 285,071 179,819 305,322 155,232 From Foreign Banks, Institutions and Funds 127,085 2,645,127 51,536 1,522,586 Total 412,156 2,824,946 356,858 1,677,818 Loans from Central Bank of Turkey Current Period Deposit of real persons not under the guarantee of saving deposit insurance: Deposits and other accounts of ultimate shareholders and their Mother, Father, Spouse, Dependent Children TRL b) Maturity analysis of borrowings: d) Saving deposits not guaranteed by insurance: Deposits and other accounts in branches abroad Prior Period FC 3. a) Information on banks and other financial institutions: (*) c) Information on the saving deposits of the Parent Bank with head office abroad, if the saving deposits in the branches of the bank located in Turkey are under the guarantee of saving deposit insurance in that country abroad: Current Period TRL Current Period Prior Period - - Short-term Medium and long-term Total - - 12,117 9,501 Deposits and other accounts obtained through illegal acts defined in the 282nd Article of the 5237 numbered Turkish Criminal Code dated 26 September 2004. - - Saving deposits in banks established in Turkey exclusively for off shore banking activities - - Prior Period TRL FC TRL FC 345,094 508,941 353,158 744,327 67,062 2,316,005 3,700 933,491 412,156 2,824,946 356,858 1,677,818 Due to the loan used from the Overseas Private Investment Corporation “OPIC”, Şeker Mortgage Finansman A.Ş.’ shares, one of the subsidiaries of the Parent Bank, have been pledged to the OPIC according to the “share pledge and share lien” agreement between the OPIC and the Company which is valid for current debt relationship and recorded to share ledger. c) Additional explanation related to the concentrations of the Parent Bank’s major liabilities: The Group’s liabilities do not have any concentration in any sector. 228 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 4. Information on funds provided from repurchase agreement transactions: Current Period From domestic transactions Financial institutions and organizations Other institutions and organizations Prior Period TRL FC TRL FC 1,885,358 - 1,460,419 - 1,803,440 - 1,356,671 - Issue Date Series 14 September 2011 2011-2 Investors Amount FMO 61,250 61,250 14 September 2011 2011-3 IFC 44,750 17,900 2011-4 EIB 120,000 - TL 12.01.2015 9 December 2011 2011-5 EBRD 60,000 - TL 12.01.2015 28 November 2013 2013-1 KfW/EIF 135,975 - TL 12.12.2014 361,846 361,846 TL 13.03.2017 319,400 319,400 TL 12.03.2019 73,004 - 76,251 - 8,914 - 27,497 - 27 February 2014 - - - - 18 December 2015 2015-1 Financial institutions and organizations - - - - Other institutions and organizations - - - - - - - - 1,885,358 - 1,460,419 - From foreign transactions Real persons Total 5. Marketable Securities Issued As of 31 December 2015 outstanding issued bonds amount of the Group is TRL 507,307 Thousand (31 December 2014 – TRL 401,196 Thousand). Issuance Date Issuance Amount Maturity Şekerbank T.AŞ. Issuer 16.10.2015 95,000 179 days Şekerbank T.AŞ. 17.09.2015 178,000 179 days Şekerbank T.AŞ. 11.08.2015 178,000 175 days Şeker Finansal Kiralama A.Ş. 02.06.2015 46,742 10 months Şeker Finansal Kiralama A.Ş 22.12.2015 35,000 10 months As of 31 December 2015 outstanding issued marketable securities amount of the Group is TRL 39,054 Thousand and details are shown the table below (31 December 2014 – TRL 75,089 Thousand). Issuer Issuance Date Issuance Amount Maturity Şeker Finansal Kiralama A.Ş. 17.06.2014 11,710 24 months Şeker Finansal Kiralama A.Ş. 11.11.2014 14,700 24 months Şeker Finansal Kiralama A.Ş. 02.06.2015 6,258 24 months Şeker Finansal Kiralama A.Ş. 22.12.2015 8,000 24 months The Parent Bank issued Asset Covered Bond amounting to TRL 1,500,000 Thousand and details are shown the table below. The investors are International Finance Corporation (IFC), Nederlandse Financierings-Maatschappij Voor Ontwikkelingslanden N.V. (FMO), UniCredit Bank AG, European Investment Bank (EIB), European Bank for Reconstruction and Development (EBRD), KfW Bankengruppe and qualified institutional investors. The transactions were conducted in line with the related Capital Market Board regulation and as a security the Bank’s SME loans were used. Maturity TL 12.09.2016 9 December 2011 Qualified Institutional 2014-1 Investors Real persons Outstanding Amount (*) Currency (*) EIB TL 12.09.2016 Outstanding amounts do not include accruals. The issuance dated 27 February 2014, amounting to TRL 361,846 Thousand and the issuance dated 28 November 2013 amounting to TRL 135,975 Thousand were made via SKB VTMK International Issuer Ltd (SPV) and there is no shareholding relationship between the Parent Bank and SKB VTMK International Issuer Ltd. SPV is managed and controlled by another independent firm and does not have any administrative or contractual management relationship with the Parent Bank. The Parent Bank has no control power over SPV. SPV is the investor of some of asset covered bonds issued by the Parent Bank and also SPV issues bonds itself. In case of default of SPV’s issued bonds, the Parent Bank has no liability. The Parent Bank is responsible for running costs of SPV. As of 31 December 2015 amount of Asset Covered Bond issued is TRL 764,218 Thousand (31 December 2014 - TRL 642,648 Thousand). Current Period Prior Period TRL FC TRL Bills 507,307 - 401,196 - Asset Backed Securities 764,218 - 642,648 - 39,054 - 75,089 - 1,310,579 - 1,118,933 - Bonds Total FC 6. Other liabilities which exceed 10 % of the balance sheet total (excluding offbalance sheet commitments) and the breakdown of these which constitute at least 20 % of grand total : Other liabilities do not exceed 10 % of the balance sheet total. 7. Explanations on financial lease obligations (Net): Current Period Prior Period TRL FC TRL Lease Payables 13,543 - - - Deferred Lease Expenses (2,431) - - - 11,112 - - - Total FC 229 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 8. Information on derivative financial liabilities for hedging purposes: d.1) Movement of employee termination benefits: The Group does not hold derivative financial liabilities for hedging purposes. Current Period Prior Period 61,319 53,882 Cost Service 8,127 6,622 Interest Cost 4,807 5,104 Actuarial Loss/Gain (*) (5,242) 3,490 Indemnity Paid During the Term (11,924) (7,779) Total 57,087 61,319 9. Information on provisions: As of 1 January, a) Information on general provisions: General Provision Provisions for first group loans and receivables Additional provisions for the loans with extended payment plan Provisions for second group loans and receivables Additional provisions for the loans with extended payment plan Provisions for non cash loans Other Current Period Prior Period 179,624 164,430 111,613 105,965 13,911 21,085 48,015 40,596 32,918 29,701 16,678 15,517 3,318 2,352 b) Foreign exchange losses on the foreign currency indexed loans and finance lease receivables: There is TRL 1,790 Thousand foreign exchange losses on the foreign currency indexed loans (31 December 2014 - TRL 1,977 Thousand ). c) The specific provisions provided for unindemnified non-cash loans amount to TRL 42,185 Thousand (31 December 2014 - TRL 52,444 Thousand). d) Information on employee termination benefits and unused vacation accrual: (*) Actuarial loss/gain shown under other capital reserves after netting of deferred tax. e) Information on other provisions: e.1) Provisions for possible losses: None. e.2) The breakdown of the sub-accounts if other provisions exceed 10 % of the grand total of provisions: Unindemnified Non-Cash Loans Credit Card Liquid Point Promotion Provisions Retirement Fund Provisions Current Period Prior Period 42,185 52,444 986 1,401 7,941 - Legal Case Provisions 16,895 15,749 Bonus Provision 10,493 19,633 2,703 5,907 SDIF Premium Provision BRSA Pay Provision - - Other Provisions 62,558 11,398 Total 143,761 106,532 The Group has calculated reserve for employee termination benefits by using actuarial valuations as set out in the TAS No: 19 and reflected this in the financial statements. Main actuarial assumptions used for calculation of employment termination benefit are as follows: f) Liabilities on pension rights: - f.1) Liabilities for pension funds established in accordance with “Social Security Institution”: - - - Discount rate for the current period is 10.70 %, inflation rate is 5.00% (31 December 2014-discount rate 8.10 %, inflation rate is 5.00%). TRL 3,828.37 (full TRL) of maximum wage amount which was in effect as of 31 December 2015, was taken as maximum amount for the calculation regarding the current period period. It was assumed that maximum wage would be increased in inflation rate for every year. CSO 1980 table was used for mortality averages of females and males. As of 31 December 2015, the Group has recorded in the financial statements TRL 57,087 Thousand reserve for employee termination benefits (31 December 2014 – TRL 61,319 Thousand). As of 31 December 2015, the Group provided a reserve of TRL 4,314 Thousand (31 December 2014 – TRL 2,991 Thousand) for the unused vacations. This balance is classified under reserve for employee benefits provisions in the financial statements. Şekerbank T.A.Ş. Pension Fund, of which each Parent Bank employee is a member, is established in accordance with the provisional Article 20 of the Social Security Act No: 506. As per the provisional article No: 23 of the Banking Law No: 5411, the Parent Bank pension funds, which were established within the framework of Social Security Institution Law, should be transferred to the Social Security Institution within 3 years after the issuance of the related law. Methods and principles related to the transfer have been determined as per the Cabinet decision no: 2006/11345 made on 30 November 2006. However, the related article of the act has been cancelled upon the President’s application filed on 2 November 2005 by the Supreme Court’s order no: E.2005/39, K.2007/33 issued on 22 March 2007, which was published in the Official Gazette No: 26479 on 30 September 2007 and the execution of the decision was ceased as of the issuance date of the order. 