DOĞUŞ GROUP ANNUAL REPORT

Transcription

1 ANNUAL REPORT 14

2

3 DOĞUŞ GROUP ANNUAL REPORT

4

5 CONTENTS DESCRIPTION PAGES Doğuş Group Structure 6 Operational Map 8 Financial and Operational Highlights 10 Consolidated Financial Information by Segments 12 Corporate Profile 13 Doğuş Holding and its Functions 14 Corporate Risk Management and Internal Audit 17 Doğuş Group s Approach toward its Stakeholders 19 Credit Ratings 20 Message from the Chairman 21 Members of the Board of Directors 23 Committees Subject to the Board of Directors 26 Message from the CEO 27 Financial Services 30 Automotive 48 Construction 54 Media 64 Tourism and Services 74 Real Estate 94 Energy 104 F&B 108 New Initiatives 113 Corporate Social Responsibility 127 Consolidated Financial Statements 143

6 DOĞUŞ GROUP STRUCTURE AUTOMOTIVE CONSTRUCTION MEDIA BANKING & FINANCIAL SERVICES DOĞUŞ GROUP GROUP FINANCIAL SERVICES SERVICES AUTOMOTIVE CONSTRUCTION MEDIA MEDIA TOURISM TOURISM AND

7 DOĞUŞ GROUP 2014 ANNUAL REPORT TOURISM & SERVICES AND SERVICES REAL REAL REAL ESTATE ESTATE ESTATE ENERGY ENERGY ENERGY F&B F&B NEW F&B NEW INITIATIVES INITIATIVES 7 NEW INITIATIVES CORPORATE CORPORATE RESPONSIBILIT RESPONSIBILIT Y Y

8 OPERATIONAL MAP AMERICA 1. USA d.ream Partnerships EUROPE 2. BULGARIA Doğuş Construction EODD Doğuş Construction Bulgaria Branch Doğuş Construction Representative Office 3. CROATIA D-Marin D-Hotels & Resorts 4. GERMANY Garanti Bank Representative Office GBI Representative Office Doğuş Media Group GMBH Euro.message Deutschland GMBH 5. GREECE D-Marin Partnerships 6. ITALY D-Hotels & Resorts 7. LUXEMBURG Garanti Bank Branch 8. MALTA Garanti Bank Branch 9. ROMANIA Garanti Bank Romania - Headquarters & 84 Branches SC Motoractive Credit SA Ralfi IFN SA 10. SWITZERLAND GBI Representative Office D-Auto Suisse SA Doğuş SA - Geneva 11. THE NETHERLANDS GBI Headquarters D-Marin Investments Holding BV d.ream International BV 12. TURKISH REPUBLIC OF NORTHERN CYPRUS Garanti Bank - 6 Branches 13. UK Garanti Bank Representative Office d.ream Partnerships 14. UKRAINE GBI Representative Office Doğuş Construction L.L.C. Doğuş Construction Representative Office AFRICA 15. LIBYA Doğuş Construction Libya Branch 16. MOROCCO Doğuş Construction SARL Doğuş Construction Morocco Branch DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

9 DOĞUŞ GROUP 2014 ANNUAL REPORT 9 ASIA 17. AZERBAIJAN d.ream Franchise 18. CHINA Garanti Bank Representative Office d.ream Partnerships 19. IRAQ D-Auto L.L.C. 20. KAZAKHSTAN Doğuş Kazakhstan Branch Doğuş L.L.C. 21. OMAN Doğuş Construction Oman L.L.C. 22. QATAR Doğuş Construction L.L.C. 23. RUSSIA GarantiBank Moscow - Headquarters d.ream Franchises Doğuş Avenu L.L.C. - Crate and Barrel 24. SAUDI ARABIA Doğuş Construction Saudi Arabia Branch 25. THAILAND d.ream Partnerships 26. UNITED ARAB EMIRATES Doğuş Management Services Ltd. d.ream Partnerships REIDIN Headquarters AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

