ABank Annual Report 2012 - Shareholder Information
Transcription
ABank Annual Report 2012 - Shareholder Information
ABank 2012 ANNUAL REVIEW ABank 2012 ANNUAL REVIEW The first letter of growth Head Office: Cumhuriyet Cad. No: 46 34367 Şişli/Istanbul-TURKEY T: +90212 315 65 00 F: +90212 225 76 15 www.abank.com.tr Contents ABANK AT A GLANCE ABank in Brief . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 02 Vision, Mission and Working Principles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 06 Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Message from the Chairman . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 Message from the CEO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 Senior Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 Activities in 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 International Financial Institutions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 Market Position . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42 Research and Development Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 MANAGEMENT AND CORPORATE GOVERNANCE Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 Information on Human Resources Implementations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 Organization Structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48 FINANCIAL INFORMATION AND RISK MANAGEMENT Risk Management Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49 ADDITIONAL INFORMATION Anadolu Group in Brief . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 Anadolu Group Financial Subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52 ABank Financial Subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 AYatırım . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 Alternatif Yatırım Ortaklığı . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 Financial Tables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 Directory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56 Branch Network . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 60 Alternatifbank A.Ş. Consolidated Financial Statements Together With Auditor’s Report 31 December 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 63 As a medium sized bank established in 1992, we have succeeded in attracting attention in a short span of time thanks to our outstanding performance. We have always prioritized the satisfaction and happiness of our customers, employees and investors. Thanks to our achievements in this area, we have become identified with the concept of “Happy Banking.” As we are just at the beginning of our long success story, we are committed to sustaining strong and steady growth while adding value to life by making a difference in the banking sector with only one letter, A. 2 ABank 2012 ANNUAL REVIEW ABank in Brief Thanks to the strong support provided by Anadolu Group, ABank is a highly reliable, reputable and preferred solution partner in both international and domestic markets. Established in 1991 and opening the doors to it first branch in 1992, ABank ranks among the most active players in the Turkish banking sector, by maintaining steady growth on a solid corporate and financial foundation. Providing corporate, commercial and retail banking customers with high value added products, services and solutions, ABank is also taking determined steps to develop its SME banking business to contribute to the country’s development. Offering shares to the public in 1995, ABank began to operate under the ownership of Anadolu Group in 1996. With the strong support of its major shareholder Anadolu Group, the Bank inspires the confidence of its customers. With a customer-oriented and dynamic service approach, ongoing investments, sophisticated technological solutions, professional staff and high quality services, ABank sustains robust growth by taking confident steps forward. ABank is also a highly reliable, reputable and preferred solution partner in international markets. Having the vision of becoming a steadily growing, most preferred and highly competitive bank, ABank strives to be efficient and profitable without compromising its service quality. The Bank provides solutions for customers under all market conditions, operating with 66 branches in 25 cities in Turkey as well as alternative distribution channels and employing a well-skilled team of 1,230 personnel. ABank has been trading on the Istanbul Stock Exchange under the symbol ALNTF since July 3, 1995. As of December 31, 2012, Anadolu Endüstri Holding A.Ş., a subsidiary of Anadolu Group, holds a 77.71% stake in ABank. Some 18.12% of the Bank’s shares are held by other various Anadolu Group companies, and the remaining 4.17% shares are publicly held. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES ABank has maintained its steady growth. Working to achieve its ambition of growing steadily, ABank’s total assets reached TL 8 billion as of year-end 2012. 3 23.3% INCREASE IN TOTAL ASSETS 7,893 6,401 2011 2012 TL million IFRS Consolidated Bengühan Dizi, Maltepe Branch mbition 6 ABank 2012 ANNUAL REVIEW Vision To become the “preferred bank” of customers, by providing solution-oriented and world-class services in the region. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION Mission To become the pioneer financial institution by creating economic value, for the benefit and satisfaction of customers, shareholders and employees. FINANCIAL TABLES 7 8 ABank 2012 ANNUAL REVIEW Working Principles • To provide excellence for our customers within the economic rationale • To remain strictly committed to ethical principles • To be dedicated to banking discipline • To create a working environment where success is awarded • To encourage creativity • To place corporate social responsibilities at the forefront ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES ABank has continued to exceed its targets. In 2012, ABank increased its net profit by 289% to TL 81.3 million, and demonstrated great advancement with return on equity of 16.02%, compared to 4.24% a year earlier. 9 289% 81.3 INCREASE IN NET PROFIT 20.9 2011 2012 TL million IFRS Consolidated Andaç Oral, Levent Branch dvancement 12 ABank 2012 ANNUAL REVIEW Financial Highlights (IFRS Consolidated) Volumes (TL million) 5,144 4,170 4,281 3,648 20.2% 2011 2012 Increase In CASH LOANS 14.3% 2011 2012 Increase In DEPOSITS 601 507 2,468 1,730 42.7% 18.5% 2011 2012 Increase In EQUITY 2011 2012 Increase In FUNDS BORROWED AND OTHER MONEY MARKET ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION Key Ratios (%) 16.02 4.24 1.14 0.39 2011 Net PROFIT/ Average Assets 2012 2011 Return on EquIty 2012 123 117 66.8 2011 65.2 2012 Cash Loans / Total Assets 2011 2012 Loans / DeposIts 23.8 20.6 16.6 13.1 2011 2012 funds borrowed / TOTAL LIABILITIES 2011 2012 Securities / Total Assets ADDITIONAL INFORMATION FINANCIAL TABLES 13 14 ABank 2012 ANNUAL REVIEW Message from the Chairman ABank completed its transformation process which was launched to achieve sustainable growth and further development for the future, after implementing fundamental changes in its technological and organizational structure over the last several years. The postponement of the “fiscal cliff” in the US at the end of 2012 coupled with decreased country-based risks in Europe resulted in a decline in global risk perception and a stronger capital markets performance. Meanwhile, questions related to the long-term risks of central banks’ preferences for expansionary monetary policies increased. The Turkish banking sector, after enduring the global crisis, has now rebounded and sustained its robust outlook. The risks in the global economy prevail. Expansionary monetary policies adopted by the central banks of developed countries during the post crisis period to stimulate the economy, continued in 2012. The positive impacts of these efforts on economic activity began to be felt with a delay while a weak outlook on the growth side persists. Due to its effective economic policies and robust banking industry, Turkey differentiated itself positively in 2012. In 2012, economic growth rates in emerging markets remained below their potential due to the slowdown in the world’s developed economies. Despite posting 3% growth for the year, Turkey saw a significant decline in the current account deficit to GDP ratio, an important risk factor for the economy. This positive development was a consequence of the effective economic and monetary policies implemented during 2012. As a result of this solid performance, Turkey’s credit rating was raised to investment grade by Fitch, while declining interest rates and lower inflation further bolstered the country’s stable economic environment. ABANK AT A GLANCE CORPORATE GOVERNANCE Due to the slowdown in the global economy and the Central Bank’s policy of controlled growth to sustain economic stability, the Turkish banking sector grew at a slower pace in 2012 compared to 2011. The sector’s total assets rose 10% to TL 1.3 trillion, compared to 21% growth in the previous year. During the first half of the year, the banking sector recorded limited growth due to the tightening policies of the Central Bank. However, in the third and fourth quarters lowered risk factors caused the Central Bank to adopt a more expansionary stance, which fueled growth in the sector. Asset growth in the banking sector was driven by increased lending and funded by rising deposits, repo transactions, obligations to foreign institutions and securities issued. Meanwhile, the share of non-deposit sources in funding, steadily rose during the year. Policy measures to curtail lending limited the sector’s growth in 2012. Also, new market entrants made for a more challenging competitive environment. However, the higher efficiency and more flexible operations of small and medium size banks helped increase their competitive edge. FINANCIAL INFORMATION ADDITIONAL INFORMATION ABank closed the year 2012 with a solid performance. An expanded branch network and a more diversified customer portfolio made ABank more resilient in the intensely competitive market environment. While enhancing its loan quality in 2012, ABank also achieved its targets for loan growth. ABank completed its transformation process which was implemented to achieve sustainable growth and development for the future, after making fundamental changes in its technological and organizational structure over the last several years. Thanks to the higher levels of efficiency and dynamism resulting from this transformation, ABank will continue to move forward in line with its long-term strategy. ABank plans to expand its branch network further while focusing on achieving additional efficiency improvements. Pursuant to the Bank’s organic growth strategy, ABank targets reaching a 150 branch network while sustaining high asset quality. FINANCIAL TABLES The Anadolu Group will continue to provide support to ABank on its journey achieving solid and sustainable growth. With its strong shareholder structure and highly skilled professional team, ABank looks to the future with utmost confidence and commitment to achieving even more ambitious targets. I would like to extend my gratitude to our employees for their successful performance in 2012, to our shareholders for their continuous support and to our clients for their unfaltering trust. Yours faithfully, Tuncay Özilhan Chairman 15 16 ABank 2012 ANNUAL REVIEW Board of Directors Tuncay Özilhan, Board of Directors Chairman Born in 1947 in Kayseri, Tuncay Özilhan graduated from Saint Joseph High School, Istanbul, and Istanbul University, Faculty of Economics, before obtaining his master’s degree at Long Island University, US. After working at Erciyas Biracılık ve Malt Sanayii A.Ş. as General Manager, Mr. Özilhan became the Beer Group Coordinator at Anadolu Group, followed by General Coordinator, before finally being appointed Anadolu Group Executive Chairman in 1984. Mr. Özilhan, who rose to the position of Chairman of the Board of Directors of the Group in 2007, continues to serve as Chairman of the Board in many of the Group companies in addition to ABank, which joined Anadolu Group in 1996. From 2001 to 2003, Mr. Özilhan served as Chairman of TÜSİAD (Turkish Industrialists’ and Businessmen’s Association). Currently, he is the Vice Chairman of TÜSİAD High Counsel, member of the Board of Directors at DEİK (Foreign Economic Relations Board), Chairman of the Turkish – Russian Executive Business Council of DEİK, Estonian Honorary Consulate General and President of the Anadolu Efes Sports Club. Adnan Aykol, Member of the Board Born in 1958, Adnan Aykol graduated from Marmara University, Department of Public Administration. He began his professional career at Garanti Bank in 1980 as Inspector. Subsequently, Mr. Aykol joined İktisat Bankası where he served as Inspector between 1985 and 1987 and as Operations Manager from 1987 to 1989. Between 1989 and 2008, he held various managerial positions at Demirbank and HSBC Bank. In 2008, Mr. Aykol started working at BankPozitif as Assistant General Manager responsible for the Corporate Credits Department where he served for two years. Mr. Aykol joined ABank as a Board Member in April 2012. Bahattin Gürbüz, Member of the Board Born in 1954, Bahattin Gürbüz graduated from Middle East Technical University, Department of Political Sciences and Public Administration. He also holds an executive MBA from Kavrakoğlu Management Institute. Mr. Gürbüz began his professional career at Türkiye İş Bankası, Kayseri in the Export-Import and Foreign Operations Department. In 1983, he joined Turkish Foreign Trade Bank as Inspector and held various positions from 1983 to 2004. Between 1997 and 2004, he served as a Member of the Board of Directors at Dış Factoring, Dış Leasing and Dışbank Malta. During the same period, he was also the Executive Member of the Board of Poliport Kimya Sanayi. From 2004 until 2005, he worked as Consultant to the Turkish Foreign Trade Bank. In 2006, he became the member of the Supervisory Board of D Commerce Bank AD, Bulgaria in addition to serving as Consultant to Alfa Group Companies. In April 2011, he joined ABank as a Board Member. Cesur Kılınç, Member of the Board Born in Istanbul in 1957, Cesur Kılınç graduated from Istanbul University, Faculty of Law. Subsequently, he worked as Legal Counsel for ENKA and Coşar Müşavirlik A.Ş. He joined Anadolu Group as Legal Director in 1994 and became President of Legal Affairs of Anadolu Group in 1999. Since that time, he has also served as a Board Member of ABank and since 2008, as a Board Member of ALease and AYatırım and other companies within Anadolu Group. Didem Çerçi, Member of the Board Born in 1966, Didem Çerçi graduated from Boğaziçi University, Department of Business Administration. She started her professional career as Product Manager at Bekoteknik Sanayi, a subsidiary of Koç Holding in 1990. In 1991, Ms. Çerçi joined İktisat Bankası where she worked as Account Officer in the Corporate Banking Department until 1994. Subsequently, she joined WestLB, Istanbul Branch as Account Manager in the Corporate Banking Department. In 1995, Ms. Çerçi started work at Demirbank and served as Senior Vice President in the Corporate Banking Department. In 2000, she became Executive Vice President in the Corporate Banking Department at Ulusalbank. In 2001, Ms. Çerçi joined İktisat Bank where she became the Executive Vice President of Corporate Banking-Credit Risk Management. During the same period, she served as Board Member at Interbank Card Center (BKM), İktisat Yatırım Menkul Değerler and Kablonet İletişim Sistemleri. In 2002, Ms. Çerçi started work at ING Bank A.Ş. and held various positions including Regional Manager, Senior Vice President and Executive Vice President in the Commercial Banking Department as well as Board Member of ING Factoring and ING Leasing. In January 2011, Ms. Çerçi joined Aras Holding as CFO and then starting serving as a Board Member at ABank in April 2011. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES Güniz S. Şengölge, Member of the Board Born in 1963, Güniz Şengölge graduated from Istanbul Robert College and Boğaziçi University, Faculty of British English Literature before obtaining her master’s degree in International Management from Istanbul University. She began her banking career in 1985 at Citibank, Istanbul and later moved on to Credit Lyonnais, Istanbul and Société Générale, Istanbul. In 1993, Ms. Şengölge joined Garanti Bank as Assistant Manager in the Marketing Division and held various managerial positions there for 11 years; for the last six years at Garanti, she has served as Executive Vice President in charge of Corporate Banking. In 2007, she joined ABank as a Board Member. Kemal Semerciler, Member of the Board Born in 1958, Kemal Semerciler graduated from Uludağ University, Faculty of Economic and Administrative Sciences. He started his professional career in 1981 at Yapı Kredi Bankası (YKB) as Inspector. Mr. Semerciler held various managerial positions in the Financial Control Department, Accounting Department, Board of Inspectors at YKB and served as Assistant General Manager responsible for Compliance between 2006 and 2008. From 2008 until 2009, he worked as Consultant to the CEO at YKB. During his tenure, he also held various board member and auditor positions at several YKB affiliates. In March 2010, Mr. Semerciler joined ABank as a Board Member. Mehmet Hurşit Zorlu, Member of the Board Born in 1959, Mehmet Hurşit Zorlu holds a BCs degree in Economics from Istanbul University. Prior to joining Anadolu Group in 1984, he held various positions at Toz Metal and Turkish Airlines. Mr. Zorlu joined Anadolu Group as a Marketing Specialist in the Efes Beverage Group and held various positions including Assistant Marketing Manager, Assistant Project Development Manager, Project Development Manager and Business Development & Investor Relations Director. He served as Chief Financial Officer (CFO) of Efes Beverage Group from 2000 until 2008 and CFO of Anadolu Group between 2008 and 2013. In January 2013, Mr. Zorlu was appointed Deputy CEO of Anadolu Group. Currently acting as Board Member in various Anadolu Group companies, Mr. Zorlu also serves as Board Member in several organizations such as TKYD, TÜYİD, TEİD and KOTEDER. Metin Ecevit, Member of the Board Born in 1946, Metin Ecevit graduated from Political Sciences Faculty in 1967. He also received a master’s degree from Syracuse University in economics. Between 1967 and 1980, he worked as Tax Inspector and Deputy General Manager of General Directorate of Revenues in the Ministry of Finance. Mr. Ecevit joined Anadolu Group in 1980 and worked at various levels, serving as General Manager in the automotive companies of the Group, as well as Board Member and Chairman of the Board of Directors. He retired in 2006, when he held the position of Automotive Group President. He also served as Board Member and Chairman in the Association of Imported Car Distributors in Turkey between 1992 and 2004. He is member of the board of directors of various Anadolu Group companies and Chairman of Yazıcılar Holding. Mr. Ecevit joined the Board of Directors of ABank in April 2012. Hamit Aydoğan, Member of the Board and CEO Born in 1958, Hamit Aydoğan graduated from Middle East Technical University, Department of Political Sciences and Public Administration. He joined Yapı Kredi Bank as Inspector in 1981. From 1986 until 1993, he held managerial positions in YKB branches in various regions. Between 1993 and 1997, he served as Executive Vice President responsible for Corporate Credits Marketing at Yapı Kredi Bank and held member positions on the boards of Yapı Kredi Leasing and Yapı Kredi Factoring. After working as CEO of Yapı Kredi Leasing and Koç Leasing from 1997 to 2003, he served as First Executive Vice President responsible for Corporate and Commercial Banking at Koçbank and Yapı Kredi Bankası between 2003 and 2009. He joined ABank in August 2009 as Board Member and Credit Committee Member and has held the position of CEO since February 2010. 17 18 ABank 2012 ANNUAL REVIEW Message from the CEO Despite the ongoing global economic risk factors and the tight monetary policies of the Central Bank of Turkey, ABank managed to outperform the banking sector in 2012. growth prevailed particularly in the most advanced economies. Turkey saw a significant improvement in the current account deficit owing to the monetary policy implemented by the Central Bank to sustain economic stability. Meanwhile, a decrease in actual and expected inflation, a sharp fall in interest rates, foreign exchange rate stability and Fitch’s decision to raise Turkey’s credit rating to investment grade all contributed to the buoyant optimism in the domestic markets. Although 2012 was a challenging year for the world economy, ABank achieved its financial performance targets and outpaced the Turkish banking sector. The Turkish economy and the banking sector positively stand out in the global crisis environment. The expansionary monetary policies implemented throughout the year by the central banks of the developed economies eased the negative outlook of the global economy as a whole, which was quite dim at the beginning of 2012. While the weak expectations for the US economy turned somewhat positive due to a slight recovery, the significant counteractive measures taken in Europe boosted confidence to some extent. Despite the modest improvement in the global risk perception, low economic In 2012, the Turkish banking sector sustained growth with a solid capital structure and high profitability. Loan growth in the Turkish banking sector remained at 15% during the year due to the low level of domestic demand in line with the targets of the Central Bank. The slowdown in lending growth resulted in increased competition within the sector especially during the second half of the year. Despite the pressure of these developments on profitability, the Turkish banking sector sustained its strong and solid position in 2012. Maintaining a basic capital structure composed of high quality assets and equities is key in terms ABANK AT A GLANCE CORPORATE GOVERNANCE of the sector’s resilience against external vulnerabilities. In 2012, the importance of non-deposit sources for banks grew in line with the diversified funding options of the sector. Compared to 2011, the share of nondeposit sources significantly increased in the funding of bank loans. Despite increasing competition and challenging market conditions, ABank achieved its performance targets in 2012. The Bank’s consolidated balance sheet grew 23% in 2012 while total assets reached TL 8 billion at year’s end. ABank increased profit by 289% to TL 81.3 million while the sector’s profit increased 18% in the reporting year. The Bank’s interest and non-interest income continued to increase in 2012. Non-interest income, a stable income base, increased 30% compared to the previous year. ABank preserved its solid position in terms of its expenditure ratios in 2012. The potential of revenues to cover expenses provided a comfortable cushion to the Bank for implementing its growth strategy. FINANCIAL INFORMATION ADDITIONAL INFORMATION The Bank’s capital adequacy ratio remained at a comfortable 14.3% as a result of its sound investment structure and strong equity base, which reached TL 601 million on a consolidated basis at year-end. Thanks to its solid reputation in international markets, ABank secured a 1-year syndicated loan facility in the amount of US$ 205 million, with the participation of 20 local and international financial institutions. External funds comprise an important part of ABank’s funding sources. In 2012, the Bank’s share of external funds within its total funds was 21.6%. Total deposits, ABank’s primary funding source, increased 14% and outpaced the sector’s deposit growth. As of the yearend, the Bank’s total deposits reached TL 4.2 billion and comprised 53% of total liabilities. As a result of its strong performance in local bond issuances in 2012, ABank obtained TL 150 million funding as of the year-end. This amount had risen to TL 300 million at the beginning of 2013. FINANCIAL TABLES The Bank’s loan portfolio grew 20% and totaled TL 5.1 billion in 2012. With a cash loans to total assets ratio of 65.2%, ABank ranked among the leading banks in the sector. ABank outperformed the sector in 2012. Despite the ongoing global economic risk factors and the tight monetary policies of Turkey’s Central Bank, ABank managed to outperform the banking sector in 2012. Having a high level of flexibility due to its market position, ABank has adopted an efficiency based growth strategy to achieve profitable growth. Even though rising competition within the sector adversely impacts funding costs, ABank’s success in expense management allows the Bank to control increasing costs. By transforming and upgrading its technological and organizational infrastructure, ABank increased the number of its active customers by 35% to 39,500. The Bank also achieved significant growth in its retail banking business in 2012. 19 20 ABank 2012 ANNUAL REVIEW Message from the CEO ABank is committed to sustaining profitable growth with its team of professionals who have fully embraced the deep-rooted corporate and business culture of Anadolu Group. The Bank continues the on-lending of the US$ 40 million 5-year loan facility secured from the International Finance Corporation (IFC) and the Netherlands Development Finance Company (FMO) to support women entrepreneurs. This credit facility was provided by the IFC and FMO to ABank as a first of its kind in Turkey. ABank will continue to provide support to the country’s female entrepreneurs within the framework of a corporate social responsibility project. In line with its long-term strategy, ABank plans to further strengthen its position in the banking sector. In 2013, the Bank will sustain its successful performance by expanding the active customer base, acquiring new customers and diversifying the loan portfolio and deposit base. While pursuing this sustainable growth strategy, the Bank will focus on differentiating itself with new services especially in the retail banking segment. In the medium-term, ABank targets to establish a strong customer base which is composed mainly of diversified small and medium enterprises. I would like to extend my appreciation to our clients for their ongoing trust, our shareholders and our Board of Directors for their support, and all of my colleagues for their intensive efforts in achieving our targets. ABank is committed to sustaining profitable growth with its team of professionals who have fully embraced the deep-rooted corporate and business culture of Anadolu Group. Hamit Aydoğan CEO Yours sincerely, ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES ABank has continued to provide support to the real economy. With advantageous financial solutions customized for small and mediumsize enterprises, ABank continued to provide support to trade and the real economy, and achieved a significant rise in revenues thanks to a higher market share in SME banking. 21 20.2% INCREASE IN LOANS 5,144 4,281 2011 2012 IFRS Consolidated Hilmi Güneş, Sahray-ı Cedit Branch dvantage 24 ABank 2012 ANNUAL REVIEW Senior Management (in alphabetic order) Hamit Aydoğan, Member of the Board and CEO Born in 1958, Hamit Aydoğan graduated from Middle East Technical University, Department of Political Sciences and Public Administration. He joined Yapı Kredi Bank as Inspector in 1981. From 1986 until 1993, he held managerial positions in YKB branches in various regions. Between 1993 and 1997, he served as Executive Vice President responsible for Corporate Credits Marketing at Yapı Kredi Bank and held member positions on the boards of Yapı Kredi Leasing and Yapı Kredi Factoring. After working as the CEO of Yapı Kredi Leasing and Koç Leasing from 1997 to 2003, he served as First Executive Vice President responsible for Corporate and Commercial Banking at Koçbank and Yapı Kredi Bankası between 2003 and 2009. He joined ABank in August 2009 as Board Member and Credit Committee Member and has held the position of CEO since February 2010. A. Tolga Şenefe, EVP, Treasury Born in 1969, A. Tolga Şenefe graduated from Istanbul University, Faculty of Economics before obtaining a master’s degree from Marmara University, Department of Accounting and Finance. He started his professional career as Assistant Inspector at the Board of Inspections of the Istanbul Stock Exchange in 1992. From 1995 to 1997, Mr. Şenefe served as Senior Vice President at Alfa Menkul Değerler A.Ş. Between 1997 and 2000, he worked as Treasury Manager at Ulusal Bank; he was appointed Deputy General Manager at Ulusal Yatırım in 2000. From 2002 until 2003, Mr. Şenefe worked as Director at Standard Yatırım Istanbul. Between 2004 and 2006, he served as General Manager at Ziraat Portfolio Management. Subsequently, he moved on to work as Project Manager at Helix Management Consultants. From 2007 to 2011, Mr. Şenefe served as Treasury Group Head at Anadolubank A.Ş. He joined ABank in 2011 as Executive Vice President responsible for Treasury. Cem Şipal, EVP, Financial Control Born in 1964, Cem Şipal graduated from Istanbul University, Department of Econometrics. He received his executive MBA degree from Koç University in 1995. Mr. Şipal started his career at Yatırımbank in the Credit Department. In 1991, he joined Koçbank and worked in the Financial Control Department, where he held various positions at different levels during his 10-year tenure there. He joined ABank in 2001. Dilek Algan, EVP, Credit Monitoring, Administrative & Legal Follow Up Born in 1972, Dilek Algan graduated from Ankara University, Faculty of Political Sciences - Economics. She started her banking career at Dışbank in 1995 where she held various managerial positions until 2003. In 2003, Ms. Algan joined Fortis Bank and served as Vice President in the Risk Surveillance Unit; later, she managed the Risk Surveillance, Restructuring and Legal Follow-up units between 2003 and 2008. Subsequently, she began work at Finansbank where she served as Senior Vice President responsible for Corporate, SME and Micro Credits between 2008 and 2011. Ms. Algan joined ABank in 2011 as Executive Vice President responsible for Credit Monitoring, Administrative & Legal Follow-up. Işıl Funda Öney Babacan, EVP, Information Technologies. Born in 1973, Işıl Funda Öney Babacan graduated from Istanbul Technical University, Department of Management Engineering and received her master’s degree in Industrial Engineering from Boğaziçi University. She started her professional career in 1995 at Strateji Mori as Researcher, after which she joined Intertech in 1996 as Analyst. Later, Ms. Babacan was appointed Vice President in the Core Banking Department and Executive Vice President in the Functional Analysis and Project Development Department, respectively. She joined ABank in September 2012 as the Executive Vice President responsible for Information Technologies. Murad Büyükkürkçü, EVP, Credit Administration Born in 1965, Murad Büyükkürkçü graduated from Istanbul University, Department of Business Administration. He later received an MBA from Istanbul Technical University. In 1991, Mr. Büyükkürkçü began work at Yapı Kredi Bank as Inspector and later held several positions in various departments. In 2009, he joined ING Bank as Group Director in Commercial Sales. In the same year, he transferred to Akbank as Head of the SME Loans Department. He joined ABank in January 2012 as Executive Vice President responsible for Credit Administration. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES Murat Özer, EVP, Human Resources Born in 1967, Murat Özer graduated from Istanbul University, Faculty of Economics. He started his banking career at Turkish Bank in 1991. Mr. Özer joined ABank in 1992, where he held several positions in the Treasury Department and was appointed Executive Vice President in 2004. He became the Executive Vice President in charge of Human Resources in June 2011. Mutlu Çalışkan, Chief Audit Executive (CAE), Internal Audit Born in 1969, Mutlu Çalışkan graduated from Galatasaray High School and Istanbul University, Faculty of Economics in 1993. He started his career as Assistant Inspector at Garanti Bank in 1994. Subsequently, Mr. Çalışkan joined İktisat Bank in 1996, where he served as Inspector and Manager on the Inspection Board, respectively, between 1998 and 2002. From 2003 until 2005, he worked as a manager at the Internal Audit Department at ABank. In 2005, he became the Director of the Accounting, Budgeting and Management Control Department of Renault Mais A.