8.91 AAA(Trk)/a (STABLE)

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1 Corporate Governance Score & Outlook Corporate Governance Rating Report This Report has been prepared by JCR-ER in compliance to the regulations of Capital Market Board of Turkey Shareholders Public Disclosure & Transparency Stakeholders Board of Directors 8.91 AAA(Trk)/a (STABLE) 8.83 AAA(Trk)/a () 9.04 AAA(Trk)/aa () 8.51 AAA(Trk)/a () 9.05 AAA(Trk)/aa () Analyst: Ceyhun KIR/ Analyst: Gökhan İYİGÜN/ Trade Name Address Chairman CEO Investor Relations Web Company Information IŞ YATIRIM MENKUL DEGERLER A.Ş. İş Kuleleri-2 Kat: Levent Beşiktaş/ISTANBUL Mr. İlhami KOÇ Mr. A. Erdal ARAL Deputy CEO, Ms. Çağlan Mursaloğlu Head of IR, Mr. Ozan Altan IR Specialist, Mr. Alper Alkan Phone: İŞ YATIRIM MENKUL DEĞERLER A.Ş. TURKEY Revised Report Brokerage House F i n a n c i a l D a t a 2013* 2012* 2011* 2010* 2009* Total Assets (000 USD) 2,316,544 2,343,855 1,621,751 1,746,684 1,706,961 Total Assets (000 TRY) 4,935,166 4,166,436 3,063,325 2,685,702 2,538,764 Equity (000 TRY) 917, , , , ,464 Net Profit (000 TRY) 125, ,364 84,893 98, ,131 Sales (000 TRY) 344, , , , ,829 Net Profit Margin (%) ROAA (%) ROAE (%) Equity / Total Assets (%) Net Working Capital / T. Assets (%) Debt Ratio (%) Asset Growth Rate (%) *end of year Overview İş Yatırım Menkul Değerler A.Ş. (referred hereinafter as İş Yatırım or the Company), established by T. İş Bankası A.Ş. in 1996, is an investment company which offers the services of local and international brokerage, investment advisory, portfolio management and corporate finance. Beginning trading on the BIST (Borsa Istanbul) in 2007, 29.32% of the Company s shares are publicly traded while the remaining shares are owned by T. İş Bankası A.Ş. and its subsidiaries. The Company has 6 subsidiaries, two of which operate abroad and two are traded on the BIST. The Company, having a widespread service network of 11 branches, 5 representative offices and T. İş Bankası A.Ş. branches utilized as its agencies, employs a staff force of 406. As a leading institution in terms of both market share and transaction volume for years, İş Yatırım is the market s leader with market share of 8.4% in terms of transaction volume of equity market as of the end of Board of Directors consists of 9 members, two of them are independent, and two of them women and 7 of the members are determined by İşbank and elected from among the experienced managers working in the relevant capital market departments of the Bank. The audit, Risk and Corporate Governance committees exist within scope of the board. Strengths Board members and top managers were provided assurance with liability insurance Well organized the Investors Relation Department and sufficient activities Utilization of Company website as an effective transparency platform in Turkish and English Exiting the sufficient risk management system High qualifications of the Board members and senior management in terms of education and track record Constraints A group share privilege to determine majority of the Board members Absence of internal regulations to broaden the exercise of minority rights beyond the current legislation, Lack of disclosure of senior management s remunerations per person Absence of an objective performance evaluation method for the Board members Publication Date: September 05, 2014 Global Knowledge supported by Local Experience Copyright 2011 by JCR Eurasia Rating. 19 Mayıs Mah. 19 Mayıs Cad. Nova Baran Plaza No:4 Kat: Şişli /İST Telephone: Fax: +90 (212) Reproduction is prohibited except by permission. All rights reserved. All of the information has been obtained from sources JCR ER believes are reliable. However, JCR-ER does not guaranty the truth, accuracy, adequacy of this information. A JCR ER Rating is an objective and independent opinion as to the creditworthiness of a security and issuer, not a recommendation to buy, hold, sell any security and to issue a loan. This rating report has been composed within the frameworks of SPK (Capital Markets Board of Turkey) regulations and internationally accepted rating principles and guidelines.