10 FINANCIAL AND OPERATIONAL HIGHLIGHTS KEY FINANCIAL INDICATORS (TL THOUSAND) ROE RESTATED * ROE 27.3% 6.9% 6.9% 1.2% 1.2% TOTAL ASSETS TOTAL SHAREHOLDERS' EQUITY REVENUES NET PROFIT FOR THE YEAR GROSS PROFIT PROFIT BEFORE NET FINANCE COST PRINCIPAL PERFORMANCE RATIOS (%) ROE RESTATED * GROSS PROFITABILITY 25.7% 25.4% 11.7% 12.5% 11.4% NET PROFITABILITY 27.1% 6.8% 11.2% 1.5% 0.6% ROA- RETURN ON ASSETS 5.3% 1.3% 4.2% 0.6% 0.2% ROE- RETURN ON GROUP EQUITY 27.3% 6.9% 6.9% 1.2% 0.6% * Effective from 1 January 2013, the Group has adopted the new reporting standard (IFRS 11- Joint Arrangements). The proportionate consolidation method applied to the Group s interest in joint ventures is replaced by the equity method effective for annual periods beginning on or after 1 January Therefore, key financial indicators for 2012 are restated for comparative presentation. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

11 DOĞUŞ GROUP 2014 ANNUAL REPORT 11 KEY FINANCIAL INDICATORS (TL THOUSAND) BANKING AND FINANCE RESTATED * SEGMENT ASSETS TOTAL INTEREST AND COMMISSION INCOME AUTOMOTIVE RESTATED * SEGMENT ASSETS REVENUE CONSTRUCTION RESTATED * SEGMENT ASSETS REVENUE MEDIA RESTATED * SEGMENT ASSETS REVENUE TOURISM AND SERVICES RESTATED * SEGMENT ASSETS REVENUE ENERGY RESTATED * SEGMENT ASSETS REVENUE F&B RESTATED * SEGMENT ASSETS REVENUE OTHER INDUSTRIAL SEGMENTS RESTATED * SEGMENT ASSETS REVENUE * Effective from 1 January 2013, the Group has adopted the new reporting standard (IFRS 11- Joint Arrangements). The proportionate consolidation method applied to the Group s interest in joint ventures is replaced by the equity method effective for annual periods beginning on or after 1 January Therefore, key financial indicators for 2012 are restated for comparative presentation. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

12 CONSOLIDATED FINANCIAL INFORMATION BY SEGMENTS TOTAL ASSETS BY SEGMENT % Others Financial Services 26% 6% 12% F&B 6% Energy Tourism and Services Automotive Media 6% Construction 10% 6% TOTAL REVENUE BY SEGMENT 2014 Others Tourism 2% 5% F&B 3% Energy 1% 74% Automotive Media 7% Construction 8% DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