Ş. Mr. Çalışkan returned to ABank in 2008 as Manager in the Internal Control Department. In November 2011, he was appointed Chief Audit Executive in charge of the Internal Audit. Muzaffer Öztürk, EVP, Corporate and Commercial Banking Born in 1957, Muzaffer Öztürk graduated from Uludağ University, Bursa, Faculty of Economic and Administrative Sciences. He started his banking career at Yapı Kredi Bank, Istanbul as Assistant Inspector in 1984 and became the Assistant Vice President of the Inspection Board in 1991. Mr. Öztürk became Branch Manager from 1993 to 1997 serving at various YKB branches. Between 1997 and 2000, he held the position of Corporate Banking Coordinator responsible for different groups of branches at the same bank. In October 2000, he was appointed EVP in charge of Retail and SME Marketing at YKB. He joined ABank in February 2011. Oğuz Korkmaz, Group Head, Retail Banking Born in 1969, Oğuz Korkmaz graduated from Marmara University, Department of Public Administration. In 1994, he received his master’s degree from Université Libres de Bruxelles in EU Studies. In 1996, Mr. Korkmaz started working as Assistant Marketing Manager at Koç Consumer Finance and Card Services. In 2000, he joined the Retail Banking Department at Oyak Bank as Sales and Marketing Manager. Between 2003 and 2007, Mr. Korkmaz worked at TEB and BankPozitif as Sales and Marketing Director in Retail Banking. In 2007, he moved to Anadolubank where he served as Retail Banking Group Director. He joined ABank in September 2012 as Retail Banking Group Head. Suat Çetin, EVP, Operations Born in 1967, Suat Çetin graduated from Middle East Technical University, Department of Political Sciences and Public Administration. In 1991, he started his professional career at the Turkish Statistical Institute. Mr. Çetin later joined Osmanlı Bankası where he served as Vice President in the Branch and Treasury Operations Department. In 2002, he briefly worked as Project Leader in the General Manager Consultancy Department of Akbank. Mr. Çetin then moved on to Koçbank as Vice President in charge of Central Operations. Since 2006, after the merger of Yapı Kredi Bank and Koçbank, he worked as Banking Operations Group Director at Yapı Kredi Bank. Mr. Çetin joined ABank in September 2012 as Executive Vice President responsible for Operations Management. Şakir Sömek, EVP, International Financial Institutions Born in Cyprus in 1963, Şakir Sömek graduated from University of Wisconsin, River Falls with an undergraduate degree in Business Administration in 1985 and received his master’s degree in Economics from American University, Washington, DC in 1987. He began his banking career at Turkish Bank in 1988 as Account Officer. Mr. Sömek then started work at Industrial Bank of Cyprus as Credit & Marketing Officer in 1990. In 1995, he joined Körfezbank where he held various positions in the Financial Institutions Department. Mr. Sömek began work at ABank in 1998 as Head of the International Financial Institutions Department and he was promoted to the Executive Vice President position in 2008. 25 26 ABank 2012 ANNUAL REVIEW Activities in 2012 With its corporate and commercial banking sales team, which was further strengthened in 2012, ABank focused on achieving sustainable, well-diversified and efficient growth by serving customers with a business partnership approach. In 2012, ABank achieved its performance objectives and outperformed the sector. ABank maintained its steady growth in 2012. The Bank’s total cash loans increased 20.2% to TL 5.1 billion. Consolidated total assets grew 23.3% over the 2011 figure and amounted to TL 8 billion. ABank is one of the leading banks in the sector with a cash loans to total assets ratio of 65.2%. ABank sustained its solid capital structure with shareholders’ equity that increased 20% to TL 601 million, and a capital adequacy ratio of 14.3% on a consolidated basis as of year-end 2012. The Bank supported its strong growth strategy with a syndicated loan facility of US$ 205 million obtained in 2012. Total deposits currently comprise 52% of the Bank’s total liabilities and are the Bank’s primary source of funding; at endof-year, the Bank’s deposits totaled TL 4.1 billion, up 14% over 2011. In 2012, ABank’s net profit rose 289% on a consolidated basis to TL 81.3 million. ABank continues to grow in corporate and commercial banking. With 250 customer representatives serving clients in 66 branch locations in 25 cities by using a solutions-oriented approach, ABank provides corporate and commercial banking products to companies in various sectors that have annual turnover of over TL 5 million. In line with its strategic objective of becoming a specialized bank primarily focused on SMEs, ABank offers financial services at world class standards to meet all of the needs and expectations of its clients. ABank serves customers with a holistic service approach supported by a complementary product range to meet all their requirements and expectations. With this approach, the Bank takes into consideration all of the companies throughout the value chain of its customers. ABank aims to add value in all phases of customers’ commercial activities by providing effective and timely solutions including a variety of deposit, investment and cash management products. This holistic approach also represents the core of the Bank’s success in enhancing relations with its clientele and establishing customer loyalty. ABank focuses on achieving sustainable growth by maintaining a well-diversified risk profile. In 2012, ABank strived to continue managing risk effectively, by diversifying the existing risk profile, establishing long-term business partnerships with customers and improving the cost/ income ratio. The Bank also works to achieve sustainable and profitable growth by acquiring new customers and increasing product diversity. ABank’s marketing strategy targets small and medium size companies. By increasing its SME penetration rate, ABank aims to shift its dependence on a limited number of enterprises and to distribute risks to a broader client base. By strengthening the sales teams in corporate and commercial banking, and by serving customers with a business partnership approach, ABank focused on sustainable, well-diversified and efficient growth. As a result, the number of the Bank’s active commercial/corporate customers rose 25% to 9,812 and its total loan volume increased 11.4% climbing to TL 7.1 billion. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES ABank continued to make customers smile. ABank continues to grow by fostering customer loyalty and showing appreciation to its clients. With exceptional products and services that make each of its customers feel special, ABank reached the level of 80% customer satisfaction and once again became “The Most Appreciated Bank.” 27 58% INCREASE IN NUMBER OF BRANCHES 63 40 2007 2012 Figen Tekin, Levent Branch ppreciation 30 ABank 2012 ANNUAL REVIEW Activities in 2012 Through a relationship banking approach, the Bank aims to enhance its retail banking activities by offering customer-oriented products and services as well as by allocating quality time to customers. ABank provides differentiated financial solutions with varying terms and characteristics. ABank meets the long-term funding needs of specific customer segments through tailor-made product packages for the tourism and agricultural sectors as well as project financing loans to support energy related projects. Additionally, the Bank continues to extend project-based loans to large corporate customers through international trade finance facilities. In 2012, the Bank continued to contribute to export financing by intermediating Eximbank loans and allocated US$ 130 million in credit facilities to exporters as of December 2012. The Bank meets customer needs in foreign trade transactions with a diversified product portfolio designed in line with their expectations. ABank also allocates loans from external resources guaranteed by multilateral institutions including the World Bank, International Finance Corporation (IFC) and European Investment Bank (EIB). In 2012, the Bank provided € 35.8 million for hydroelectric power plant projects and US$ 20 million for a business center/ office development through cash and non-cash credit facilities. At the end of 2011, ABank received US$ 40 million in external funding from the International Finance Corporation (IFC) and the Netherlands Development Finance Company (FMO) to finance small and medium-size enterprises as well as women entrepreneurs. Through this facility, SMEs and female entrepreneurs were provided loans totaling US$ 19.5 million and US$ 14 million, respectively, by the year-end 2012. The Bank also continues to provide support to women entrepreneurs who own or manage small and medium enterprises. In the last quarter of 2012, ABank launched the SME Support Loan, which offers various advantages in the daily banking transactions of small and medium businesses. The amount of financing support to this segment through the SME Support Loan product totaled TL 30 million. ABank develops cash management products tailored for customer needs. In order to keep the cash flows of customers within the Bank by fully meeting all their banking needs, ABank offers a wide variety of cash management products and services. These include check books, salary payments, bill payments, tax and social security premium payments, collective payments and automatic bill payments/ collection systems. With its experienced cash management team, ABank develops project-based DDS (Direct Debit System) products and tailored solutions to meet the cash management requirements of customers by enabling product infrastructure integration with their accounting systems. Technology-based cash management products such as DDS provide a bridge between the parent company and its dealer and supplier network. ABank aims to help customers reduce their operating costs and gain cost advantage by strengthening their collection capabilities. The total volume of transactions intermediated by the Bank through DDS exceeded TL 4.3 billion in 2012. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES In line with the expansion of its branch network, the Bank also grew its enterprise banking customer base during the year. In 2013, ABank targets expanding its market share in this segment by further increasing number of customers and ensuring a diversified risk profile through a broad client base. Meanwhile, the Bank’s plan to further deepen existing customer relationships will serve to increase the share of the enterprise banking segment in the Bank’s total transaction volume. ABank moves forward in line with its profitable growth strategy. In 2013, ABank’s primary strategy in corporate and commercial banking will be to support sustainable profitability through effective risk management and a diversified customer portfolio. Among its prioritized objectives, the Bank also plans to strengthen its deposit base, develop new products and sustain a favorable balance in its asset-liability structure by exiting unprofitable business areas. ABank also aims to enhance its relationships with other Anadolu Group companies by further taking advantage of the existing synergy. ABank’s market share in retail banking is growing rapidly. Following a rapid entry into retail banking in 2011, ABank continued to expand its activities in this area in particular by focusing on both the individual and enterprise banking segments. The Bank also targets serving a broader client base in the coming period after raising the annual turnover criteria for enterprise banking customers from TL 5 million to TL 10 million. 31 32 ABank 2012 ANNUAL REVIEW ABank Bonus credit card launched in 2012. In 2013, ABank plans to continue offering various advantageous promotional campaigns and sector packages to meet the needs of enterprise banking customers. In 2012, the Bank launched customer campaigns for the Tourism Package, Commercial Auto, Capital Support for SMEs, Year-end Support and Holiday Support. The Bank plans to further expand its promotional campaigns and develop new packages targeted at the services, food and stationery sectors in 2013. ABank targets middle and upper middleincome groups as well as professionals for its individual banking business line. Through a relationship banking approach, the Bank aims to enhance its retail banking activities by offering customer-oriented products and services as well as by allocating quality time to customers. To achieve this objective, the Bank increased the portfolio manager staff in the branches, the primary point of contact with customers, to 145, up 20% from 2011. As a result of more intensive marketing activities in 2012, ABank’s active customer base in individual banking and enterprise banking increased 135% and 195%, respectively. Meanwhile, the total number of active customers in the retail banking business line exceeded 30,800, up 9,450 from the previous year. The Bank’s retail loan portfolio grew rapidly and consistently in line with the expanding customer base. The Bank’s individual and enterprise loans recorded about a twofold increase compared to the previous year. Thanks to various campaigns to promote time deposit accounts, the Bank’s customer deposits rose 14% and amounted to TL 4.1 billion in 2012. In addition to the advantages provided by the Bonus brand, ABank offers additional benefits to cardholders such as assistance and support services, discounted airport transportation and private foreign travel health insurance for platinum cardholders. The Bank plans to reach a broader customer base by offering the ABank Bonus commercial credit card product in 2013. In 2013, ABank will also roll out a POS product for its enterprise and commercial banking clients. ABank Bonus credit card launched in 2012. To help achieve its retailing banking growth targets, ABank launched Bonus credit cards in 2012. ABank increases its targets in retail banking. ABank targets increasing customer satisfaction and loyalty as well as new customer acquisition; as a result, the Bank will strengthen its market position by improving service quality, increasing product diversification and by enhancing distribution channels. Comprehensive information related to the ABank Bonus Card including product information, program partners and promotional campaigns are provided to customers at www.abankbonus.com. The contribution of retail banking to the Bank’s balance sheet and profitability is increasing thanks to the intensive efforts in this business line during the reporting year. ABank continued to accomplish new successes with the efforts of its employees. ABank places great importance on employee satisfaction as well as customer satisfaction. The Bank demonstrates an outstanding performance owing to its employees who are among the best in the sector; they work in accord with each other and with in the corporate culture. 1.230 1.185 2011 2012 4% INCREASE IN NUMBER OF EMPLOYEES Simden Hereke, Corporate/Commercial Banking Sales ccord 36 ABank 2012 ANNUAL REVIEW Activities in 2012 ABank’s primary strategy is to establish long-term relationships based on mutual benefit with leading global banks, export credit agencies and supranational institutions through its relationship and communication focused approach. In 2012, ABank launched three new deposit products in retail banking: • The Gold Account enables customers to make money transfers through time and demand deposit accounts. • The Withdrawable Deposit offers customers the opportunity to withdraw at most three times and 30% of the outstanding balance of the account within the maturity period. • The Happy Money Account, a cash management product, invests customers’ outstanding TL balances in a liquid fund, overnight repo or foreign exchange account while payments linked to the account can also be made automatically. The Gold Account was included in the product range in October 2012, and reached a total of 66.4 kg, equivalent to TL 6.3 million. Due to the positive effects of the campaign initiated in May, the volume of housing loans more than doubled and reached TL 125.1 million at end-2012, up from TL 56.8 million a year earlier. Undertaking an intensive promotional campaign period in individual loans particularly during the last quarter of the year, the Bank organized eight campaigns for consumer loans and two for auto loans in addition to its housing loan drive. In 2013, the Bank’s objective is to grow in loan and deposit products in particular. The new investment products the Bank plans to offer in 2013 include: Depofund, which includes both deposit and B-type liquid fund; One-year Time Deposit with interim payments; physical purchase and sale of gold; and Gold Account with features such as gold loans. Loans for urban renewal, 2B loans, TOKİ housing project loans and boat loans will be included in the Bank’s lending product range in 2013. ABank aims to expand its portfolio management staff by 79 personnel, to a total of 224 employees, in 2013 to achieve the Bank’s growth targets. ABank maintains its competitive edge with a rapid and efficient credit allocation process. In line with the Bank’s objective to focus on SMEs, the driving force of the Turkish economy, and to provide them with rapid and customer-oriented services, ABank restructured the Credit Allocation Group into two separate units: Retail and Commercial/Corporate. The Retail Credit Allocation Unit will assess credit applications of individuals and companies with annual turnover of less than TL 5 million while the Commercial/ Corporate Unit will assess company applicants with annual turnover of more than TL 5 million. ABank joined the Bonus Card Platform in 2012 and the Bank’s Retail Allocation Unit approves credit card limits. Thanks to its rapid and effective process management, the Unit finalizes limit approvals of credit card applications within the same business day. Through the organizational changes made to further strengthen coordination between the Credit Allocation Group and the branches, ABank structured allocation teams according to the geographic location of the branches. As a result of the restructuring, the Bank accelerated its credit allocation processes despite the expanding branch network. ABANK AT A GLANCE CORPORATE GOVERNANCE ABank strictly adheres to international risk management principles as one of the fundamental components of its corporate operations. ABank has adopted international risk management principles as one of the fundamental components of its corporate operations, in addition to the legal requirements of the Banking Regulation and Supervision Agency and the risk management criteria set forth in the Basel II framework. Ensuring an effective distribution of tasks and clearly separating the related responsibilities, the risk management function aims to prevent conflict of interests among the managerial and operational units including the Board of Directors and the senior management, clients and other shareholders. The credit risks that the Bank is subject to, both on and off the balance sheet, are monitored and managed exclusively and on a portfolio basis through an IT-supported effective risk management model that makes use of current international methodologies. ABank considers risk as an instrument to reach potential return and follows a risk-based business strategy, taking the risks that are adjusted with potential returns. For the Bank, risk management is not limited to merely a risk control function; instead, it is a strategic function that works to support the achievement of the Bank’s business targets. As such, risk management, which includes identification, measurement, monitoring and mitigation of risks, is fully integrated into strategic, tactical and operational decision making processes of the Bank. In accordance with legal requirements and best global practices, ABank continuously enhances its risk management practices by implementing new applications to its existing capacity. FINANCIAL INFORMATION ADDITIONAL INFORMATION • In 2012, the Bank replaced its existing risk model, Value at Risk (VaR), with a new model that is generally accepted in Turkey, and thus increased the efficiency of its risk management implementations in terms of both product diversity and functionality. • The Bank reviewed its existing rating systems and the new commercial/ corporate model was put into use throughout the Bank during the year. • The Bank purchased a new software application to ensure more efficient asset-liability and liquidity management. Once installation is complete, the application will increase the efficiency in both the decision making and risk management processes. Since Basel II criteria has become a legal requirement as of July 2012 in Turkey, the country’s banks began to measure, report and manage their capital adequacy requirements in accordance with the new legislative framework. According to the new calculation method, ABank’s capital adequacy ratio increased approximately 70 basis points. In 2013, ABank will continue its efforts to improve the existing risk management systems and processes as well as to design new models and methodologies to meet future requirements as they arise. Accordingly, the Bank will improve the balance between its activities and the relative risks taken, use and return on capital as well as risk-based management competency. ABank has a solid ratings profile in the Turkish banking sector. The international agency Fitch Ratings affirmed ABank’s credit ratings as follows in its report dated July 24, 2012. Fitch Ratings assessed the Bank’s long-term outlook as “stable.” FINANCIAL TABLES ABank Rating Notes Long Term Local Currency Rating Long Term Foreign Currency Rating Short Term Local Currency Rating Short Term Foreign Currency Rating Viability Rating National Long Term Rating BB BB B B bb AA ABank is a leading market player in fund management and treasury transactions. With its market expertise and experience, ABank is actively involved in the fixed income securities and money markets. In addition, the Bank aims to be a major player in derivatives transactions, which has gradually gained importance in Turkey’s financial markets, with its rapidly growing expertise in this area. Rapid growth in treasury transactions volume and profit in 2012 ABank’s Treasury Department performed highly effective TL and FX liquidity management during and after the global financial crisis. The Bank demonstrated another outstanding performance in 2012 thanks to its FX and fixed-income securities strategies, which are based on expertise in maintaining the risk-return balance. In 2012, ABank ranked second in terms of its transaction volume and fourth including over-the-counter transactions on the ISE Bonds and Bills Market. The growth of the Bank’s derivatives transactions in 2012 also confirms its rising status in this nascent market. Effective fund management through function based specialization ABank’s Treasury Department is comprised of the Treasury Marketing Unit, Asset/Liability Management Unit, Trading Unit and Economic Research Unit. 37 38 ABank 2012 ANNUAL REVIEW Activities in 2012 The Asset/Liability Management Unit is responsible for the management of the Bank’s assets and liabilities positions in TL and FX and contributes to the profitability of the Bank via management of liquidity and balance sheet risks. In 2012, the Unit also contributed to the enhancement of the deposit structure through its pricing policies. During the year, the use of interest rate derivatives was increased to control balance sheet risks. The Asset/Liability Management Unit takes advantage of all opportunities to reduce costs by actively participating in the issuance of debt instruments. As a result of the bond issues, the Unit was able to obtain longer maturities and wider diversification in its debt structure. Upon completion of the Asset/Liability Management Module, which started an integration process in 2012, the Bank’s risk management quality will be further enhanced in 2013. Responsible for trading TL, fixed income securities, FX and derivatives, the Trading Unit assumes an important role in strengthening the position of the Bank in capital markets. Ensuring competitive pricing, the Unit also supports the Treasury Marketing Department particularly in international transactions. Providing strong support to the profitability of the Bank with its efforts in 2012, the Unit took its place among the significant players in the Turkish capital markets. Thanks to its competitive pricing policy during the year, the Trading Unit recorded an outstanding increase in the transaction volume with domestic and international clients. The Economic Research Unit provides information to the Treasury Department, senior management and the Bank’s customers on a regular basis with its reports on the trends and risks in the markets and the overall economy. Increasing share and importance of derivatives The demand for derivative products is rapidly increasing in Turkey, as in the rest of the world, due to changing risk perceptions, the real economy’s requirements and the rapid development of the country’s financial markets. In addition, the rising foreign trade volume with the Middle East is expected to also increase the demand for derivatives from those trading with this region. Recently, derivative products have been increasingly used to avoid balance sheet risks within the framework of asset-liability management while exotic financial products, which are more effective and sophisticated instruments, have gained importance as well. Offering services and solutions with high added value in derivatives markets, ABank’s Treasury Marketing Unit intensively undertakes efforts to protect its customers against various risks. As structured products are being more frequently used in Turkish capital markets, ABank plans to establish a Structured Products Desk under the Treasury Unit in 2013. As a result, the Unit will provide tailored solutions to meet the needs of customers with more competitive pricing options. Strong support to branches in providing treasury products to clients ABank aims to be one of the leading and strong players of the derivatives market both for its clients and other market participants. To this end, the Bank strengthened the Treasury Marketing Unit’s team in 2012. Representatives from the Unit visited the Bank’s customers and branches throughout the year to inform them about the use and advantages of derivative products as well as to discuss recent market developments. Staff members responded to the specific financing needs of customers by developing a range of tailored products. Due to the close cooperation and synergy with branches, the Bank attracted new clients, particularly in the SME segment, and achieved significant success in the sale of derivative products. In 2013, the Treasury Marketing Unit plans to further enhance its activities and expand the range of services offered to clients. ABank calculates market risk according to the Value at Risk (VaR) method. ABank calculates FX, interest rate and liquidity risks according to the Value at Risk (VaR) method by meticulously analyzing, studying and using Turkish capital markets data. This model allows the Bank to make sensitivity analyses for various money market products including loans, coupon and discount bonds, forward FX buying and selling transactions, forward interest transactions and interbank transactions. The risk ABANK AT A GLANCE CORPORATE GOVERNANCE management software program, which is approved by the BRSA, produces detailed reports with respect to the positions carried by customers and allows Bank management to continuously monitor the balance sheet in detail in terms of interest, maturity and liquidity. At the Bank, the Board of Directors determines all purchase/sale and position limits. Predetermined risk limits as well as profit/loss limits are continuously monitored during the day. Upon completion of the Asset/Liability Management Module, the effectiveness of risk management will be further enhanced in 2013. With its upgraded technological infrastructure, ABank moves confidently toward achieving its objectives. The primary objective of ABank’s Information Technologies Department is to implement customer-focused projects that create product and channel diversity, increase efficiency and allow effective revenue/cost management. At the beginning of 2012, ABank’s Information Technologies Department put into operation the InterNext banking package, which is compliant with the Bank’s strategy, meets legal requirements and features the latest technology. With this advanced banking application, the Bank upgraded the platforms in its infrastructure with more flexible and up-to-date technology and enhanced information security. Thanks to the systems related flexibility introduced with the InterNext Banking Platform, the Bank adapts to new technological developments much more rapidly. FINANCIAL INFORMATION ADDITIONAL INFORMATION In 2013, ABank plans to deploy new applications through the new technology platform in order to support customeroriented banking efforts, expand product and channel diversity, and contribute to effective process and risk management. Maximizing efficiency through central operations In order to increase efficiency and better manage operational risk, ABank centralized all operations except those transactions that should be carried out at the branch level. As a result, the Bank further improved the customer focus and service quality provision of branch employees. After clearly defining the operational transactions of the sales units at the branch level, the Bank transferred these duties to the operational units. This shift enables branches to achieve the highest level of efficiency in their sales activities and transforms branch locations into more effective distribution channels. Meanwhile, ABank branch operation teams are skilled in sales of all of the relevant products. Service level agreements are made between business and operational units; duration of services are also measured and shared with relevant units to provide clients with standardized services. ABank serves customers through all its distribution channels. Customers are supported 7/24 through telephone banking, internet banking and the ATM network. ABank provides employees with inhouse and outsourced regular training opportunities to maintain the highest level of quality in human capital and to FINANCIAL TABLES offer the best quality services to clients. As a result of these efforts, the Bank’s accuracy rate in operational transactions was more than 99% in 2012. During the year, ABank offered its clients the Bonus Card, the most popular credit card in Turkey. Meanwhile, ABank debit cards can be used at all points with Visa/ Master logo both in Turkey and abroad. Corporate Communications With responsibility for all communication activities including general publicity of the Bank and its subsidiaries in addition to brand positioning, the Corporate Communications Department carries out advertising and media relations to enhance the brand recognition of ABank. During the last quarter of 2012, the Department released the Bank’s advertisement film clip for broadcast for the first time on national and theme TV channels. Supporting in-house communication as well, the Corporate Communications Department organizes social activities under the roof of AClub to increase the motivation and loyalty of Bank employees. AClub is a social club established to facilitate internal communication throughout ABank and its subsidiaries. Given that individuals are often happiest when engaging in their hobbies, AClub also helps employees who work for “Happy Banking” feel happy and special themselves. AClub includes various clubs and social activity groups for music, dance, theatre, photography, cooking, wine tasting, among others. 39 40 ABank 2012 ANNUAL REVIEW International Financial Institutions A relationship and communication focused approach is key to ABank’s success in international financial markets. Establishing long lasting relations based on mutual benefits ABank’s primary strategy is to establish long-term relationships based on mutual benefits with leading global banks, export credit agencies and supranational institutions through its relationship and communication focused approach. The International Financial Institutions Department promotes the Bank to its correspondent network, credit rating agencies and supranational institutions and undertakes initiatives to expand the Bank’s credit facilities and to diversify its products, services and solutions. In 2012, the Department represented the Bank at high profile international events and meetings by focusing on strengthening ABank’s brand recognition, vision and strategy internationally. The Department conducted its activities in line with the targets of increasing the product range especially in foreign trade, expanding the correspondent network and securing new borrowing facilities. The International Financial Institutions Department also supports and intermediates the activities of the Treasury Department to carry out correspondent relations based on the principle of mutual benefit in an efficient and healthy manner. ABank continued its international achievements in 2012. In 2012, ABank was once again presented with the Outstanding Performance Award by Citibank in recognition of its regular and error-free overseas payments. ABank’s active correspondent network expanded to 170 banks. Owing to the Department’s intensive efforts, ABank broadened its existing correspondent network and strenghtened its solid relationships with correspondent banks in 2012. In parallel with developments in the global financial markets and customer requirements and demands, ABank’s active correspondent network continued to expand with 30 new banks and reached a network of 170 institutions by the year-end. ABank’s successful performance in international banking is one of the Bank’s core competencies and a key component of its sound reputation. The Bank enjoys strong brand recognition and credibility in international markets thanks to its robust financial structure and its place under the umbrella of such a well-respected shareholder as the Anadolu Group. The increasing credibility of Turkey in international markets in addition to the Bank’s strong performance enabled ABank to expand its external borrowing capacity during the year. As a result, 2012 was a successful year especially in terms of bilateral borrowing for the Bank. Therefore, ABank has external credit facilities established by the world’s leading banks and financial institutions at advantageous terms. Solid and deep relationships with international financial institutions support the Bank’s competitive pricing policy and thus reinforce its market position. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES 2 1 3 4 5 6 7 1. Aylin Tayıncı 2. Barış Nerezoğlu 3. Ezgi Demiray 4. Erol Bakkalbaşı 5. İrem Gürkan 6. Şakir Sömek 7. Ahmet Kınalısoy Another successful year in foreign trade financing ABank provides flexible and rapid solutions to the requirements of international trade customers with an experienced staff, enhanced operational infrastructure, effective correspondent network and a customer-oriented approach. The Bank is an efficient and primary business partner of its customers in their international trade transactions, not only with the most advanced economies, but also with relatively risky countries and emerging markets. ABank improved the costs and the maturity of its funding portfolio by diversifying its external funding base in 2012. In May, the Bank secured a US$ 205 million equivalent dual currency tranche syndicated loan with the participation of 20 banks from 11 different countries to intermediate in financing exports. The facility was comprised of two tranches of € 123.5 million and US$ 42.5 million. Obtained in a challenging global economic environment, this loan facility is quite significant in terms of confirming the confidence of leading and highly reputable international banks in ABank. ABank was also included in the IFC’s Global Trade Finance Program with the agreement signed in 2011. Pursuant to the Confirming Bank Agreement of the program, IFC undertakes the risk of the issuing bank and ABank is provided guarantee for its foreign trade transactions issued by the banks on IFC’s list of “Issuing Banks.” In January 2012, ABank signed an Issuance Bank Agreement with IFC and thus expanded the foreign trade transaction potential with the banks on IFC’s “Issuing Banks” list. The total volume of international trade transactions intermediated by ABank reached US$ 1.9 billion in 2012. Thanks to its high credibility in international markets, ABank takes advantage of providing competitive pricing to its customers in their foreign trade transactions. ABank plans to focus on bond issuance in international capital markets in 2013. In the coming year, due to Turkey’s increasing credibility in international markets, ABank plans to rapidly move forward in line with its growth strategy. The Bank targets sustaining its solid performance in international markets by further strengthening its credibility, increasing and diversifying borrowing options, raising its profile and broadening the correspondent network. ABank also plans to further enhance its strong relations with supranational institutions in 2013 by including new banks/institutions to already established relationships. The new borrowing options in international capital markets, which recently Turkish banks benefited through external bond issues, are closely monitored by ABank. In the coming period, the Bank plans to enter this arena. 41 42 ABank 2012 ANNUAL REVIEW Market Position ABank ranked fifth in terms of the securities/total assets ratio. As of December 31, 2012, ABank provides services primarily in commercial/SME banking with 63 branches and 1,230 employees. ABank: • Ranked fifth in terms of the securities/ total assets ratio, • Ranked third in terms of the cash+noncash loans/branches ratio, • Ranked third in terms of net profit increase, • Increased cash loans 17.1% compared to the 9.6% average of the 20 banks in the sector, • Ranked 11th in terms of the expenditures to income ratio while among the immediate peer group the Bank ranked second, according to BRSA results for the ratios of loans, deposits and total assets calculated on a consolidated basis as of September 30, 2012, for 20 private sector deposit banks and public banks, excluding private sector banks with only one branch. All these results once more clearly demonstrate that ABank left behind another successful year. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES Research and Development Activities At the beginning of 2012, ABank’s Information Technologies Department put into operation the InterNext banking package, which is compliant with the Bank’s strategy and legal regulations as well as equipped with the latest technology. Focusing on corporate/commercial and retail banking, ABank offers the best services to its customers by developing new products in line with evolving preferences within the sector as well as changing conditions in the overall economy. When the Bank’s marketing units make new product launch requests, relevant departments in the General Directorate evaluate the proposed offerings in terms of legal compliance. Following the approval and registration of the new product, the Bank’s IT infrastructure is modified to accommodate its requirements. The Bank places great importance on informing customers about the risks, if any, features, results and tax issues of the new offerings. In 2012, the Bank launched customer campaigns for the Tourism Package, Commercial Auto, Capital Support for SMEs, Year-end Support, and Holiday Support. The Bank plans to further expand its promotional campaigns and develop new packages targeted at the services, food and stationery sectors in 2013. In line with its retail banking growth targets, the Bank offered credit cards with “Bonus” features to its customers. ABank Bonus Card was initially introduced to ABank employees in June 2012 and then rolled out to all customers in September. Comprehensive information related to the ABank Bonus Card including product information, program partners and promotional campaigns are provided to customers at www.abankbonus.com. The Bank offered three new deposit account products, Gold Account, Withdrawable Deposit and Happy Money Account, to retail banking customers in 2012. Within ABank’s corporate and commercial banking business line, small and medium businesses received financing support with the SME Support Loan introduced during the last quarter of 2012. At the beginning of 2012, ABank’s Information Technologies Department put into operation the InterNext banking package, which is compliant with the Bank’s strategy and legal regulations as well as equipped with the latest technology. With this advanced banking application, the Bank upgraded the platforms in its infrastructure with more flexible and up-to-date technology and enhanced information security. 43 44 ABank 2012 ANNUAL REVIEW Corporate Governance ABank’s management believes that an effective corporate governance system, within an individual company and across an economy as a whole, helps provide the confidence necessary for the proper functioning of a market economy. Therefore, the set of relationships among the Bank’s management, its board, its shareholders and other stakeholders has been structured in line with the Principles of Corporate Governance set out by the Banking Regulation and Supervision Agency of Turkey (BRSA) and the Turkish Capital Market Board (CMB). ABank is committed to implementing accepted standards of corporate governance. Accordingly, all management procedures and practices depend on four pillars of corporate governance; i) transparency, ii) Equality, iii) Responsibility and iv) Accountability. With the exception of information deemed to contain trade secrets and is not yet available to the public, ABank discloses information about the Bank, with or without financial content, in an accurate, thorough, rational, interpretable and accessible manner. In compliance with legal and regulatory requirements, ABank communicates information in a timely, reliable, consistent, and orderly fashion and distributes such information to the investment community. Comprehensive information on ABank can also be accessed through its regularly updated website (www.abank.com.tr). The Accounting and Finance Group and the Compliance Department are responsible for procedural actions regarding investors (Capital Increases, AGM, etc), as well as for duly informing the public. Questions forwarded to the management by investors, except those regarding proprietary information, are answered immediately and appropriately. The Annual General Meeting (AGM) notice is provided via the media and internet, meeting all of the requirements stipulated by the CMB and related regulations. All shareholders are invited to attend the AGM. When the Board of Directors decides on the date of the AGM, the information is immediately communicated to the CMB and the Istanbul Stock Exchange (ISE). Shareholders may apply to attend the AGM. Information and guidance about procedures and voting may be obtained from ABank’s branches, Head Office and its internet website. According the new obligatory process determined by the CMB, ABank’s AGM was held on-line (“E-Genel Kurul”) for the first time in 2012. There are no privileged voting rights stated in the Articles of Association. No subsidiary owns shares in the Bank. It is possible to vote by proxy. The processes and policies of ABank’s management structure are designed to comply with the legal and regulatory framework and to provide clarity and transparency in decision-making and accountability. The Board of Directors has ten members, five of whom are independent. The Board of Directors formulates ABank’s vision, mission, and short and long-term strategic objectives. The Board meets at least twice a month, where the Board of Directors measures the Bank’s progress against its strategic objectives and evaluates performance. The annual budget of the Bank and its strategic plan are approved by the Board of Directors, which also follows up the budget and its actual implementation, receives information about variations from the budget, and follows up its decisions. The Board of Directors tracks strategic objectives, budget targets, and actual figures through internal and external audit systems. The Board also monitors various financial and non-financial indicators on a particular customer, branch, business unit, or general basis. The Board of Internal Auditors is responsible for submitting internal audit reports directly to the Board of Directors. ABANK AT A GLANCE CORPORATE GOVERNANCE In compliance with Banking Law, ABank has established a Risk Committee. The Bank’s Board members play an important role in the management of the Bank’s risk exposure by developing strategies, policies, limit systems, and procedures through the activities of the Risk Committee. The Risk Committee is headed by an independent Board member. An independent Board member also heads the Audit Committee of the Board, established in 2004 and bearing the responsibility of ensuring the accuracy of financial information provided to all stakeholders. The Corporate Governance Committee was established in 2005 and is also headed by an independent Board member. The Committee monitors compliance. Finally the Pre-diagnosis and Management of Risks Committee was established in 2012 and is headed by an independent Board member. The ultimate controlling shareholders of the Bank are announced in annual reports and on the Bank’s internet website. ABank strives to maintain the highest standards by providing guidance to all its employees; as part of this effort, employees are guided and educated to conduct themselves within the standards of professional and ethical conduct. The ethical principles of ABank has been revised in 2011 in line with the Ethical Code of the Turkish Banks Association and approved by ABank’s Board of Directors on 01.08.2011 as “Instructions on Ethical Principles and Working Regulations”. The principles are announced in brief to the public on ABank’s website. The top management of the Bank ensures that all the employees and managers comply with the rules set by the ethical principles of ABank. All applications regarding career planning, professional training, disciplinary rules, ethical codes, fringe benefits, and all other rights and employee-related issues are available to all staff on a closed circuit corporate portal, or “Intranet.” FINANCIAL INFORMATION ADDITIONAL INFORMATION The Intranet has also been set up to provide information to employees; all announcements have been transferred from a paper environment to an electronic site. In addition to cost cutting and efficient communications, the intranet aims to underscore the importance of a common corporate culture. ABank’s Board members, managers of all levels and employees are in a position to obtain insider information. ABank restricts those individuals in a position to obtain insider information from trading its equity shares. ABank places great emphasis on the management of relations with the Bank’s stakeholders. Not only shareholders, but also potential investors, the public, regulatory bodies, customers, suppliers, employees and others are defined as stakeholders. Relations with customers and suppliers are carried out within the framework of ethical rules and in accordance with written procedures. All employees are aware that the most important means of creating an advantage over competitors is to provide the best service to customers and act accordingly. Employees endeavor to solve any customer problems, provided that they fall within the confines of general principles and the Bank’s procedures, and take measures and exert every effort to prevent recurrence. The Bank has a Customer Complaints Division dedicated to customer relations, where all customer complaints are analyzed thoroughly and immediately by this department and resolved appropriately. Suppliers are evaluated by the Purchase Department. ABank seeks to maximize its employees’ competencies, efficiency, and satisfaction through its performance evaluation and career planning system. The Bank has a transparent and fair performance management system and reward system which encourages and supports high performance. In accordance with article 6 of the “Regulation on Corporate Governance Principles of the Banks”, a FINANCIAL TABLES new committee has been established on 19.09.2011 for the purpose of monitoring and auditing the Bank’s payroll practices on behalf of the Board of Directors and two of the Bank’s Board Members have been assigned as the members of the new committee. The committee conducts its activities in line with BRSA’s “Regulation on Corporate Governance Principles” which has been published in the Official Gazette dated 01.11.2006 number 26333. Participation in management is always encouraged; the personal opinions of the staff on improvements to daily workload are collected through an evaluation system that is analyzed carefully. The Human Resources Unit is organized in conformity with the structures, requirements, and expectations of the other business units so as to support these units on all human resources issues. No complaints concerning discrimination have been received from employees. ABank is committed to the development of our society. The Bank’s donation policy is defined in the Bank’s Articles of Association. The Anadolu Foundation was established 30 years ago and is engaged primarily in education, health, the arts, and sport; it has completed a wide range of projects, including hospitals, health centers, schools, dormitory buildings, and sport complexes. While these have been donated to the state, free scholarships are granted to competent students in need of financial support. In 2005, the foundation completed the non-profit Anadolu Medical Center. All income generated from this contemporary health center will be channeled to meet education and research expenditures. At least 10% of the patients at the Anadolu Medical Center are treated free of charge. The Anadolu Medical Center provides seminars and organizes special programs to spread public awareness of free checkups, patient education programs, first aid courses, and protective medication. 45 46 ABank 2012 ANNUAL REVIEW Information on Human Resources Implementations ABank usually fills its vacancies at the managerial level internally. All horizontal and vertical career opportunities arising within the Bank are announced to the employees first through the intranet portal. With the Vacant Positions Model, Bank employees have the opportunity to map out their own future career plans and work toward their own personal preferences. Meanwhile, successful employees who demonstrate an outstanding performance and produce significant added value can be promoted up to the highest positions within the organization. Job applications can be submitted through the Bank’s website, by e-mail or by fax. All applications are included in the Bank’s human resources database and database entries are retained for one year. In the event of any additional staffing requirement beyond the Bank’s annual labor force plan or in case of any vacant positions, candidates are selected from this database and those who have the required credentials are invited for an interview. The Bank recruits and trains English speaking university graduates from economics, business administration and engineering departments after a series of tests and interviews. Following three months of basic banking training, the recruits are assigned to the respective departments and branches. Placing great importance on career management, the Bank aims to ensure the continuity of its human resources via Career Training programs. Additionally, ABank organizes “Management Trainee” programs in order to train the managers of the future. Promotion Management and Premium System Promotion management at ABank is based on the performance management system. Aimed at ensuring continuous development, performance management is an open system based on concrete and measurable targets. The employee’s performance in reaching each of the targets set out at the beginning of the year is evaluated together with his or her competencies. The assessment results, which are shared with the employee, are used as input for career planning and promotion decisions. The Personnel Committee makes the promotion decisions in line with the performance evaluation results. Determined by considering the Bank’s overall performance together with that of individual employees, each year more ABank personnel are paid bonusses. ABank’s human resources related activities in 2012 included: • Conducted competency measurements for all positions in the Bank. • Completed job assessment work for all units in the Bank. • Launched the ABank HR Facebook Page to provide information on human resources activities and open positions, expand the candidate pool, raise the Bank’s profile and increase interaction on social media. • Visited 35 branches and four departments in order to increase employee motivation and enhance corporate communications. • Held training programs on a job function basis for all branch personnel in conjunction with the transformation of its main banking system; 572 employees participated in these training sessions that lasted for 48 days, and a total of 7,966 hours of training was provided. • Conducted total training of 46,386 hours with total number of participants of 3,585 in 2012, representing an average of 37 hours per employee over the year. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES Human Resources Statistics Number of Employees 2010 2011 2012 Head Office 435 452 483 Branches 651 733 747 TOTAL 1,086 1,185 1,230 Gender and Age 2010 2011 2012 Male (%) 53 52 52 Female (%) 47 48 48 Average Age 34 35 35 2010 2011 2012 28 25 22 High School 188 186 179 University 794 857 898 76 114 131 443 471 460 2010 2011 2012 5.0 5.7 5.6 Education Primary School Post-graduate Proficiency in a Foreign Language Average Seniority 47 48 ABank 2012 ANNUAL REVIEW Organizational Structure ABank’s Board of Directors determines the organizational structure of the Bank and any changes in the organization. The existing organizational structure was formed pursuant to the resolution of the Board of Directors numbered 15/D and dated June 25, 2012. In this organizational structure and as required by law, the departments in the Head Office are separated into two: (1) departments under the roof of Internal Systems and (2) executive units directly reporting to the CEO. Ten Executive Vice Presidents report to the CEO. The Legal Department also directly reports to the CEO. The Legislation and Compliance, Audit Board, Internal Control, and Risk Management, units under Internal Systems directly report to the Board of Directors through the committees constituted within the Board. Changes made in the Bank’s organizational structure in 2012 are reported below on the basis of the business groups reporting to the Board of Directors and the CEO. Within the structure of the Board of Directors, • The Committee of Early Detection and Identification of Risk was established while the duties and responsibilities of the Nomination Committee were assumed by the Corporate Governance Committee. Within the structure of the Operations Group, • The Retail Banking Operations Department, which was previously working under the Operations Group, was restructured as a unit under the Corporate/Commercial Banking Operations Department. • Following the integration of the Retail Banking Operations Department, the name of the Corporate/Commercial Banking Operations Department was changed as the Central Operations Department. • The management of the transportation of cash assets was transferred from the Treasury Operations Department to the Administrative Affairs Department. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES Risk Management Policies Credit Risk Credit risk is defined as the potential loss arising from a borrower’s inability to meet its contractual financial obligations to the Bank. Credit risk is of the highest concern for the Bank and it is vitally important to manage it appropriately. Therefore, credit risk management policies were set up to ensure the independence and integrity of the risk evaluation practices. Another purpose of these policies and procedures is to ensure that all personnel who are involved in the decision making process share the same views in similar matters and reach similar actions, if necessary. All credit risks, to which the Bank is exposed, either on- or offbalance sheet, are monitored and managed individually on a portfolio basis. In order to maintain its quality, the Bank’s credit portfolio is analyzed on a regular basis and reported in terms of sectors, exposure, collateral structure, loan size, rating and other various aspects. Customer selection and monitoring of the credit ratings of customers are performed by expert credit teams with the use of internal rating systems. The rating systems are continuously reviewed and monitored for their performance independently by the Risk Management Department. The Bank intensively pursues efforts to improve the rating systems and to design more successful statistical models for arising requirements in order to comply with Basel criteria, make customer evaluations through more objective criteria and improve the Bank’s risk measurement capability. Market Risk Market risk refers to the risk of any loss that may occur in the value of positions in trading accounts due to movements in interest rates, share prices and exchange rates. ABank calculates the legal capital requirements for market risk by using the standard method, which complies with BRSA regulations. Moreover, market risks associated with trading accounts are quantified and monitored on a daily basis through the Value at Risk (VaR) method. Measurements, which are performed using the exponentially weighted parametric, VaR, over the last 252 business days, constitute the basis of the Bank’s risk based trading limits. The validity of the VaR model is monitored through retroactively applied test methodology. In this methodology, theoretical losses/gains, which are calculated in the VaR model, are compared to the real losses/gains the next business day and any deviations, if any, are monitored. Structural Interest Rate Risk Structural interest rate risks are those risks that the Bank is exposed to through products such as credits, securities and deposits, which bear interest sensitivity despite being monitored in non-trading accounts. The Bank aims to keep changes in its economic value within the limits, which have been determined based on its shareholders’ equity, in the event that the Bank is subject to standard interest rate shocks determined by the BRSA as well as internal interest rate shocks. Duration/gap reports, which are used in the measurement and management of structural interest rate risk, are produced by placing those financial products that are monitored in non-trading accounts into the cash flow statements on a currency basis, according to the re-pricing periods or durations. The structural interest rate risk that the Bank is subject to because of maturity mismatch is measured by applying standard interest rate shocks to the gaps on a maturity tranche basis and the risk is continuously monitored for its compliance with determined limits. The interest sensitivity of the balance sheet is measured every two weeks by the Risk Management Department and evaluated at Asset Liability Committee meetings. When required, interest rate risk is hedged or limited with derivatives transactions. The Asset Liability Committee takes necessary actions to maintain the Bank’s net economic value and to create a stable income structure. Liquidity Risk The purpose of liquidity risk management is to prevent the sum of cash held by the Bank and the borrowing resources available to the Bank from falling below a pre-determined ratio of the sum of deposits and other liabilities that require creation of liquidity. The Bank aims to ensure that necessary precautions are taken in a timely and appropriate manner to address possible liquidity risks associated with cash-flow volatility caused by market conditions and/or its balance sheet structure. The Bank monitors its liquidity position in TL and FX terms, as well as in terms of total liquidity. Moreover, the Bank’s liquidity status is monitored within the framework of the Communiqué on the Measurement and Assessment of the Bank’s Liquidity Adequacy, published by the Banking Regulation and Supervision Agency on November 1, 2006, while the Risk Management Department reports on the issue to the Asset Liability Committee and the Market Risk Committee. The Bank’s liquidity is monitored according to legal liquidity adequacy ratios as well as various parameters that are internally determined and tested under various stress assumptions, while test results are reported to the above referenced committees and the Board of Directors. Operational Risk Operational risk is defined as the possibility of a direct or indirect loss, caused by people, processes, systems and external factors. The Risk Management Department is responsible for defining, measuring and following up operational risks that fall under the risk definition, as well as establishing coordination of respective managerial initiatives. All respective units, particularly the Internal Control and Inspection Board, contribute to the efforts aimed at determining and eliminating the operational risks that arise during the Bank’s operations. The compliance of services with applicable regulations and with the Bank’s current procedures and policies is followed closely. Records of events leading to monetary losses are stored in a database established to follow up on operational risks. Operational events that frequently occur or lead to significant losses are evaluated by the Operational Risk Committee while these events are managed by undertaking the necessary action plans after determining the reasons of such losses and increasing internal control and audit activities. 49 50 ABank 2012 ANNUAL REVIEW Anadolu Group In Brief Anadolu Group is one of Turkey’s leading conglomerates operating in the beer, soft drinks, automotive, retail, finance and energy sectors in 16 countries with more than 80 companies. Anadolu Group (“The Group”) was founded in the early 1950s by the Yazıcı and Özilhan families, which are jointly the major shareholders of all Group operations through their respective holding companies, Yazıcılar Holding A.Ş. and Özilhan Sınai Yatırım A.Ş. The Group is structured and primarily managed in five principal sectors: beer, soft drinks, automotive, financial services, retail and other operations, which include energy, tourism, IT and healthcare services. The Group has strong expertise in doing business through partnerships with globally known companies, brands and institutions, including Coca-Cola, Miller, Beck’s, Foster’s, Isuzu, Kia, Geely, Lombardini, Faber-Castell, McDonald’s and Johns Hopkins. The combined revenues of the Group as of year-end 2012 amounted to about TL 11.6 billion. The Group employs around 27,500 personnel in total. Highlights From Operations Beer Operations The flagship company of Anadolu Group’s beer operations, Anadolu Efes Biracılık ve Malt Sanayi A.Ş. (Anadolu Efes), was established in 2000. Anadolu Efes came into existence through the merger of five beer and two malt factories, the first of which was established in 1969. Currently, Anadolu Efes is the leader in the Turkish beer market with more than an 80% share and runs international beer operations through its subsidiary, Efes Breweries International (EBI) based in the Netherlands. Anadolu Efes beer division operates in six countries (Turkey, Russia, Kazakhstan, Moldova, Georgia and Ukraine) with 18 breweries that have a total beer producing capacity of 43.7 million hectoliters and seven malteries with a total malt production capacity of 290,000 tons. As of end-2012, Anadolu Efes generated a sales volume of 52.7 mhl with year-on-year growth of 17.7%. In March 2012, Anadolu Efes established a strategic alliance with SABMiller. Under this agreement, SABMiller’s Russian and Ukrainian operations were acquired by Anadolu Efes, which thereby became the second largest beer company in Russia with eight breweries and one additional brewery in Ukraine. As a part of this transaction, 24% shares of Anadolu Efes were transferred to SABMiller. Anadolu Efes is listed on the Istanbul Stock Exchange (ISE) with a market capitalization of about US$ 8.6 billion as of end-of year 2012. Soft Drinks Operations Coca-Cola İçecek A.Ş. (CCİ), which is 50.3% owned by Anadolu Efes, runs Coca-Cola bottling operations in eight countries (Turkey, Kazakhstan, Azerbaijan, Pakistan, Kyrgyzstan, Turkmenistan, Jordan, Iraq) with 22 production facilities yielding a total bottling capacity of 1,154 million unit/case. As of end-2012, CCİ generated a sales volume of 851 million unit/case with yearover-year growth of 11.7%. CCİ is listed on the ISE with a market capitalization of approximately US$ 5.3 billion as of year’s end 2012. ABANK AT A GLANCE CORPORATE GOVERNANCE Automotive Operations Anadolu Group has been active in the automotive sector since the beginning of the 1960s. Within the automotive sector, Anadolu Group imports and markets KIA and Geely branded passenger cars, light commercial vehicles as well as Cooper and Avon branded tires in Turkey; the Group also runs fleet leasing operations with an overall fleet size of 12,000 vehicles. Anadolu Group is also a manufacturer in the automotive sector. Anadolu Isuzu Otomotiv Sanayi ve Ticaret A.