2 BROKERAGE HOUSE 1- Executive Summary and Rating Rationale This revised report was prepared in light of JCR Eurasia Rating s original methodological procedures in accordance with the Corporate Governance Principles (the code) set by the Capital Market Board (CMB) and states the Company s level of compliance with corporate governance principles as of September The Capital Market Board s Corporate Governance Principles were first published in Important revisions and changes were made at the beginning of 2012 and again in January 3, 2014, as detailed in the Communiqué II-17.1 (accessible on An additional important change regarding the method of calculation of compliance notes was made in the beginning of Based on the recent CMB legislation, the new scoring methodology consists of two stages in which companies given a base and full score. In the new system, companies are first assigned a base score of a maximum of 85 points determining their compliance with the rules and practices outlined in the Code. In the second stage, an additional 15 points may be awarded depending on the efficient implementation and value creation achieved through practices exceeding those in the articles. Practices not stated in the Code but determined by JCR Eurasia Rating as best governance practices are also considered as criteria in assigning the additional points. The code consists of four main section; Shareholders, Public Disclosure and Transparency, Stakeholders and Board of Directors. These main sections coefficients, which were determined by the CMB, have been recently changed as below; Shareholders: 25% Public Disclosure and Transparency: 25% Stakeholders: 15% Board of Directors: 35% These coefficients were 25%, 35%, 15% and 25%, respectively, in the previous reports. Subject to the preservation of integrity of regulations by the CMB and compliance with the limitations thereof, this report also covers such topics as implementations regarding Outlook determinations and Financial Efficiency analyses all of which exist in JCR Eurasia Rating s original methodological structure. Findings and assessments within the content of the report are based on information and documents disclosed by the Company to the public through various channels and also submitted to JCR Eurasia in writing and verbally, as well as reports and statistics by the CMB and Central Registry Agency (CRA). In compliance with changes in the Corporate Governance Ratings Methodology was made by CMB, JCR Eurasia Rating has revised and announced the compliance notes and outlooks of Is Yatirim in March 3, Details of the adjusted notes can be seen in the table below. Fields Numerical Value Shareholders 8.54 Public Disclosures and Transparency 9.04 Stakeholders 8.51 Board of Directors 8.96 Overall 8.81 March 03, 2014 Convergence Notch Degree Outlook Level a Distinctive Superior Through the analysis of JCR ER s original methodology, the general compliance level of the Company with corporate governance principles as of September 2014 and the corresponding levels within the JCR ER s notation have been determined as follows; Numerical value is 8.91, Convergence Level AAA(Trk) representing the category of Distinctive Compliance, Notch degree (a) representing the category of Excellent, Outlook () Distinct levels of 4 main categories regarding compliance with the corporate governance principles are exhibited in the following table. Overall score has been assigned based on weightings assessed for these 4 categories by CMB regulations. Fields September 05, 2014 Numerical Value Shareholders 8.83 Public Disclosures and Transparency 9.04 Stakeholders 8.51 Board of Directors 9.05 Overall 8.91 Convergence Notch Degree Outlook Level a Distinctive Superior a Distinctive Superior JCR ER s notation system may be viewed at: İş Yatırım Menkul Değerler A. Ş. 2