13 DOĞUŞ GROUP 2014 ANNUAL REPORT 13 CORPORATE PROFILE Founded in 1951, Doğuş Group has been taking its place among the leading business conglomerates of Turkey. The Group is a corporate leader in the region. Doğuş Group is active in eight core businesses: financial services, automotive, construction, media, tourism and services, real estate, energy and F&B. In addition, the Group sustains its growth with new investments in the areas of technology, sports and entertainment. Doğuş Group utilizes a management style that is both customerfocused and productivity-centered. While it is formed through material gains, it embodies a strong corporate citizenship approach which is at the center of all business practices of the Group and which benefits the entire society. In line with this approach, the Group implements several corporate responsibility and sponsorship projects, with a special focus on child development, education, environment, culture-arts and sports. Doğuş Group always provides its services based upon the principles of customer satisfaction and trust. As a result of this approach, the Group has created reputable brands with global standards and has been representing Turkey worldwide. To become a leading regional player, the Group builds alliances with local and international partners towards its growth strategy. The Group has contributed to this process by creating a synergy with global partners including the following: BBVA (Banco Bilbao Vizcaya Argentaria, S.A.) in finance, Volkswagen AG and TÜVSÜD in automotive, CNBC and Condé Nast in media, Hyatt International Ltd. and HMS International Hotel GmbH (Maritim) in tourism, Latsis Group, Kiriacoulis Group and Adriatic Croatia International (ACI) Group in marine, and the International Azumi Group in the food & beverage industry. Standing out as a pioneer of change, Doğuş Group is always ready to adapt to the developments around the world. In line with this adaptation strategy, the Group also has the advantage of capitalizing on its broad range of experience and collaborations. By signing partnership agreements with the leading companies, Doğuş Group signals its intention to accelerate its investments throughout the world. Doğuş Group is aware of its responsibilities and acts in accordance with a vision that includes leading by example and contributing to economic development. The Group plays a significant role in the Turkish economy by creating numerous employment opportunities and generating high levels of business volume. The Group s Corporate Social Responsibility Strategy; is to support economic, social and environmental development and increase the level of prosperity by creating innovative and sustainable business models in every sector and region. Doğuş Group has more than 250 companies and around 50,000 employees. The Group has created strong customer loyalty while building brand value with its high-tech infrastructure. Doğuş Group continues contributing to Turkey s ongoing process of transformation and innovation. Utilizing its global perspective, world-class brands, and noteworthy partnerships, the Group s vision particularly with regard to services is a valuable asset to Turkey. The Group is able to maximize the value of its brands by utilizing the highest quality human resources and the most advanced technology to maintain the high standards that have made it a regional leader in the services sector. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

14 DOĞUŞ HOLDING AND ITS FUNCTIONS DOĞUŞ HOLDING It is the mission of Doğuş Holding to fulfill steering, coordination, control and audit functions, as well as to generate value for the Group and its companies, monitor activities of the Group companies on behalf of the shareholders, and perform the financial audit and administer control systems. Doğuş Holding aims to create competitive companies that put regional growth at the focal point of their operations. In the management of its subsidiaries, Doğuş Holding is committed to fulfilling the following responsibilities: Updating the Group s strategy along with the changing investment climate and steering the Group companies in line with the predetermined strategy. Ensuring generation of sufficient financial resources to realize the Group s long-term vision. Formulating and managing corporate initiatives so as to enable the Group to adapt in the quickest manner possible to the developing and evolving business environment. Leading the creation and management of strategic alliances and corporate partnerships. Providing communication among the Group companies and identifying opportunities that will result in synergies. Coordinating and consolidating the financial and corporate reporting of Group companies. Ensuring optimum use of technology, knowledge and human resources across the Group. Formulating and maintaining corporate values and communicating them within and outside the Group. Instilling an awareness of social responsibility and corporate citizenship. Implementing the ERM (Enterprise Risk Management) approach to assure that the business risks undertaken by the Group companies are aligned with shareholders risk appetite. HOLDING FUNCTIONS Corporate Communications The Corporate Communications Department is responsible for Doğuş Group s reputation management through the means of strategic communication tools, media relations, social responsibility projects and sponsorship activities. The Department is also responsible for the coordination of the internal communications among Doğuş Group companies and the Group s external communication tools including the annual report, corporate responsibility report, and the Group s website. Finance and Financial Reporting The Finance Department is responsible for relations with local and foreign financial institutions in tandem with the financing needs of Doğuş Holding and other Group companies (excluding the finance sector), cash flow and asset management, coordination of market risks as well as rating process management, and project finance requirements of the nonfinancial segment of Doğuş Group. The Financial Reporting Department is mainly responsible for the preparation of consolidated financial statements, management reports and projections in accordance with Turkish and International Financial Reporting Standards, and monitoring and reporting of deviations from business line budgets. The Group planning and budgeting process is monitored. Group Reporting System convergence projects are also carried out by the Department. Financial Affairs and Accounting The Financial Affairs and Accounting Department is responsible for organizing the accounting records in accordance with tax legislation and within the framework of a single-form accounts plan, preparing and controlling of all monthly, quarterly and annually tax returns, preparing and submitting the financial reports (quarterly P&L, balance sheet, reconciliations and other reports as required) to the authorities. The Department is liable for the approval of the invoices in line with the manual of the Company, and following up their maturity dates. It also has the responsibility of providing assistance in terms of tax accountability, relations with tax authorities, intercompany relations, and financial activity compatibility. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