Ş. (Anadolu Isuzu), whose major shareholders include Anadolu Group, Isuzu Motors and Itochu Co., is one of the leading medium-size coach manufacturing companies in Europe. Its main fields of operation are the production and marketing of light duty trucks and midibuses. Since the establishment of the company in 1984, more than 125,000 vehicles have been manufactured under the Isuzu Motors license agreement. Through its subsidiary, Anadolu Motor, Anadolu Group also produces generators, engines, spare parts; additionally, the company imports and distributes Lombardini and Honda branded engines and applications, LS branded tractors and Gallignani branded balers. Retail Operations As part of its retail operations as a manufacturer, Anadolu Group imports, produces and exports writing instruments in partnership with Faber-Castell (Adel Kalemcilik); the Group also operates a leading production company in the edible oil sector with the Komili and Kırlangıç brands in Turkey (Ana Gıda). As an importer and distributor in the retail sector, Anadolu Group has held the exclusive operating rights of McDonald’s in Turkey since 2005; McDonald’s operates through 206 restaurants across Turkey as of year-end 2012 with over 4,500 employees. The Group also operates in the IT and tourism sectors. FINANCIAL INFORMATION ADDITIONAL INFORMATION Finance Operations Anadolu Group conducts operations in the banking sector with Alternatifbank A.Ş. operating in commercial/corporate banking with a special focus on the SME segment. In addition, the Group operates a leasing company (ALease) and a brokerage firm (AYatırım). Other Operations Anadolu Etap Tarım Ürünleri A.Ş., which is 33.3% owned by Anadolu Efes, joined Anadolu Group in 2009. As one of the largest manufacturers of fruit juice ingredients in Turkey, the company currently fills Cappy branded fruit juices and nectars for Coca-Cola. The company also serves the beverage and food markets with various tailor made products in Turkey, Europe, Russia, the Commonwealth of Independent States (CIS) and the Middle East. Anadolu Group strategically targets becoming one of the leading players in the energy sector. The Group established a partnership with Doğuş Holding and Doğan Holding for the Aslancık hydroelectric power plant (120 MW), which is in the construction phase and expected to be operational by the end of 2013 in the Black Sea region. Anadolu Group is also constructing a hydroelectric plant in Georgia (Paravani) with a capacity of 85.5 MW; it is scheduled for completion in 2014. The flagship project of Anadolu Group in the energy sector is a coal-powered energy plant with a total capacity of 1,200 MW in Gerze in Turkey’s Black Sea region; this project is currently in the environmental assessment report stage. FINANCIAL TABLES Corporate Social Responsibility Anadolu Group places special emphasis on corporate social responsibility projects. Since its establishment in 1979, the Anadolu Education and Social Assistance Foundation has developed more than 50 long-term initiatives in different social fields ranging from education to healthcare. Also granting scholarships every year to around 850 students, the foundation has provided scholarships for 20,000 students to date. Anadolu Medical Center (Istanbul) has exclusive affiliation with Johns Hopkins Medicine of Baltimore, Maryland, USA, and operates the largest and most technologically advanced healthcare facility in the region. Anadolu Group has made major contributions to the field of sports as well. Established in 1976, Efes Pilsen Sports Club is the first Turkish basketball team to bring the European Championship Title to Turkey and the first and only Turkish basketball team that qualified for the final four in the Euroleague. Free basketball training schools organized by Efes Pilsen Sports Club in collaboration with the General Directorate of Youth and Sports have produced many nationally and some globally known players. Anadolu Group supports arts and culture through music festivals and provides sponsorships for various initiatives each year. During recent years, the Group has been also very active in supporting new tourism projects especially in the eastern regions of Turkey. 51 52 ABank 2012 ANNUAL REVIEW Anadolu Group Financial Subsidiaries ALease Established in 1997 as the Anadolu Group’s leasing arm, ALease is a prominent player of the leasing sector since its inception. The Company offers high quality financial leasing services to a well-diversified clientele. Having made it a principle to adhere to the highest business ethics in its operations, ALease enjoys a respected presence in the market owing to fast, flexible and quality solutions produced in line with the expectations of its selected customers. SMEs are the key constituents of ALease’s client portfolio. In the year 2012, ALease increased its business volume at a level which surpassed the sectoral average, achieving a 71% year on growth versus the sector’s growth stood at 10% and increasing its market share to 2.4% from 1.5% in 2011. The company recorded a business volume of US$ 151 million on the basis of 644 contracts signed as compared to US$ 93 million in 2011. ALease pursues the strategy of diversifying its delivery channels via ABank branches and the representative offices. Within the total transactions realized by ALease in 2012, those referred by its sister company ABank have 49% share. ALease has three representative offices located in Ankara, Izmir and Adana, established to expand its delivery network throughout the country. ALease’s net lease receivables and total assets stood at US$ 195 million and US$ 220 million respectively in 2012 as compared to US$ 150 million and US$ 193 million in 2011. ALease posted US$ 1 million in net profit. As of year-end 2012 ALease employed a total of 56 people. In the year 2012, with the new law of financial leasing, factoring and finance companies allowing operating leases, sale and lease back transactions and software leases etc., growth in the leasing volume is expected to accelerate in the coming years. ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES ABank Financial Subsidiaries AYatırım Founded in 1997, AYatırım is a wholly owned subsidiary of ABank and operates as a boutique investment bank specialized in asset management and brokerage services for domestic and international clients in the Turkish equity and derivatives markets. AYatırım is a member of the Istanbul Stock Exchange (ISE), the Turkish Derivatives Exchange (TurkDEX) and is regulated by the Capital Markets Board of Turkey. In 2012, the Company’s market shares in the overall trading volume of the ISE and TurkDEX were 0.4% and 0.7 %, respectively. The Asset Management Unit manages six ABank domestic mutual funds and an investment trust company, Alternatif Yatırım Ortaklığı, which is listed on the ISE with a total mutual fund/closed fund size of about US$ 64 million at end-2012. A discretionary portfolio management service is offered to institutional investors. The total fund size held by individual/ institutional investors totaled US$ 5 million as of December 2012. AYatırım provides its products and services through five branches, a call center and the Internet. ABank branches also act as agents of AYatırım. The Company’s paid-in capital was TL 8.5 million as of December 31, 2012. Alternatif Yatırım Ortaklığı Alternatif Yatırım Ortaklığı is an ABank subsidiary established in 1995. Operating under the regulatory framework of the Capital Markets Board, the Company’s main activities involve the management of stock, repo and other securities portfolios on domestic exchanges. Alternatif Yatırım Ortaklığı is Turkey’s third largest investment trust and commands a 6.8% market share of assets managed by investment trusts in Turkey. The Company’s paid-in capital stood at TL 22.3 million as of December 31, 2012 with 95.96% of its shares trading on the ISE. 53 54 ABank 2012 ANNUAL REVIEW Financial Tables ALTERNATİFBANK A.Ş. CONSOLIDATED BALANCE SHEET AT 31 DECEMBER* (Amounts expressed in thousands of Turkish lira (“TL”) unless otherwise indicated.) ASSETS Cash and balances with the Central Bank of Turkey Loans and advances to banks 2012 2011 627,297 503,029 73,614 111,650 50,255 199,321 Financial assets held for trading - Trading securities - Derivative financial instruments 12,205 45,733 5,143,949 4,280,845 - Available-for-sale 783,046 290,592 - Held-to-maturity 1,045,707 828,300 19,741 3,442 21,165 24,237 26,665 8,248 Loans and advances to customers Investment securities Other intangible assets Property and equipment Deferred income tax assets Other assets 88,862 106,049 7,892,506 6,401,446 Deposits from banks 1,436,925 660,555 Due to customers 4,169,526 3,647,555 1,031,102 1,064,537 Total assets LIABILITIES Other borrowed funds Obligations under finance leases - 356 146,263 - Derivative financial instruments 21,022 23,841 Current income taxes payable 4,959 3,915 29,420 15,654 4,878 4,081 Debt securities in issue Other provisions Retirement benefit obligations Other liabilities 190,028 199,256 Subordinated debt 257,489 274,470 7,291,612 5,894,220 420,000 300,000 98 85 Total liabilities EQUITY Share capital Share premium Other reserves 21,468 3,836 Retained earnings 143,517 183,746 585,083 487,667 15,811 19,559 Equity attributable to shareholders of the Parent Non-controlling interests in equity Total equity Total liabilities and equity * The IFRS report can be reached from the attached CD. 600,894 507,226 7,892,506 6,401,446 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES ALTERNATİFBANK A.Ş. CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 31 DECEMBER* (Amounts expressed in thousands of Turkish lira (“TL”) unless otherwise indicated.) 2012 2011 Interest income 860,523 520,157 Interest expense 441,189 283,895 419,334 236,262 46,323 43,710 6,113 3,433 40,210 40,277 7,522 (15,683) (25,172) 4,210 Gains / losses from investment securities, net 16,939 4,052 Other operating income 17,769 3,842 476,602 272,960 credit related commitments, net (181,901) (83,857) Other operating expenses (195,952) (162,060) Profit before income tax 98,749 27,043 Income tax expense (17,470) (6,158) Profit for the year 81,279 20,885 79,682 20,782 1,597 103 81,279 20,885 0.21262 0.06927 Net interest income Fee and commission income Fee and commission expense Net fee and commission income Foreign exchange gains and losses, net Trading gains and losses, net Operating income Impairment losses on loans and Attributable to: Equity holders of the Bank Non-controlling interest Basic earnings per share attributable to the equity holders of the Bank (expressed in TL per thousand share) * The IFRS report can be reached from the attached CD. 55 56 ABank 2012 ANNUAL REVIEW Directory BRANCH NAME BRANCH ADDRESS TEL FAX Cumhuriyet Cad. No: 46 Şişli 34367 Istanbul +90 212 315 65 00 +90 212 233 15 00 Kaptanpaşa Mah. Piyalepaşa Bulvarı Ortadoğu Plaza Kat: 13-14-15-16-17 No: 73 Şişli/Istanbul +90 212 314 27 00 +90 212 314 29 69 Ziyapaşa Bulvarı Refah Apt. No. 29/A 01130 Adana +90 322 459 18 88 +90 322 458 35 73 Yenigün Mah.Yenicami Sok. Palmiye İş Merkezi No: 8 Sakarya/Adapazarı +90 264 272 25 10 +90 264 272 25 22 Dumlupınar Mah. Ordu Bulvarı Süleyman Göncen Cad. No: 2 Merkez/Afyonkarahisar +90 272 213 22 40 +90 272 213 22 16 Güllerpınarı Mah. Çevreyolu Cad. Bulvar Palas Apt. No: 286 Dükkan No: 1 ve 2, Daire No: 3 Alanya/Antalya +90 242 511 06 08 +90 242 513 89 02 Mahir İz Caddesi No: 20 A Blok Altunizade 34662 Istanbul +90 216 474 74 88 +90 216 474 70 99 Cumhuriyet Mah. 2255. Sok. No: 3 ÇayırovaGebze/Izmit +90 212 314 29 21 +90 262 653 63 14 Turan Güneş Bulvarı No:17/A Yıldız Çankaya/Ankara +90 312 442 21 40 +90 312 442 41 61 Antakya Branch Yavuz Selim Cad. Zühtiye Ökten Çarşısı A Blok No: 7-8-16 Antakya/Hatay +90 326 225 37 37 +90 326 225 37 08 Antalya Branch Balbey Mah. İsmet Paşa Cad. No: 3-4 07040 Antalya +90 242 243 22 03 +90 242 247 77 85 Cihangir Mah. E-5 Yanyol Düz Sok. No: 1 34840 Avcılar/Istanbul +90 212 422 24 10 +90 212 422 76 65 Hasanefendi Mah. Hükümet Bulvarı 1905. Sokak No: 11 Merkez /Aydın +90 256 214 75 44 +90 256 214 43 12 İncirli Cad. No: 106 34144 Bakırköy /Istanbul +90 212 542 56 54 +90 212 543 53 18 Bakırköy Çarşı Branch Cevizlik Mah. Hüsreviye Sok. No: 14 Bakırköy/Istanbul +90 212 660 30 46 +90 212 572 53 02 Balgat Ankara Branch Ceyhun Atıf Kansu Cad. Başkent Plaza İş Merkezi No: 106/56 Çankaya/Ankara +90 312 472 18 00 +90 312 472 10 40 Bayrampaşa Branch Yeni Maltepe Cad. No: 2 Doğa Plaza 34030 Bayrampaşa /Istanbul +90 212 501 53 00 +90 212 501 43 15 Beylikdüzü Branch Yakuplu Merkez Mah. Hürriyet Bulvarı No: 1 SkyPort Residence Beylikdüzü/Istanbul +90 212 879 26 80 +90 212 879 26 93 Kıbrıs Şehitleri Cad. No: 112 48400 Bodrum/Muğla +90 252 313 90 07 +90 252 313 42 30 Head Office Operation and Technology Center Adana Branch Adapazarı Branch Afyonkarahisar Branch Alanya Branch Altunizade Branch Anadolu Sağlık Merkezi Branch Ankara Branch Avcılar Branch Aydın Branch Bakırköy Branch Bodrum Branch ABANK AT A GLANCE BRANCH NAME CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES BRANCH ADDRESS TEL FAX Kırcaali Mah. Kayalı Sok. Ortaklar İş Merkezi No: 34/ B 16220 Bursa +90 224 272 68 80 +90 224 272 68 90 Bağdat Cad. Deniz Apt. No: 298 Caddebostan /Istanbul +90 216 363 49 90 +90 216 478 02 19 Vatan Bulvarı Güvenlik Mah. 282 Sok. Kadri Melli İş Merkezi No: 10 /1 ve 3 Çallı/Antalya +90 242 345 36 80 +90 242 346 22 18 Kazimiye Mah. Omurtak Cad. Kılıçoğlu Plaza (Kipa Karşısı) A Blok Zemin Kat No: 4 59850 Çorlu/Tekirdağ +90 282 673 63 63 +90 282 673 63 73 Çorum Branch İnönü Cad. No: 61 Çorum +90 364 201 03 10 +90 364 201 03 22 Denizli Branch Saraylar Mah. 2. Ticari Yol No: 32/20100 Bayramyeri /Denizli +90 258 262 42 60 +90 258 242 65 90 Bahçelievler Mah. Şehit İbrahim Koparır Cad. No: 4 Bahçelievler/Istanbul +90 212 449 38 67 +90 212 677 55 13 Sakarya Cad. No: 56/A 26100 Eskişehir +90 222 230 71 72 +90 222 230 70 92 Gatem Toptancılar Sitesi, Mavi Ada 3. Blok No: 2 Şehitkamil/Gaziantep +90 342 238 21 80 +90 342 238 21 96 İncirlipınar Mah. Profösör Muammer Aksoy Bulvarı F&H İş Merkezi No: 9-10 ŞehitKamil/Gaziantep +90 342 215 31 15 +90 342 220 03 91 Akçay Cad. No: 213/1 35410 Gaziemir/Izmir +90 232 252 55 77 +90 232 252 18 45 Gaziosmanpaşa Istanbul Branch Cumhuriyet Meydanı No: 19 Gaziosmanpaşa / Istanbul +90 212 581 83 83 +90 212 581 85 08 Gebze Branch Osman Yıldız Mah. Istanbul Cad. No: 64 41400 Gebze/Kocaeli +90 262 643 20 00 +90 262 643 61 44 Gülbahar Cad. Evren Mah. Günnur Sok. No: 1 34212 Güneşli/Istanbul +90 212 550 63 53 +90 212 550 79 84 Hadımköy Branch Akçaburgaz Mah. Hadımköy Yolu No: 190 Esenyurt /Hadımköy/Istanbul +90 212 886 85 50 +90 212 886 13 09 İkitelli Branch İkitelli Organize Sanayi Bölgesi Demirciler Sanayi Sitesi G-1 Blok No: 484 34306 Başakşehir/ Istanbul +90 212 671 46 43 +90 212 671 46 67 Bursa Branch Caddebostan Branch Çallı Antalya Branch Çorlu Branch Efes Merter Branch Eskişehir Branch Gatem Gaziantep Branch Gaziantep Branch Gaziemir Izmir Branch Güneşli Branch 57 58 ABank 2012 ANNUAL REVIEW Directory BRANCH NAME BRANCH ADDRESS TEL FAX Istanbul Deri ve Endüstri Free Zone Branch Hakkı Matraş Cad. No: 11 34953 Tuzla/Istanbul +90 216 394 26 67 +90 216 394 26 72 İvedik Ankara Branch İvogsan Melih Gökçek Bulvarı 1476 Sokak No: 8 /2 Yenimahalle/Ankara +90 312 395 71 18 +90 312 395 87 14 Izmir Branch Şehit Nevres Bulvarı No: 23/A/ 35210 Alsancak/ Izmir +90 232 422 69 10 +90 232 463 90 19 Izmit Branch Karabaş Mah. Cumhuriyet Cad. No: 180 41100 Izmit/Kocaeli +90 262 322 06 05 +90 262 322 06 30 Cemal Gürsel Cad. 164/1 35600 Karşıyaka - Izmir +90 232 369 99 00 +90 232 369 19 67 Kartal Branch Ankara Asfaltı Yan Yol. Kurfalı Mah. Kartal İş Merkezi B Blok 34861 Kartal/Istanbul +90 216 452 44 44 +90 216 452 44 37 Kayseri Branch Cumhuriyet Mah. Millet Cad. No: 36 38040 Kayseri +90 352 222 11 11 +90 352 222 35 40 Kaynarca Branch Fevzi Çakmak Mah. Cemal Gürsel Cad. No: 161 Pendik/Istanbul +90 216 397 64 24 +90 216 397 93 68 Konya Branch Fevzi Çakmak Mah. Ankara Yolu Üzeri No: 212 42090 Karatay/Konya +90 332 342 54 66 +90 332 342 34 46 Ankara Asfaltı Üzeri F.S.M. Hastanesi Yanı Umut Sok. No: 12 34752 İçerenköy/Istanbul +90 216 574 79 74 +90 216 573 74 11 Sanayi Mah. Eski Büyükdere Cad. No: 31/A Kağıthane /Istanbul +90 212 280 62 10 +90 212 280 60 72 Cumhuriyet Cad. No: 46 A 34367 Şişli/Istanbul +90 212 315 65 00 +90 212 232 99 07 Malatya Branch İzzetiye Mah. Posta Cad. No: 14 Malatya +90 422 324 95 95 +90 422 324 95 82 Maltepe Branch Atatürk Cad. No: 41/2 Maltepe /Istanbul +90 216 442 00 85 +90 216 442 00 79 75. Yıl Mah. Bahri Sarıtepe Cad. No: 67/A Manisa +90 236 233 94 30 +90 236 236 03 78 Marmaris Branch Tepe Mah. Ulusal Egemenlik Cad. 71. Sokak No: 1 Marmaris/Muğla +90 252 413 21 00 +90 252 413 21 13 Mersin Branch Camii Şerif Mah. İstiklal Cad. No: 32 33060 Mersin +90 324 237 90 00 +90 324 237 76 15 Merter Branch Fatih Cad. No: 18 Merter-Güngören/Istanbul +90 212 637 27 60 +90 212 637 27 95 Izmir Yolu Girişi F.S.M Bulvarı No: 128/19 16010 Bursa +90 224 247 36 00 +90 224 245 40 97 Karşıyaka Izmir Branch Kozyatağı Branch Levent Branch Main Branch Manisa Branch Nilüfer Bursa Branch ABANK AT A GLANCE BRANCH NAME CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES BRANCH ADDRESS TEL FAX Ostim Ankara Branch Alınteri Bulvarı No: 80 06370 Ostim Ankara +90 312 385 69 10 +90 312 385 69 20 Pınarbaşı Izmir Branch Kemalpaşa Cad. No: 19/A Zemin Kat 35060 Pınarbaşı/Izmir +90 232 479 90 10 +90 232 479 90 14 Rami Topçular Branch Rami Kışla Cad. Cicoz Yolu Bülent Kuşcu İş Merkezi No: 1 Eyüp/Istanbul +90 212 544 62 10 +90 212 544 62 40 Sahra-i Cedit Branch Şemsettin Günaltay Cad. Osmanlı Sitesi No: 213 34738 Erenköy/Istanbul +90 216 363 48 10 +90 216 360 03 20 Samsun Branch Merkez Kale Mah Kazımpaşa Cad. No: 21 55000 Samsun +90 362 432 34 55 +90 362 432 63 87 Sincan Ankara Branch Atatürk Mah. Ankara Cad. No: 54 Sincan/ Ankara +90 312 275 01 15 +90 312 275 02 14 Bahçekapı Cad. No: 29 Arpacılar 34112 Sirkeci/Istanbul +90 212 511 95 09 +90 212 522 26 90 Demirhendek Cad. No: 128 06160 Siteler/Ankara +90 312 348 34 00 +90 312 348 68 08 Halaskargazi Cad. Çankaya Apt. No: 150/A 34371 Şişli/Istanbul +90 212 219 41 51 +90 212 219 41 63 Abdurrahman Mah. Fatih Bulvarı Av. Ahmet Kaya İşhanı No: 107/A Sultanbeyli/Istanbul +90 216 398 95 60 +90 216 398 95 83 Kemerkaya Mah. Maraş Cad. Ahmet Selim Teymur Sokak No: 5/A 61200 Trabzon +90 462 326 98 87 +90 462 321 95 46 Tuzla O.S.B Melek Aras Bulvarı A1 Blok No: 2 Kat: 2-3 Tuzla/Istanbul +90 216 593 17 99 +90 216 593 17 95 Ümraniye - İmes Branch İmes Sanayi Sitesi C Blok 302 Sok. No: 2 34735 Yukarı Dudullu/Istanbul +90 216 364 53 53 +90 216 364 53 52 Alemdağ Cad. No: 160 Ümraniye /Istanbul +90 216 505 70 20 +90 216 505 70 18 Sirkeci Branch Siteler Ankara Branch Şişli Branch Sultanbeyli Branch Trabzon Branch Ümraniye Branch 59 60 ABank 2012 ANNUAL REVIEW Branch Network 1 28 1 3 1 2 1 6 1 1 4 1 1 1 2 3 1 ABANK AT A GLANCE CORPORATE GOVERNANCE 1 1 1 1 1 2 1 FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES 61 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. CONSOLIDATED FINANCIAL STATEMENTS TOGETHER WITH AUDITOR’S REPORT 31 DECEMBER 2012 ALTERNATİFBANK A.Ş. CONSOLIDATED FINANCIAL STATEMENTS TOGETHER WITH AUDITOR’S REPORT 31 DECEMBER 2012 FINANCIAL TABLES 63 64 ABank 2012 ANNUAL REVIEW ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION FINANCIAL TABLES 65 66 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK ALTERNATİFBANK A.Ş. A.Ş. INDEXINDEX TO THE TOCONSOLIDATED THE CONSOLIDATED FINANCIAL FINANCIAL STATEMENTS STATEMENTS CONTENTS CONTENTS PAGE PAGE PAGE CONSOLIDATED CONSOLIDATED BALANCE BALANCE SHEET...................................................................................... SHEET...................................................................................... 1 67 1 CONSOLIDATED CONSOLIDATED INCOME INCOME STATEMENT............................................................................. STATEMENT............................................................................. 2 68 2 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME ................................. 3 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME ................................. 69 3 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ............................................. 4 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ............................................. 70 4 CONSOLIDATED CASH CASH FLOWFLOW STATEMENT ..................................................................... 5 CONSOLIDATED STATEMENT ..................................................................... 71 5 NOTESNOTES TO THE FINANCIAL STATEMENTS:..................................... 6-58 6-58 TOCONSOLIDATED THE CONSOLIDATED FINANCIAL STATEMENTS:..................................... 72-124 NOTE 1 NOTE GENERAL 1 GENERAL INFORMATION INFORMATION .................................................................................................................... .................................................................................................................... 726 NOTE 2 NOTE SUMMARY 2 SUMMARY OF SIGNIFICANT OF SIGNIFICANT ACCOUNTING ACCOUNTING POLICIES.................................................................. POLICIES.................................................................. 7-22 73-88 NOTE 3 NOTE CRITICAL 3 CRITICAL ACCOUNTING ACCOUNTING ESTIMATES ESTIMATES AND JUDGEMENTS AND JUDGEMENTS IN APPLYING ACCOUNTING POLICIES ............................................................................................. 22 IN APPLYING ACCOUNTING POLICIES ............................................................................................. 88 NOTE 4 NOTE FINANCIAL RISK MANAGEMENT....................................................................................................... 23-36 4 FINANCIAL RISK MANAGEMENT....................................................................................................... 89-104 NOTE 5 NOTE CASH CASH EQUIVALENTS ....................................................................................................... 37 5 AND CASH AND CASH EQUIVALENTS ....................................................................................................... 103 NOTE 6 NOTE CASH BALANCES WITH THE CENTRAL BANK OF TURKEY ............................................... 37 6 AND CASH AND BALANCES WITH THE CENTRAL BANK OF TURKEY ............................................... 103 NOTE 7 NOTE LOANS AND ADVANCES TO BANKS.................................................................................................. 38 7 LOANS AND ADVANCES TO BANKS.................................................................................................. 104 NOTE 8 NOTE FINANCIAL ASSETS ASSETS HELD FOR TRADING ........................................................................................ 38 8 FINANCIAL HELD FOR TRADING ........................................................................................ 104 104 NOTE 9 NOTE DERIVATIVE FINANCIAL INSTRUMENTS......................................................................................... 39 9 DERIVATIVE FINANCIAL INSTRUMENTS......................................................................................... NOTE 10NOTE LOANS AND ADVANCES TO CUSTOMERS ....................................................................................... 40 10 LOANS AND ADVANCES TO CUSTOMERS ....................................................................................... 106 NOTE 11NOTE INVESTMENT SECURITIES................................................................................................................... 41-42 11 INVESTMENT SECURITIES................................................................................................................... 107-108 NOTE 12NOTE OTHER ASSETS ASSETS .............................................................................................................. 42-43 12 INTANGIBLE OTHER INTANGIBLE .............................................................................................................. 108-109 NOTE 13NOTE PROPERTY AND EQUIPMENT.............................................................................................................. 43-44 13 PROPERTY AND EQUIPMENT.............................................................................................................. 110 110 NOTE 14NOTE OTHER ASSETS ....................................................................................................................................... 44 14 OTHER ASSETS ....................................................................................................................................... NOTE 15NOTE DEPOSITS FROM BANKS 45 15 DEPOSITS FROM ...................................................................................................................... BANKS ...................................................................................................................... 111 NOTE 16NOTE DUE CUSTOMERS ............................................................................................................................ 45 16 TO DUE TO CUSTOMERS ............................................................................................................................ 111 112 NOTE 17NOTE OTHER FUNDS AND SUBORDINATED DEBT ............................................................ 46 17 BORROWED OTHER BORROWED FUNDS AND SUBORDINATED DEBT ............................................................ NOTE 18NOTE DEBT IN ISSUE................................................................................................................. 46 112 18 SECURITIES DEBT SECURITIES IN ISSUE................................................................................................................. NOTE 19NOTE TAXATION ............................................................................................................................................... 47-48 19 TAXATION ............................................................................................................................................... 113-114 NOTE 20NOTE OTHER .............................................................................................................................. 49 20 PROVISIONS OTHER PROVISIONS .............................................................................................................................. 115 NOTE 21NOTE RETIREMENT BENEFITBENEFIT OBLIGATIONS.............................................................................................. 49-50 21 RETIREMENT OBLIGATIONS.............................................................................................. 115-116 NOTE 22NOTE OTHER LIABILITIES............................................................................................................................... 50 22 OTHER LIABILITIES............................................................................................................................... 116 116 NOTE 23NOTE SHARE AND SHARE 50 23 CAPITAL SHARE CAPITAL AND PREMIUM.......................................................................................... SHARE PREMIUM.......................................................................................... NOTE 24NOTE RETAINED EARNINGS AND OTHER .............................................................................. 51 24 RETAINED EARNINGS AND RESERVES OTHER RESERVES .............................................................................. 117 118 NOTE 25NOTE NET INCOME........................................................................................................................ 52 25 INTEREST NET INTEREST INCOME........................................................................................................................ NOTE 26NOTE NET AND COMMISSION INCOMEINCOME ............................................................................................... 52 26 FEENET FEE AND COMMISSION ............................................................................................... 118 NOTE 27NOTE TRADING GAINS AND LOSSES, NET .................................................................................................. 53 27 TRADING GAINS AND LOSSES, NET .................................................................................................. 119 NOTE 28NOTE OTHER EXPENSES .......................................................................................................... 53 28 OPERATING OTHER OPERATING EXPENSES .......................................................................................................... 119 119 NOTE 29NOTE IMPAIRMENT LOSSES LOSSES ON LOANS CREDIT RELATED COMMITMENTS ............................ 53 29 IMPAIRMENT ON AND LOANS AND CREDIT RELATED COMMITMENTS ............................ NOTE 30NOTE ASSETS PLEDGED AND RESTRICTED................................................................................................ 54 120 30 ASSETS PLEDGED AND RESTRICTED................................................................................................ 120-121 NOTE 31NOTE COMMITMENTS AND CONTINGENT LIABILITIES .......................................................................... 54-55 31 COMMITMENTS AND CONTINGENT LIABILITIES .......................................................................... NOTE 32NOTE SEGMENT ANALYSIS ............................................................................................................................ 56 32 SEGMENT ANALYSIS ............................................................................................................................ 122 NOTE 33NOTE RELATED PARTY TRANSACTIONS .................................................................................................... 57 123 33 RELATED PARTY TRANSACTIONS .................................................................................................... NOTE 34NOTE ASSETS UNDER UNDER MANAGEMENT ......................................................................................................... 58 34 ASSETS MANAGEMENT ......................................................................................................... 124 NOTE 35NOTE POST SHEET EVENTS......................................................................................................... 58 35 BALANCE POST BALANCE SHEET EVENTS......................................................................................................... 124 6 7-22 22 23-36 37 37 38 38 39 40 41-42 42-43 43-44 44 45 45 46 46 47-48 49 49-50 50 50 51 52 52 53 53 53 54 54-55 56 57 58 58 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. CONSOLIDATED BALANCE SHEET AT 31 DECEMBER (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) ASSETS Cash and balances with the Central Bank of Turkey Loans and advances to banks Financial assets held for trading - Trading securities - Derivative financial instruments Loans and advances to customers Investment securities - Available-for-sale - Held-to-maturity Other intangible assets Property and equipment Deferred income tax assets Other assets Note 2012 2011 6 7 627,297 73,614 503,029 111,650 8 9 50,255 12,205 5,143,949 199,321 45,733 4,280,845 11 11 12 13 19 14 783,046 1,045,707 19,741 21,165 26,665 88,862 290,592 828,300 3,442 24,237 8,248 106,049 7,892,506 6,401,446 1,436,925 4,169,526 1,031,102 146,263 21,022 4,959 29,420 4,878 190,028 257,489 660,555 3,647,555 1,064,537 356 23,841 3,915 15,654 4,081 199,256 274,470 7,291,612 5,894,220 420,000 98 21,468 143,517 300,000 85 3,836 183,746 585,083 487,667 15,811 19,559 600,894 507,226 7,892,506 6,401,446 Total assets LIABILITIES Deposits from banks Due to customers Other borrowed funds Obligations under finance leases Debt securities in issue Derivative financial instruments Current income taxes payable Other provisions Retirement benefit obligations Other liabilities Subordinated debt 15 16 17 18 9 19 20 21 22 17 Total liabilities EQUITY Share capital Share premium Other reserves Retained earnings 23 23 24 24 Equity attributable to shareholders of the Parent Non-controlling interests in equity Total equity Total liabilities and equity Theaccompanying accompanyingnotes notesset setout outon onpages pages96 6 to 58 The 148form formananintegral integralpart partofofthese theseconsolidated consolidatedfinancial financialstatements. statements. 1 FINANCIAL TABLES 67 68 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 31 DECEMBER (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) Note 2012 2011 25 25 860,523 441,189 520,157 283,895 419,334 236,262 46,323 6,113 43,710 3,433 40,210 40,277 7,522 (25,172) 16,939 17,769 (15,683) 4,210 4,052 3,842 476,602 272,960 (181,901) (195,952) (83,857) (162,060) 98,749 27,043 (17,470) (6,158) Profit for the year 81,279 20,885 Attributable to: Equity holders of the Bank Non-controlling interest 79,682 1,597 20,782 103 81,279 20,885 0.21262 0.06927 Interest income Interest expense Net interest income Fee and commission income Fee and commission expense 26 26 Net fee and commission income Foreign exchange gains and losses, net Trading gains and losses, net Gains / losses from investment securities, net Other operating income 27 27 Operating income Impairment losses on loans and credit related commitments, net Other operating expenses 29 28 Profit before income tax Income tax expense 19 Basic earnings per share attributable to the equity holders of the Bank (expressed in TL per thousand share) 2.28 The accompanying notes set out on pages 96 to 148 form an integral part of these consolidated financial statements. The accompanying notes set out on pages 6 to 58 form an integral part of these consolidated financial statements. 