230 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) Following the issuance of the justified order in relation to the annulment of the provisional Article 23 of the Banking Law by the Constitutional Court in the Official Gazette No: 26731 on 15 December 2007, TBMM started to work on establishing new legal regulations, the Law No: 5754 “Amendments to the Social Security and General Health Insurance Act Including Certain Laws and Decrees”, which was published in the Official Gazette No: 26870 on 8 May 2008 has become effective following the approval of the General Assembly of the TBMM. The new law decrees that the contributors of the bank pension funds, the ones who receive salaries or income from these funds and their rightful beneficiaries will be transferred to the Social Security Institution and will be subject to this Law within 3 years after the release date of the related article, without any need for further operation, and that the three-year transfer period can be prolonged for maximum 2 years by the Cabinet decision. The related three-year transfer period has been prolonged for 4 years by the Cabinet decision dated 1 March 2012, which was published on the Official Gazette dated 8 March 2012 and No: 28227. The Council of Ministers has been lastly authorized to determine the transfer date in accordance with the last amendment in the first paragraph of the 20th provisional article of Law No.5510 implemented by the Law No. 6645 on Amendment of the “Occupational Health and Safety Law and Other Laws and Decree Laws” published in the Official Gazette dated 23 April 2015 and numbered 29335. The above mentioned law also includes the following: • • Through a commission constituted by the attendance of one representative separately from the Social Security Institution, Ministry of Finance, Turkish Treasury, State Planning Organization, Banking Regulation and Supervision Agency, Savings Deposit Insurance Fund, one from each pension fund, and one representative from the organization employing pension fund contributors, related to the transferred persons, the cash value of the liabilities of the pension fund as of the transfer date will be calculated by considering their income and expenses in terms of the lines of insurance within the context of the related Law, and technical interest rate of 9.8% will be used in the actuarial calculation of the value in cash, And that after the transfer of the pension fund contributors, the ones who receive salaries or income from these funds and their rightful beneficiaries to the Social Security Institution, these persons’ uncovered social rights and payments, despite being included in the trust indenture that they are subject to, will be continued to be covered by the pension funds and the employers of pension fund contributors. On the other hand, the application made on 19 June 2008 by the Republican People’s Party to the Constitutional Court for the annulment and motion for stay of some articles, including the first paragraph of the provisional article 20 of the Law, which covers provisions on transfers, was rejected in accordance with the decision taken at the meeting of the afore-mentioned court on 31 March 2011. The technical financial statements of the Pension Fund are reviewed by an actuary registered audit company in accordance with the Article 21 of the Insurance Law numbered 5684 and the requirements of the “Actuary Regulations” issued based on the Article 38. There was TRL 7,941 Thousand actuarial deficit in the actuary report dated January 2016 which was prepared using a technical interest rate of 9.80 % in accordance with the basis set out in the Council of Ministers decision no: 2006/11345 on 30 November 2006 (31 December 2014- TRL 42,553 Thousand actuarial surplus). As of 31 December 2015, TRL 7,941 Thousand provision is recorded on the financial statements of the Group (31 December 2014- None). The actuary audit explained above and which is in compliance with the principles of the related law, calculates the present value of the liability as of 31 December 2015, in other words, the estimated amount to be paid to SGK (Social Insurance Institution). CSO 1980 mortality table, 9.80 % of technical interest rate, 34.50 % of premium rate was considered in the actuarial calculation. In the table below, cash value amount of the health expenses within the framework of Social Security Institution are shown. Present values of bonuses and salaries payment including health expenses reserve are shown in the following table in accordance with SGK as of 31 December 2015. Reserve of Probable Retirement Pensions Reserve of Probable Widow and Orphant Reserve of Liability Items Reserve for Salary Portions to be Given to Social Insurance Institution for those who leave the Pension Fund. Health and Funeral Expenses Reserve Assets (*) Cash Value of the Premiums of the Active Members Reserve of Common Members’ Salary Proportion Receivables from other social insurance institutions. Actual and Technical Surplus / (Deficit) Amount 31 December 2015 31 December 2014 (151,470) (169,792) (83,566) (75,930) (673,365) (628,220) (115,585) (98,310) 368,491 (108,436) (118,315) 383,977 672,455 685,651 73,409 73,618 (7,941) 42,553 The Pension Fund records the assets by their market value and these market values were considered for the actuarial work. (*) Assets of the Pension Fund consist of following items: Banks and Other Financial Investments Associates Immovable Other Total 31 December 2015 31 December 2014 215,620 249,850 51,500 51,381 89,288 70,845 12,083 11,901 368,491 383,977 f.2) Liabilities resulting from all kinds of pension funds, foundations etc. which provide post retirement benefits for the employees: See footnote, f.1 II/9 of Section Five. 231 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 10. Explanations on taxes payable: 12. Explanations on the number of subordinated loans the Bank used, maturity, interest rate, institution that the loan was borrowed from, and conversion option, if any: a) Information on current tax liability: a.1) Corporate taxes: Corporate tax to be deducted from payments in the next period is TRL 8,348 Thousand after net off prepaid corporate tax (31 December 2014 - TRL 23,399 Thousand corporate tax to be paid). Domestic Banks Other Domestic Institutions Banks Abroad Other Institutions Abroad Total a.2) Information on taxes payable: Corporate Tax Taxation on Securities Capital Gains Tax on Property Banking Insurance Transaction Tax (BITT) Foreign Exchange Transaction Tax Value Added Tax Payable Other Total Current Period (8,348) 14,142 544 20,500 3 1,016 8,709 36,566 Prior Period 23,399 12,414 548 17,321 7 2,155 9,157 65,001 a.3) Information on premiums: Social Security Premiums-Employee Social Security Premiums-Employer Bank Social Aid Pension Fund PremiumsEmployee Bank Social Aid Pension Fund Premiums-Employer Pension Fund Membership Fees and ProvisionsEmployee Pension Fund Membership Fees and ProvisionsEmployer Unemployment insurance-Employee Unemployment insurance-Employer Other Total Current Period 308 518 Prior Period 294 509 - - - - 9 18 853 8 15 826 b) Explanations on deferred tax liabilities, if any: As of 31 December 2015, deferred tax liability is TRL 7,576 Thousand and mentioned in the Section V. Note I.15 (31 December 2014 –TRL 31,058 Thousand deferred tax liability). 11. Information on liabilities regarding assets held for sale and discontinued operations: None. Current Period TRL FC 271,559 226,662 498,221 Prior Period TRL FC 248,690 187,981 436,671 13. Information on Shareholders’ Equity: a) Presentation of Paid-in capital: Common stock (*) Preferred stock (*) Current Period 1,158,000 - Prior Period 1,087,187 - Nominal Capital b) Paid-in capital amount, explanation as to whether the registered share capital system is applicable at the Parent Bank and if so amount of registered share capital ceiling: Registered share capital system is applied in the Parent Bank. Maximum registered capital amount is TRL 1,250,000 Thousand. Capital System Registered Capital Paid-in Capital 1,158,000 Maximum 1,250,000 c) Information on share capital increases and their sources; other information on increased capital shares in current period: The Parent Bank’s paid-in capital has been increased to TRL 1,158,000 Thousand by contribution in kind in the amount TRL 25,000 Thousand, which composed of TRL 16,475 Thousand from extraordinary reserves, TRL 4,262 Thousand from subsidiaries and real estate sale profit, TRL 4,263 Thousand from share premium and by cash in the amount of TRL 45,813 Thousand. d) Information on share capital increases from capital reserves: None. e) Capital commitments in the last fiscal year and at the end of the following period, the general purpose of these commitments and projected resources required to meet these commitments: None. 232 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) f) Indicators of the Parent Bank’s income, profitability and liquidity for the previous periods and possible effects of these future assumptions on the Parent Bank’s equity due to the uncertainty of these indicators: 16. Other Information on Shareholders’ Equity: Retained and current year income, profitability and liquidity of the Parent Bank are closely monitored, reported by the Financial Control, Budget and Strategic Planning Department to the Board of Directors and Asset and Liability Committee. This department forecasts the effects of interest, currency and maturity fluctuations that change these indicators with static and dynamic scenario analysis. Net asset value, which is defined as the difference of fair values of assets and liabilities, is measured. Prognoses are made for the Parent Bank’s future interest income via simulations of net interest income and scenario analysis. 