15 DOĞUŞ GROUP 2014 ANNUAL REPORT 15 Human Resources The Human Resources Department is responsible for the management of Doğuş Holding human resources processes in line with corporate values and long-term strategies. The Department aims to create common language for human resources policies among the other Doğuş Group companies. The main goals of the Human Resources Department are attracting and recruiting talented individuals who will help support the Holding going forward, investing in and creating a well-educated, innovative, ethical and sensitive workforce, developing employees careers based on the future needs of the Group, enhancing practices within the Group through assignments, transfers and rotation for employee and organizational development, establishing competitive reward and recognition systems, and increasing employee motivation and commitment. The other functions of the Department are implementing organizational development policies, career planning, compensation, benefits and performance management for Doğuş Holding and some of its subsidiaries. The Department is also responsible for establishing the communication platform and providing strategic and operational human resources policies among the other Doğuş Group companies and also ensuring an environment suitable for lifelong learning. Information Technologies The IT Department is responsible for assistance and support services under information technologies of Doğuş Holding and other Group companies which are under the same IT infrastructure with Doğuş Holding. This includes installing, managing and supporting all hardware, software and other services under the IT infrastructure. IT professionals working in this capacity ensure that the network is operating properly and all employees have the ability to use IT resources. The IT Department is also responsible for information security, availability and providing a corporate perspective on information technology initiatives. Internal Audit The Internal Audit Department is responsible for the performance of financial, operational, and IT audits at Doğuş Group companies in accordance with its annual risk-based audit plan. In addition, the Department tracks all internal audit findings and coordinates follow ups to ascertain that appropriate action is taken. The results are periodically reported to the Risk & Audit Committee. Investments The Investments Department is responsible for business development activities in new sectors and in those sectors in which Doğuş Group already operates. It evaluates domestic and regional investment opportunities that are in line with the Group s strategy and developments in the global economy. Department responsibilities include providing thorough analysis of business opportunities and undertaking M&A activities of the Group for the projects approved by Doğuş Holding Board of Directors. The Department is also responsible for monitoring projects after successful initiation to ensure timely and efficient returns. Lean Management The Lean Management Department is responsible for coordinating the lean transformation within Doğuş Group. Through a series of activities, such as training, value stream mapping studies, action workouts, and Kaizen projects, the Department helps management and employees to understand lean management principles and invigorate business performance of the entire Group. It leads and reports the results of process optimization studies that help the Group increase its competitive advantage and profitability through increased efficiency, quality and customer satisfaction. Legal Affairs The Legal Affairs Department is responsible for the legal representation of Doğuş Holding and other Group companies and for ensuring that all kinds of contracts, legal processes and counseling services are handled in line with the Company s best interests and with no legal risk. Protocol The Protocol Department is responsible for the overall coordination of meetings, events and organizations in which the Chairman of Doğuş Group is involved and invited as well as the logistical coordination of protocol services and event management. This includes conducting the necessary arrangements to represent the Chairman at the national and international platforms in line with the protocol, the coordination of the official relations of Doğuş Group and the coordination of the official organizations to which the Doğuş Group Executive Board members are invited. The Protocol Department s responsibilities also include economic research, analysis and reporting on a regular and ad hoc basis, drafting AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