3 NON-FINANCIAL According to the current shareholder structure disclosed on the Company s website, T. İş Bankası A.Ş. is the major shareholder, holding a 65.7% share. Additionally, T. İş Bankası A.Ş. holds 150,000 shares with the privilege of determining the majority of the Board members. Of the other remaining shares, İş Factoring owns 2.4%, İş Leasing 2.4% and 0.2% Cam İş Yatırım Holding, while 29.3% are publicly traded. The Company s consolidated subsidiaries are given in Table: 2 in the Appendices. Shares of İş Girişim and İş Yatırım Ortaklığı, which offer financial services locally and internationally, are publicly traded while two other companies are located outside Turkey. Corporate Governance Overall Results 8,91 AAA (Trk)/a Outlook (Corporate Governance): JCR-ER believes that İş Yatırım will maintain its high level of compliance during the 12 month monitoring period following the publication of the revised report. For this reason, the Company Outlook has been determined as for this rating period. 2. Company Overview İş Yatırım was established in 1996 by the major shareholder T. İş Bankası A.Ş. to offer services of intermediation in local and international financial markets. The company offers the services of brokerage of securities traded in secondary markets, investment advisory, portfolio management and corporate finance. The Company, breaking new ground in the capital markets following its establishment, offered nearly 30% of its shares in 2007 to the public and its shares began trading on the Borsa Istanbul (BIST-). Currently, 29.3% of the Company s shares are publicly traded. With regard to 1H2014 financial statements, the Company, with an asset size of TL4,972 bn, had equity in the amount of TL908 mn and a net profit of TL57 mn. Key balance sheet items and ratios can be found in first page. İş Yatırım also has the largest amount of paid-in capital at TL332 mn. The Company has 11 branches in the cities of Istanbul, Ankara, Izmir, Bursa, Adana and Antalya and 5 representative offices in Kazakhstan, Istanbul, Mersin, Kırıkkale, and Diyarbakır. In addition, more than 1,300 İşbank branches in Turkey also act as agencies of İş Yatırım. The Company has maintained an uninterrupted leading position in the stock market since 2003 and in the derivatives market since its establishment in 2005 through its widespread service network. A workforce of 406 was employed as of July, İş Yatırım s Board consists of 9 members. There are two independent and two women members in the Board. Currently, 7 of the members are determined by İşbank and elected from among the experienced managers working in the relevant capital market departments of the Bank. Detailed information on the Board is presented in Table: 3. The General Manager and 7 Assistant General Managers compose the top level management of the Company. 3. Shareholders The Company s Shareholder score has been raised to 8.83 from Appointment of Ozan Altan, who is manager in Investors Relation Department, a member of the corporate governance Committee and effective activities performed by this department have been effective in this increase. The company s level in this section and their corresponding notes are outlined below; Numerical value is 8.83, Convergence Level AAA(Trk) representing the category of Distinctive Compliance, Notch degree (a) representing the category of Excellent, Outlook () İş Yatırım Menkul Değerler A. Ş. 3

4 NON-FINANCIAL Shareholders Results 8,83 AAA (Trk)/a Activities carried out during the monitoring period in the Shareholder field: Mr. Ozan Altan who has three licenses from CMB and is manager of the investor relations department was appointed as the member of corporate governance committee in A road show was organized by the Investor Relations Department on April 10-11, 2014 in London and attended by foreign institutional investors. Additionally, the department held a conference in Istanbul for portfolio management companies. The 2013 general meeting was held on March 25, 2014 at İş Kuleleri Kule-1 4.Levent Beşiktaş, İSTANBUL. The meeting was observed by a JCR-ER analyst and the works undertaken by the Company were closely observed prior, during and following the meeting. Pre-meeting preparations, announcements and invitations were carried out by the Investor Relations Department according to the Code. Within the framework of democratic principles, all shareholders were treated equally, the Company s 2013 activities were outlined, all shareholders were given the right to address each agenda item and voting was done by an open show of hands during the meeting. Following the meeting, the relevant documents were disclosed to investors on the Company s internet site. Shareholders, stakeholders and prospective investors were regularly informed by the investor relations department via the web site, , teleconference, PDP (public disclosure platform) and e-governance platform of Central Registry Agency. Additionally, the managers of the department responded questions and inquiries received by telephone from the shareholders and stakeholders. No complaints were made by the shareholders in the observation period. No shareholders have canceled any agreement or opened any lawsuit against the Company. No findings of discrimination against any shareholder were found. The company realized a net profit of TL in 2013 and the decision to distribute TL as the cash and TL as the stock dividend of this to shareholders was made in the general meeting on March 25, The dividend distribution table was disclosed to the public via the company s website and the PDP following the general meeting. Outlook JCR-ER is of the opinion that the Company will maintain its level of compliance with Code in the Shareholders field during the following monitoring period. For this reason, the Outlook for this section has been determined as. 4. Public Disclosure and Transparency In this important section focusing on the disclosure of information and documents needed by shareholders and stakeholders while protecting trade secrets. The Company s level in this field and their corresponding notes are outlined below; Numerical value of 9.04, Convergence Level AAA(Trk) representing the category of Distinctive Compliance, Notch degree (aa) representing the category of Superior, Outlook () Public Disclosures & Transparency Results 9,04 AAA (Trk)/aa Activities carried out during the monitoring period in this field: İş Yatırım disclosed 75 notifications to the Public Disclosure Platform (PDP) in the monitoring period. Following these disclosures, the Company was not delisted on the BIST and no additional information was requested. The Company s quarterly financial statements were released to the public within the period specified by CMB legislation and posted on its internet site. The company s website is kept up to date in Turkish and English. A link to the PDP is included. Significant improvements in the Company s organizational structure and operations are published in a timely manner. The company publishes quarterly activity reports that include compliance report with the code. The 2013 annual report was also published with high compliance level with the code. İş Yatırım Menkul Değerler A. Ş. 4