17. Information on minority shares: g) Information on preferred shares: III. Explanations Related to the Consolidated Off-Balance Sheet Contingencies and Commitments None. None. TRL 44,351 Thousand of minority shares are shown in the accompanying financial statements (31 December 2014 – TRL 42,228 Thousand). 18. Information on other capital reserves: Actuarial gain/loss is shown under other capital reserves as of 31 December 2015 . 1. Information on off-balance sheet liabilities: h) Information on marketable securities value increase fund: a) Nature and amount of irrevocable loan commitments: Current Period TRL FC From Subsidiaries, Associations and Entities Under Common Control Marketable Securities Available for Sale Valuation Difference Foreign Exchange Difference Total Prior Period TRL FC - - - - (70,366) (70,366) - (9,292) (9,292) - 14. Information on legal reserves: First legal reserves Second legal reserves Other legal reserves appropriated in accordance with special legislation Total Current Period 85,243 15,664 Prior Period 73,446 15,485 100,907 88,931 Current Period 139,182 737,974 647,736 598,850 Prior Period 131,537 552,553 588,612 590,538 1,278 5,826 54,168 2,185,014 1,921 6,171 46,410 1,917,742 b) Possible losses and commitments related to off-balance sheet items including items listed below: The Group, within the context of banking activities, undertakes certain commitments, consisting of loan commitments, letters of guarantee, acceptance credits and letters of credit. b.1) Non-cash loans including guarantees, acceptances, financial guarantee and other letters of credits: 15. Information on extraordinary reserves: Reserves appropriated by the General Assembly Retained earnings Accumulated losses Foreign currency share capital exchange difference Total Forward Asset Purchase Commitments Loan Granting Commitments Payment Commitments for Cheques Commitments for Credit Card Expenditure limits Commitments for Promotions related with Credit Cards and Banking Transactions Subsidiaries and Associates Capital Commitments Tax and Fund Obligations for Export Commitments Other Commitments Total Current Period 1,002,592 8,217 6,096 Prior Period 807,260 5,997 204 1,016,905 813,461 Guarantees Bank Loans Letters of Credit Total Current Period 113,329 409,041 488,906 1,011,276 Prior Period 126,437 299,774 467,274 893,485 233 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b.2) Guarantees, suretyships, and similar transactions: Definite Letter of Guarantees Temporary Letter of Guarantees Suretyships and Similar Transactions Other Letter of Guarantees Total Current Period 3,339,423 561,388 875,194 4,776,005 c.1) Total amount of non-cash loans: Prior Period 3,433,478 509,180 782,136 4,724,794 Letters of Guarantees issued for cash loans With maturity of 1 year or less than 1 year With maturity of more than 1 year Other non-cash loans Total Current Period 506,732 199,171 307,561 5,280,549 5,787,281 Prior Period 473,719 344,219 129,500 5,144,560 5,618,279 c.2) Information on sectoral risk breakdown of non-cash loans: Agricultural Farming and raising livestock Forestry Fishery Manufacturing Mining Production Electric, gas and water Construction Services Wholesale and retail trade Hotel, food and beverage services Transportation and telecommunication Financial institutions Real estate and renting services Self-employment services Education services Health and social services Other Total TRL 17,557 13,542 3,787 228 531,903 21,779 492,324 17,800 1,501,248 1,718,869 664,389 20,384 85,554 345,869 520,078 75 1,647 80,873 6,478 3,776,055 Current Period (%) FC 0.47 10,569 0.36 10,569 0.10 0.01 14.09 858,117 0.58 96,390 13.04 747,002 0.47 14,725 39.76 433,545 45.51 687,014 17.59 266,290 0.54 17,330 2.27 34,353 9.16 66,669 13.77 189,924 0.00 3 0.04 2.14 112,445 0.17 21,981 100.00 2,011,226 Prior Period (%) 0.53 0.53 42.66 4.79 37.14 0.73 21.56 34.15 13.24 0.86 1.71 3.31 9.44 0.00 5.59 1.10 100.00 TRL 22,904 17,044 5,569 291 530,041 23,517 485,856 20,668 1,410,625 1,758,614 700,855 18,169 94,583 291,300 528,503 2,133 123,071 3,366 3,725,550 (%) 0.62 0.46 0.15 0.01 14.22 0.63 13.04 0.55 37.86 47.21 18.81 0.49 2.54 7.82 14.19 0.06 3.30 0.09 100.00 FC 18,334 18,334 809,029 1,899 786,070 21,060 382,880 673,166 226,203 13,092 52,832 46,910 185,914 424 147,791 9,320 1,892,729 (%) 0.97 0.97 42.74 0.10 41.53 1.11 20.23 35.57 11.95 0.69 2.79 2.49 9.82 7.81 0.49 100.00 234 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) c.3) Information on I st and II nd Group non-cash loans: Non-cash loans Letters of guarantee Bank acceptances Letters of credit I st Group II nd Group TRL FC TRL FC 3,601,592 962,993 145,446 65,974 18,092 387,365 3,000 584 - 477,395 - 11,511 Endorsements - - - - Underwriting commitments - - - - Guaranteed prefinancing credits - - - - 7,925 105,404 - - Other commitments and suretyships The Group provided reserve amounting to TRL 42,185 Thousand (31 December 2014 - TRL 52,444 Thousand) for non-indemnified non-cash loans amounting to TRL 106,848 Thousand (31 December 2014 - TRL 124,238 Thousand). 2. Information related to derivative financial instruments: Current Period Prior Period 10,900,094 601,088 10,152,322 146,684 1,089,835 11,989,929 11,152,854 813,635 10,220,168 119,051 6,000 6,000 948,160 12,107,014 Types of hedging transactions Fair value hedges Cash flow hedges Net investment hedges B.Total hedging related derivatives - - Total Derivative Transactions (A+B) 11,989,929 12,107,014 Types of trading transactions Foreign currency related derivative transactions (I) Forward transactions Swap transactions Futures transactions Option transactions Interest related derivative transactions (II) Forward rate transactions Interest rate swap transactions Interest option transactions Futures interest transactions Other trading derivative transactions (III) A. Total trading derivative transactions(I+II+III) Related to agreements of forward transactions and options; the information based on the type of forward and options transactions are disclosed separately, specified with related amounts, type of agreement, purpose of transaction, nature of risk, strategy of risk management, hedging relationship, possible effects on the Parent Bank’s financial position, timing of cash flows, reasons of unrealized transactions which previously projected to be realized, income and expenses that could not be linked to income statement in the current period because of the agreements: The Group’s derivative instruments consist of foreign currency swaps, option and forward foreign currency buy/sell transactions. The Parent Bank revalues foreign currency forward and swap transactions using the Parent Bank’s end of reporting foreign exchange rates. The resulting gain or loss is reflected in the income statement. In calculation of fair values of the interest swap contracts, interest amounts to be paid or received upon the fixed interest rate in the contract and interest amounts to be received or paid upon the floating interest rates in the contracts have been recalculated and discounted in accordance to valid interest rates in the current market and the differences have been reflected to the current term’s income statement. Some of the derivative instruments, although made for economical hedging purposes, are accounted as trading transactions since they are not qualified to be a hedging instrument as per “Financial Instruments: Recognition and Measurement” (“TAS 39”). As of 31 December 2015 breakdown of the Group’s foreign currency forward and swap transactions based on currencies are disclosed below in their TRL equivalents: Forward Forward Buy Sell Swap Buy Swap Option Option Future Future Sell Buy Sell Buy Sell Current Period TRL 149,177 150,605 420,134 3,284,312 44,639 26,756 USD 141,437 139,507 2,260,447 1,177,127 27,221 45,034 EURO 9,749 9,749 2,785,532 801,747 872 2,162 OTHER 2,766 3,081 180,987 326,888 Total 303,129 302,942 5,647,100 5,590,074 72,732 73,952 Prior Period TRL 90,432 321,653 653,410 2,813,028 39,803 19,250 USD 309,073 82,438 2,194,887 1,802,032 9,306 41,644 EURO 3,705 2,714 2,676,817 696,461 9,048 OTHER 3,620 382 61,314 248,092 Total 406,830 407,187 5,586,428 5,559,613 58,157 60,894 - - - - As of 31 December 2015, the Group has no cash flow hedges (31 December 2014 None). As of 31 December 2015, the Group has no hedge of net investment in foreign operations (31 December 2014 - None). 3. Explanations on contingent liabilities and assets: a.1) The Group's share in contingent liabilities arising from entities under common control together with other venturer: None. a.2) Share of entity under common control in its own contingent liabilities: None. a.3) The Group’s contingent liabilities resulting from liabilities of other venturers in entity under common control: None. b) Accounting and presentation of contingent assets and liabilities in the financial statements: b.1) Contingent assets are accounted for, if probability of realization is almost certain. If probability of realization is high, then it is explained in the footnotes. As of 31 December 2015 there are no contingent assets that need to be explained. 235 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b.2) A provision is made for contingent liabilities, if realization is probable and the amount can reliably be determined. If realization is remote or the amount cannot be determined reliably, then it is explained in the footnotes: The results of the rating performed by JCR Eurasia Rating for Şeker Finansal Kiralama A.