16 statements, letters and protocol messages, preparing documents and presentations upon request of the Chairman, and managing external communications and strategic relations with the related third parties and institutions such as the World Economic Forum (WEF), Turkish Industry and Business Association (TÜSİAD) and Foreign Economic Relations Board (DEİK). Risk Management The Risk Management Department s main responsibility is to assure that the risks and opportunities of Doğuş Group are identified and risk and opportunity topics are properly measured, managed and actioned upon in order to ensure the shareholder values are sustained and enhanced. Risks monitored by the Department include financial, strategic, legal and operational risks. The Department works closely with the Group companies and their respective finance, sales, operational and other functions as well as the risk management departments in order to consider necessary risk intelligence information for assessing the risks and their due consideration in the decision making processes. The Department is also responsible for risk retention and transfer through design and procurement of corporate insurance cover with relevant insurance policies. In accordance with risk management guidelines, the Department regularly prepares risk reports, facilitates risk-based discussions in management meetings, and makes recommendations to the CEO, Risk & Audit Committee, and the Board of Directors. Social Projects The Social Projects Department is responsible for managing Doğuş Holding s social content related projects. The concentration of the projects has been focused on the topics of financial literacy and the empowerment of women, with financial literacy programs such as 3 Kumbara Financial Literacy Education Program and İSMEK (Goal Women). The Department also supports WEF Gender Parity Gap Turkish Task Force Equality at Work Platform. The Social Projects Department works in close cooperation with public authorities, NGOs and various organizations that are within the scope of the undertaken programmes. The Department aims to generate various sustainable projects that are of added value to the Turkish society. Tax Affairs The Tax Affairs Department is responsible for assistance and support services for Doğuş Group, as well as its subsidiaries, regarding tax laws and procedures such as tax disputes, incentives, M&A, transfer pricing, training and tax planning, and structuring to avoid international double taxation. The Department also participates in the meetings of the related associations such as TÜSİAD and YÖİKK to support the tax legislation process. Security and Administrative Affairs The Security and Administrative Affairs Department supports Doğuş Holding and Group companies in administrative cases including work safety, employee health, cleaning, catering, gardening, callcenter and courier services, protocol services, library and archives services, educational audit, security training services, ambulance service, transport, purchasing, common purchasing, vehicle fleet rental, technical maintenance, emergency case management, electronic security applications and project management, private security and other administrative affairs in line with the Group s vision, mission, main principles and terms. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

17 DOĞUŞ GROUP 2014 ANNUAL REPORT 17 CORPORATE RISK MANAGEMENT AND INTERNAL AUDIT Doğuş Group acts proactively in terms of risk management in order to ensure that its business operations in different industries and regions are not adversely affected as a result of market, operational, liquidity and / or counterparty risks. Risk Management and Internal Audit departments within every major sector and at the Group level, provide and maintain awareness for different types of risks, including emerging risks, and ensure that appropriate risk management mechanisms are in place. Global and local risk experiences in the last years have made effective risk management mechanisms crucial. Increasing scrutiny, as well as a push for stronger governance coming from not only regulatory bodies (including Turkish Commercial Code) but also the investing community, makes it essential for companies to have in place solid risk management and control systems for ensuring viability and sustainable growth. Doğuş Group, with diverse business operations in different regions and countries, has already been cognizant of its need to monitor and manage various risks, including not only its strategic, business and operational risks but external risks as well. As for Doğuş Group s risk management activities in 2014, it was a successful year in terms of maintaining and improving risk management practices, both at the Group level and at the Company level, and enhancing the risk culture across the Group. Risk Committee meetings are held on a regular basis and these meetings generate valuable and relevant risk information, which is discussed and escalated if deemed necessary. Risks are managed on a daily basis by various levels of management in each of the subsidiaries, and supporting risk management activities such as providing a framework for related guidance and reporting mechanisms are conducted by the risk function teams. The Group Risk Management Function works closely with the company Risk Management Departments in order to strengthen its risk culture and ERM penetration and obtain sound, timely information for assessing and evaluating the decision making processes. In addition to establishing an independent reporting infrastructure for companies and providing policies, guidance and know-how to Group companies, raising group-wide awareness for different types of risks and ERM culture is a continued undertaking facilitated by periodical risk roundtables, workshops, dashboards and reports throughout the organization. The Department is also responsible for risk retention and transfer through design and procurement of corporate insurance cover with relevant insurance policies. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