5 NON-FINANCIAL The Company s 2013 financial tables were audited by the independent audit firm Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş KPMG. There is no conflict interest with the audit firm. Outlook JCR-ER is of the opinion that the Company will maintain its level of compliance with Code in the Public Disclosure and Transparency field during the upcoming monitoring period. For this reason, the Outlook for this section has been determined as. 5. Stakeholders With the exception of upper-level managers, a company s employees, customers, suppliers, creditors, public authorities and the public in general are considered stakeholders of an institution. The rules and practices in this main section primarily aim to secure the rights of stakeholders, facilitate the exercise of their rights and thus to maximize their contributions to the institution. The Company s level in this field and their corresponding notes are outlined below; Numerical value of 8.51, Convergence Level AAA(Trk) representing the category of Distinctive Compliance, Notch degree (a) representing the category of Excellent, Outlook () in employee rights was observed during these developments. Four lawsuits were filed by the customers against the Company. These are currently ongoing. No lawsuits were filed against the Company by suppliers. Within the scope of social responsibility, the Company granted the amount of TL1.500 out of the 2013 profit to Türk Eğitim Vakfı. Outlook JCR-ER is of the opinion that during the following monitoring period the Company will maintain its level of compliance with the code in the Stakeholders field. For this reason, the Outlook for this section has been determined as. 6. Board of Directors This section consists of the board functions, qualifications, duties, powers and responsibilities of its members and upperlevel managers, and the rules and practices related with established systems for effective supervision and control. The company s compliance in the field of Board of Directors was increased to 9.05 from Provided assurance with liability insurance to board members and top managers have been effective in this increase. The company s level in this field and their corresponding notes are outlined below: Numerical value is 9.05, Convergence Level AAA(Trk) representing the category of Distinctive Compliance, Notch degree (aa) representing the category of Superior, Outlook () Stakeholders Results 8,51 AAA(Trk)/a Activities carried out during the monitoring period in the Stakeholders field: One lawsuit that was opened by an employee was concluded against the Company by an employee in the monitoring period. İş Yatırım hired 54 new employees, 60 employees left the company and 7 employees retired. No loss Board of Directors Results 9,05 AAA(Trk)/aa İş Yatırım Menkul Değerler A. Ş. 5

6 NON-FINANCIAL Activities carried out during the monitoring period in this field: Board members and top managers were provided assurance with liability insurance by the Company. At the general meeting held on March 25, 2014 the shareholders approved the 2013 activities of the Board of Directors. Mr. Sezai Sevgin was elected as the new member to the Board replacing Mr. Ahmet Baş in the general meeting. Mr. Mete Uğurlu was appointed as a board member replacing Mr. Tolga Achim MÜLLER by the Board of Directors until next general meeting in These changes were disclosed in a timely manner to the PDP. Mr. Rıfat Cenk Aksoy was appointed as new the Assistant General Manager in July 02, Seven Board of Director meetings were held in year to date. All Board of Director Meeting preparations, applications and follow-ups were handled in accordance to Corporate Governance principles. The Corporate Governance Committee held 5, the Audit committee 7 and the Risk committee 7 meetings in the monitoring period. Recommendations made in these meetings were presented to the Board. Under these licenses, Iş Yatırım carries on the following activities; Public offering intermediation in primary markets, Repurchase and reverse repurchase of capital market instruments, Portfolio management (individual and institutional investors, mutual funds, etc.), Investment advisory and M&A consultancy Credit and derivative trading intermediation. Leveraged FX Trading - Market Maker Iş Yatırım s market share amongst brokerage houses in terms of asset size rose to 29.40% at the end of 2013 from 11.75% in Outlook JCR-ER is of the opinion that the Company will maintain its level of compliance with Code in the Board of Directors field during the following monitoring period. For this reason, the Outlook for this section has been determined as. 7. Financial Efficiency İş Yatırım which is the biggest brokerage company in Turkey currently has the following authorizations, obtained from the CMB. Brokerage Authorization Licenses Obtained from CMB Public Offering Intermediation Repo - Reverse Repo Portfolio Management Investment consultancy Credit Operations Permit Derivatives Trading Intermediation TAASA (Overseas) (VOBAŞ) Leveraged FX Trading-Market Maker Iş Yatırım s market shares in terms of trading volume are shown in the table below, which indicate its extent and effectiveness across most of the transaction types. Market Shares (In terms of transaction volume) Markets and Activities Equity Market Volume 7.9% 6.9% 7.3% 7.6% 8.4% Fixed Income Securities Trading Volume* 12.9% 20.0% 10.2% 12.4% 6.8% Turkish Derivatives Exchange Trading Volume 13.2% 11.5% 12.6% 14.8% 13.5% Eurobond Trading Volume 0.9% 0.3% 0.2% 0.2% 0.3% *Among Brokerage Houses With an asset size of TRY4,94 bn according to the end of 2013 data, Iş Yatırım is Turkey s largest brokerage house. İş Yatırım Menkul Değerler A. Ş. 6