Ş. is shown below: JCR Eurasia Rating: June 2015 As of 31 December 2015, there are 1,188 continuing legal cases against the Group based on information received from Law Departments of the Group. The total amount of these cases is TRL 68,765 Thousand. Provision amount for these cases is TRL 16,895 Thousand (According to the information obtained from Law Departments of the Group, as of 31 December 2014 number of continuing legal cases against the Group was 1,965. Total amount of those cases was TRL 66,162 Thousand. TRL 15,749 Thousand of provision was allocated for those cases). c) Explanations on revocable commitments: As of 31 December 2015, the Group’s revocable commitments amount is TRL 298,860 Thousand (31 December 2014 TRL 330,796 Thousand). Foreign Currency Commitments Long term BBB- Short term A-3 View Stable Long Term National BBB+ (Trk) Short Term National A-2 (Trk) Turkish Lira Commitments Long term BBB- Short term A-3 View Stable Information related with custodian and intermediary services is given in the financial structure section under the name of the “Explanations related to transactions made on behalf of others and fiduciary transaction based on trust” in section four XI. item. Long Term National BBB+ (Trk) Short Term National A-2 (Trk) View Stable Individual Rating AB 5. The information on the Parent Bank’s rating by the international rating institutions: Support Points 2 4. Custodian and intermediary services: The results of the rating performed by JCR Eurasia Rating for Şeker Mortgage Finansman A.Ş. is shown below: The results of the ratings performed are shown below: Fitch Ratings: February 2015 Foreign Currency Long Term Short Term Outlook Local Currency Long Term Short Term Outlook National Outlook Viability bbSupport Rating Moody’s: December 2014 Foreign Currency Long Term Short Term Local Currency Long Term Short Term National Long Term National Short Term Outlook Financial Strength Rate JCR Eurasia Rating: May 2015 BBBA-3 Foreign Currency Commitments Long term BBB- BBBA-3 Stable AA- (Trk) A-1+ (Trk) 2 Short term A-3 BBB Stable A +(tur) Stable JCR: July 2015 Foreign Currency International Long Term International Short Term Local Currency International Long Term International Short Term Outlook Long Term National Short Term National Support Rating View Stable Long Term National A (Trk) Short Term National A-1 (Trk) 5 Individual Rating AB BBB Stable Ba2 NP Ba2 NP A3.tr TR-2 Negative D- Capital Intelligence: December 2015 Foreign Currency Long Term Short Term Financial Strength Rate Support Rating Outlook BB B BB 4 Negative Turkish Lira Commitments Long term BBB- Short term A-3 View Stable Long Term National A (Trk) Short Term National A-1 (Trk) View Positive Individual Rating B Support Points 2 236 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) IV. Explanations Related to the Consolidated Income Statement d) Information on interest income received from associates and subsidiaries: 1. a) Information on interest income on loans: Current Period Interest on Loans (*) Short Term Loans Medium and Long Term Loans Interest on Non-Performing Loans Premiums received from Resource Utilization Support Fund (*) Prior Period TRL FC TRL FC 2,006,746 133,965 1,867,634 125,396 1,015,199 40,552 961,576 40,833 969,772 93,413 871,441 84,563 21,775 - 34,617 - Banks(*) Domestic Banks - Foreign Banks Branches and Head Office Abroad Includes fees and commissions obtained from cash loans. b) Information on interest received from banks: Other Financial Institutions Total Current Period TRL FC Prior Period TRL FC The Central Bank of Turkey 399 171 484 - Domestic Banks 1,141 56 960 1,090 Foreign Banks 105 1,793 479 1,467 - - - - 1,645 2,020 1,923 2,557 Branches and Head Office Abroad Total 1 168 Current Period - - Prior Period 2. a) Information on interest expense on funds borrowed : The Central Bank of Turkey - Current Period Interest Income Received from Associates and Subsidiaries (*) Prior Period TRL FC TRL FC 44,455 75,045 35,300 51,842 - - - - 36,660 7,565 29,615 6,910 7,795 67,480 5,685 44,932 - - - - - - - - 44,455 75,045 35,300 51,842 Includes fees and commission expenses of cash loans. b) Information on interest expense to associates and subsidiaries : Current Period Prior Period 106 17 Interest Expense to Associates and Subsidiaries c) Information on interest expense to marketable securities issued : c) Interest received income from marketable securities portfolio: Current Period Current Period Trading Securities Prior Period TRL FC TRL FC 419 281 1,798 138 Financial Assets at Fair Value Through Profit and Loss - - - - Available-for-Sale Securities 119,324 - 71,205 - Held-to-Maturity Securities Total 116,143 32 139,424 26 235,886 313 212,427 164 Interest expense on securities issued Prior Period TRL FC TRL FC 101,100 - 119,382 - 237 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) d) Distribution of interest expense on deposits based on maturity of deposits : Account name TRL Bank deposits Saving deposits Public sector deposits Commercial deposits Other deposits 7 days call accounts Precious metal deposits Total Foreign Currency Foreign currency deposits Bank deposits 7 days call accounts Precious metal deposits Total Grand Total Demand Deposits Up to 1 Month Up to 3 Months Up to 6 Months 124 41 1 166 43,477 21,674 42 15,126 595 80,914 11,081 477,412 1,278 114,547 69,876 674,194 377 19,028 332 8,233 776 28,746 61 1,757 183 2,001 2,167 2,203 348 2,551 83,465 53,529 2,013 55,542 729,736 5,170 5,170 33,916 3. Information on dividend income : Trading Securities Financial assets at fair value through profit and loss Available-for-sale securities Other Total Current Period 1,757 1,757 Prior Period 1,269 1,269 Current Period 12,318,021 11,886 1,330,323 10,975,812 12,548,544 381 1,347,900 11,200,263 Prior Period 6,020,788 49,691 790,333 5,180,764 6,069,607 2,025 965,003 5,102,579 4. Information on net trading income : Income Profit on capital market operations Profit on derivative financial instruments Foreign exchange gains Losses (-) Losses on capital market operations Losses on derivative financial instruments Foreign exchange losses 5. Information on other operating income : The information on the factors affecting the Group’s income including new developments, and the explanation on nature and amount of income earned from such items : As of 31 December 2015, TRL 249,307 Thousand stated under other operating income in the income statement includes TRL 140,512 Thousand prior years’ provisions reversal income and TRL 108,795 Thousand other operating income. As of 31 December 2015, prior years expense and provision reversal income includes TRL 79,609 Thousand reversal of specific provisions due to collection of cash loans, TRL 27,480 Thousand reversal of non-cash provisions, TRL 2,939 Thousand of securities impairment provision reversal and TRL 30,484 Thousand reversal of legal case provision and other provisions. Time Deposits Up to 1 Year More than 1 Year Accumulated Deposits Total 142 11,419 75 2,123 624 14,383 16,050 94 3,333 38 19,515 34 2 36 55,077 545,741 1,821 143,405 71,910 817,954 5,420 5,420 19,803 17,189 17,189 36,704 36 83,572 4,118 183 87,873 905,827 As of 31 December 2014, TRL 195,135 Thousand stated under other operating income in the income statement includes TRL 135,804 Thousand prior years’ provisions reversal income and TRL 59,331 Thousand other operating income. As of 31 December 2014, prior years expense and provision reversal income includes TRL 96,034 Thousand reversal of specific provisions due to collection of cash loans, TRL 16,569 Thousand reversal of non-cash provisions, TRL 517 Thousand of securities impairment provision reversal and TRL 22,684 Thousand reversal of legal case provision and other provisions. 6. Provision expenses of banks for loans and other receivables: Specific provisions for loans and other receivables III.Group Loans and Receivables IV.Group Loans and Receivables V.Group Loans and Receivables General loan loss provision expenses Provision expenses for possible losses Marketable securities impairment losses Financial assets at fair value through profit and loss Investment securities available for sale Impairment provision expense Associates Subsidiaries Entities under common control Investments held to maturity Other (*) Total Current Period 368,584 92,204 105,856 170,524 15,901 1,000 43 42 1 1,546 1,546 67,400 454,474 Prior Period 266,217 60,128 56,807 149,282 31,769 55 19 36 624 624 17,150 315,815 (*) Other provisions includes TRL 16,400 Thousand unindemnified non-cash loans provision (31 December 2014 – TRL 13,185 Thousand unindemnified non-cash loan). 238 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) 11. The explanations on net profit/(loss) for the period : 7. Information on other operating expenses : Personnel expenses Reserve for employee termination benefits Bank social aid provision fund deficit provision Impairment losses on fixed assets Depreciation expenses of fixed assets Impairment losses on intangible assets Goodwill impairment losses Depreciation expenses of intangible assets Impairment for investments accounted for under equity method Impairment losses on assets held for resale Depreciation expenses of assets held for resale Impairment losses on assets held for sale Other operating expenses Services Rent expenses Maintenance expenses Advertisement expenses Other expenses (*) Loss on sales of assets Other Total Current Period 389,077 1,010 7,941 25,371 23,843 Prior Period 372,998 3,947 159 31,789 17,584 2,249 12,284 314,428 58,504 16,274 14,678 224,972 476 139,037 915,716 2,573 4,060 308,988 52,445 12,524 19,546 224,473 118 117,212 859,428 (*) “Other” includes TRL 25,865 Thousand premiums paid to the Saving Deposit Insurance Fund,TRL 2,655 Thousand legal case provision and TRL 10,000 Thousand bonus provision (31 December 2014 – TRL 25,162 Thousand to the Saving Deposit Insurance Fund premium provision and TRL 19,000 Thousand bonus provision). (**) Other expenses include TRL 26,256 Thousand communication expenses, TRL 17,034 Thousand computer usage expenses, TRL 5,437 Thousand promotion applications related with credit cards and banking services (31 December 2014 - TRL 25,211 Thousand communication expenses, TRL 19,232 Thousand computer usage expenses, TRL 2,773 Thousand promotion applications related with credit cards and banking services). 