2 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) Note 2012 2011 81,279 20,885 26,798 (4,601) (5,748) (5,360) (2,301) 1,150 Other comprehensive income for the period, net of tax 15,690 (5,752) Total comprehensive income for the year 96,969 15,133 Total comprehensive income attributable to: Equity holders of the parent entity (total) Non-controlling interests (total) 95,372 1,597 15,030 103 Profit for the year Net gains on available- for sale financial assets, net of tax - Unrealised net gains arising during the year, before tax - Net change in fair value of financial assets transferred to income statement Income tax relating to components of other comprehensive income The accompanying notes set out on pages 96 to 148 form an integral part of these consolidated financial statements. The accompanying notes set out on pages 6 to 58 form an integral part of these consolidated financial statements. 3 FINANCIAL TABLES 69 70 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) Attributable to equity holders of the Bank Note Balance at 1 January 2011 Net change in available for sale investments, net of tax 24 Noncontrolling interest Total Share capital Share premium Other Reserves Retained earnings 300,000 85 8,017 164,535 472,637 Total equity 19,836 492,473 - - (5,752) - (5,752) - (5,752) Profit for the year - - - 20,782 20,782 103 20,885 Total comprehensive income for the year - - (5,752) 20,782 15,030 103 15,133 Transfer to statutory reserves Dividend paid to minority - - 1,571 - (1,571) - - (380) (380) 300,000 85 3,836 183,746 487,667 19,559 507,226 Balance at 31 December 2011 Net change in available for sale investments, net of tax - - 15,690 - 15,690 - 15,690 Profit for the year Total comprehensive income for the year 24 - - 15,690 79,682 79,682 79,682 95,372 1,597 1,597 81,279 96,969 Purchase from non-controlling interests Dividend paid to minority - 13 - 127 - 1,904 - 2,044 - (5,324) (21) (3,280) (21) Capital increase Transfer to statutory reserves 120,000 - - 1,815 (120,000) (1,815) - - - Balance at 31 December 2012 420,000 98 21,468 143,517 585,083 15,811 600,894 Theaccompanying accompanying notes notes set set out out on on pages pages 96 6 toto58 form anan integral part ofof these consolidated financial statements. The 148 form integral part these consolidated financial statements. 4 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31 DECEMBER (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) Note 2012 2011 Cash flows from operating activities Interest received Interest paid Fees and commissions received Income from banking services Trading income Recoveries of loans previously written off Fees and commissions paid Cash payments to employees and other parties Cash received from other operating activities Cash paid for other operating activities Taxes paid Cash flows from operating profits before changes in operating assets and liabilities Changes in operating assets and liabilities: Trading securities Loans and advances Other assets Deposits from other banks Deposits Other money market deposits Other liabilities 855,115 (449,240) 34,760 11,563 36,427 14,422 (6,113) (118,403) 109,846 (209,320) (10,384) 520,157 (283,895) 37,324 6,386 11,973 8,285 (3,434) (100,288) 10,917 (66,150) (1,193) 268,673 140,082 149,102 (939,026) 17,044 5,017 529,851 771,353 (45,575) Net cash from operating activities 487,766 Cash flows from investing activities Purchases of available for sale securities Proceeds from sale and redemption of available-for-sale securities Purchases of held to maturity securities Redemption of held to maturity securities Purchases of premises and equipment Proceeds from sale property and equipment Purchase of intangible assets, net 8,310 (1,144,659) (58,481) (147,209) 1,203,338 349,477 18,779 229,555 (13,733,933) 13,273,627 (686,353) 464,809 (4,258) 71 (18,515) (1,041,367) 749,097 (841,231) 435,901 (14,283) 9,120 (1,862) Net cash (used in) investing activities (704,552) (704,625) Cash flows from financing activities Proceeds from funds borrowed Payments for funds borrowed Proceeds from bond issue Payments of finance lease liabilities 741,700 (790,526) 145,020 (356) 1,015,234 (486,944) (635) 95,838 527,655 Net increase in cash and cash equivalents 147,725 192,667 Effects of foreign exchange-rate changes on cash and cash equivalents (37,138) (26,048) Net cash from financing activities Cash and cash equivalents at beginning of the year 5 360,259 193,640 Cash and cash equivalents at end of the year 5 470,846 360,259 The to 58 148form formananintegral integralpart partofofthese theseconsolidated consolidatedfinancial financialstatements. statements. Theaccompanying accompanyingnotes notesset setout outon onpages pages96 6 to 5 FINANCIAL TABLES 71 72 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 1 - GENERAL INFORMATION Alternatifbank A.Ş. (a Turkish joint stock company - “the Bank”) was incorporated in Istanbul on 6 November 1991 and started operations in February 1992, The Bank was acquired by Anadolu Group in 1996, Certain shares of the Bank, representing 4.16% of the total, are listed on the Istanbul Stock Exchange (“ISE”). The registered office address of the Bank is at Cumhuriyet Caddesi No: 46 Elmadağ / Istanbul. The consolidated financial statements of the Bank were authorized for issue by the management on 26 February 2013. The ultimate parents of the Bank are Yazıcılar Holding A.Ş., Özilhan Sınai Yatırım A.Ş. and Anadolu Endüstri Holding A.Ş. The Bank is a member of Anadolu Group. For the purposes of the consolidated financial statements, the Bank and its consolidated subsidiaries are referred to as “the Group”. The operations of the Group consist of banking, brokerage and portfolio management in capital markets conducted mainly with local customers. The Bank provides banking services through 63 (2011: 63) branches in Turkey. At 31 December 2012, the Group has 1,230 employees (2011: 1,234). The subsidiaries and the Bank’s shareholding included in consolidation and their shareholding percentages at 31 December 2012 and 2011 are as follows: Alternatif Yatırım A.Ş. (1) Alternatif Yatırım Ortaklığı A.Ş. (2) Effective Place of shareholding % Incorporation 2012 Istanbul/Turkey 99.99 Istanbul/Turkey 65.50 Effective shareholding % 2011 99.99 52.60 The principal activities of the consolidated subsidiaries are as follows: (1) Alternatif Yatırım A.Ş. renders brokerage and investment banking services to customers in line with the rules of the Capital Market Board of Turkey. (2) Alternatif Yatırım Ortaklığı A.Ş. is a closed ended mutual fund managing portfolios which are made up of the capital market instruments according to the rules of the related regulation and the Capital Market Law. Alternatif Yatırım Ortaklığı A.Ş. is a subsidiary since the Bank has the power to govern the financial and operating policies of such subsidiary under a statute, to appoint or remove the majority of the members of the board of directors and to cast the majority of votes at the meetings of board of directors. The Bank holds also a golden share which leads to full control. The Bank applied entity concept method for the changes in ownership interests in this subsidiary. Therefore; where there is a subsequent increase in the ownership interest in this subsidiary, the carrying amount of the non-controlling interest is adjusted to reflect the change in its interest in the subsidiary’s net assets. The difference between the amount by which the non-controlling interest is so adjusted and the consideration paid, if any, is recognized directly in equity and attributed to equity holders of the Bank. No goodwill is recognized on such a transaction. 6 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. 2.1 Basis of Presentation of Financial Statements These consolidated financial statements are prepared in accordance with International Financial Reporting Standards (“IFRS”) including International Accounting Standards and Interpretations issued by the International Accounting Standards Board (“IASB”). The consolidated financial statements have been prepared under the historical cost convention, except for available-for-sale securities and derivative financial instruments that have been measured at fair value. The Bank maintains its books of accounts and prepares its statutory financial statements in accordance with the Banking Law and the “Regulation on Accounting Applications for Banks and Safeguarding of Documents” published in the Official Gazette No. 26333 dated 1 November 2006, which refers to Turkish Accounting Standards and Turkish Financial Reporting Standards and additional explanations and notes related to them and other decrees, notes and explanations related to accounting and financial reporting principles published by the Banking Regulation and Supervision Agency (“BRSA”) and other relevant rules promulgated by the Turkish Commercial Code, Capital Markets Board and Tax Regulations. The subsidiaries maintain their books of accounts based on statutory rules and regulations applicable in their jurisdictions. The subsidiaries are incorporated in Turkey maintain their books of account and prepare their statutory financial statements in accordance with the regulations on accounting and tax legislation in Turkey and the regulations issued by Capital Markets Board. 2.2 Basis of Consolidation The consolidated financial statements comprise the financial statements of the Bank and all its subsidiaries, drawn up to 31 December 2012. Subsidiaries are all entities over which the Group has the power to govern the financial and operating policies so as to benefit from its activities. This control is normally evidenced when the Group owns, either directly or indirectly, more than 50% of the voting rights of a company’s share capital and is able to govern the financial and operating policies of an enterprise so as to benefit from its activities. The Bank also consolidates a subsidiary in which it has less than 50% shareholding since it has power to govern the financial and operating policies of such subsidiary under a statute, to appoint or remove the majority of the members of the board of directors and to cast the majority of votes at the meetings of board of directors. Subsidiaries are consolidated from the date on which control is transferred to the Group and cease to be consolidated from the date on which control is transferred out of the Group. The financial statements of the subsidiaries are prepared for the same reporting period as the parent Bank, using consistent accounting policies. The equity and net income attributable to non controlling interests are shown separately in the consolidated balance sheet and income statement, respectively. 7 FINANCIAL TABLES 73 74 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) All intra-group balances, transactions and unrealized gains on intra-group transactions are eliminated including inter-company profits and unrealized profits and losses. Unrealized losses are also eliminated unless the transaction provides evidence of impairment of the asset transferred. 2.3 Use of Estimates and Judgments The preparation of financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities within the next financial year. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. These estimates are reviewed periodically, and, as adjustments become necessary, they are reported in earnings in the periods in which they become known. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in related accounting policies (Note 3). 2.4 Functional and Presentation Currency Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are presented in Turkish lira, which is the Company’s functional and the Group’s presentation currency. 2.5 Fund Management The Group manages and administers open-ended mutual funds. The financial statements of these entities are not included in these consolidated financial statements except when the Group controls the entity. Information about the Group’s funds management is set out in Note 34. 2.6 Foreign Currency Transactions and Translation Transactions in currencies other than the entity’s functional currency (foreign currencies) are recorded at the rates of exchange prevailing at the dates of the transactions. At each balance sheet date, monetary items denominated in foreign currencies are retranslated at the rates prevailing at the balance sheet date. Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a foreign currency are not retranslated. Exchange differences are recognized in profit or loss in the period in which they arise. 2.7 Due from Banks Amounts due from other banks are recorded when the Group advances money to counterparty banks with no intention of trading the resulting unquoted non-derivative receivable due on fixed or determinable dates. Amounts due from other banks are carried at amortised cost. 8 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) 2.8 Premises and Equipment Premises and equipment are stated at cost less accumulated depreciation and any impairment in value. Depreciation is calculated on a straight-line basis over the estimated useful life of the asset as follows: Furniture and fixtures and motor vehicles Office equipment Leasehold improvements if less than 5 years 2 years to 5 years 5 years 5 years, or over the period of the lease The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each financial year end. The carrying values of premises and equipment are reviewed for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. If any such indication exists and where the carrying values exceed the estimated recoverable amount, the assets of cash generating units are written down to their recoverable amount. The recoverable amount is defined as the amount that is the higher of the asset’s fair value less costs to sell and value in use. Impairment losses are recognized in the income statement. There is no impairment recorded related to premises and equipment. An item of premises and equipment is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognizing of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the income statement in the year the asset is derecognized. 2.9 Intangible Assets Intangible assets acquired separately from a business are capitalized at cost. Following initial recognition intangible assets are carried at cost less any accumulated amortization and any accumulated impairment losses. Intangible assets with finite lives are amortized on a straight-line basis over the best estimate of their useful lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. There is no impairment recorded related to intangible assets. The amortization period and the amortization method for an intangible asset with a finite useful life are reviewed at least at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortization period or method, as appropriate, and treated as changes in accounting estimates. Patents and licenses mainly relate to software and were amortized over their useful economic lives of 5 years. Development costs for software were amortized over their useful economic useful lives of 5 years. There are no intangible assets with indefinite useful lives. Gains or losses arising from de-recognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the income statement when the asset is derecognized. 2.10 Financial Assets The Group classifies its financial assets in the following categories: financial assets at fair value through profit or loss; loans and receivables; held-to-maturity investments and available-for-sale financial assets. When financial assets are recognized initially, they are measured at fair value. The Group determines the classification of its financial assets at initial recognition. 9 FINANCIAL TABLES 75 76 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) 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. 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 i.e. for assets carried at cost or amortized cost; change in value is not recognized. Financial assets at fair value through profit or loss Financial assets classified as held-for-trading are included in this category. Trading securities are securities, which were either acquired for generating a profit from short term fluctuations in price or dealer’s margin, or are securities included in a portfolio in which a pattern of short term profit taking exist. Derivatives are also classified as held-for-trading unless they are designated as effective hedging instruments. Trading securities are initially recognised and subsequently re-measured at fair value. All related realised and unrealised fair value gains and losses are included in net trading income. Interest earned whilst holding trading securities is reported as interest income. Held- to- maturity securities Non-derivative financial assets with fixed or determinable payments and fixed maturity where management has both the intent and the ability to hold to maturity are classified as held-to-maturity. Investments intended to be held for an undefined period are not included in this classification. The Group follows the guidance of IAS 39 on classifying non-derivative financial assets with fixed or determinable payments and fixed maturity as held-to-maturity. This classification requires significant judgments. In making this judgment, the Group evaluates its intention and ability to hold such investments to maturity. If the Group fails to keep these investments to maturity other than for the specific circumstances - for example selling an insignificant amount close to maturity - it will be required to classify the entire class as available- for- sale. The investments would therefore be measured at fair value; not amortized cost. Held-to-maturity investments are subsequently measured at amortized cost using the effective interest method, less any impairment in value. Amortized cost is calculated by taking into account all fees paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs and all other premiums or discounts. For investments carried at amortized cost, gains and losses are recognized in income when the investments are derecognized or impaired, as well as through the amortization process. Interest earned with holding held to maturity securities is reported as interest income. Available- for- sale securities Available-for-sale financial assets are those non-derivative financial assets that are designated as available-for-sale or are not classified in any of the three other categories. After initial recognition, available-for-sale financial assets are measured at fair value. Gains or losses on re-measurement to fair value are recognized as a separate component of equity until the investment is derecognized, or until the investment is determined to be impaired, at which time the cumulative gain or loss previously reported in equity is included in the income statement. However, interest calculated on available-forsale financial assets using effective interest method is reported as interest income. Dividends received are included in dividend income, if any. 10 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) For investments that are actively traded in organized financial markets, fair value is determined by reference to Stock Exchange quoted market bid prices at the close of business on the balance sheet date. For investments where there is no quoted market price, fair value is determined by reference to the current market value of another instrument which is substantially the same or is calculated based on the expected cash flows of the underlying net asset base of the investment. Equity securities for which fair values cannot be measured reliably are recognized at cost less impairment. Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They arise when the Group provides money, goods or services directly to a debtor with no intention of trading the receivable. Such assets are carried at amortized cost using the effective interest method less any impairment in value. Gains and losses are recognized in income when the loans and receivables are derecognized or impaired, as well as through the amortization process. Interest earned on such loans and receivables is reported as interest income. Repurchase and Resale Transactions The Group enters into sales of securities under agreements to repurchase such securities at a fixed price at a fixed future date. Such securities, which have been sold subject to a repurchase agreement (‘repos’), are recognized in the balance sheet and are measured in accordance with the accounting policy of the security portfolio which they are part of. The difference between sale and repurchase price is treated as interest expense and accrued over the life of the repurchase agreement using the effective interest method. Securities sold subject to repurchase agreements (‘repos’) are reclassified in the financial statements as loaned securities when the transferee has the right by contract or custom to sell or re-pledge the collateral. The counterparty liability for amounts received under these agreements is included in deposits from banks. Securities purchased with a corresponding commitment to resell at a fixed price at a specified future date (‘reverse repos’) are not recognized in the balance sheet, as the Group does not obtain control over the assets. Amounts paid under these agreements are included in other money market placements. The difference between purchase and resale price is treated as interest income and accrued over the life of the reverse repurchase agreement using the effective interest method. Netting off Financial Assets and Liabilities Financial assets and liabilities are offset and the net amount reported in the balance sheet when there is a legally enforceable right to set off the recognized amounts and there is an intention to settle on a net basis or realize the asset and settle the liability simultaneously. Recognition and Derecognition of Financial Instruments The Group recognizes a financial asset or financial liability in its balance sheet when and only when it becomes a party to the contractual provisions of the instrument. The Group derecognizes a financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) when the rights to receive cash flows from the asset have expired; or while retaining the right to receive cash flows from the asset the Group has also assumed an obligation to pay them in full without material delay to a third party; or the Group has transferred its rights to receive cash flows from the asset and either has transferred substantially all the risks and rewards of the asset, or has transferred the control of the asset. 11 FINANCIAL TABLES 77 78 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Where the Group has transferred its rights to receive cash flows from an asset and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognized to the extent of the Group’s continuing involvement in the asset. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of the consideration that the Group could be required to repay. The Group derecognizes a financial liability when the obligation under the liability is discharged or cancelled or expires. When an existing liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a de-recognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in profit or loss. 2.11 Impairment of Financial Assets Financial assets carried at amortized cost In determining whether an impairment loss should be recorded in the income statement, the Group makes judgments as to whether there is any observable data indicating that there is a measurable decrease in the estimated amounts recoverable from a portfolio of loans and individual loans and held to maturity investments. Objective evidence that a financial asset or group of assets is impaired includes observable data that comes to the attention of the Group about the following loss events: a) b) c) d) e) Significant financial difficulty of the issuer or obliger; A breach of contract, such as a default or delinquency in interest or principal payments by more than 90 days; The Group granting to the borrower, for economic or legal reasons relating to the borrower’s financial difficulty, a concession that the lender would not otherwise consider; It becoming probable that the borrower will enter bankruptcy or other financial reorganization; or Observable data indicating that there is a measurable decrease in the estimated future cash flows from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the group, including: i) ii) Adverse changes in the payment status of borrowers; or National or local economic conditions that correlate with defaults on the assets in the group of financial assets. If there is objective evidence that an impairment loss on loans and receivables or held-to-maturity investments carried at amortized cost has been incurred, the amount of the loss is measured based on the difference between the asset’s carrying amount and the estimated recoverable amount. The carrying amount of the asset is reduced through the use of an allowance account. The amount of the loss is recognized in the income statement. The estimated recoverable amount of a collateralized financial asset is measured based on the amount that is expected to be realized from foreclosure less costs for obtaining and selling the collateral, whether or not the foreclosure is probable. The Group first assesses whether objective evidence of impairment exists individually for financial assets that are individually significant, and individually or collectively for financial assets that are not individually significant. Loans with principal and/or interest overdue for more than 90 days are considered as non-performing and are assessed for impairment. 12 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) If it is determined that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, the asset is included in a group of financial assets with similar credit risk characteristics and that group of financial assets is collectively assessed for impairment. Assets that are individually assessed for impairment and for which an impairment loss is or continues to be recognized are not included in a collective assessment of impairment. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognized (such as an improvement in the debtor’s credit rating), the previously recognized impairment loss is reversed by adjusting the allowance account. Any subsequent reversal of impairment loss is recognized in income statement, to the extent that the carrying value of the asset does not exceed its amortized cost at the reversal date. A write off is made when all or part of a loan is deemed uncollectible or in the case of debt forgiveness. Such loans are written off after all the necessary procedures have been completed and the amount of the loss has been determined. Write offs are charged against previously established allowances and reduce the principal amount of a loan. Subsequent recoveries of amounts previously written off are included in income. For the purposes of a collective evaluation of impairment, financial assets are grouped on the basis of similar credit risk characteristics. Those characteristics are relevant to the estimation of future cash flows for groups of such assets by being indicative of the debtors’ ability to pay all amounts due according to the contractual terms of the assets being evaluated. Future cash flows in a group of financial assets that are collectively evaluated for impairment are estimated on the basis of the contractual cash flows of the assets and the experience of Management in respect of the extent to which amounts will become overdue as a result of past loss events and the success of recovery of overdue amounts. Past experience is adjusted on the basis of current observable data to reflect the effects of current conditions that did not affect past periods and to remove the effects of past conditions that do not exist currently. Group adopted Incurred but not reported (“IBNR”) model for performing loans, based on Basel II expected loss concept with intrinsic elements such as loss detection period, probability of default, loss given default and expert views. IBNR impairments on loans represent the provisions that are created not only for transaction on which loss events were individually identified, but also for these transactions where loss events have already occurred, but have not been reported yet. In such case provision is created in such proportion to the exposure that reflects the amount of losses that have been incurred as a result of the past but not reported events. Assets carried at cost If there is objective evidence that an impairment loss on an unquoted equity instrument that is not carried at fair value because its fair value cannot be reliably measured, or on a derivative asset that is linked to and must be settled by delivery of such an unquoted equity instrument has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of its recoverable amount. There is no impairment recorded related to assets carried at cost. 13 FINANCIAL TABLES 79 80 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise indicated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Available-for-sale financial assets For available-for-sale financial investments, the Group assess at each balance sheet date if there is objective evidence that an investments is impaired. In the case of debt instruments classified as available-for-sale, the Bank assesses individually whether there is objective evidence of impairment based on the same criteria as financial assets carried at amortised cost. However, the amount recorded for impairment is the cumulative loss measured as the difference between the amortised cost and the current fair value, less any impairment loss on that investment previously recognized in the income statement. Future interest income is based on the reduced carrying amount and is accrued using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. If, in a subsequent period, the fair value of a debt instrument increases and the increase can be objectively related to a credit event occurring after the impairment loss was recognized in the income statement, the impairment loss is reversed through the income statement. 2.12 Cash and Cash Equivalents For the purposes of the consolidated cash flow statement, cash and cash equivalents comprise cash and balances with the Central Bank of Turkey, deposits with banks and other financial institutions and other money market placements with an original maturity of three months or less. 2.13 Financial Liabilities Financial liabilities including deposits from banks, due to customers and other borrowed funds are recognised initially at cost. Subsequently, financial liabilities are stated at amortised cost, including transaction costs, and any difference between net proceeds and the redemption value is recognised in the income statement over the period of the financial liability using the effective interest method. 2.14 Employee Benefits Defined Benefit Plans In accordance with existing social legislation in Turkey, the Group is required to pay lump-sum termination indemnities to each employee who has completed over one year of service with the Group and whose employment is terminated due to retirement or for reasons other than resignation or misconduct. Such defined benefit plan is unfunded. The cost of providing benefits under the defined benefit plan is determined using the projected unit credit method. All actuarial gains and losses are recognized in the income statement. Defined Contribution Plans For defined contribution plans the Group pays contributions to the Social Security Institution of Turkey on a mandatory basis. The Group has no further payment obligations once the contributions have been paid. The contributions are recognized as employee benefit expense when they are due. 14 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) 2.15 Provisions Provisions are recognized when the Group has a present obligation (legal or constructive) as a result of a past event, 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. The expense relating to any provision is presented in the income statement net of any reimbursement. If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as interest expense. 2.16 Share Capital Share capital is recognized at the nominal amount and amounts received in excess of the par value are recognized in share premium account. Incremental costs directly attributable to the issue of new shares or options or to the acquisition of a business are shown in equity as a deduction. 2.17 Leases Finance leases Finance leases, which transfer to the Group substantially all the risks and benefits incidental to ownership of the leased item, are capitalized at the inception of the lease at the fair value of the leased property or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly against income. Capitalized leased assets are depreciated over the estimated useful life of the asset. Operating leases Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are classified as operating leases. Operating lease payments are recognized as an expense in the income statement on a straight-line basis over the lease term. When an operating lease is terminated before the lease period has expired, any payment required to be made to the lesser by way of penalty is recognized as an expense in the period in which the termination takes place. 