7 NON-FINANCIAL 8. Appendix (3 Tables) The Company s profitability trend has followed a generally fluctuating yet downward course, despite being above general reference values, in connection with Turkey s conditions. The Company s equity level continues to increase at a level necessary to meet the required funding needs for the continuance and development of İş Yatırım s compliance with corporate governance principles. As a result, high levels of İş Yatırım s equity capital structure, asset quality and internal profit generation capacity are maintained and these contribute to the sustainability and improvement of compliance level with the corporate governance principles. İş Yatırım Menkul Değerler A. Ş. 7

8 BROKERAGE HOUSE Table:1 İŞ YATIRIM MENKUL DEĞERLER A.Ş. SHAREHOLDING STRUCTURE Years August,2014 TL (000) USD (000) ,000 Shareholders Share Share Share Share Share İş Bankası A.Ş. (A Group) 0,08% 0,08% 0,05% 0,05% 0,05% İş Bankası A.Ş. (B Group) 65,58% 65,57% 65,60% 65,60% 65,60% Publicly Traded (B Group) 29,31% 29,31% 29,32% 29,32% 29,32% Other (B Group) 5,04% 5,04% 5,03% 5,03% 5,03% Total 100,00% 100,00% 100,00% 100,00% 100,00% İş Yatırım Menkul Değerler A. Ş. 8

9 BROKERAGE HOUSE Table: 2 AFFILIATES AND SUBSIDIARIES as of September 2014 Consolidated Subsidiaries Head Quarters Fields Of Activities Interest Share % Acquisition Date Efes Varlık Yönetim A.Ş. Turkey Asset Management İŞ Girişim Sermayesi Yat. Ortaklığı A.Ş. Turkey Private equity İş Portföy Yönetimi A.Ş. Turkey Portfolio management İş Yatırım Ortaklığı A.Ş. Turkey Investment trust Maxis Securities Ltd. United Kingdom Securities brokerage Is Investments Gulf Ltd. Dubai Securities brokerage İş Yatırım Menkul Değerler A. Ş. 9

10 BROKERAGE HOUSE Table: 3 BOARD OF DIRECTORS Name Task Profession Election Date Experience Education (Years) Executive/Non Executive Independent/Not Independent Committee Membership İlhami KOÇ Chairman Banker Graduate Non Executive Not Independent Feray DEMİR Vice- Chairwoman Banker Graduate Non Executive Not Independent Volkan KUBLAY Member Banker Graduate Non Executive Not Independent Corporate Governance and Risk committees member Sezai SEVGİN Member Banker Graduate Non Executive Not Independent Işıl DADAYLI Member Banker Graduate Non Executive Not Independent Mete UĞURLU Member Insurance Graduate Non Executive Not Independent Özgür TEMEL Member Banker Master Degree Non Executive Not Independent Abdullah AKYÜZ Member Manager Master Degree Non Executive Independent Audit Committees member Behzat YILDIRIMER Member Banker Graduate Non Executive Independent Audit, Corporate Governance and Risk Committees chairman İş Yatırım Menkul Değerler A. Ş. 10

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