8. Information on profit/(loss) from continued and discontinued operations before taxes : Profit before tax of the Group has decreased by 73.87 % for the period ended 31 December 2015 as compared to the prior period. In comparison with in the same period, the Group’s operating income decreased by 2.14 %, net fees and commissions income increased by 14.32 %, other operating income increased by 6.55 %, provision expenses increased by 43.91 % and other operating expenses increased by 27.76 %. 9. Information on tax provision for continued and discontinued operations : a) The nature and amount of certain income and expense items from ordinary operations is disclosed if the disclosure for nature, amount and repetition rate of such items is required for the complete understanding of the Group's performance for the period : None. b) Effect of changes in accounting estimates on income statement for the current and, if any, for subsequent periods : None. c) Profit or loss attributable to minority shares: Profit attributable to minority shares is TRL 2,108 Thousand (31 December 2014- TRL 4,602 Thousand profit). d) If the other items in the income statement exceed 10 % of the income statement total, accounts amounting to at least 20 % of these items are shown below : Other Fees and commissions received Banking Services Income Other Total Current Period 272,532 26,917 299,449 Prior Period 216,754 30,451 247,205 Other Fees and commissions given Fees and commissions given to Banks Fees and commissions given for Credit Cards Other Total Current Period 14,391 23,834 24,842 63,067 Prior Period 18,804 14,526 19,103 52,433 e) Nature and amount of changes in accounting estimates, which have a material effect on current period or expected to have a material effect on subsequent periods : None. V. Explanations Related to Statement of Shareholders' Equity Movement 1. Information on the corrections related with the Accounting Standards of Financial Instruments in current period 1.a) Increase after the revaluation of the available for sale investments Value increase or loss from the revaluation of available for sale investment is recorded under shareholders equity. The value decrease recorded under shareholders equity is TRL 87,957 Thousand. Net value decrease from available for sale investments is TRL 70,366 Thousand after deferred tax asset amounting to TRL 17,591 Thousand. a) As of 31 December 2015, current tax charge is TRL 2,359 Thousand (31 December 2014 – TRL 75,030 Thousand current tax charge) and deferred tax benefit is TRL 19,818 Thousand (31 December 2014 – TRL 15,865 Thousand deferred tax benefit). 1.b) Information about increases that occurred on items for protection from cash flow risk b) Deferred tax benefit on temporary differences is TRL 19,818 Thousand (31 December 2014 – TRL 15,865 Thousand deferred tax benefit). i. Information on the items for cash flow hedges at the beginning and end of the period and confirmation 10. Information on net profit/(loss) from continued and discontinued operations : There are no items for hedging the cash flow risk at the beginning and end of the periods. The net profit of the Group decreased for the period ended 31 December 2015 by 60.57 % as compared to the prior period profit. 239 FINANCIAL STATAMENTS ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) ii. Any gain or loss arising from, a derivative or non-derivative financial asset or liability designated as hedging instrument in cash flow hedge and, amount which recorded in the current period, under equity. There is no derivative specified as protection device from risk and any gain or loss concerning non-derivative financial assets and obligations. VII. Explanations on the Risk Group of the Parent Bank 1. Volume of related party transactions, income and expense amounts involved and outstanding loan and deposit balances : a) Current Period: iii. Information on the reconciliation of foreign currency gain/(loss) at the beginning and end period Related Parties There is no foreign currency gain/(loss) in the shareholders equity. VI. Explanations Related to Statement of Cash Flows 1. The effects of the other items stated in the cash flow statement and the changes in foreign currency exchange rates on cash and cash equivalents: “Net increase/decrease in other liabilities” item amounting to TRL 1,023 Thousand (31 December 2014 - TRL 7,441 Thousand) in “Changes in operating assets and liabilities” consists of changes in sundry creditors, other liabilities and interbank money market borrowings. “Net increase/decrease in other assets” item with a total amount of TRL 598,180 Thousand (31 December 2014 - TRL 444,584 Thousand) consists of changes in sundry debtors and other assets. The effect of change in foreign exchange rate on “cash and cash equivalents” is an increase amounting to TRL 85,114 Thousand (31 December 2014 - TRL 32,214 Thousand increase). Loans and other receivables Balance at beginning of period Balance at end of period Interest and commission income Cash Cash in TRL/Foreign Currency Central Bank Other Cash Equivalents Banks Money Market Placements Total Cash and Cash Equivalents 01.01.2015 01.01.2014 195,883 208,025 4 286,444 419,593 3 144,205 7,980 556,097 137,709 4,000 847,749 3. Cash and cash equivalents at the end of periods Cash Cash in TRL/Foreign Currency Central Bank Other Cash Equivalents Banks Money Market Placements Total Cash and Cash Equivalents 31.12.2015 31.12.2014 175,499 390,603 4 195,883 208,025 4 98,436 6,980 671,522 144,205 7,980 556,097 1 Direct and Indirect Other Entities Shareholders Included in the of the Bank Risk Group Cash Non-Cash Cash Non-Cash 13,057 367,395 16,186 413,158 83 25,631 42,241 47,232 350 - - b) Prior Period: Related Parties Subsidiaries and Associates Cash Non-Cash Loans and other receivables Balance at beginning of period 12,875 Balance at end of period Interest and commission income 168 Direct and Indirect Other Entities Shareholders Included in the of the Bank Risk Group Cash Non-Cash Cash Non-Cash 654 317,083 13,057 367,395 71 22,699 40,751 42,241 308 - - c.1) Information on related party deposits balances: 2. Cash and cash equivalents at beginning of periods The recorded amounts of the cash and cash equivalent assets at the balance sheet and the recorded amounts in the cash flow statement: Subsidiaries and Associates Cash Non-Cash Related parties Deposits Balance at beginning of period Balance at end of period Interest on deposits Direct and Indirect Other Entities Subsidiaries and Shareholders Included In the Associates of the Bank Risk Group Current Prior Current Prior Current Prior Period Period Period Period Period Period 3,618 1,785 90,946 193,553 7,451 3,618 53,625 90,946 106 17 6,519 9,967 - c.2) Information on forward and option agreements and other similar agreements made with related parties : None. 2. Disclosures for related parties: a) The relations of the Parent Bank with the entities controlled by the Parent Bank and its related parties, regardless of whether there are any transactions or not : In the normal course of its banking activities, the Parent Bank conducted various business transactions with related parties at commercial terms and at rates which approximate market rates. Any transaction among the Group subsidiaries and/or related parties are executed on arm-lengths conditions. 240 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK T.A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2015 (AMOUNTS EXPRESSED IN THOUSANDS OF TURKISH LIRA (TRL) UNLESS OTHERWISE STATED.) b) Nature of the transactions amount and ratio to the total volume of transactions, amount of major items and ratio to all items, pricing policies and other factors : Amount Shares % 413,158 2.46 Cash loans Non-cash loans 63,418 1.10 Deposits 61,076 0.41 These transactions are priced in accordance with the general pricing policies of the Parent Bank and are in line with market rates . c) In cases separate disclosure is not necessary, in order to present the total impact on the financial statements, total of similar items : Explained in b). d) Transactions accounted under the equity method : None. e) Disclosures related to purchase and sale of real estate and other assets, services given/received, agency contracts, leasing contracts, transferring information as a result of research and development, license contracts, financing (including supports in the form of loans, capital in cash and capital in kind), guarantees, and management contracts : The Parent Bank enters into lease agreements with Şeker Finansal Kiralama A.Ş. As of 31 December 2015 the total leasing obligations related to those agreements amounted to TRL 484 Thousand (31 December 2014 - TRL 6,641 Thousand). Additionally, the Parent Bank provides agency services for Şeker Yatırım Menkul Değerler A.