18 Every major sector has its own Risk and Audit Committee. The Committee, which functions under the Board of Directors, is also responsible for assessing risks and proposing appropriate solutions according to risk appetite of shareholders. Internal Audit is an independent department designed to improve and add value to Doğuş Group s operations. It helps the Group to accomplish its objectives by bringing a systematic, disciplined approach to evaluating and improving the effectiveness of risk management, control and governance processes. The Internal Audit Department of Doğuş Holding is responsible for performing financial, operational (process) and IT audits at Doğuş Group companies in accordance with its annual risk-based audit plan. The Department operates with a risk-based approach, tracking all internal audit findings and coordinating follow-ups to ascertain that appropriate action is taken. Results are periodically reported to the Risk and Audit Committee of Doğuş Holding, which in turn monitors and reviews the scope, extent and effectiveness of the activity of the Internal Audit Department of Doğuş Holding and receives a report. The report includes updates on audit activities, progress of the Group audit plan, the results of the audits, the action plans to address these areas, and resource requirements of the Internal Audit Department. The Internal Audit team consists of qualified professionals in different audit disciplines with relevant experience in the business processes that are under review. In addition, every major sector within Doğuş Holding has its own Internal Audit department. The Internal Audit Department of Doğuş Holding works closely with the Internal Audit departments of various sectors to improve the effectiveness of control environments within the Group companies. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

19 DOĞUŞ GROUP 2014 ANNUAL REPORT 19 DOĞUŞ GROUP S APPROACH TOWARD ITS STAKEHOLDERS Doğuş Group s stakeholder relations are shaped by the Group s principles of transparency, accessibility and equality. In addition to integrating high ethical standards in its own businesses, Doğuş Group requires from all of its stakeholders to adhere to these internationally accepted standards. TRANSPARENCY AND ACCOUNTABILITY Doğuş Group adheres to strict business ethics that include transparency and accountability in an environment where all players, from large corporations to individual customers, and from employees to society in general, are affected by each other s actions. In all of its operations and business activities, Doğuş Group has fully integrated globally-accepted principles of responsible business conduct. All stakeholders have been informed of the Group s position on these matters. Upholding these principles and high ethical standards is not limited to its own business dealings; the Group also requires that the same approach be followed by all of its stakeholders, on both national and international levels. Doğuş Group embraces the principle of not being involved with any party that acts contrary to globally-accepted standards and that cannot provide reliable disclosures with regards to its actions. Much attention is paid by Doğuş Group to the disclosure of its financial and non-financial information to its shareholders, employees, customers, national and international business partners, suppliers, existing and potential investors of its publicly floated companies, and the public at large. The Group makes all relevant information available on its website and informs the public about its corporate strategy, activities, and new fields of investment via annual reports, periodic press releases, and conferences. The Group s financial statements are drawn up quarterly in accordance with International Financial Reporting Standards (IFRS). Independent semi-annual and year-end audit reports are shared with the public. All Doğuş Group affiliated companies listed on Borsa İstanbul (BIST) have their individual Investor Relations departments that are able to effectively manage the flow of information to their stakeholders in line with national regulations. The fields of activity and performance of the Group s publicly-floated companies are disclosed in conformity with the principles of their respective companies by the Capital Markets Board of Turkey (SPK). ETHICAL PRINCIPLES Strict compliance with the Code of Conduct and Standards is a key principle for Doğuş Group. As such, actions that violate the Company s Code of Conduct are subject to disciplinary measures. As a participant to the United Nations Global Compact since April 2007, the Group has reaffirmed its commitment to fight corruption both internally and in other areas, which may fall within its sphere of influence. Ethical principles are spelled out and documented in procedures under the following headings:»» Time and resource utilization at the companies,»» Relations with customers, subcontractors, suppliers of goods and other companies and individuals with whom the company has commercial interactions,»» The acceptance of gifts, invites, aids and donations,»» Relations with the media,»» Actions that can result in conflict of interest,»» Safeguarding of information pertaining to the companies, personal information, professional misconduct, security and harassment. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