2.18 Income and Expense Recognition Interest income and expense are recognized in the income statement for all interest bearing instruments on an accrual basis using the effective interest method. The effective interest method is a method of calculating the amortized cost of a financial asset or a financial liability (or group of financial assets or financial liabilities) and of allocating the interest income or interest expense over the relevant period. 15 FINANCIAL TABLES 81 82 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument or, when appropriate, a shorter period to the net carrying amount of the financial asset or financial liability. When calculating the effective interest rate, the Group estimates cash flows considering all contractual terms of the financial instrument but does not consider future credit losses. The calculation includes all fees paid or received between parties to the contract that are an integral part of the effective interest rate, transaction costs, and all other premiums or discounts. Fees and commissions are generally recognized on an accrual basis when the service has been provided. Commission and fees arising from negotiating or participating in the negotiation of a transaction for a third party are recognized on completion of the underlying transaction. Portfolio and other management advisory and service fees are recognized based on the applicable service contracts. Asset management fees and custody service fees that are continuously provided over an extended period of time are recognized over the period service is provided. Fee for bank transfers and other banking transaction services are recorded as income when collected. Borrowing fees and commissions expenses paid to other financial institutions are recognized as transaction costs and recorded using the “Effective interest rate method”. Loans with principal and/or interest overdue for more than 90 days are considered as non-performing and interest thereon is not recognized until collection. 2.19 Income Tax Tax expense/(income) is the aggregate amount included in the determination of net profit or loss for the period in respect of current and deferred taxes. Income taxes currently payable Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance sheet date. Taxes other than on income are recorded within operating expenses (Note 28). Deferred income taxes Deferred income tax is provided in full, using the liability method, on all temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. The rates enacted, or substantively enacted, at the balance sheet date are used to determine deferred income tax. The principal temporary differences arise from measurement of financial assets and liabilities at fair value, loan loss provisions and provision for employment termination benefits. Deferred income tax liabilities and assets are recognised when it is probable that the future economic benefit resulting from the reversal of temporary differences will flow to or from the Group. Deferred income tax assets resulting from temporary differences are recognised to the extent that it is probable that future taxable profit will be available against which the deferred income tax asset can be utilised (Note 19). 16 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities, and deferred taxes related to the same taxable entity and the same taxation authority. Income tax relating to items recognized directly in equity is recognized in equity and not in the income statement. 2.20 Derivative Financial Instruments The Group enters into transactions with derivative instruments including forwards, swaps and options in the foreign exchange and capital markets. Most of these derivative transactions are considered as effective economic hedges under the Group's risk management policies; however since they do not qualify for hedge accounting under the specific provisions of IAS 39, they are treated as derivatives held-for-trading. Derivative financial instruments are initially recognized at fair value on the date which a derivative contract is entered into and subsequently re-measured at fair value. Any gains or losses arising from changes in fair value on derivatives that do not qualify for hedge accounting are recognized in the income statement. Fair values are obtained from quoted market prices in active markets, including recent market transactions, to the extent publicly available, and the fair value of financial instruments that are not quoted in active markets are determined by using valuation techniques. If there is a valuation technique commonly used by market participants to price the instrument and that technique has been demonstrated to provide reliable estimates of prices obtained in actual market transactions, the Group uses that technique. All derivatives are carried as assets when fair value is positive and as liabilities when fair value is negative. In the absence of forward foreign currency market rates and reliable forward rate estimations in a volatile market, values of foreign currency forward and swap transactions are determined by comparing the period end foreign exchange rates with the forward rates discounted to the balance sheet date. The resulting gain or loss is reflected to the income statement. In determination of the fair values of interest rate swaps, discounted values calculated using the fixed and floating interest rates between the transaction date and re-pricing date are used. Changes in assumptions about these factors could affect the reported fair values of financial instruments. Embedded derivatives are separated from the host contract and accounted for as a derivative in accordance with IAS 39, if and only if: - the economic characteristics and risks of the embedded derivative are not closely related to the economic characteristics and risks of the host contract a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative; and the hybrid (combined) instrument is not measured at fair value with changes in fair value recognised in profit or loss (i.e. a derivative that is embedded in a financial asset or financial liability at fair value through profit or loss is not separated). If an embedded derivative is separated, the host contract shall be accounted for under IAS 39 if it is a financial instrument and in accordance with other appropriate standards if it is not a financial instrument. 17 FINANCIAL TABLES 83 84 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) 2.21 Provisions, contingent assets and contingent liabilities Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made. Where the effect of the time value of money is material, the amount of a provision shall be the present value of the expenditures expected to be required to settle the obligation. The discount rate reflects current market assessments of the time value of money and the risks specific to the liability. The discount rate shall be a pre-tax rate and shall not reflect risks for which future cash flow estimates have been adjusted. Possible assets or obligations that arise from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group are not included in the consolidated financial statements and are treated as contingent assets or liabilities. 2.22 Fiduciary Assets Assets held by the Group in a fiduciary, agency or custodian capacity for its customers are not included in the balance sheet, since such items are not treated as assets of the Group. 2.23 Acceptances Acceptances comprise undertakings by the Group to pay bills of exchange drawn on customers, if the latter fails to meet their obligation. Acceptances are accounted for as off-balance sheet transactions. 2.24 Other credit related commitments In the normal course of business, the Group enters into other credit related commitments including loan commitments, letters of credit and guarantees. These are reported as off-balance sheet items at their notional amounts and are assessed using the same criteria as originated loans (Note 2.10). Specific provisions are therefore established when losses are considered probable and recorded as other provisions. The provision for credit related commitments also covers losses from the collective assessment where the commitments are grouped using the internal models developed by the Group stemming from the classification of credit related commitments into risk rating classes based on the observation of a series of parameters related to the borrower and/or to the utilisation of the loan. 2.25 Segment Reporting A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. A geographical segment is engaged in providing products and services within a particular economic environment that are subject to risks and return that are different from those of segments operating in other economic environments. 2.26 Related Parties For the purpose of these consolidated financial statements, shareholders, companies controlled by or affiliated with them and other companies within the Anadolu Group are considered and referred to as related parties (Note 33). 18 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) 2.27 Adoption of New and Revised Standards a.Standards, amendments and IFRICs applicable to 31 December 2012 year ends Standard/ interpretation IFRS 7 IFRS 1 IAS 12 Applicable for financial Content years beginning on/after Financial instruments: Disclosures on transfers of assets 1 July 2011 First-time adoption of IFRS 1 July 2011 Income taxes 1 January 2012 • IFRS 7 (amendment), “Financial instruments: Disclosures on transfers of assets”, is effective for annual periods beginning on or after 1 July 2011. This amendment will promote transparency in the reporting of transfer transactions and improve users’ understanding of the risk exposures relating to transfers of financial assets and the effect of those risks on an entity’s financial position, particularly those involving securitisation of financial assets. Comparative information is not needed in the first year of adoption. Earlier adoption is permitted. The adoption of the amendment results in additional disclosures but does not have an impact on the financial position or the comprehensive income of the Group. • IFRS 1 (amendment), “First-time adoption of IFRS”, is effective for annual periods beginning on or after 1 July 2011. The application of this amendment does not have any effect for the Group. • IAS 12 (amendment), “Income taxes” on deferred tax, is effective for annual periods beginning on or after 1 January 2012. This amendment introduces an exception to the existing principle for the measurement of deferred tax assets or liabilities arising on investment property measured at fair value. The application of this amendment does not have any effect for the Group. b.New IFRS standards, amendments and IFRICs effective after 1 January 2013 The Group has chosen not to adopt early the following standards and interpretations that were issued but not yet effective for accounting periods beginning on 1 January 2013: Standard/ interpretation IAS 19 IAS 1 IFRS 10 IFRS 11 IFRS 12 IFRS 10, 11 and 12 IFRS 13 IAS 27 IAS 28 IFRS 7 IAS 32 IFRS 1 IFRS 9 IFRS 10 IFRIC 20 Applicable for financial Content years beginning on/after Employee benefits 1 January 2013 Presentation of financial statements 1 July 2012 Consolidated financial statements 1 January 2013 Joint arrangements 1 January 2013 Disclosures of interests in other entities 1 January 2013 Transition guidance 1 January 2013 Fair value measurement 1 January 2013 Separate financial statements 1 January 2013 Associates and joint ventures 1 January 2013 Financial instruments: Disclosures 1 January 2013 Financial instruments: Presentation 1 January 2014 First time adoption’, on government loans 1 January 2013 Financial instruments: Classification and Measurement 1 January 2015 Amendment to Consolidated Financial Statements 1 January 2013 Stripping costs in the production phase of a surface mine 1 January 2013 19 FINANCIAL TABLES 85 86 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) • IAS 19 (amendment), “Employee benefits”, is effective for annual periods beginning on or after 1 January 2013. These amendments eliminate the corridor approach and calculate finance costs on a net funding basis. Early adoption is permitted. The Group is assessing the application of this amendment. • IAS 1 (amendment), “Presentation of financial statements”, regarding other comprehensive income is effective for annual periods beginning on or after 1 July 2012. The main change resulting from these amendments is a requirement for entities to group items presented in ‘other comprehensive income’ (OCI) on the basis of whether they are potentially reclassifiable to profit or loss subsequently (reclassification adjustments). The amendments do not address which items are presented in OCI. Early adoption is permitted. The application of this amendment does not have any material effect for the Group. • IFRS 10, “Consolidated financial statements”, is effective for annual periods beginning on or after 1 January 2013. The standard builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included within the consolidated financial statements of the parent company. The Group is assessing the effects of the application of this standard on the financial performance and position. • IFRS 11, “Joint arrangements”, is effective for annual periods beginning on or after 1 January 2013. IFRS 11 is a more realistic reflection of joint arrangements by focusing on the rights and obligations of the arrangement rather than its legal form. Proportional consolidation of joint ventures is no longer allowed. The application of this amendment does not have any effect for the Group. • IFRS 12, “Disclosures of interests in other entities”, is effective for annual periods beginning on or after 1 January 2013. The standard includes the disclosure requirements for all forms of interests in other entities, including joint arrangements, associates, special purpose vehicles and other off balance sheet vehicles. The Group is assessing the effects of the application of this standard on the financial performance and position. • IFRS 10, 11 and 12 on transition guidance (amendment), is effective for annual periods beginning on or after 1 January 2012. The amendment also provide additional transition relief in IFRSs 10, 11 and 12, limiting the requirement to provide adjusted comparative information to only the preceding comparative period. The Group is assessing the effects of the application of this standard on the financial performance and position. • IFRS 13, “Fair value measurement”, is effective for annual periods beginning on or after 1 January 2013. The standard aims to improve consistency and reduce complexity by providing a precise definition of fair value and a single source of fair value measurement and disclosure requirements for use across IFRSs. The requirements, which are largely aligned between IFRSs and US GAAP, do not extend the use of fair value accounting but provide guidance on how it should be applied where its use is already required or permitted by other standards within IFRSs or US GAAP. The adoption of the amendment results in additional disclosures but is not expected to have an impact on the financial position or the comprehensive income of the Group. • IAS 27 (revised), “Separate financial statements”, is effective for annual periods beginning on or after 1 January 2013. The standard includes the provisions on separate financial statements that are left after the control provisions of IAS 27 have been included in the new IFRS 10. The Group is assessing the effects of the application of this standard on the financial performance and position. 20 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) • IAS 28 (revised), “Associates and joint ventures”, is effective for annual periods beginning on or after 1 January 2013. The standard includes the requirements for joint ventures, as well as associates, to be equity accounted following the issue of IFRS 11. The application of this revision does not have any effect for the Group. • IFRS 7 (amendment), “‘Financial instruments: Disclosures’, on offsetting financial assets and financial liabilities”, is effective for annual periods beginning on or after 1 January 2013. The amendment reflects the joint IASB and FASB requirements to enhance current offsetting disclosures. These new disclosures are intended to facilitate comparison between those entities that prepare IFRS financial statements and those that prepare US GAAP financial statements. The application of this amendment does not have any material effect for the Group. • IAS 32 (amendment), “‘Financial instruments: Presentation’, on offsetting financial assets and financial liabilities”, is effective for annual periods beginning on or after 1 January 2014. The amendment updates the application guidance in IAS 32, ‘Financial instruments: Presentation’, to clarify some of the requirements for offsetting financial assets and financial liabilities on the balance sheet. The application of this amendment does not have any material effect for the Group. • IFRS 1 (amendment), “‘First time adoption’, on government loans”, is effective for annual periods beginning on or after 1 January 2013. The application of this amendment does not have any effect for the Group. • Annual Improvements to IFRSs 2011 is effective for annual periods beginning on or after 1 January 2013. Amendments affect five standards: IFRS 1, IAS 1, IAS 16, IAS 32 and IAS 34. • IFRS 9, “Financial instruments: Classification and Measurement”, is effective for annual periods beginning on or after 1 January 2015. The standard addresses the classification, measurement and recognition of financial assets and financial liabilities. It replaces the parts of IAS 39 that relate to the classification and measurement of financial instruments. The Group is assessing the effects of the application of this standard on the financial performance and position. • IFRS 10, (amendment) “Consolidated Financial Statements”, IFRS 12 and IAS 27 for investment entities is effective for annual periods beginning on or after 1 January 2013. The Group is assessing the effects of the application of this standard on the financial performance and position. • IFRIC 20, “Stripping costs in the production phase of a surface mine” is effective for annual periods beginning on or of 1 January 2013. The application of this amendment does not have any effect for the Group. 2.28 Earnings per share Earnings per share disclosed in the consolidated income statement are determined by dividing net income by the weighted average number of shares outstanding during the year concerned. 2012 2011 Profit attributable to equity holders of the Bank Weighted average number of ordinary shares in issue (thousand) 79,682 374,754 20,782 300,000 Basic earnings per share (expressed in TL per 1,000 share) 0.21262 0.06927 21 FINANCIAL TABLES 87 88 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) 2.29 Comparatives Comparative figures are reclassified, where necessary, to conform to changes in presentation of the 31 December 2012 consolidated financial statements. The Company has prepared certain reclassifications in the financial statement at 31 December 2011 in order to conform to presentation of financial statements at 31 December 2012: a) b) c) Checks in clearance accounted under “Other Assets” and “Other Liabilities” amounting to TL 36,670 have been offset. “Other provision expenses” amounting to TL 276 has been reclassified to operating expenses in the income statement. Expenses reimbursed from the customers accounted under “Other operating income” amounting to TL 7,073 have been netted from “Other operating expenses” in the income statement. NOTE 3 - CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS IN APPLYING ACCOUNTING POLICIES The Group makes estimates and assumptions that affect the reported amounts of assets and liabilities within the next financial year. Estimates and judgements are continually evaluated and are based on Management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Management also makes certain judgements, apart from those involving estimations, in the process of applying the accounting policies. These disclosures supplement the commentary significant accounting policies (Note 2) and financial risk management (Note 4). Judgements that have the most significant effect on the amounts recognised in the consolidated financial statements and estimates that can cause a significant adjustment to the carrying amount of assets and liabilities within the next financial year include: Held-to-maturity financial assets. Management applies judgement in assessing whether financial assets can be categorised as held-to-maturity, in particular its intention and ability to hold the assets to maturity. If the Group fails to keep these investments to maturity other than for certain specific circumstances - for example, selling an insignificant amount close to maturity - it will be required to reclassify the entire class as available-for-sale. The investments would therefore be measured at fair value rather than amortised cost. Impairment losses on loans and advances. The methodology and assumptions used for estimating both the amount and timing of future cash flows from a portfolio of loans are reviewed regularly to reduce any differences between loss estimates and actual loss experience. To the extent that the present value of estimated cash flows differ by +/- 5% the provision would be estimated TL 3,189 (2011: TL 3,275) higher or lower. The Group calculated IBNR provision which combines the Basel II concept of expected loss with intrinsic elements such as loss detection period and expert views. Fair value of derivatives. Where valuation techniques (for example, models) are used to determine fair values, they are validated and periodically reviewed. To the extent practical, models use only observable data, however areas such as credit risk (both own and counterparty), volatilities and correlations require Management to make estimates. Changes in assumptions about these factors could affect reported fair values. Changing the assumptions not supported by observable market data to a reasonably possible alternative would not result in a significantly different profit, income, total assets or total liabilities. Tax legislation. Turkish tax, currency and customs legislation is subject to varying interpretations as disclosed in Note 19. 22 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT Strategy in using financial instruments To maintain and improve the soundness of its operations, the Bank accords top management priority to upgrading its risk management systems and capabilities. Risk Management is responsible for monitoring and managing all potential risks for the Bank in a centralized and efficiently coordinated manner. The primary goal of Risk Management is to provide business lines appropriate capital allocation for risks they are exposed to and increase value-added by maximizing risk adjusted return on capital. In this connection, each business line is geared to design appropriate cost-benefit schedule to maximize its return expectation with minimum cost of capital. The Bank’s Risk Management Policy covers market, structural interest rate, credit, operational and liquidity risks management. The risk management governance at the Bank starts with the Board of Directors. The Bank Risk Committee, Asset Liability Committee (ALCO), Credit Risk Committee (CRC), Market Risk Committee (MRC), Operational Risk Committee (ORC) and the Risk Management Department are the most important bodies of the risk management structure. The Board of Directors determines the general risk policy and the risk appetite of the Bank. The Bank Risk Committee defines risk policies and strategies, reviews all types of risks the Bank is exposed to in its quarterly meetings, monitors the implementation of the risk management strategies and brings the important risk issues to the attention of the Board. The ALCO, meeting bi-weekly, is responsible for monitoring and managing any structural asset liability mismatch of the Bank, as well as monitoring and controlling liquidity risk and foreign currency exchange rate risk. The CRC meets quarterly and is responsible for monitoring and evaluating the Bank’s lending portfolio and determining principles and policies regarding credit risk management processes, such as loan approval, limit setting, rating, monitoring and problem management. The MRC is responsible for implementing risk policies regarding both the trading book and the investment book and establishing relevant control systems. In addition, it defines certain limits and regularly reviews these in order to limit and minimize the potential adverse effects of market conditions on the Bank’s profitability and economic value. The ORC also meets quarterly and is responsible for reviewing the Bank’s operational risks and defining the necessary actions to be taken to minimize these risks. A. Credit risk Credit risk is defined as the potential loss arising from a borrower’s inability to meet its financial obligations to the Bank. Credit risk is the risk of highest concern due to its large presence on the balance sheet. Consequently, the Bank’s credit risk management framework was designed in a manner to ensure that non-performing loans are kept as low as possible. In order to keep the quality of the Bank’s credit portfolio at a predefined level, the credit portfolio is regularly analyzed and reported in terms of economic sectors, large exposures, rating distribution, collateral structure, non-performing loans amount, and other various aspects. In measuring credit risk, the Bank estimates the probability of default and the potential size of loss in the event of such default. Probability of default is generated by the Bank’s internal rating tool and outputs for potential size of loss are derived from assessments of collateral quality and recovery rates. This grading process draws upon a scorecard containing quantitative and qualitative measures and the expertise of the Bank’s credit officers. The validation and ongoing monitoring of the grading models are the responsibilities of the Risk Management Department and depending on validation results models are continuously reviewed and improved if necessary. The Group have no derivative loan instruments e.g. 23 FINANCIAL TABLES 89 90 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) Credit quality per class of financial assets is as follows; a. Information on loans and receivables past due but not impaired: 2012 Past due up to 30 days Past due 30-60 days Past due 60-90 days Total 2011 Past due up to 30 days Past due 30-60 days Past due 60-90 days Total b. Corporate 24,130 7,008 2,802 SME 36,246 3,824 6,265 Consumer 12,511 4,445 3,413 Credit Card - Total 72,887 15,277 12,480 33,940 46,335 20,369 - 100,644 Corporate 44,882 67,969 - SME 66,629 75,464 2,741 Consumer 6,173 833 1,152 Credit Card - Total 117,684 144,266 3,893 112,851 144,834 8,158 - 265,843 Information on debt securities, treasury bills and other bills: 2012 Financial Assets at Fair Value through P/L (Net) Available for Sale Financial Assets (Net) (*) Held to Maturity Securities (Net) Total 7,380 783,046 1,045,707 1,836,133 Unrated 22,340 - - 22,340 Total 29,720 783,046 1,045,707 1,858,473 Fitch’s Rating BBB- (*) Available for sale investments consist of Yapı ve Kredi Bankası A.Ş. bonds amounted to TL 37,905 and İş Bank bonds amounting to TL 19,272. 2011 Fitch’s Rating BB+ Financial Assets at Fair Value through P/L (Net) Available for Sale Financial Assets (Net) Held to Maturity Securities (Net) (*) Total 161,601 290,592 828,300 1,280,493 13,281 - - 13,281 174,882 290,592 828,300 1,293,774 Unrated Total (*) c. Held-to-maturity investments consist of Yapı ve Kredi Bankası A.Ş. bonds amounting to TL 42,020. Information on rating concentration: Credit risk of the Bank is evaluated via internal assessment system. Loans are graded on the basis of their probability of default, are aligned from highest (the best) ratings to lowest (substandard) ratings as below and non-performing loans (impaired ones) are shown at the bottom of the table. The rating category named as ''high'' indicates that debtor has a sound financial structure, the category ''standard'' displays that debtor has a good and satisfactory financial structure, while the category named as ''sub-standard'' indicates that debtor's financial position is not sound. High Grade (A,B) Standard Grade (C) Sub Standard Grade (D) Impaired (E) Not rated 24 2012 2011 55.38% 37.30% 4.04% 0.50% 2.78% 49.32% 46.26% 3.59% 0.65% 0.17% ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) d. Fair value of collaterals (loans and advances to customers): Collateral mainly comprises the following: cash funds, deposits, mortgages of real estate at the land registry and mortgages of real estate built on allocated land, export documents, guarantees, and acceptances and pledge on vehicles. 2012 Corporate SME Consumer Total 37,674 80,434 62,700 131,045 24,877 490 125,251 211,969 Total 118,108 193,745 25,367 337,220 2011 Corporate SME Consumer Total Watch listed loans Loans under legal follow - up 181,779 388,729 191,549 273,301 8,604 1,117 381,932 663,147 Total 570,508 464,850 9,721 1,045,079 Watch listed loans Loans under legal follow - up Type of Collaterals Real-estate mortgage Car pledge Cash and cash equivalents Other 2012 316,936 3,271 2,179 14,834 2011 976,477 851 1,105 66,646 Total 337,220 1,045,079 e. Concentration of credit risk based on geographical regions: Turkey Cash and balances with the Central Bank of Turkey 627,297 Loans and advances to banks 52,780 Financial assets held for trading -Trading securities 50,255 - Derivative financial instruments 2,497 Loans and advances to customers, net - Corporate 2,150,796 - SME 2,741,920 - Consumer 191,771 -Credit card 5,968 Investment securities - Available-for-sale 783,046 - Held-to-maturity 1,045,707 Other intangible assets 19,741 Property and equipment 21,165 Deferred income tax assets 26,665 Other assets 78,907 EU 11,907 Other 8,927 Total 627,297 73,614 9,708 - 50,255 12,205 11,880 - 41,614 - 2,204,290 2,741,920 191,771 5,968 9,955 - 783,046 1,045,707 19,741 21,165 26,665 88,862 As of 31 December 2012 7,798,515 43,450 50,541 7,892,506 As of 31 December 2011 6,294,286 78,309 28,851 6,401,446 Letter of guarantees Letter of credits Acceptance credits 1,675,583 305,450 28,179 - - 1,675,583 305,450 28,179 As of 31 December 2012 2,009,212 - - 2,009,212 As of 31 December 2011 2,164,639 - - 2,164,639 25 FINANCIAL TABLES 91 92 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) f. Sectoral concentration: 2012 Cash 2011 Cash Non-cash Non-cash Trade Finance Construction Textile Production Iron and Steel Transportation Mining Food and Beverage Automotive Tourism Forest Product and Agriculture Machinery Chemical Paper Petroleum Electrics and Electronics Others 1,362,307 558,971 567,055 361,882 308,822 198,439 208,263 112,657 281,065 114,396 111,814 163,992 97,877 109,473 32,898 52,592 21,584 452,014 437,243 88,796 498,590 104,829 136,938 162,306 84,019 13,997 85,205 41,532 9,624 37,758 61,915 25,420 4,179 52,386 13,874 150,601 1,168,142 106,159 451,216 305,461 327,541 179,285 215,119 111,089 191,108 120,046 126,760 131,697 88,233 91,734 33,154 51,858 30,390 501,813 511,702 64,575 443,428 124,282 168,646 189,938 88,163 25,454 102,739 41,328 4,803 48,477 61,239 35,579 16,867 51,880 6,890 178,649 Total 5,116,101 2,009,212 4,230,805 2,164,639 Loans in arrears Allowance for individually impaired loans Allowance for collectively impaired loans Total g. 234,001 (105,709) (100,444) 5,143,949 2,009,212 214,311 (108,130) (56,141) 4,280,845 2,164,639 Carrying amounts per class of financial assets whose terms have been renegotiated: Loans and advances to customers - Corporate lending - Small business lending - Consumer lending 2012 2011 66,986 - 6,707 16 - Total 66,986 6,723 B. Market Risk Market risk is the risk of potential loss arising from the adverse effects of interest rates, exchange rates and equity price volatility inherent in the Bank's trading portfolio. The Bank calculates the regulatory capital requirement for market risk using the standardized method within the framework of Banking Regulatory and Supervision Agency guidelines. In accordance with international best practices, Value at Risk (VaR) is measured daily. VaR, which is a measure of the maximum potential loss on the trading portfolio, is calculated using the historical simulation VaR method, adjusted for EWMA (Exponentially Weighted Moving Average). In order to manage the market risk efficiently and to be consistent with the risk appetite, position limits for asset classes, an overall "Bank Risk Tolerance" and VaR limits for each risk factor are determined. Limit monitoring is done daily by the Risk Management Group. VaR results are supported by regular stress tests and scenario analysis. The Bank utilizes back testing to verify the predictive power of the value-at-risk calculations. In back testing, theoretical gains/losses calculated by VAR on positions at the close of each business day are compared with the actual gains/losses arising from these positions on the next business day. The assumptions used in the VaR model are reviewed and revised as needed based on the results of the back testing process. 