Ş. through its branches. Within the limits of the Banking Law, the Group renders cash and non-cash loans to its related parties and the ratio of these loans to the Group’s total cash and non-cash loan portfolio is 2.11 %. Details of these loans are explained in the Section V, Note V-1a. As of 31 December 2015 the Group has no purchases and sale of real estate and other assets, transfer of information as a result of research and development, and management contracts with the related parties. f) Benefits provided to the top management of the Group during current period amount to TRL 30,258 Thousand (31 December 2014 - TRL 28,246 Thousand). VIII. Explanations and notes related to subsequent events On 26 January 2016, as a result of assessment of the year 2015, Kobirate International Credit Rating and Corporate Management Services increased the Parent Bank’s Corporate Governance rating to 9.17 (91.70 %) On 1 February 2016 within the scope of the decision of the Capital Market Board dated 7 September 2015 and numbered 25/1103, the Parent Bank has completed the domestic sale of TRQSKBK71622 ISIN code bond with TRL 40,500 Thousand nominal value and 175 days maturity ( on 26 July 2016) to qualified investors. On 1 February 2016 within the scope of the decision of the Capital Market Board dated 7 September 2015 and numbered 25/1103, the Parent Bank has completed the domestic sale of TRQSKBK51616 ISIN code bond with TRL 57,500 Thousand nominal value and 91 days maturity (on 3 May 2016) to qualified investors. Executive Vice Presidents Nejat Bilginer and Feyza Önen resigned as of 1 February 2016; Ramazan Karademir was retired as of 1 February 2016. On 8 February 2016, the Parent Bank announced that in accordance with the decision of the Board of Directors Servet Taze would be appointed as the General Manager following the approval of the BRSA and the General Manager Halit Haydar Yıldız would be appointed as the member of Board of Director. On 12 February 2016, Fitch Ratings has announced the Parent Bank’s Long-Term Foreign and Local Currency Notes as BB- , Short Term Notes B ; National Rating Note A + (TUR); Viability Rating bb- ; Support Rating 5 and has announced the Outlook as Negative. IX. Explanations on the Parent Bank’s domestic branches, agencies and branches abroad and off-shore branches 1. Explanations on the Parent Bank’s domestic branches, agencies and branches abroad and off-shore branches: Domestic branches Number of Number of Branches Employees 301 4,078 Rep-offices Abroad - - Country - Branches abroad - - - Total Assets - Capital - Off-shore Branches - - - - - 2. Explanations on Branch and Agency Openings or Closings of the Parent Bank: None. SECTION SIX OTHER EXPLANATIONS I. Explanations on the Operations of the Group: None. SECTION SEVEN INDEPENDENT AUDITOR’S REPORT I. Explanations on the Independent Auditor’s Report : The consolidated financial statements for the year ended 31 December 2015 were audited by Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik AŞ (the Turkish member firm of KPMG International Cooperative, a Swiss entity) and Independent Auditors’ Report dated 26 February 2016 is presented in the introduction of this report. II. Other Footnotes and Explanations Prepared by Independent Auditors : None. 241 FINANCIAL STATAMENTS ŞEKERBANK BRANCHES GEOGRAPHIC DISTRIBUTION NO NAME OF BRANCHES 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 4.Levent Acıpayam Adana Adapazarı Adıyaman Afşin Afyon Ağrı Akçaabat Akdeniz Akdeniz Sanayi Sitesi Akhisar Aksaray Aksaray/İstanbul Akşehir Akyazı Alanya Alaşehir Aliağa Alpullu Altunizade Amasya Anafartalar Anamur Ankara Caddesi/Bursa Antakya Antalya Antalya Hal 29 30 31 32 33 34 Arnavutköy/İstanbul Artvin Avcılar Aydın Aydınlıkevler/Ankara Ayrancılar/İzmir Azerbaycan Bulvarı/ Kahramanmaraş Babaeski Bafra 35 36 37 BRANCHES ADDRESSES TELEPHONE Eski Büyükdere Cad. No: 53 4. Levent Beşiktaş/İstanbul Yukarı Mahallesi, Atatürk Bulvarı, No:66 Acıpayam/Denizli Abidinpaşa Cad. No: 40 Seyhan/Adana Cumhuriyet Mahallesi, Doktor Kamil Sokak, No:16/B Adapazarı/Sakarya Hocaömer Mahallesi No:160 Adıyaman Ebülfez Elçibey Cad. No:59 Afşin/Kahramanmaraş Karaman Mah. Milli Egemenlik Cad.No.32/A Afyonkarahisar Yavuz Mahallesi, Kağızman Caddesi, No: 4 Merkez/Ağrı Dürbinar Mahallesi, Hükümet Caddesi, Tosun İşhanı No:81/A Akçaabat/Trabzon Cumhuriyet Cad. No: 75/C Antalya Şafak Mah. 5012. Sok. No:52 Kepez/Antalya Şehit Teğmen Tahir Ün Caddesi Paşa Mah. 14.sok No:89 Akhisar/Manisa Ankara Cad. Mecit Mutlu İşhanı No: 7/B Aksaray Aksaray Mahallesi, İnkilap Caddesi, No:43/A Aksaray Fatih/İstanbul Selçuk Mahallesi, İnönü Caddesi, No:43 Akşehir/Konya Konuralp Mah. Ada Cad. No:318 Akyazı/Sakarya Bostancı Pınarı Cad. No:26/B Alanya/Antalya Kışla Caddesi, No:94 Alaşehir/Manisa Kazımdirik Mahallesi, İstiklal Caddesi, No:62 Aliağa/İzmir Ordu Cad. No: 22/B Alpullu Babaeski/Kırklareli Altunizade Mah. Kısıklı Cad. No:5B Üsküdar/İstanbul Mustafa Kemal Paşa Cad. No:47/A Amasya Anafartalar Cad. No: 62/D Ulus Altındağ/Ankara Esentepe (Saray) Mah. Atatürk Bulvarı No:8 Anamur/Mersin Anadolu Mahallesi, Ankara Caddesi, No:75 Yıldırım/Bursa Yavuz Selim Cad. Zühtiye Ökten İşhanı B Blok No: 1 Hatay Tahılpazarı Mah.Adnan Menderes Bulv.No:15/1 Antalya Yeni Toptancı Hali No:868 Antalya Arnavutköy Mahallesi, Eski Edirne Caddesi, Nizambey İş Merkezi No:1310/1312 A Arnavutköy/İstanbul Çarşı Mahallesi, Cumhuriyet Caddesi, No:10 Merkez/Artvin Cihangir Mah. Defne Sokak No:2 Avcılar/İstanbul Ramazanpaşa Mah. İstiklal Cad. Halil Zühtü Özçelik Apt. No:15 Aydın Ahiler Mahallesi, Çevreli Caddesi, No:88/17 Aydınlıkevler Altındağ/Ankara İnönü Mah. Aydın Cad. No:69 Ayrancılar Torbalı/İzmir +90 212 - 268 35 96 +90 258 - 518 18 15 +90 322 - 352 95 54 +90 264 - 274 53 71 +90 416 - 213 89 22 +90 344 - 511 43 72 +90 272 - 215 24 26 +90 472 - 215 07 49 +90 462 - 228 44 45 +90 242 - 248 37 08 +90 242 - 221 50 40 +90 236 - 412 96 55 +90 382 - 212 52 84 +90 212 - 530 73 43 +90 332 - 813 62 72 +90 264 - 418 24 65 +90 242 - 513 61 90 +90 236 - 654 20 54 +90 232 - 617 19 19 +90 288 - 523 10 51 +90 216 - 651 32 41 +90 358 - 218 50 85 +90 312 - 310 60 17 +90 324 - 814 88 51 +90 224 - 362 41 54 +90 326 - 225 19 70 +90 242 - 248 59 50 +90 242 - 339 73 48 Egemenlik Mahallesi, Azerbaycan Bulvarı, No:53/A Kahramanmaraş Hacı Hasan Mah. Adil Onat Cad. No: 5 Babaeski/Kırklareli Tekel Cad. No: 33/A Bafra/Samsun +90 344 - 235 08 25 +90 288 - 512 11 52 +90 362 - 543 37 54 +90 212 - 681 03 40 +90 466 - 212 74 44 +90 212 - 509 84 84 +90 256 - 225 49 30 +90 312 - 316 44 83 +90 232 - 854 81 84 242 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK BRANCHES GEOGRAPHIC DISTRIBUTION NO NAME OF BRANCHES 38 39 40 41 42 43 44 45 46 47 48 49 50 51 Bağcılar Bahçelievler/Ankara Bakırköy Balgat Balıkesir Banaz Bandırma Baraj Yolu/Adana Başkent Batman Bayburt Bayrampaşa Beşevler/Bursa Beşiktaş 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 Beylikdüzü Beypazarı Beyşehir Biga Bodrum Boğazlıyan Bolu Bornova Bozüyük Buca Bucak Burdur Bursa Büsan Organize Sanayi Cebeci Ceyhan Cumhuriyet Caddesi/ Şanlıurfa Çağlayan Çallı Çamdibi/İzmir Çanakkale Çankaya Çankırı 68 69 70 71 72 73 74 BRANCHES ADDRESSES TELEPHONE Bağcılar Caddesi No:54 Bağcılar/İstanbul 6. Cad. No: 15/A Bahçelievler Çankaya/Ankara İstanbul Cad. No: 42/B Bakırköy/İstanbul Ceyhun Atıf Kansu Cad No.48 Balgat Çankaya/Ankara Milli Kuvvetler Cad. No: 50/A Balıkesir Başaran Cad. No:4 Banaz/Uşak Haydarçavuş Mahallesi, İnönü Caddesi, No:25 Bandırma/Balıkesir Beyaz Evler Mahallesi, Bülent Angın Bulvarı, Turan Apartmanı, No:128 Çukurova/Adana Birlik Mahallesi 441.Cadde No:3/A Çankaya/Ankara GAP Mahallesi Turgut Özal Bulvarı Safir Plaza No:298-A Batman Cumhuriyet Caddesi No:12 Bayburt Yenidoğan Mah. Abdi İpekçi Cad. No:24/A Bayrampaşa/İstanbul Beşevler Mahallesi, Koçman Caddesi, No:407 Nilüfer/Bursa Barbaros Bulvarı No: 97/1 Beşiktaş/İstanbul Büyükşehir Mahallesi Belediye Caddesi Beylicium Alışveriş Merkezi No:9 Beylikdüzü/ İstanbul Beytepe Mahallesi İrfan Gümüşel Cad. No:59 Beypazarı/Ankara Evsat Mah. Şehit Mahmut Akşin Sokak No:33 Beyşehir/Konya İstiklal Mahallesi, İstiklal Caddesi, No:69 Biga/Çanakkale Kıbrıs Şehitleri Cad. Ataman İş Merkezi B Blok No:31 Bodrum/Muğla Çarşı İçi Kayseri Cad. No: 1 Boğazlıyan/Yozgat Akpınar Mah. İzzet Baysal Cad. No: 150 Bolu Mustafa Kemal Cad. No:130/A Bornova/İzmir İsmet İnönü Cad. No: 35 Bozüyük/Bilecik Özmen Caddesi, Dumlupınar Mahallesi, No:14 Buca/İzmir Konak Mahallesi, Süleyman Demirel Bulvarı, No:24 Bucak/Burdur Konak Mah. Gazi Cad. No: 38 Burdur Haşim İşçan Cad. Burçin 1 İşhanı No:8 Osmangazi/ Bursa Fevzi Çakmak Mahallesi, Büsan Sanayi Sitesi KOSGEB Caddesi, No:4 Karatay/KONYA Cemal Gürsel Cad. No: 59/A Cebeci Çankaya/Ankara Büyük Kırım Mah. Atatürk Cad. Emniyet Müdürlüğü Bitişiği No: 325 Ceyhan/Adana +90 212 - 436 04 88 +90 312 - 215 96 35 +90 212 - 542 76 46 +90 312 - 285 58 07 +90 266 - 245 89 00 +90 276 - 315 34 00 +90 266 - 714 66 64 +90 322 - 233 09 36 +90 312 - 442 20 35 +90 488 - 215 00 72 +90 458 - 211 96 91 +90 212 - 612 89 49 +90 224 - 443 63 84 +90 212 - 258 79 80 Şair Nabi Mahallesi, Recep Tayyip Erdoğan Bulvarı, 175.Sokak, No:56 Şanlıurfa Kağıthane Caddesi No: 145 Çağlayan Kağıthane/İstanbul Sedir Mahallesi, Gazi Bulvarı No:98/1-A-B Muratpaşa/Antalya Mersinli Mahallesi, Fatih Caddesi, No:84 Konak/İzmir Fevzipaşa Mah. Çarşı Cad. No:100 Çanakkale Hoşdere Cad. No: 195/A Çankaya/Ankara Atatürk Bulvarı Belediye Sarayı Altı No: 13/B Çankırı +90 414 - 315 23 30 +90 212 - 233 56 13 +90 242 - 345 72 82 +90 232 - 486 19 89 +90 286 - 217 60 40 +90 312 - 440 60 39 +90 376 - 213 13 68 +90 212 - 872 13 19 +90 312 - 763 60 13 +90 332 - 512 49 50 +90 286 - 317 45 04 +90 252 - 313 54 61 +90 354 - 645 11 22 +90 374 - 213 62 63 +90 232 - 374 66 92 +90 228 - 314 01 40 +90 232 - 442 44 20 +90 248 - 325 02 20 +90 248 - 233 19 56 +90 224 - 224 15 90 +90 332 - 345 33 56 +90 312 - 362 01 68 +90 322 - 613 75 35 243 FINANCIAL STATAMENTS NO NAME OF BRANCHES 75 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 100 101 102 103 104 105 106 107 108 109 110 111 112 113 Çarşamba Çay Çekmeköy Çemberlitaş Çerkezköy Çivril Çorlu Çorum Çubuk Değirmendere/Trabzon Demetevler Denizli Develi Dikmen Dinar Diyarbakır Dörtyol/Hatay Dudullu Düzce Edirne Edremit Elazığ Elbistan Ellialtılar Elmadağ Emirdağ Erbaa Erciyes Ereğli Erenler/Sakarya Erzincan Erzurum Esenyurt Eskişehir Etiler Etimesgut Etlik Fatsa Fener/Antalya BRANCHES ADDRESSES Orta Mah. Dr. Tevfik Türker Cad. No:6 Çarşamba/Samsun Aşağı Mahalle, Cumhuriyet Caddesi, No:10-A Çay/Afyonkarahisar Mimar Sinan Mahallesi, Mimar Sinan Caddesi, No:7/2, Çekmeköy/İstanbul Yeniçeriler Cad. No: 23 Çemberlitaş - Fatih/İstanbul Atatürk Cad. No: 42 Çerkezköy/Tekirdağ Çatlar Mah. Cumhuriyet Cad. No:15 Çivril/Denizli Omurtak Cad. No:136/1-2 Çorlu/Tekirdağ İnönü Cad. No: 35 Çorum Cumhuriyet Mahallesi Atatürk Bulvarı No: 4 Çubuk/Ankara Sanayi Mahallesi, Devlet Karayolu Caddesi, No:89 Trabzon Vatan Cad.