26 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) C. Currency Risk Foreign exchange exposure is the result of the mismatch of foreign currency denominated assets and liabilities (including foreign currency indexed ones) together with exposures resulting from offbalance sheet foreign exchange derivative instruments. The Group takes on exposure to the effects of fluctuations in the prevailing foreign currency exchange rates on its financial position and cash flows. The table below summarizes the Group’s exposure to foreign currency exchange rate risk..Included in the table are the Group’s assets and liabilities at carrying amounts, categorised by currency. The offbalance sheet gap represents the difference between the notional amounts of purchase and sale foreign currency derivative financial instruments. 2012 US$ Assets Cash and balances with the Central Bank of Turkey 181,765 Loans and advances to banks 42,071 Financial assets held for trading - Trading securities 708 - Derivative financial instruments 3,057 (1) 981,788 Loans and advances to customers Investment securities - Available-for-sale 155,854 - Held- to- maturity Other intangible assets Property and equipment Deferred income tax assets Other assets 9,964 EUR Foreign currency Other Total TL Total 79,897 6,727 63,706 6,378 325,368 55,176 301,929 18,438 627,297 73,614 10 1,122 628,983 50 638 718 4,229 1,611,409 49,537 7,976 3,532,540 50,255 12,205 5,143,949 - - 155,854 9,964 627,192 1,045,707 19,741 21,165 26,665 78,898 783,046 1,045,707 19,741 21,165 26,665 88,862 1,375,207 716,739 70,772 2,162,718 5,729,788 7,892,506 76,116 932,025 756,548 2,939 25,647 19 240,209 482,276 1,400 17,028 9,722 94 23 76,135 1,181,956 1,238,824 4,433 42,698 1,360,790 2,987,570 49,767 146,263 16,589 4,959 29,420 4,878 748,224 1,436,925 4,169,526 1,288,591 146,263 21,022 4,959 29,420 4,878 790,922 1,793,275 740,932 9,839 2,544,046 5,348,460 7,892,506 (418,068) (24,193) 60,933 (381,328) 381,328 - Off-balance sheet derivative instruments net notional position 394,663 70,435 (81,646) 383,452 (382,891) 561 Net foreign currency position (23,405) 46,242 (20,713) 2,124 (1,563) 561 819,459 929,127 2,183 13,541 (263,049) (109,668) (11,358) 286,332 115,726 23,283 6,058 Total assets Liabilities Deposits from banks Due to customers Other borrowed funds and subordinated debt Obligations under finance leases Derivative financial instruments Current income taxes payable Other provisions Retirement benefit obligations Other liabilities Total liabilities Net balance sheet position 2011 Total assets Total liabilities Net balance sheet position Off-balance sheet derivative instruments net notional position Net foreign currency position (1) 1,386,751 1,649,800 2,208,393 2,592,468 4,193,053 3,808,978 6,401,446 6,401,446 (384,075) 384,075 - 12,185 414,243 (386,674) 27,569 827 30,168 (2,599) 27,569 Collective impairment allowance of TL 100,444 (2011: TL 56,141) is presented as TL balance in the above currency position table. 27 FINANCIAL TABLES 93 94 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) At 31 December 2012, assets and liabilities denominated in foreign currency were translated into TL using a foreign exchange rate of TL1.7776=US$1, and TL2,3452=EUR1 (2011: TL1.9065=US$1, and TL2.4592=EUR1). For the purpose of calculating currency risks, foreign currency indexed loans and securities have been reported in table above in the relevant currency of indexation. 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 and decrease in the TL against the relevant foreign currencies. A positive number indicates an increase in profit or loss and other equity where the TL strengthens against the relevant currency. 2012 USD EUR 2011 USD EUR D. Change in foreign currency (+/-)10% (+/-)10% Effect of profit / loss +/- 4,410 +/- 4,624 Effect of equity +/- 4,410 +/- 4,624 Change in foreign currency (+/-)10% (+/-)10% Effect of profit / loss +/- 2,379 +/- 606 Effect of equity +/- 2,379 +/- 606 Interest Rate Risk Even though the Bank is exposed to structural interest rate risk on its balance sheet due to the nature of its existing activities, it ensures that this risk remains within pre-defined limits. The ALCO aims to protect the economic value of equity, while sustaining a stable earnings profile. Duration/GAP analyses, which rely on calculations of net discounted future cash flows of interest rate sensitive balance sheet items, are conducted to manage this risk. The bank runs net economic value sensitivity scenarios with changes in interest rates and interest rate margins, so as to calculate their impact on net economic value, as defined in the relevant regulation published by BRSA. Beside the BRSA standard interest rate shock scenario, other internally defined scenarios are also simulated. Trading and non-trading risks are approved separately in the policy documents and the Market Risk Committee is given discretion in defining the tools and methodology used in measuring, monitoring and managing both trading and non-trading risks. 28 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) Interest rate sensitivity: Applied Shock (+/- x basis point) 2012 Currency 1. TRY 2. TRY 3. USD 4. USD 5. EUR 6. EUR Total (for negative shocks) Total (for positive shocks) (+) 500bp (-) 400bp (+) 200bp (-) 200bp (+) 200bp (-) 200bp Gains/ Losses Gains/Shareholders’ Equity -Losses/ Shareholders’ Equity (66,520) 60,293 742 85 (5,729) 7,752 68,130 (71,507) (7.77%) 7.04% 0.09% 0.01% (0.67) 0.90% 7.95% (8.35%) The table below summarises the Group’s exposure to interest rate risk at 31 December 2012 and 2011. Included in the table are the Group’s assets and liabilities in carrying amounts classified in terms of periods remaining to contractual repricing dates. 2012 Up to 3 months 3 months to 1 year 1 year to 5 years Over 5 years Non-interest bearing Total - - - 627,297 39,666 627,297 73,614 Assets Cash and balances with the Central Bank of Turkey Loans and advances to banks 33,948 Financial assets held for trading - Trading securities 8,794 - Derivative financial instruments 9,970 Loans and advances to customers 3,771,916 Investment securities - Available-for-sale 730,424 - Held-to-maturity 732,493 Other intangible assets Property and equipment Deferred income tax assets Other assets 417 13,585 1,779 502,948 7,197 456 684,384 122 156,855 20,557 27,846 50,255 12,205 5,143,949 52,622 313,214 - - - 19,741 21,165 26,665 88,445 783,046 1,045,707 19,741 21,165 26,665 88,862 Total assets 5,287,962 884,148 692,037 156,977 871,382 7,892,506 Liabilities Deposits from banks Due to customers Other borrowed funds and subordinated debt Debt securities in issue Obligations under finance leases Derivative financial instruments Current income taxes payable Other provisions Retirement benefit obligations Other liabilities 1,435,993 3,724,201 190,142 10,235 472 100,720 767,852 146,263 2,920 - 7,947 73,107 7,867 - 257,490 - 932 336,658 4,959 29,420 4,878 790,450 1,436,925 4,169,526 1,288,591 146,263 21,022 4,959 29,420 4,878 790,922 Total liabilities 5,361,043 1,017,755 88,921 257,490 1,167,297 7,892,506 603,116 (100,513) Net interest repricing gap (73,081) (133,607) 29 (295,915) - FINANCIAL TABLES 95 96 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) 2011 Up to 3 months Assets Cash and balances with the Central Bank of Turkey Loans and advances to banks 88,290 Financial assets held for trading - Trading securities 11,334 - Derivative financial instruments 31,549 Loans and advances to customers 2,992,698 Investment securities - Available-for-sale 61,339 - Held-to-maturity 535,887 Other intangible assets Property and equipment Deferred income tax assets Other assets 204 3 months to 1 year 1 year to 5 years Over 5 years Non-interest bearing Total - - - 503,029 23,360 503,029 111,650 112,520 14,184 542,813 4,028 525,004 46,911 160,072 24,528 60,258 199,321 45,733 4,280,845 55,814 292,413 10 43,265 - 130,174 - 3,442 24,237 8,248 105,835 290,592 828,300 3,442 24,237 8,248 106,049 Total assets 3,721,301 1,017,754 572,297 337,157 752,937 6,401,446 Liabilities Deposits from banks Due to customers Other borrowed funds and subordinated debt Obligations under finance leases Derivative financial instruments Current income taxes payable Other provisions Retirement benefit obligations Other liabilities 654,490 3,179,053 658,629 140 8,267 4,477 5,719 133,532 680,378 216 15,574 5,116 84 15,801 - 346 334,886 3,915 15,654 4,081 681,088 660,555 3,647,555 1,339,007 356 23,841 3,915 15,654 4,081 706,482 Total liabilities 4,505,056 840,535 15,885 - 1,039,970 6,401,446 177,219 556,412 337,157 Net interest repricing gap (783,755) (287,033) - The table below summarises weighted average interest rates for financial instruments by major currencies outstanding at 31 December 2012 and 2011 based on yearly contractual rates. 2012 Assets Loans and advances to banks Financial assets held for trading Investment securities - Available-for-sale - Held-to-maturity Loans and advances to customers Liabilities Deposits from banks Due to customers Other borrowed funds and subordinated debt Debt securities in issue 2011 US$ (%) EUR (%) TL (%) 0.45 5.18 3.76 5.33 2.94 10.47 0.30 5.50 0.83 10.79 4.14 6.68 6.32 7.02 8.67 13.70 6.00 7.72 7.91 9.54 8.95 17.83 3.40 3.14 8.34 3.90 5.27 4.94 11.54 3.99 - 3.47 - 7.90 7.04 2.71 - 3.44 - 7.34 - 30 US$ (%) EUR (%) TL (%) ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) E. Liquidity Risk Liquidity risk refers to the possibility of an institution being unable to access necessary funds due to declining fund-raising capacity; The Group closely monitors its overall liquidity level and operates under strict limits based on stress conditions. To address liquidity risk, the Group has adopted a unified approach to TL and foreign currency fund-raising opportunities. The key limit puts a ceiling on the share of overnight borrowing in the current funding pool and acts as a warning signal for the senior management to adjust the composition and/or the pricing of the borrowing instruments. The Group uses domestic and foreign markets for its liquidity needs, Low level of liquidity needs enables an easy way of loan borrowing from the corresponding markets (Central Bank of the Republic of Turkey (“CBRT”), ISE, Interbank money market, ISE Settlement and Custody Bank and other markets). The potential cash resources are: money market debts which can be obtained from the domestic banks and repurchase transactions in foreign markets with Eurobonds in the portfolio. The Group’s fund resources consist mainly of deposits. The investments portfolio consists mainly of the held to maturity investments. The liquidity position is assessed and managed under a variety of scenarios, giving due consideration to stress factors relating to both the market in general and specifically to the Group. In accordance with the “Communiqué on the Measurement and Assessment of Liquidity of the Banks”, liquidity ratio of the banks on a weekly and monthly basis should not be less than 80% for foreign currency denominated assets and liabilities, and for total assets and liabilities it should not be less than 100%. Liquidity ratios as at 31 December 2012 and 2011 are represented below; 2012 Average (%) Highest (%) Lowest (%) 2011 Average (%) Highest (%) Lowest (%) Primary Maturity Segment FX FX + TL 167.18 155.03 294.05 204.65 120.39 126.28 Secondary Maturity Segment FX FX + TL 130.79 120.74 186.82 176.75 103.75 107.38 Stock Values FX + LT 13.30 17.11 11.07 Primary Maturity Segment FX FX + TL 222.11 196.05 415.32 255.04 146.63 149.26 Secondary Maturity Segment FX FX + TL 146.59 135.96 232.20 155.77 105.15 110.34 Stock Values FX + LT 11.86 13.81 8.82 31 FINANCIAL TABLES 97 98 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) The following table presents the cash flows payable by the Group under non-derivative financial liabilities remaining contractual maturities at the balance sheet date. The amounts disclosed in the table are the contractual undiscounted cash flows, whereas the Group manages the inherent liquidity risk based on expected undiscounted cash inflows. 2012 Demand and up to 3 months 3 months to 1 year 1 year to 5 years Over 5 years Total Liabilities Deposits from banks Due to customers Other borrowed funds Debt securities in issue 1,437,474 4,077,444 102,226 - 102,357 734,212 150,000 8,532 148,974 - 435,694 - 1,437,474 4,188,333 1,421,106 150,000 Total liabilities 5,617,144 986,569 157,506 435,694 7,196,913 Demand and up to 3 months 3 months to 1 year 1 year to 5 years Over 5 years Total Liabilities Deposits from banks Due to customers Other borrowed funds 654,913 3,522,277 141,427 5,719 141,567 661,374 94 226,632 502,275 660,632 3,663,938 1,531,708 Total liabilities 4,318,617 808,660 226,726 502,275 5,856,278 2011 The following table represents the outstanding derivative cash flows of the Group on undiscounted contractual maturity basis: Derivatives settled on a gross basis 2012 Up to 1 month Derivatives held for trading: Foreign exchange derivatives: - Outflow 1,201,975 - Inflow 1,201,672 Interest rate derivatives: - Outflow - Inflow - 1-3 months 3-12 months 1-5 years Over 5 years Total 382,286 380,131 257,691 252,544 26,583 12,845 80,484 40,001 1,949,019 1,887,193 2,391 1,757 5,750 4,875 4,003 3,530 615 460 12,759 10,622 Total outflow 1,201,975 384,677 263,441 30,586 81,099 1,961,778 Total inflow 1,201,672 381,888 257,419 16,375 40,461 1,897,815 Up to 1 month 1-3 months 3-12 months 1-5 years Over 5 years Total 670,706 665,501 358,437 362,816 565,837 580,296 11,700 19,065 - 1,606,680 1,627,678 - 1,542 2,095 4,643 6,602 4,592 6,597 - 10,777 15,294 Total outflow 670,706 359,979 570,480 16,292 - 1,617,457 Total inflow 665,501 364,911 586,898 25,662 - 1,642,972 2011 Derivatives held for trading: Foreign exchange derivatives: - Outflow - Inflow Interest rate derivatives: - Outflow - Inflow 32 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) F. Operational risk Operational risk is defined as the risk of direct or indirect loss resulting from inadequate or failed internal processes, people and systems or from external events. Operational Risk is managed based on a framework for identifying, measuring, monitoring and managing all risks within the scope of the definition of operational risk. The Bank’s risk management and internal controls allow it to control and minimize operational risks effectively under a detailed set of written procedures. These procedures are readily accessible and continuously updated and include procedures to handle all contingency events. Studies of activity-based operational risks are continuing through the Risk Control Self Assessment. These are categorized according to cause, event and effect categories as proposed by Basel II, and action has been taken for severe risks. The Business Continuity Management Plan, prepared in order to minimize losses due to business disruption, has been implemented. Comprehensive annual testing of the Disaster Recovery Center (DRC) is conducted with the participation of business units and IT. For the regulatory purposes and consideration in statutory capital adequacy ratio, on a consolidated base the Group calculates the amount subject to operational risk with the basic indicator method in accordance with the Section 4 of the “ Regulation Regarding Measurement and Evaluation of Banks’ Capital Adequacy Ratio” published in the Official Gazette No, 28337 dated 28 June 2012, namely “The Calculation of the Amount Subject to Operational Risk”, based on the gross income of the Group for the years ended 2011, 2010 and 2009, As of 31 December 2012, the total amount subject to operational risk is calculated as TL 470,605 (2011: TL 445,848) and the amount of the related capital requirement is TL 37,648 (2011: TL 35,668). G. Capital management Banks in Turkey are required to comply with capital adequacy guidelines promulgated by the BRSA, which are based upon the standards established by the Bank of International Settlements (“BIS”), These guidelines require banks to maintain adequate levels of regulatory capital against risk-bearing assets and off-balance sheet exposures. A bank’s capital adequacy ratio is calculated by taking the aggregate of its Tier I capital (which comprises paid-in capital, reserves, retained earnings and profit for the current periods minus period loss (if any)) its Tier II capital (which comprises general loan and free reserves, revaluation funds and subordinated loans obtained) and its Tier III capital (which comprises certain qualified subordinated loans in accordance with BIS guidelines) minus deductions (which comprises participations to financial institutions, special and preliminary and pre-paid expenses, subordinated loans extended, goodwill and capitalized costs), and dividing this aggregate by risk weighted assets, which reflect both credit risk and market risk, In accordance with these guidelines, banks must maintain a total capital adequacy ratio of a minimum of 8%. The Bank and its individually regulated operations have complied with externally imposed capital requirements throughout the period. 33 FINANCIAL TABLES 99 100 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) The Group’s regulatory capital position on a consolidated basis is as follows: 2012 2011 Tier I capital Tier II capital Deductions 550,693 327,174 107 495,020 281,107 518 Total regulatory capital 877,760 775,609 5,463,141 141,975 470,605 5,072,733 150,013 445,848 14.45 13.68 Amount subject to credit risk Amount subject to market risk Amount subject to operational risk Capital adequacy ratio (%) H. Fair value of financial instruments Fair value is the amount at which a financial instrument could be exchanged in a current transaction between willing parties, other than in a forced sale or liquidation, and is best evidenced by a quoted market price, if one exists. The estimated fair values of financial instruments have been determined by the Group using available market information and appropriate valuation methodologies. However, judgement is necessarily required to interpret market data to develop the estimated fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Group could realise in a current market exchange. The following table summarises the carrying amounts and fair values of those financial assets and liabilities not presented on the Group’s balance sheet at their fair value. Carrying value 2012 2011 Fair value Carrying value Fair value 73,614 1,045,707 5,143,949 73,614 1,074,978 5,052,611 111,650 828,300 4,280,845 111,650 823,689 4,630,672 1,436,925 4,169,526 1,436,925 4,141,282 660,555 3,647,555 660,666 3,662,749 1,288,591 146,263 1,279,708 142,976 1,339,007 - 1,481,984 - Financial assets: Loans and advances to banks Investment securities (held-to-maturity) Loans and advances to customers Financial liabilities: Deposits from banks Due to customers Other borrowed funds and subordinated debt Debt securities in issue 34 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) The following methods and assumptions were used to estimate the fair value of the Group’s financial instruments: Loans and advances to banks The fair value of overnight deposits is considered to approximate its carrying amounts. The estimated fair value of long term interest bearing placements is based on discounted cash flows using prevailing money market interest rates at the balance sheet date with similar credit risk and remaining maturity. Loans and advances to customers Loans and advances to customers are net of allowances for impairment. The estimated fair value of loans and advances to customers represent the discounted amount of estimated future cash flows expected to be received. Expected cash flows are discounted at current market rates with similar credit risk, currency and remaining maturity to determine their fair value. Investment securities Fair value for held-to-maturity securities is based on market prices or prices prevailing at the balance sheet date announced by the ISE. Due to customers, deposits from banks, other borrowed funds The estimated fair value of deposits with no stated maturity, which includes non-interest bearing deposits, is the amount repayable on demand. The estimated fair value of other borrowings and debt securities in issue without quoted market price is of estimated future cash flows expected to be paid using money market interest rates prevailing at the balance sheet date with similar credit risk, currency and remaining maturity. The estimated fair value of interest bearing liabilities due to customers is based on discounted cash flows of estimated future cash flows expected to be paid. Fair value hierarchy IFRS 7 requires classification of line items at fair value presented at financial statements according to the defined levels. These levels depend on the observability of data used during fair value calculations; Classification for fair value is generated as below: Level 1: Assets or liabilities with prices recorded (unadjusted) in active markets Level 2: Assets or liabilities that are excluded in the Level 1 of recorded prices directly observable by prices or indirectly observable derived through prices observable from similar assets or liabilities Level 3: Assets and liabilities where no observable market data can be used for valuation There are not any significant transfers between Level 1 and Level 2 of the fair value hierarchy. According to these classification principles stated, the Group’s classification of financial assets and liabilities carried at their fair value are as follows: 35 FINANCIAL TABLES 101 102 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 4 - FINANCIAL RISK MANAGEMENT (Continued) Assets and liabilities measured at fair value 2012 Financial assets held for trading - Debt securities - Derivatives - Equity securities Available-for-sale financial assets - Investments securities - debt Level 1 Level 2 Level 3 Total 29,720 20,535 12,205 - - 29,720 12,205 20,535 783,046 - - 783,046 Total assets 833,301 12,205 - 845,506 Financial liabilities at fair value through profit and loss - Derivatives - 21,022 - 21,022 Total liabilities - 21,022 - 21,022 Level 1 Level 2 Level 3 Total 2011 Financial assets held for trading - Debt securities - Derivatives - Equity securities Available-for-sale financial assets - Investments securities - debt 174,882 24,439 45,733 - - 174,882 45,733 24,439 290,592 - - 290,592 Total assets 489,913 45,733 - 535,646 Financial liabilities at fair value through profit and loss - Derivatives - 23,841 - 23,841 Total liabilities - 23,841 - 23,841 I. Fiduciary activities The Group provides custody services to third parties. Those assets that are held in a fiduciary capacity are not included in these consolidated financial statements. Fiduciary capacity of the Group is as follows: 2012 2011 Investment securities held in custody Cheques received for collection Customer investment security portfolio Commercial notes received for collection 36 952,876 217,077 54,443 28,664 860,824 280,203 31,844 1,253,060 1,172,871 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 5 - CASH AND CASH EQUIVALENTS For the purposes of the cash flow statement, cash and cash equivalents comprise the following balances with less than three months maturity from the date of acquisition: 2012 2011 Cash and cash equivalents Demand deposits with the Central Bank of Turkey Loans and advances to banks (with original maturity less than three months) 56,979 340,253 46,021 202,620 73,614 111,618 Total 470,846 360,259 NOTE 6 - CASH AND BALANCES WITH THE CENTRAL BANK OF TURKEY Cash and cash equivalents Cash in hand - foreign currency Cash in hand - TL Other- TL Demand deposits at central banks Foreign currency TL Reserve deposits at central banks Foreign currency Total 2012 2011 30,915 25,704 360 25,928 20,093 - 56,979 46,021 64,388 275,865 59,725 142,895 340,253 202,620 230,065 254,388 230,065 254,388 627,297 503,029 Banks that are established in Turkey or performing their operations by opening new branches in Turkey are subject to the Central Bank of the Republic of Turkey’s Communiqué numbered 2005/1 “Required Reserves”. The Bank’s total domestic liabilities excluding the items stated in the Communiqué as deductibles, the deposits accepted on behalf of foreign branches from Turkey and loans obtained by the banks but followed under foreign branches constitute the required reserves liabilities. The reserve rates for TL liabilities vary between 5% and 11% for TL deposits and other liabilities according to their maturities as of 31 December 2012 (2011: 5% and 11% for all TL liabilities). The reserve rates for foreign currency liabilities vary between 6% and 11% for deposit and other foreign currency liabilities according to their maturities as of 31 December 2012 (2011: 6% and 11% for all foreign currency liabilities). No interest is charged by CBRT for Turkish lira and foreign currency denominated reserve requirements. 37 FINANCIAL TABLES 103 104 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 7 - LOANS AND ADVANCES TO BANKS Domestic 2012 Foreign Total Domestic 2011 Foreign Total 16,423 2,015 - 16,423 2,015 419 34,801 - 419 34,801 18,438 - 18,438 35,220 - 35,220 2,409 31,933 20,834 - 23,243 31,933 3,118 18,444 19,824 35,044 22,942 53,488 34,342 20,834 55,176 21,562 54,868 76,430 Total 52,780 20,834 73,614 56,782 54,868 111,650 Current Non-current 52,780 - 20,834 - 73,614 - 56,782 - 54,868 - 111,650 - TL: Nostro/ demand deposits Interbank money market Foreign currency: Nostro/ demand deposits Time deposits NOTE 8 - FINANCIAL ASSETS HELD FOR TRADING 2012 2011 Government bonds and treasury bills Government bonds and treasury bills sold under repurchase agreements Other debt securities 6,941 136,021 439 22,340 25,580 13,281 Total debt securities 29,720 174,882 Equity securities - listed 20,535 24,439 Total equity securities 20,535 24,439 Derivative financial instruments 12,205 45,733 Total financial assets held for trading 62,460 245,054 Current Non-current 39,965 22,495 75,483 169,571 Government bonds and treasury bills are discount and coupon securities issued by the Government of the Republic of Turkey. Other debt securities represent corporate bonds issued by companies incorporated in Turkey. 38 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 9 - DERIVATIVE FINANCIAL INSTRUMENTS The Group utilises the following derivative instruments: “Currency forwards” represent commitments to purchase or sell foreign and domestic currency, including undelivered spot transactions. “Currency swaps” are commitments to exchange one set of cash flows for another. Swaps result in an economic exchange of currencies or interest rates. Currency swaps involve the exchange of the principal as well. The Group risks are represented by the potential cost of replacing the swap contracts if counterparties fail to perform their obligation. This risk is monitored on an ongoing basis with reference to the current fair value and the liquidity of the market. To control the level of risk taken, the Group assesses counterparties using the same techniques as for its lending activities. Options are the right to buy or sell for the buyer and are the obligations for the writer an asset at a specified price until a specified expiration date. Options are traded for clients’ needs. The notional amounts of certain types of financial instruments provide a basis for comparison with instruments recognised on the balance sheet but do not necessarily indicate the amounts of future cash flows involved or the current fair value of the instruments, and therefore, do not indicate the Group’s exposure to credit or price risks. The derivative instruments become favourable (assets) or unfavourable (liabilities) as a result of fluctuations in foreign exchange rates and interest rates relative to their terms. 2012 Derivatives held for trading Contract/ notional amount Fair values Assets Liabilities Currency forwards Currency swaps OTC currency options Marketable security options Interest rate swaps 247,237 1,268,377 1,670,540 71,104 442,208 262 7,383 4,560 - 1,369 12,116 4,242 207 3,088 Total derivative assets/ (liabilities) held for trading 3,699,466 12,205 21,022 7,751 4,454 20,005 1,017 Current Non-current 2011 Derivatives held for trading Contract/ notional amount Fair values Assets Liabilities Currency forwards Currency swaps OTC currency options Interest rate swaps 303,817 838,223 2,092,318 200,000 2,728 19,023 19,778 4,204 3,488 565 19,788 - Total derivative assets / (liabilities) held for trading 3,434,358 45,733 23,841 36,373 9,360 23,841 - Current Non-current 39 FINANCIAL TABLES 105 106 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 10 - LOANS AND ADVANCES TO CUSTOMERS 2012 Corporate SME Consumer Credit Card Total Performing loans Loans under close monitoring Loans under legal follow-up 2,148,417 67,489 105,444 2,604,165 80,710 127,617 190,895 18,118 940 5,979 328 - 4,949,456 166,645 234,001 Gross 2,321,350 2,812,492 209,953 6,307 5,350,102 79,217 34,581 24,862 48,972 1,630 16,552 339 105,709 100,444 113,798 73,834 18,182 339 206,153 2,207,552 2,738,658 191,771 5,968 5,143,949 Specific allowance for impairment Collective allowance for impairment Total allowance for impairment Net Current Non-current 2011 4,259,855 884,094 Corporate SME Consumer Credit Card Total Performing loans Loans under close monitoring Loans under legal follow-up 1,697,991 67,969 77,829 2,284,557 78,205 134,764 100,098 1,985 1,718 - 4,082,646 148,159 214,311 Gross 1,843,789 2,497,526 103,801 - 4,445,116 Specific allowance for impairment Collective allowance for impairment 49,817 18,211 57,541 33,468 772 4,462 - 108,130 56,141 Total allowance for impairment 68,028 91,009 5,234 - 164,271 1,775,761 2,406,517 98,567 - 4,280,845 Net Current Non-current 3,451,544 829,301 Reconciliation of allowance account for losses on loans and advances by class is as follows: 2012 Corporate SME 2011 Consumer Total Total At 1 January 68,028 91,009 5,234 164,271 83,236 Provision for loan impairment Amounts recovered during the year (-) Loans written off during the year as uncollectible (-)(1) 56,935 112,729 13,287 182,951 89,320 (867) (13,555) - (14,422) (8,285) (10,298) (116,349) - (126,647) At 31 December 113,798 73,834 18,521 (1) 206,153 164,271 A part of impaired loans amounting to TL 93,082 have been sold to Girişim Varlık Yönetim A.Ş for a total consideration of TL 18,000 on 20 June 2012 and another part of impaired loans amounting to TL 58,434 have been sold to Final Varlık Yönetim A.Ş. for a total consideration of TL 7,750 on 12 December 2012. 40 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 11 - INVESTMENT SECURITIES (i) Securities available-for-sale 2012 2011 Debt securities - at fair value: Government bonds and treasury bills Corporate bonds and bills 725,869 57,177 290,592 - Total securities available-for-sale 783,046 290,592 Current Non-current 783,046 8,189 282,403 Government bonds and treasury bills are discount and coupon securities issued by the Government of the Republic of Turkey. Corporate bonds and bills are discount and coupon securities issued by Yapı ve Kredi Bankası A.Ş. and Türkiye İş Bankası A.Ş. Net gains from changes in the fair value of available-for-sale investment securities, net of tax TL 15,690 (2011: TL 5,752 net losses). There are no impairments recognised for available-for-sale securities. The movement in available-for-sale securities at 31 December is as follows: 2012 At 1 January 290,592 Additions Disposals / redemption Changes in fair value (1) Exchange differences on monetary assets 13,746,468 (13,273,627) 19,613 - At 31 December 783,046 (1) Includes net fair value differences of outstanding available-for-sale portfolio. (ii) Securities held-to-maturity Debt securities - at amortised cost - listed: Government bonds and treasury bills Corporate bonds and bills Government bonds and treasury bills sold under repurchase agreements Total securities held-to-maturity Current Non-current 2011 182 1,046,697 (749,097) (7,190) 290,592 2012 2011 114,575 - 311,324 42,020 931,132 474,956 1,045,707 828,300 440,027 605,680 335,640 492,660 Government bonds and treasury bills are discount and coupon securities issued by the Government of the Republic of Turkey. Corporate bonds and bills are discount and coupon securities issued by Yapı ve Kredi Bankası A.Ş. 41 FINANCIAL TABLES 107 108 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 11 - INVESTMENT SECURITIES (Continued) The movement in held-to-maturity securities at 31 December is as follows: At 1 January Additions Disposals / redemption (1) Impairment losses At 31 December 2012 2011 828,300 391,159 684,281 (464,809) (2,065) 518,181 (83,207) 2,167 1,045,707 828,300 (1) As per the regulation on capital adequacy (Basel II) effective from 1 July 2012, the risk weighting of securities in foreign currencies issued by the Turkish Treasury increased from 0% to 100%. Accordingly, in the current year, the Bank reclassified its Eurobonds from held-to-maturity portfolio to available-for-sale portfolio in accordance with the exception granted by IAS 39 whose total carrying value was TL 39,803 at 30 September 2012. NOTE 12 - OTHER INTANGIBLE ASSETS 2012 Cost Accumulated amortisation 2011 56,064 (36,323) 37,549 (34,107) 19,741 3,442 Rights and licenses Software Total 32,844 18,227 - 4,705 288 - 37,549 18,515 - 51,071 4,993 56,064 Accumulated amortisation At 1 January Amortisation charge (Note 28) Disposals (29,671) (2,083) - (4,436) (133) - (34,107) (2,216) - At 31 December (31,754) (4,569) (36,323) Net book amount Movements of other intangible assets were as follows: 2012 Cost At 1 January Additions Disposals At 31 December Net book amount at 31 December 19,317 42 424 19,741 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 12 - OTHER INTANGIBLE ASSETS (Continued) 2011 Rights and licenses Software Total 31,150 1,694 - 4,537 168 - 35,687 1,862 - 32,844 4,705 37,549 Accumulated amortisation At 1 January Amortisation charge (Note 28) Disposals (28,907) (764) - (4,254) (182) - (33,161) (946) - At 31 December (29,671) (4,436) (34,107) Cost At 1 January Additions Disposals At 31 December Net book amount at 31 December 3,173 269 3,442 2012 2011 NOTE 13 - PROPERTY AND EQUIPMENT Cost Accumulated depreciation and impairment Net book amount 2012 Cost At 1 January Additions Disposals Furniture and Office Equipment Leasehold Improvements 84,841 (63,676) 82,579 (58,342) 21,165 24,237 Motor Vehicles Leasing Total 42,387 2,775 (1,376) 31,830 1,483 (329) 96 - 8,266 (291) 82,579 4,258 (1,996) 43,786 32,984 96 7,975 84,841 Accumulated depreciation and impairment At 1 January Depreciation charge (Note 28) Disposals (31,674) (2,888) 1,341 (19,007) (4,109) 297 (81) (7) - (7,580) (255) 287 (58,342) (7,259) 1,925 At 31 December (33,221) (22,819) (88) (7,548) (63,676) 10,565 10,165 8 At 31 December Net book amount at 31 December 43 427 21,165 FINANCIAL TABLES 109 110 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 13 - PROPERTY AND EQUIPMENT (Continued) 2011 Cost At 1 January Additions Disposals Furniture and Office Equipment Leasehold Improvements Motor Vehicles Leasing Total 35,967 6,776 (356) 26,612 5,218 - 186 (90) 8,266 - 71,031 11,994 (446) 42,387 31,830 96 8,266 82,579 Accumulated depreciation and impairment At 1 January Depreciation charge (Note 28) Disposals (29,695) (2,240) 261 (15,082) (3,925) - (154) (7) 80 (6,805) (775) - (51,736) (6,947) 341 At 31 December (31,674) (19,007) (81) (7,580) (58,342) 10,713 12,823 15 At 31 December Net book amount at 31 December 686 24,237 At 31 December 2012, there is no provision for impairment on property and equipment (2011: None). NOTE 14 - OTHER ASSETS 2012 2011 Asset held for resale Contractually sold repossessed assets Collaterals given for securities Collaterals given for derivative transactions Prepaid expenses Others 40,992 16,338 3,225 9,955 8,241 10,111 34,509 29,802 16,076 11,469 7,672 6,521 Total 88,862 106,049 Current Non-current 7,949 80,913 7,240 98,809 Assets held for resale represent mainly foreclosed assets received against uncollectible loans and advances to customers, to be sold as required by the Turkish Banking Law. Movements in assets held for resale at 31 December were as follows: 2012 2011 34,509 28,189 Additions Disposals Impairment charge for the year, net Depreciation charge for the year 20,621 (13,985) (153) 23,728 (17,173) (235) - Net book amount at 31 December 40,992 34,509 Net book amount at 1 January 44 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 15 - DEPOSITS FROM BANKS Term Total Demand 2011 Term Total 886 - - 886 - 329 5,719 - 5,719 329 - 75,249 75,249 - - - 886 75,249 76,135 329 5,719 6,048 46 - 46 17 - 17 - 1,360,744 1,360,744 - 654,490 654,490 46 1,360,744 1,360,790 17 654,490 654,507 Total 932 1,435,993 1,436,925 346 660,209 660,555 Current Non-current 932 - 1,435,993 1,436,925 - 346 - 660,209 - 660,555 - Demand Foreign currency: Foreign banks Domestic banks Funds deposited under repurchase agreements TL: Domestic banks Funds deposited under repurchase agreements 2012 NOTE 16 - DUE TO CUSTOMERS Demand Foreign currency deposits: Saving deposits Commercial deposits TL deposits: Saving deposits Commercial deposits Funds deposited under repurchase agreements Public sector deposits 24,316 115,173 2012 Term Total Demand 2011 Term Total 590,042 452,425 614,358 567,598 28,495 128,123 492,945 572,426 521,440 700,549 139,489 1,042,467 1,181,956 156,618 1,065,371 1,221,989 49,566 125,752 1,479,241 1,528,807 1,310,456 1,436,208 42,552 1,223,471 1,266,023 124,715 1,012,973 1,137,688 21,851 704 - 704 21,851 11,001 10,854 - 10,854 11,001 197,169 2,790,401 2,987,570 178,268 2,247,298 2,425,566 Total 336,658 3,832,868 4,169,526 334,886 3,312,669 3,647,555 Current Non-current 336,658 - 3,824,921 4,161,579 7,947 7,947 334,886 3,312,585 3,647,471 84 84 45 FINANCIAL TABLES 111 112 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 17 - OTHER BORROWED FUNDS AND SUBORDINATED DEBT 2012 2011 365,522 257,489 432,413 415,025 274,470 335,617 1,055,424 1,025,112 Domestic banks 233,167 313,895 Total domestic 233,167 313,895 1,288,591 1,339,007 836,257 452,334 794,611 544,396 Foreign institutions and banks Syndication loans Subordinated debt Other Total foreign Total Current Non-current As of 31 December 2012, funds borrowed from foreign institutions include a syndicated credit facility, in the amount of EUR 123.5 million and USD 42.5 million dual-tranche multi-currency term loan facility dated 6 June 2012, with an interest rate of annual Libor+2.25% provided by 25 international banks with Commerzbank acting as agent, and matures on 5 June 2013. The details of subordinated loans of the Bank as of 31 December 2012 are presented in the table below: Principal Amount Opening Date Maturity Interest rate (%) International Finance Corporation Black Sea Trade and Development Bank USD 50.000 USD 30.000 29 December 2010 29 December 2010 10 year 10 year Libor + 4,50 Libor + 4,50 FMO Amsterdam DEG KOLN USD 25.000 EUR 20.000 29 December 2010 29 December 2011 10 year 10 year Libor + 4,50 Libor + 4,50 EFSE SA.SICAV-SIF EUR 10.000 29 December 2011 10 year Libor + 4,50 Lender NOTE 18 - DEBT SECURITIES IN ISSUE In May 2012, the Bank finalised a bond issuance of TL 150,000 with an interest rate of 7.04% as of 31 December 2012. 46 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 19 - TAXATION Current tax expense Deferred tax income/(expense) 2012 2011 (35,887) 18,417 (4,963) (1,195) (17,470) (6,158) Turkish tax legislation does not permit a parent company and its subsidiaries to file a consolidated tax return, Therefore, provisions for taxes, as reflected in these consolidated financial statements, have been calculated on a separate-entity basis, Under the Corporate Tax Law numbered 5520, the applicable corporate tax rate is 20% for 2012 (2011: 20%). Corporate tax is payable at a rate of 20% over the corporate tax base of the company after adjusting for certain disallowable expenses, exempt income, investment allowance and other additions and deductions. The annual corporate income tax return is required to be filed until 25th day of the fourth month following the close of the related fiscal year. Payments will be carried out in single installment until the end of the month in which the tax return is to be filed. Dividends paid to non-resident corporations, which have a fixed place of business or permanent representative in Turkey, or resident corporations are not subject to withholding tax. Otherwise, dividends paid are subject to withholding tax at the rate of 15% An increase in capital via issuing bonus shares is not considered as a profit distribution and thus does not incur withholding tax, Provisions of bilateral treaties are reserved. Corporations are required to pay advance corporation tax quarterly at the rate of 20% on their quarterly determined corporate income. Advance tax return is filed by the 14th of the second month following the each quarterly period and is payable on the 17th of the same month, Advance tax paid by corporations is credited against the annual corporation tax liability. The balance of the advance tax paid may be refunded or used to offset against other liabilities to the government. In accordance with Tax Law No: 5024 “Law Related to Changes in Tax Procedure Law, Income Tax Law and Corporate Tax Law” that was published on the Official Gazette on 30 December 2003 to amend the tax base for non-monetary assets and liabilities, effective from 1 January 2004, the income and corporate taxpayers will prepare the statutory financial statements by adjusting the non-monetary assets and liabilities for the changes in the general purchasing power of the Turkish Lira, In accordance with the aforementioned law provisions, in order to apply inflation adjustment, cumulative inflation rate (SIS-WPI) over last 36 months and 12 months must exceed 100% and 10%, respectively, Inflation adjustment has not been applied as these conditions were not fulfilled in the year 2012. In Turkey, there is no procedure for a final and definitive agreement on tax assessments, Tax authorities have the right to audit tax declarations and accounting records for 5 years, and may issue re-assessment based on their findings for tax purposes. Under the Turkish taxation system, tax losses can be carried forward to offset against future taxable income for up to 5 years, Tax losses cannot be carried back to offset profits from previous periods. 75% of the capital gains of corporations’ from sale of participation shares and property which have been in their assets at least for two years is exempt from corporate tax provided that this amount is kept in a special reserve account in the liabilities side of the balance sheet for 5 years, 47 FINANCIAL TABLES 113 114 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 19 - TAXATION (Continued) Reconciliation between the theoretical tax amount that would arise using the basic tax rate of the Parent and the actual taxation charge for the year is stated below: 2012 2011 98,749 27,043 (19,750) 101,924 (198,393) (5,409) 44,316 (72,108) (17,470) (6,158) Profit before income taxes Theoretical income tax of the applicable tax rate of 20% Expenditure not deductable for income tax purposes Income exempt from taxation Income tax expense Deferred income taxes For all subsidiaries and the Parent, deferred income taxes are calculated on temporary differences that are expected to be realised or settled based on the taxable income in fiscal year 2010 under the liability method using a principal tax rate of 20% at 31 December 2012 (2011: 20%). The temporary differences giving rise to the deferred income tax assets and deferred income tax liabilities are as follows: Cumulative Temporary Differences 2012 2011 Loan loss impairment provision Valuation differences on investment securities Bonus provision Employee termination benefits and vacation pay liability Revaluation of derivative instruments at fair value Court case provision Other Deferred Tax Asset/Liability 2012 2011 69,325 36,808 12,577 8,155 2,974 1,646 5,903 59,643 8,752 6,954 987 1,384 13,865 7,362 2,515 1,631 595 329 1,181 11,929 1,750 1,391 197 277 137,388 77,720 27,478 15,544 Difference between carrying value and tax base of property and equipment Revaluation of derivative instruments at fair value Valuation differences on investment securities 4,064 - 4,726 21,513 10,234 813 - 946 4,303 2,047 Deferred income tax liabilities 4,064 36,473 813 7,296 26,665 8,248 Deferred income tax assets Deferred income tax assets, net The movements of deferred income taxes at 31 December were as follows: 2012 2011 1 January Charge for the year, net 8,248 18,417 9,443 (1,195) 31 December 26,665 8,248 At 31 December 2012, there are no deductible temporary differences for which no deferred tax asset is recognised in the balance sheet (2011: None). 48 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 20 - OTHER PROVISIONS 2012 2011 Provision for losses on credit related commitments Other legal provision Other 27,263 1,646 511 13,891 987 776 Total 29,420 15,654 Current Non-current 29,420 15,654 Other legal provisions At 31 December 2012, the Group is involved in number of legal disputes, The Group’s lawyers advise that, owing to developments in some of these cases; it is probable that the Group will be found liable. Therefore, the management has recognised a provision of TL 1,646 (2011: TL 987) as the best estimate of the amount to settle these potential obligations. NOTE 21 - RETIREMENT BENEFIT OBLIGATIONS Balance sheet obligations for: - Reserve for employment termination benefits The movement in the reserve for employee benefits is as follows: 1 January Interest costs Actuarial gains and losses Charge for the year Paid during the year 2012 2011 4,878 4,081 4,878 4,081 2012 2011 4,081 3,907 190 708 (101) 31 December 4,878 182 1,027 345 (1,380) 4,081 Under the Turkish Labour Law, the Parent and its subsidiaries are required to pay termination benefits to each employee who has completed at least one year of service and whose employment is terminated without due cause, is called up for military service, dies or who retires. Since the legislation was changed on 8 September 1999, there are certain transitional provisions relating to length of service prior to retirement. The amount payable consists of one month’s salary limited to a maximum of TL 3,033.98 (1 January 2012: TL 2,805.04) for each year of service. There are no agreements for pension commitments other than the legal requirement as explained above. The liability is not funded, as there is no funding requirement. 49 FINANCIAL TABLES 115 116 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 21 - RETIREMENT BENEFIT OBLIGATIONS (Continued) IFRS requires actuarial valuation methods to be developed to estimate the enterprise’s obligation under defined benefit plans. In the consolidated financial statements, the Group reflected a liability calculated using the projected unit credit method and based upon the factors derived using their experience of personnel terminating their services and being eligible to receive employment termination benefits. The provision has been calculated by estimating the present value of the future probable obligation of the Group arising from the retirement of the employees. Accordingly the following financial and demographical actuarial assumptions were used in the calculations of the provision: 2012 2011 Discount rate (%) The probability of retirement (%) 2.48 89.92 4.66 90.48 2012 2011 53,470 51,328 14,347 12,577 10,248 9,057 3,279 5,396 30,326 92,706 27,491 14,363 8,832 347 7,417 2,895 16,076 29,129 190,028 199,256 93,651 96,377 86,584 112,672 NOTE 22 - OTHER LIABILITIES Blocked accounts Cheques in collection Taxes other than income and withholdings Bonus accrual for personnel Letter of credit suspense account Liabilities for property and equipment held for sale Provision for unused annual vacation Collaterals received for securities Other Total Current Non-current NOTE 23 - SHARE CAPITAL AND SHARE PREMIUM The historic amount of share capital of the Company consists of 420 million (2011: 300 million) authorised shares with a nominal value of TL 1 each. The Company’s authorised capital amounts to TL 420,000 (2011: TL 300,000). The issued and fully paid-in share capital and share premium are as follows: Shareholders Anadolu Endüstri Holding A.Ş. Other Historical share capital 2012 Participation rate (%) TL thousand 2011 Participation TL rate (%) thousand 77.71% 22.29% 326,399 93,601 77.71% 22.29% 233,142 66,858 100.00% 420,000 100.00% 300,000 Share premium Total share capital and share premium 50 98 85 420,098 300,085 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 24 - RETAINED EARNINGS AND OTHER RESERVES 2012 2011 Statutory reserve Revaluation reserve - available-for-sale investments 11,529 9,939 9,587 (5,751) Total other reserves 21,468 3,836 143,517 183,746 Retained earnings Movements in other reserves were as follows: Statutory reserves Revaluation reserves Total At 1 January 2012 9,587 (5,751) 3,836 Net change in available-for-sale investments, net of tax Purchase from non controlling interests Transfer to statutory reserves 127 1,815 15,690 - 15,690 127 1,815 11,529 9,939 21,468 Statutory reserves Revaluation reserves Total At 1 January 2011 8,016 1 8,017 Net change in available-for-sale investments, net of tax Transfer to statutory reserves 1,571 (5,752) - (5,752) 1,571 At 31 December 2011 9,587 (5,751) 3,836 At 31 December 2012 Retained earnings as per the statutory financial statements other than legal reserves are available for distribution, subject to the legal reserve requirement referred to below. Under the Turkish Commercial Code, the Group is required to create the following legal reserves from appropriation of earnings, which are available for distribution only in the event of liquidation or losses: a) First legal reserve, appropriated at the rate of 5% of net income, until the total reserve is equal to 20% of issued and fully paid-in share capital. b) Second legal reserve, appropriated at the rate of at least 10% of distribution in excess of 5% of issued and fully paid-in share capital, without limit. It may be used to absorb losses. After deducting taxes and setting aside the legal reserves as discussed above, the remaining balance of net profit is available for distribution to shareholders. 51 FINANCIAL TABLES 117 118 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 25 - NET INTEREST INCOME Interest income on: Loans and advances: - to banks - to customers Trading securities Investment securities Money market transactions Other 2012 2011 778 664,166 46,975 143,055 1,950 3,599 1,389 436,780 8,011 66,594 3,966 3,417 Total interest income 860,523 520,157 Interest expense on: Due to customers Repurchase agreements Other borrowed funds and subordinated debt Debt securities in issues Deposits from banks Other 301,552 84,274 45,260 8,577 359 1,167 214,554 23,550 36,279 6,940 2,572 Total interest expense 441,189 283,895 Net interest income 419,334 236,262 NOTE 26 - NET FEE AND COMMISSION INCOME Fee and commission income on: Letter of guarantee Brokerage Account management Money transfers Expertise Insurance Other 2012 2011 26,908 4,473 4,615 2,475 2,067 1,179 4,606 25,061 10,173 1,978 225 1,590 836 3,847 Total fee and commission income 46,323 43,710 Fee and commission expense on: Debit cards Correspondent banks CBRT Interbank money market transactions Effective and future transactions Money transfers Other 1,365 1,146 763 121 7 2,711 1,185 626 712 127 20 763 Total fee and commission expense 6,113 3,433 40,210 40,277 Net fee and commission income 52 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 27 - TRADING GAINS AND LOSSES, NET 2012 2011 Trading securities Derivative financial transactions (6,503) (18,669) (8,350) 12,560 Net (Loss) / Income (25,172) 4,210 Net trading income from derivative financial instruments includes gains and losses from spot and forward contracts, options, futures, and swaps due to changes in interest rates. Net gains from investment securities amounting to TL 16,939 (2011: TL 4,052) comprise of net results on disposals of available for sale financial assets. NOTE 28 - OTHER OPERATING EXPENSES 2012 2011 123,615 99,700 Depreciation on property and equipment (Note 13) Amortisation of intangible assets (Note 12) 7,259 2,216 6,947 946 Depreciation and amortisation 9,475 7,893 Operational lease expenses Sundry taxes Marketing and advertisement costs Repair and maintenance expenses Other 19,766 10,513 4,751 1,178 26,654 16,824 7,897 2,247 897 26,602 General administrative expenses 62,862 54,467 195,952 162,060 Staff costs Total Reserve for employment termination benefit, accrual for unused vacation rights and provision for personnel bonus are included in the staff costs in the table above. NOTE 29 - IMPAIRMENT LOSSES ON LOANS AND CREDIT RELATED COMMITMENTS 2012 2011 Impairment losses on loans and receivables (Note 10) Impairment losses on credit related commitments (Note 20) (168,529) (13,372) (79,468) (4,389) Total (181,901) (83,857) 53 FINANCIAL TABLES 119 120 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 30 - ASSETS PLEDGED AND RESTRICTED The Group has the following assets pledged as collateral: 2012 2011 Assets Related liability Assets Related liability Trading securities (Note 8) Investment securities (Note 11) Other assets pledged (1) 439 1,364,566 13,180 430 1,435,563 - 25,580 474,956 27,545 25,089 633,751 - Total 1,378,185 1,435,993 528,081 658,840 (1) Other assets pledged are the collaterals given to the counter parties of the derivative financial instruments and other collaterals given. Held for trading and held-to-maturity securities whose total carrying amount is TL 1,365,005 as of 31 December 2012 (2011: TL 500,536) are pledged to banks and other financial institutions against funds obtained under repurchase agreements (Note 15 and Note 16). Total amount of funds obtained under repurchase agreements is TL 1,436,697 s of 31 December 2012 (2011: TL 658,840). Held for trading and held-to-maturity securities are also pledged to regulatory authorities for legal requirements and other financial institutions as a guarantee for stock exchange and money market operations. These are mainly the CBRT, ISE Settlement and Custody Bank and other financial institutions and amount to TL 242,406 (2011: TL 82,151). At 31 December 2012, the Group’s reserve deposits that are not available to finance the Group’s dayto-day operations amount to TL 230,065 (2011: TL 254,388). NOTE 31 - COMMITMENTS AND CONTINGENT LIABILITIES In the normal course of its activities, the Group undertakes various commitments and incurs certain contingent liabilities that are not presented in these financial statements, including letters of guarantee, acceptances and letters of credit. The following is a summary of significant commitments and contingent liabilities at 31 December. Legal proceedings Due to the nature of its business, the Group is involved in a number of claims and legal proceedings, arising in the ordinary course of business. The Group recognises provisions for such matters when, in the opinion of management and its professional advisors, it is probable that a payment will be made by the Group, and the amount can be reasonably estimated (Note 20). In respect of the further claims asserted against the Group ,which according to the principles outlined above, have not been provided for, it is the opinion of the management and its professional advisors that such claims are either without merit, can be successfully defended or will not have a material adverse effect on the Group’s financial position. 54 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 31 - COMMITMENTS AND CONTINGENT LIABILITIES (Continued) Credit related commitments The primary purpose of these instruments is to ensure that funds are available to a customer as and if required. Guarantees and standby letters of credit, which represent irrevocable assurances that the Group will make payments in the event that a customer cannot meet its obligations to third parties, carry the same credit risk as loans. Documentary and commercial letters of credit, which are written undertakings by the Group on behalf of a customer authorising a third party to draw drafts on the Group up to a stipulated amount under specific terms and conditions, are collateralised by the underlying shipments of goods to which they relate and therefore have significantly less risk. Cash requirements under guarantees and standby letters of credit are considerably less than the amount of the commitment. The total outstanding contractual amount of commitments to extend credit does not necessarily represent future cash requirements, since many of these commitments will expire or terminate without being funded. The following table shows the outstanding credit related commitments of the Group: 2012(1) Indefinite Not later than 1 year 1-5 years Over 5 years Total Letter of credits Letter of guarantees Acceptance credits 1,675,583 - 119,402 7,382 186,048 20,797 - 1,675,583 305,450 28,179 Total 1,675,583 126,784 206,845 - 2,009,212 2011(1) Indefinite Not later than 1 year 1-5 years Over 5 years Total Letter of credits Letter of guarantees Acceptance credits Other commitments 1,533,919 - 348,960 132,451 30,070 24,535 83,653 11,051 - 1,533,919 373,495 216,104 41,121 Total 1,533,919 511,481 119,239 - 2,164,639 (1) Based on original maturities, 55 FINANCIAL TABLES 121 122 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 32 - SEGMENT ANALYSIS The Group is organized into two main business segments which are organized and managed separately according to the nature of the products and services provided. Commercial Banking Investment Banking Other Group 359,662 49,352 - 60,047 5,182 926 (375) 3 419,334 54,534 929 (181,901) (183,123) (8,233) (4,388) - (181,901) (8,233) (187,511) 43,990 43,990 53,534 30 53,564 (372) (17,500) (17,872) 97,152 (17,470) 79,682 - - 1,597 1,597 43,990 53,564 (16,275) 81,279 Segment assets 5,128,601 2,521,248 242,657 7,892,506 Total assets 5,128,601 2,521,248 242,657 7,892,506 Segment liabilities Unallocated liabilities 4,087,630 - 2,428,752 - 775,214 600,910 7,291,596 600,910 Total liabilities 4,087,630 2,428,752 1,376,124 7,892,506 Commercial Banking Investment Banking Other Group 144,425 81,875 - 32,820 (1,761) 680 30,879 (540) 32 208,124 79,574 712 (82,901) 2,956 (110,628) (10,512) (19,825) (40,560) (82,901) (7,556) (171,013) 35,727 35,727 1,402 (602) 800 (10,189) (5,556) (15,745) 26,940 (6,158) 20,782 - - 103 103 35,727 800 (15,642) 20,885 Segment assets 4,439,389 1,920,093 41,964 6,401,446 Total assets 4,439,389 1,920,093 41,964 6,401,446 Segment liabilities Unallocated liabilities 3,714,055 - 1,849,813 - 330,352 507,226 5,894,220 507,226 Total liabilities 3,714,055 1,849,813 837,578 6,401,446 2012 Net interest income (1) Net fees and commission income and other operating income (1) Dividend income (Provisions for)/ recoveries from impairment loan receivables (1) Trading gain / loss Other operating expenses (1) Profit before income tax Tax provision Profit from after income tax Non-controlling interest Net profit Asset and liabilities 2011 Net interest income (1) Net fees and commission income and other operating income (1) Dividend income (Provisions for)/ recoveries from impairment loan receivables (1) Trade gain / loss Other operating expenses (1) Profit before income tax Tax provision Profit from after income tax Non-controlling interest Net profit Asset and liabilities (1) Classification differences with income statement exist since business reporting of the Bank was used. 56 ABANK AT A GLANCE CORPORATE GOVERNANCE FINANCIAL INFORMATION ADDITIONAL INFORMATION ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 33 - RELATED PARTY TRANSACTIONS Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions, The Group is controlled by Anadolu Endüstri Holding A.Ş. owning 77.71% of the ordinary shares. A number of transactions were entered into with related parties in the normal course of business. (i) Balances with related parties: 2012 2011 Total Share in total % Total Share in total % Loans and advances to customers, net 47,272 0.92 5,439 0.13 Total assets 47,272 Due to customers Obligations under finance leases 430,179 - Total liabilities 430,179 Credit related commitments 95,987 Total commitments and contingent liabilities 95,987 5,439 10.32 - 776,186 356 21.03 100 776,542 4.78 95,571 4.42 95,571 (ii) Transactions with related parties: 2012 2011 Total Share in total % Total Share in total % Interest income on loans and advances to customers Commission income on credit related commitments 2,957 1,971 0.34 4.25 1,612 1,741 0.31 3.98 Total interest and fee income 4,928 Interest expense on deposits Other operating expense 55,112 2,375 Total interest and fee expense 57,487 (iii) 3,353 18.28 1.21 44,336 1,625 20,66 0.96 45,961 Balances with directors and other key management personnel: Included in the tables above are the following balances with directors and other key management personnel: 2012 23 14,248 3,767 Loans and advances to customers, net Due to customers Interest expense on deposits 2011 53,297 3,273 Salaries and other benefits paid to the Group’s key management approximately amount to TL 10,636 as of 31 December 2012 (2011: TL 8,276). 57 FINANCIAL TABLES 123 124 ABank 2012 ANNUAL REVIEW ALTERNATİFBANK A.Ş. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Amounts expressed in thousands of Turkish Lira (“TL”) unless otherwise stated.) NOTE 34 - ASSETS UNDER MANAGEMENT At 31 December 2012, the Group manages 6 (2011: 6) mutual funds which were established under Capital Markets Board Regulations. At 31 December 2012, the Funds’ investment portfolio mainly includes government bonds, treasury bills and share certificates amounting to TL 43,961 (2011: TL 39,011). In accordance with the Funds’ statute, the Group purchases and sells marketable securities for the Funds, markets their participation certificates and provides other services and charges management fees ranging from 0,003% to 0,010% (2011: 0.005% to 0.010%). At 31 December 2012, management fees earned by the Group amounted to TL 541 (2011: TL 1,522). NOTE 35 - POST BALANCE SHEET EVENTS 1) On 24 December 2012, it was announced that Anadolu Endustri Holding A.Ş., the majority shareholder of the Bank, has begin negotiations with Commercial Bank of Qatar for the sale of a majority stake in the Bank. The discussions regarding the sale of the shares which represents 75% of total share capital of the Bank are ongoing and details of the deal have not been finalised yet. However, it is expected that the negotiations will be finalised within March 2013. 2) On 16 January 2013, the Bank finalised a bond issuance of TL 100,000 with 175 days maturity and the bond has been sold to qualified investors without public offering. 3) On 16 January 2013, the Bank finalised another bond issuance of TL 50,000 with 728 days maturity and the bond has been sold to qualified investors without public offering. 4) Alternatif Portföy Yönetimi A.Ş. was established with a paid in capital of TL 1,000 and registration of incorporation was declared in the Trade Registry on 1 February 2013. Alternatif Portföy Yönetimi A.Ş. is wholly owned by Alternatif Yatırım A.Ş. In the forthcoming days, following the registration, all required applications will be made to Capital Markets Board of Turkey for operational permissions. 5) On 19 February 2013, the Bank has applied to Capital Markets Board of Turkey for a bond issuance of TL 100,000 with 371 days maturity. Furthermore, the Bank has signed an intermediation agreement with Alternatif Yatırım A.Ş. regarding the related bond issuance. ………………………… 58 Contents ABANK AT A GLANCE ABank in Brief . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 02 Vision, Mission and Working Principles . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 06 Financial Highlights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Message from the Chairman . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .16 Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 Message from the CEO . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 Senior Management . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 Activities in 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 International Financial Institutions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 40 Market Position . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 42 Research and Development Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 MANAGEMENT AND CORPORATE GOVERNANCE Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 Information on Human Resources Implementations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46 Organization Structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48 FINANCIAL INFORMATION AND RISK MANAGEMENT Risk Management Policies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49 ADDITIONAL INFORMATION Anadolu Group in Brief . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 50 Anadolu Group Financial Subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52 ABank Financial Subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 AYatırım . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 Alternatif Yatırım Ortaklığı . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53 Financial Tables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 Directory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56 Alternatifbank A.Ş. Consolidated Financial Statements Together With Auditor’s Report 31 December 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 61 ABank 2012 ANNUAL REVIEW ABank 2012 ANNUAL REVIEW The first letter of growth Head Office: Cumhuriyet Cad. No: 46 34367 Şişli/Istanbul-TURKEY T: +90212 315 65 00 F: +90212 225 76 15 www.abank.com.tr