(8.Cad.) No: 10/13-14 Demetevler Yenimahalle/Ankara 2. Ticari Yol No:70 Denizli Harman mah. Aşık Seyrani Cad. No: 7 Develi/Kayseri Dikmen Cad.No:294/5-6 Dikmen/Ankara Cumhuriyet Cad. No: 38 Dinar/Afyonkarahisar Akkoyunlu Cad. No:31 Bağlar/Diyarbakır Numuneevler Mah. Çaylı Caddesi No:43 Dörtyol/Hatay Yukarı Dudullu Mah. Alemdağ Caddesi, No:802 Ümraniye/İstanbul Cedidiye Mah. Köprü Sok. No:1 Düzce Talatpaşa Cad. No:10/B Edirne Sıtkıpaşa Caddesi No:3 Edremit/Balıkesir Çarşı Mahallesi, Hürriyet Caddesi, No: 271 Elazığ İbrahim Karaoğlan Mey. Yeni Belediye Pasajı No: 2 Elbistan/Kahramanmaraş İstiklal Caddesi, No:158/B Samsun Cumhuriyet Cad. No:141/A Harbiye Şişli/İstanbul Yenimahalle Arabacılar Sok. No:21 Emirdağ/Afyonkarahisar Cumhuriyet Mh. Gazi Bulvarı No: 160-A Erbaa/TOKAT Hacısaki Mah. Eski Sanayi Bölg. 4.Cad. No: 76 Kocasinan/Kayseri Selçuklu Mah. Yeniçarşı Yolu No: 3 Ereğli/Konya Erenler Mahallesi, Sakarya Caddesi, No:316/1-3 Erenler/Sakarya Atatürk Mahallesi, Nerim Tombul Caddesi No:5 Erzincan Bakırcılar Mah. Menderes Cad. Ömer Erturan İş Merkezi Zemin Kat Merkez/Erzurum Doğan Araslı Bulvarı, No:90/B Esenyurt/İstanbul Akçağlan Mah. Yunus Emre Cad. No:94 Odunpazarı/Eskişehir Etiler Mahallesi, Nisbetiye Caddesi No:71/B Etiler Beşiktaş/İstanbul İstasyon Mah. Tüzün Sok. No:45 Etimesgut/Ankara Mestan Sokak 2/B Aşağıeğlence Etlik Keçiören/Ankara Mustafa Kemal Paşa Mah., Hal Caddesi, No:16 Fatsa/Ordu Çağlayan Mahallesi, Barınaklar Bulvarı, No:18 Muratpaşa/Antalya TELEPHONE +90 362 - 833 68 28 +90 272 - 632 40 49 +90 216 - 639 00 27 +90 212 - 516 54 50 +90 282 - 726 94 01 +90 258 - 713 10 56 +90 282 - 652 66 84 +90 364 - 212 57 06 +90 312 - 837 92 63 +90 462 - 325 85 90 +90 312 - 332 05 74 +90 258 - 264 87 27 +90 352 - 621 82 77 +90 312 - 478 25 85 +90 272 - 353 60 52 +90 412 - 228 70 81 +90 326 - 712 00 53 +90 216 - 508 10 81 +90 374 - 524 07 09 +90 284 - 212 00 13 +90 266 - 373 52 55 +90 424 - 218 10 06 +90 344 - 413 10 91 +90 362 - 201 00 86 +90 212 - 361 62 24 +90 272 - 442 72 01 +90 356 - 715 74 24 +90 352 - 320 74 90 +90 332 - 713 15 32 +90 264 - 240 12 55 +90 446 - 223 84 32 +90 442 - 235 74 81 +90 212 - 450 17 49 +90 222 - 221 96 17 +90 212 - 358 33 65 +90 312 - 245 56 94 +90 312 - 322 38 34 +90 452 - 423 62 56 +90 242 - 324 88 12 244 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK BRANCHES GEOGRAPHIC DISTRIBUTION NO NAME OF BRANCHES 114 115 116 117 118 119 120 Fethiye Gaziantep Gazibulvarı Gaziosmanpaşa/Ankara Gaziosmanpaşa/İstanbul Gazipaşa Gebze 121 122 123 124 125 126 127 128 129 130 131 132 133 134 135 136 Gebze Organize Sanayi Gıda Çarşısı/İzmir Giresun Gölbaşı Gönen Göztepe Gümüşhane Gümüşsuyu Güneşli Hadımköy Hatay/İzmir Hayrabolu Hopa Iğdır Ilgın Isparta 137 138 139 140 141 142 143 144 145 146 147 148 149 150 İkitelli İmes İncesu İncirliova İnegöl İpekyolu/Gaziantep İskenderun İstanbul İstoç/İstanbul İvedik Organize Sanayi İzmir İzmit Kadıköy Kadirli BRANCHES ADDRESSES Cumhuriyet Mah. Çarşı Cad.No:62 Fethiye/MUĞLA Hürriyet Cad. No: 16 Şahinbey/Gaziantep Akdeniz Mah. Gazi Bulvarı No:72/A Konak/İzmir Uğur Mumcu Cad. No:51/A Gaziosmanpaşa Çankaya/Ankara Eyüp Yolu Caddesi, No:16 Gaziosmanpaşa/İstanbul Gazipaşa Bulvarı Seçkin Apt. No:39 Seyhan/Adana Yeni Bağdat Cad. No:605/B-C Gebze/Kocaeli Güzeller Mahallesi, Güzeller Organize Sanayi Bölgesi, Atatürk Bulvarı, Big Center 2/B No:13 Gebze/Kocaeli Halkapınar Mah. A1202/6 Sokak No:40 Konak/İzmir Hacımiktat Mahallesi, Alpaslan Caddesi, No:31 Giresun Ankara Cad. No:78 Gölbaşı/Ankara Kurtuluş Mah. Hüseyin Tümer Cad. Gönen/Balıkesir Bağdat Cad. Sarıgül Sok.No: 38 Göztepe Kadıköy/İstanbul Karaer Mahallesi, Atatürk Caddesi, No: 10/5 Gümüşhane İnönü Cad. No:36/A Gümüşsuyu/İstanbul Koçman Cad. Tekstil Market C Blok No: 36 Güneşli Bağcılar/İstanbul Çakmaklı Mahallesi, Hadımköy Bağlantı Yolu, No:21 Kıraç Büyükçekmece/İstanbul İnönü Caddesi, No:330/B Konak/İzmir Hisar Mahallesi, Tekirdağ Caddesi, No:35 Hayrabolu/Tekirdağ Merkez Kuledibi Mah. Turgay Ciner Cad. No:32 Hopa/Artvin Atatürk Caddesi No:1 Iğdır Hükümet Cad. No:85 Ilgın/Konya Piri Mehmet Mah. Mimar Sinan Cad. No:46 Isparta İkitelli Organize Sanayi Bölgesi, Atatürk Bulvarı, Botaş İş Merkezi, No: 102 Başakşehir/ İstanbul Dudullu OSB. Mahallesi, İMES Sanayi Sitesi, E Blok, 501.Sokak, No:34 Ümraniye/İstanbul Cumhuriyet Caddesi, No:7 İncesu/Kayseri Prof. Dr. Türkan Saylan Caddesi, No:74 İncirliova/Aydın Nuri Duğrul Cad. No: 11/A İnegöl/Bursa Zeytinli Mahallesi, 79001 nolu Cadde, No:58/A Şehitkamil/Gaziantep Ulucami Cad. Şirin İşhanı No: 10/1 İskenderun/Hatay Kemeraltı Cad. Tophane İşhanı No: 46/A Tophane Beyoğlu/İstanbul İSTOÇ Ticaret Merkezi, 2. Ada (3.Yol Sokak), No:1-3 Bağcılar/İstanbul Ostim Mahallesi 1475. Sokak 1/A İvedik Organize Sanayi Bölgesi Yenimahalle/Ankara Cumhuriyet Bulvarı No: 22/A Konak/İzmir Karabaş Mahallesi Cengiz Topel Caddesi No:8 İzmit/Kocaeli Kuşdili Cad. Efes İşhanı No: 16/18 Kadıköy/İstanbul Savrun Mahallesi, Atatürk Caddesi, No:59 Kadirli/Osmaniye TELEPHONE +90 252 - 612 06 02 +90 342 - 231 00 24 +90 232 - 483 87 41 +90 312 - 446 81 96 +90 212 - 563 63 57 +90 322 - 458 58 58 +90 262 - 641 58 74 +90 262 - 751 49 32 +90 232 - 457 62 63 +90 454 - 212 40 40 +90 312 - 484 57 01 +90 266 - 763 16 91 +90 216 - 363 37 77 +90 456 - 213 60 64 +90 212 - 293 18 76 +90 212 - 657 74 52 +90 212 - 886 33 97 +90 232 - 250 43 63 +90 282 - 315 14 55 +90 466 - 351 59 48 +90 476 - 227 68 13 +90 332 - 881 20 82 +90 246 - 232 21 78 +90 212 - 671 60 71 +90 216 - 499 63 00 +90 352 - 691 26 26 +90 256 - 585 19 26 +90 224 - 711 17 37 +90 342 - 324 60 66 +90 326 - 613 15 80 +90 212 - 251 58 80 +90 212 - 659 60 51 +90 312 - 394 37 71 +90 232 - 441 48 16 +90 262 - 322 10 80 +90 216 - 346 22 24 +90 328 - 717 17 12 245 FINANCIAL STATAMENTS NO 151 152 153 154 155 156 157 158 159 160 161 162 163 164 165 166 167 168 169 170 171 172 173 174 175 176 177 178 179 180 181 182 183 184 185 186 187 188 189 NAME OF BRANCHES Kahramanmaraş Karabağlar Karabük Karacabey Karadeniz Ereğli Karaman Karatay Sanayi Kars Karşıyaka Kartal Kastamonu Kavacık Kaynarca/İstanbul Kayseri Kazan/Ankara Kazasker Kazım Karabekir Keçiören Keşan Kınık Kırıkkale Kırklareli Kırşehir Kızılay Kilis Konya Konyaaltı Kozan Kozyatağı Kumluca Kurtköy Kuşadası Küçükbakkalköy Küçükesat Küçükyalı Kütahya Lara Lüleburgaz Malatya BRANCHES ADDRESSES Trabzon Cad. Emek İşhanı Altı No:4/A Kahramanmaraş Karabağlar Mah. Yeşillik Cad. No:399 Konak/İzmir Bayır Mahallesi, Fevzi Fırat Caddesi, No:95 Karabük Bursa Cd. No:51/D Karacabey/Bursa Müftü Mahallesi, Erdemir Caddesi, No:64 Ereğli/Zonguldak Tahsin Ünal Mah. İsmetpaşa Cad. No: 11 Karaman Karatay Sanayi Sitesi, Işık Mahallesi, Saka Sokak, No:43 Selçuklu/Konya Yusufpaşa Mah. Kazımpaşa Cad. No:85 KARS Bahariye Mah. Dr. Orhan Alpyörük Sok. No:4/4A Karşıyaka/İzmir Ankara Caddesi No:110/1-A Kartal/İstanbul Cumhuriyet Cad. No: 26 Kastamonu Kavacık Mah. Fatih Sultan Mehmet Cad. Universal Plaza N:36 Beykoz/İstanbul Fevzi Çakmak Mahallesi, Cemal Gürsel Caddesi, No:119A Pendik/İstanbul Kiçikapı Cad. No:14 Melikgazi/Kayseri Atatürk Mahallesi, Ankara Bulvarı, No:71/B Kazan/Ankara Şemsettin Günaltay Cad. No: 87 Kazasker Kadıköy/İstanbul Kazım Karabekir Cad.Zemin Kat No:97/7 Çankaya/Ankara Kızlar Pınarı Caddesi No:156 Keçiören/Ankara Büyük Cami Mah. İsmail Saraç Cd. No:39 Keşan/Edirne Belediye Caddesi, No:8 Kınık Kaş/Antalya Cumhuriyet Cad. No: 31/A Kırıkkale Karakaş Mahallesi, Kuyumcular Caddesi, No.16 Kırklareli Yenice Mahallesi Atatürk Caddesi Uğurlu Apt. No:24 Kırşehir Ziya Gökalp Cad. No: 3 Çankaya/Ankara Şıhabdullah Mah., Cumhuriyet Caddesi, Şehitler Abidesi Sokak, No:1/B Kilis İhsaniye Mah. Vatan Cad.No:21/A Selçuklu/Konya Gürsu Mahallesi, Gazi Mustafa Kemal Bulvarı, No:61A Konyaaltı/Antalya Arslanpaşa Mahallesi, Irmak Caddesi, No:13 Kozan/Adana Bayar Caddesi, Rıza Çemberci İş Merkezi No:72 Kozyatağı Kadıköy/İstanbul Bağlık Mahallesi Gödene Cad. No:45 Kumluca/Antalya Şeyhli Mah. Ankara Cad.No:243 Kurtköy/İstanbul Türkmen Mah. Atatürk Bulvarı Belvü Sitesi C Blok No:4/7 Kuşadası/Aydın Kayışdağı Caddesi, No:131 Ataşehir/İstanbul Tunalı Hilmi Cad. No: 61/A Küçükesat Çankaya/Ankara Altıntepe Mah., Bağdat Caddesi, No:83 Küçükyalı Maltepe/İstanbul Cumhuriyet Cad. No: 1 Kütahya Şirinyalı Mah. Özgürlük Bulv. İsmet Gökşen Cad. No: 36/4 Lara/Antalya İstanbul Cad. No: 20/A Lüleburgaz/Kırklareli Fuzuli Cad.No:8 Malatya TELEPHONE +90 344 - 223 00 32 +90 232 - 264 16 64 +90 370 - 412 75 79 +90 224 - 676 13 08 +90 372 - 316 29 40 +90 338 - 213 15 51 +90 332 - 236 20 21 +90 474 - 212 03 35 +90 232 - 368 21 05 +90 216 - 306 62 00 +90 366 - 214 14 19 +90 216 - 680 16 20 +90 216 - 397 16 55 +90 352 - 222 58 36 +90 312 - 800 03 90 +90 216 - 463 21 82 +90 312 - 384 30 54 +90 312 - 381 12 24 +90 284 - 714 79 29 +90 242 - 845 49 00 +90 318 - 224 41 15 +90 288 - 212 95 21 +90 386 - 213 90 14 +90 312 - 435 99 36 +90 348 - 822 22 08 +90 332 - 322 74 66 +90 242 -228 33 14 +90 322 - 516 55 33 +90 216 - 368 62 70 +90 242 - 889 08 41 +90 216 - 378 66 17 +90 256 - 612 86 71 +90 216 - 576 25 95 +90 312 - 425 61 66 +90 216 - 489 12 53 +90 274 - 223 64 31 +90 242 - 316 38 74 +90 288 - 417 11 12 +90 422 - 323 10 46 246 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK BRANCHES GEOGRAPHIC DISTRIBUTION NO 190 191 192 193 194 195 196 197 198 199 200 201 202 203 204 205 206 207 208 209 210 211 212 213 214 215 216 217 218 219 220 221 222 223 224 225 226 227 228 NAME OF BRANCHES Malkara Maltepe E-5 Maltepe/Ankara Maltepe/İstanbul Manavgat Manisa Mardin Marmaris Maslak Mecidiyeköy Megacenter Menemen Ankara Kurumsal Mersin Mersin Hal Merter Merzifon Milas Muğla Mustafakemalpaşa Nato Yolu/Ankara Nazilli Nevşehir Niğde Niksar Nişantaşı Nizip Ordu Orhangazi Ortaca Osmaniye Ostim Ödemiş Pazar/Rize Pendik Pınarbaşı Polatlı Porsuk Pozcu BRANCHES ADDRESSES Camiatik Mahallesi, 14 Kasım Caddesi, No:67/15 Malkara/Tekirdağ Sanayi Caddesi, No:13 Maltepe/İstanbul G.M.K. Bulvarı No:101/A Maltepe Çankaya/Ankara Bağdat Cad. No: 113 Maltepe/İstanbul Antalya Caddesi No:43 Manavgat/Antalya Gazi Mustafa Kemal Bulv. Anafartalar Mh. No: 1 Manisa Yenişehir Mahallesi, Vali Ozan Caddesi, N:32/1 Mardin Ulusal Egemenlik Cad. No. 46 Marmaris/Muğla Maslak Mah. Ahi Evran Cad. Polaris Plaza No:21 Sarıyer/İstanbul Büyükdere Cad. No:36/ A Mecidiyeköy/İstanbul Kocatepe Mahallesi, Yağ İskelesi Caddesi, C-51 Blok, No:25/C, Bayrampaşa/İstanbul Ertuğrul Caddesi, No:2 Menemen/İzmir Korkutreis Mah. Hanımeli Sokak No:1 Sıhhiye Çankaya/Ankara Hastane Cad. No: 8 Mersin Yeni Hal Toptancılar Kompleksi J Blok No:1 Merkez/Mersin Keresteciler Sitesi, Fatih Caddesi, No:30/A Merter Güngören/İstanbul Harmanlar Cad. No: 6 Merzifon/Amasya Hacı İlyas Mah. Menteşe Cad.No.36 Milas/Muğla Emirbeyazıt Mah. Özer Türk Caddesi N:8 Muğla Balıkesir Cad. Şekerci Sokak No:26/A-B-C Mustafakemalpaşa/Bursa General Zeki Doğan Mahallesi, Natoyolu Caddesi No:10 Mamak/ Ankara Hürriyet Cad. No:335 Nazilli/Aydın Lale Caddesi No: 32 Nevşehir Esenbey Mahallesi, Ayhan Şahenk Bulvarı, No:30/B Niğde Gaziosmanpaşa Mh. Şehit Er Naci Yıldırım Cd. No:7 Niksar/Tokat Valikonağı Cad. No: 80 Nişantaşı Şişli/İstanbul Fevzi Paşa Mahallesi, Necip Mahmut Caddesi, No:82 Nizip/Gaziantep Düz Mah. Süleyman Felek Cad. No: 40/A Ordu Camiikebir Mahallesi, Garaj sokak, No:26 Orhangazi/Bursa Şerifnaz Başoğlu Sok. No:19 Ortaca/Muğla Alibeyli Mah. Dr. Ahmet Alkan Cd. No: 29 Osmaniye 100.Yıl Bulvarı No:32 Ostim/Ankara Akıncılar Mah. Gazi Cad. No:30 Ödemiş/İzmir Karadeniz Caddesi, No:66 Pazar/Rize Ankara Caddesi No:112 Pendik/İstanbul Kemalpaşa Mah. Çanakkale Cd. No: 96/B Pınarbaşı Bornova/İZMİR Eti Cad. No: 17/B Polatlı/Ankara İsmet İnönü Cad. (Doktorlar Cad.) No:38/A Eskişehir Aydınlıkevler Mahallesi, Gazi Mustafa Kemal Bulvarı, No:394 Yenişehir/Mersin TELEPHONE +90 282 - 427 92 83 +90 216 - 518 31 21 +90 312 - 232 00 92 +90 216 - 441 23 81 +90 242 - 742 19 25 +90 236 - 231 55 11 +90 482 - 212 41 34 +90 252 - 413 77 40 +90 212 - 286 66 81 +90 212 - 288 74 70 +90 212 - 437 20 98 +90 232 - 832 78 78 +90 312 - 231 91 48 +90 324 - 238 19 71 +90 324 - 235 53 15 +90 212 - 637 80 60 +90 358 - 513 13 30 +90 252 - 513 77 25 +90 252 - 212 69 98 +90 224 - 614 18 02 +90 312 - 365 63 01 +90 256 - 312 21 12 +90 384 - 212 39 50 +90 388 - 232 35 25 +90 356 - 527 11 90 +90 212 - 231 44 52 +90 342 - 517 14 32 +90 452 - 225 01 98 +90 224 - 573 00 17 +90 252 - 282 86 50 +90 328 - 813 06 47 +90 312 - 385 25 25 +90 232 - 545 00 12 +90 464 - 612 49 90 +90 216 - 390 87 00 +90 232 - 478 65 20 +90 312 - 622 08 25 +90 222 - 221 17 33 +90 324 - 326 77 24 247 FINANCIAL STATAMENTS NO 229 230 231 232 233 234 235 236 237 238 239 240 241 242 243 244 245 246 247 248 249 250 251 252 253 254 255 256 257 258 259 260 261 262 263 264 265 266 267 NAME OF BRANCHES Pursaklar/Ankara Reşit Galip Rize Salihli Samsun Sanayi/Denizli Sandıklı Saray Sarıgazi Sefaköy Serik Seydişehir Silifke Silivri Sincan Siteler Sivas Sivas Caddesi/Kayseri Soma Söke Suadiye Sultanbeyli Sultançiftliği Sultandağı Sultanhamam Sungurlu Susurluk Şanlıurfa Şarkikaraağaç Şaşmaz Şehitkamil Şirinevler Şirinyer Şuhut Tarsus Taşbaşı Taşköprü Tefenni Tekirdağ BRANCHES ADDRESSES Merkez Mahallesi, Sun Sokak, No:33/B Pursaklar/Ankara Kazım Özalp Mahallesi, Reşit Galip Caddesi No:70/3 Gaziosmanpaşa Çankaya/Ankara Tophane Mahallesi, Menderes Bulvarı, 210/A Rize Mithatpaşa Mah. Mithatpaşa Cad. No:83/A Salihli/Manisa Kale Mah. Gazi Cad. No:52 Samsun İlbade Mahallesi, İzmir Bulvarı, No:173 Denizli Ece Mah. Alaattin Sok. No: 25 Sandıklı/Afyonkarahisar Ayaspaşa Mahallesi, Vize Caddesi, No:3/A Saray/Tekirdağ Sarıgazi Mahallesi, Eski Ankara Caddesi, Saray Sokak, No:65 Ümraniye/İstanbul Halkalı Cad. No: 158 Sefaköy Küçükçekmece/İstanbul Merkez Mah. Atatürk Cad. N:170 Serik/Antalya Hürriyet Cad. No:20/A Seydişehir/Konya Pazarkaşı Mah. Menderes Cad. Adas İşhanı No:54 Silifke/Mersin Ali Çetinkaya Caddesi No:13/A Silivri/İstanbul Atatürk Mah. Çarşı İçi Sok. No: 8 Sincan/Ankara Taşdelen Caddesi No:9/2 Siteler Altındağ/Ankara Bankalar Caddesi 2. Park Sokak No:3 Sivas Sivas Caddesi, No:145/A Kocasinan/KAYSERİ Kurtuluş Mah. Hürriyet Bulv. No: 5 Soma/Manisa Konak Mah. İstasyon Cad. No: 85/A Söke Bağdat Cad. No:443/2 Suadiye Kadıköy/İstanbul Mehmet Akif Ersoy Mah. Fatih Cad. 258/4 Sultanbeyli/İstanbul 50.Yıl Mahallesi, Eski Edirne Asfaltı, No: 514 B Sultangazi/İstanbul Kayran Mah. Kocatepe Cad. No: 3 Sultandağı/Afyonkarahisar Bahçekapı Cad Rasimpaşa İşhanı No: 13 Bahçekapı Eminönü/İstanbul Çorum Caddesi 2/A Sungurlu/Çorum Han Mah. 5 Eylül Cad. Şakar Apt. No:28/A Susurluk/Balıkesir Atatürk Bulv. No: 26 Şanlıurfa Camikebir Mah., 1144 Ulu Sokak, No:16/A Şarkikaraağaç/Isparta Bahçekapı Mahallesi, Sanayi Bulvarı no:14/B Şaşmaz, Etimesgut/Ankara İncilipınar Mah. Muammmer Aksoy Bul. Dünya İş Mer. No:34/3-4 Şehitkamil/Gaziantep Eski Londra Asfaltı E-5 Karayolu Üzeri No: 8 Şirinevler Bahçelievler/İstanbul Cemil Şeboy Bul.No:166/A Buca/İzmir Afyon Cad. Eski Belediye Saray Altı Şuhut/Afyonkarahisar Mersin Cad. Halitaslan İşhanı No: 8/A Tarsus/Mersin Belediye İş ve Kültür Merkezi Altı Eskişehir Tabakhane Mah. Atatürk Cad. No: 22/A Taşköprü/Kastamonu Cumhuriyet Caddesi, No:28 Tefenni/Burdur Çınarlı Mahallesi, Köprübaşı Caddesi, No:10 Süleymanpaşa/Tekirdağ TELEPHONE +90 312 - 527 64 22 +90 312 - 446 07 78 +90 464 - 213 00 25 +90 236 - 714 78 75 +90 362 - 431 70 40 +90 258 - 371 31 44 +90 272 - 515 12 05 +90 282 - 768 72 33 +90 216 - 622 68 75 +90 212 - 580 24 27 +90 242 - 722 95 03 +90 332 - 582 57 37 +90 324 - 714 00 96 +90 212 - 729 01 93 +90 312 - 270 75 68 +90 312 - 353 21 60 +90 346 - 224 84 10 +90 352 - 311 51 55 +90 236 - 613 13 57 +90 256 - 518 16 13 +90 216 - 368 77 60 +90 216 - 498 99 40 +90 212 - 594 01 24 +90 272 - 656 45 57 +90 212 - 512 16 23 +90 364 - 311 00 84 +90 266 - 865 18 90 +90 414 - 313 28 40 +90 246 - 411 39 68 +90 312 - 278 22 53 +90 342 - 215 26 71 +90 212 - 551 39 91 +90 232 - 438 47 33 +90 272 - 718 34 29 +90 324 - 614 17 51 +90 222 - 220 61 43 +90 366 - 417 11 27 +90 248 - 491 29 03 +90 282 - 263 08 65 248 ŞEKERBANK ANNUAL REPORT 2015 ŞEKERBANK BRANCHES GEOGRAPHIC DISTRIBUTION NO NAME OF BRANCHES 268 269 270 271 272 273 274 275 Tire Tokat Torbalı Toros Tosya Trabzon Turgutlu Turhal 276 277 278 279 280 Tuzla Sanayi Uludağ Ulus Uşak Uzunköprü 281 282 283 284 285 286 287 288 289 290 291 292 293 294 295 296 297 298 299 300 301 Ümitköy Ümraniye Ünye Üsküdar Van Vezirköprü Yalova Yalvaç Yeni Sanayi Yeniçubuk Yenişehir/Ankara Yenişehir/Bursa Yeşilköy Yıldızevler Yozgat Yüreğir Zeytinburnu Ziverbey Zonguldak Merkez Gezici Şube BRANCHES ADDRESSES Kurtuluş Mahallesi, İsmail Taşlı Caddesi, No:25 Tire/İzmir Gazi Osman Paşa Bulv. No: 183/A Tokat Tepeköy Mahallesi, Ağalar Caddesi, Yaman Apartmanı No:24 Torbalı/İzmir Turgut Özal Bulvarı Mahve Sığmaz Mah. Necati Gizer Apt. No:131/D Seyhan/Adana Cumhuriyet Meydanı Caddesi No:34/A Tosya/Kastamonu Kunduracılar Caddesi, No:74 Trabzon Cumhuriyet Mah. Atatürk Bulvarı 248/A Turgutlu/Manisa Cumhuriyet Cad. No: 16 Turhal/Tokat İstanbul Deri Organize Sanayi Bölgesi Kazlıçeşme Caddesi Çarşı Kompleksi No:5/25-26 Zemin Kat Tuzla/İstanbul Yenikaraman Mahallesi, Sanayi Caddesi, No:150/57 Osmangazi/Bursa Rüzgarlı Sok. No:15 Ulus Altındağ/Ankara İsmetpaşa Cad. No:53/A Uşak Muradiye Mah. Gazi Cad. No: 66 Uzunköprü/Edirne Prof.Dr. Ahmet Taner Kışlalı Mah. 2846 Sokak Dora Park Villaları No:2 C2-C3 Çayyolu Yenimahalle Çankaya/Ankara Alemdağ Cad. No: 111/5 Ümraniye/İstanbul Hükümet Cad. No: 44/A Ünye/Ordu Ahmet Çelebi Mahallesi Halk Caddesi No:16 Üsküdar/İstanbul Cumhuriyet Cad. Mavi Plaza Karşısı Pulkar İş Merkezi Van Fazıl Ahmet Paşa Mahallesi, Fazıl Mustafa Paşa Caddesi, No:75 Vezirköprü/Samsun Yalı Caddesi No:15/A Yalova Yeşil Çınar Bulv. No: 34 Yalvaç/Isparta Yeni Sanayi, Zuhal Caddesi, 2 Sokak No:1 Kocasinan/Kayseri Yeni Doğan Mahallesi, İstanbul Caddesi No:40/A Yeniçubuk Gemerek/Sivas Mithatpaşa Cad. No:49/A Kızılay/Ankara Cumhuriyet Caddesi No: 11/C Yenişehir/Bursa İstasyon Cad. No: 21 Yeşilköy Bakırköy/İstanbul Turan Güneş Bulvarı No: 56/1 Çankaya/Ankara Aşağınohutlu Mahallesi, Sakarya Caddesi, No:8/B Yozgat Kozan Caddesi, No:374 Yüreğir/Adana Muammer Aksoy Cad. No:55 Zeytinburnu/İstanbul Kayışdağı Cad. No:40 Ziverbey Kadıköy/İstanbul Mithatpaşa Mh. Alemdar Cad. No:4/A Zonguldak Eski Büyükdere Caddesi No:1 Kağıthane/İstanbul Emniyet Evleri Mah. Eski Büyükdere Cd. No:1A TELEPHONE +90 232 - 511 21 32 +90 356 - 214 15 63 +90 232 - 855 55 20 +90 322 - 232 36 84 +90 366 - 313 55 90 +90 462 - 326 65 71 +90 236 - 312 00 06 +90 356 - 275 13 56 +90 216 - 394 84 83 +90 224 - 273 30 73 +90 312 - 309 14 90 +90 276 - 215 15 20 +90 284 - 513 29 09 +90 312 - 236 10 40 +90 216 - 443 31 64 +90 452 - 323 42 23 +90 216 - 391 56 44 +90 432 - 216 16 25 +90 362 - 646 15 10 +90 226 - 812 66 01 +90 246 - 441 50 93 +90 352 - 336 33 83 +90 346 - 654 88 85 +90 312 - 433 35 60 +90 224 - 773 01 59 +90 312 - 440 41 30 +90 354 - 212 51 80 +90 322 - 321 44 22 +90 212 - 679 54 60 +90 216 - 418 61 38 +90 372 - 253 14 69 +90 212 - 296 20 49 +90 212 - 319 70 00 ŞEKERBANK A.Ş. Emniyet Evleri Mahallesi, Eski Büyükdere Caddesi, No: 1/1A, Kağıthane-İstanbul Tel: 212 319 70 00 İstanbul Ticaret Sicil Memurluğu Ticaret Sicil No: 536793 ANNUAL REPORT 2015 ŞEKERBANK ANNUAL REPORT 2015 This report has been published using recycled paper and environment-friendly technologies. FOR A SUSTAINABLE FUTURE, WE SUPPORT INVESTMENTS THAT WILL SAVE ENERGY AND INCREASE EFFICIENCY. WITH EKOKREDİ, WE PROTECT NATURE WHILE DECREASING OUR CUSTOMERS’ ENERGY COSTS.