20 CREDIT RATINGS Doğuş Holding can instantly be recognized based on the ratings given by international rating agencies. The Group has become well-known for both its quality of management and the global principles of corporate governance it supports. Transparency and accountability are the two key components of Doğuş Group s management approach. Consequently, Doğuş Holding has been rated by two of the major international rating agencies - Standard & Poor s and Moody s since 2000 and 2006, respectively. Doğuş Holding is instantly recognized by its ratings from international rating agencies. The Group has become wellknown for both its quality of management and the global principles of corporate governance it supports. Doğuş Holding Ratings as of June 1, 2014 are as follows; Standard & Poor s Rating Outlook LONG-TERM COUNTERPARTY CREDIT RATING SHORT-TERM COUNTERPARTY CREDIT RATING Rating Outlook BB NEGATIVE B Moody s Rating Outlook LONG-TERM CORPORATE FAMILY RATING Ba2 STABLE PROBABILITY OF DEFAULT RATING Ba2 DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

21 DOĞUŞ GROUP 2014 ANNUAL REPORT 21 MESSAGE FROM THE CHAIRMAN Dear Stakeholders, The global economy has been going through a process in which the growth differential between developing and advanced economies continues to narrow. In general, the potential output growth has also been going down on a global basis. Advanced economies led primarily by the USA are strengthening while the emerging markets are losing momentum. The developments in oil prices, appreciation of the US Dollar against major currencies and a number of geopolitical risks are also among the topics on the global economic agenda. The external financing conditions, especially related with the economic recovery process in the USA have been affecting all economies and Turkey is no exception. Despite the developments in the external financing conditions and geopolitical risks, Turkey grew by approximately 3% in 2014, which was a rebalancing year for our economy. I believe that, as an oil importing economy, our main macroeconomic indicators will continue to improve in 2015, in which our growth performance is expected to be stronger compared to Against this background, we, as Doğuş Group, delivered sound operational and financial results while continuing our strong growth process. Highlights from last year in our pre-existing business lines include the following: Despite the market conditions, Garanti Bank sustained its strong performance in 2014 with successful balance sheet management, sound and high quality asset structure, comfortable liquidity level and strong capital base. I am confident that its new ownership structure shaped recently with the BBVA, one of the important players of the international banking system, will pave the way for ongoing success. Doğuş Otomotiv showed an outstanding performance in 2014 in its 20th anniversary. While maintaining its growth trend in the fifth consecutive year in a row, Doğuş Otomotiv also increased its market share above 20% in 2014 for the first time.»» Doğuş Construction continued to undertake infrastructure projects not only in Turkey but also in the Middle East, Eastern Europe and Russia either through joint ventures or consortiums. With its highly regarded reputation, Doğuş Construction s target markets include the Gulf countries, Eastern Europe, Commonwealth of Independent States, Central and North Asia and the Sub-Saharan African countries as well. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

22 Doğuş Media Group continued its operational success and increased its market share in Its brand portfolio will be strengthened further with the inclusion of Glamour and Condé Nast Traveller publications of the Condé Nast Group. In our tourism & services business, 2014 was another year of strong performance and growth. Villa Dubrovnik and argos in Cappadocia transactions were successfully closed within the planned timeframe. In addition, we are excited with and looking forward to the opening of our new hotels Murat Reis Ayvalık and D-Resort Šibenik in Croatia. We also reinforced our position with new brands and stores in retail sector. In wellness sector, we launched D-Gym Etiler in 2014 to continue to improve the way of exercising, the quality of life and change for the better. We also developed a cooperation framework between D-Life and Chenot Group in healthy living concept. D-Life is renamed as Espace Privé Chenot D-Life İstanbul and has become the first center introducing the Chenot Method in Turkey. Doğuş Real Estate and Doğuş REIT, our real estate companies, proved once again their operational success in Our energy company DOEN Doğuş Energy continued its successful operations in the growing and developing electricity market of Turkey. We completed the Aslancık Hydroelectric Power Plant and started electricity generation in DOEN Doğuş Energy supplies electricity to B2C and B2B customers through its 220 PLUS brand. D-ream further strengthened its position in the entertainment sector with its remarkable acquisitions and partnerships including the partnership with Günaydın Restaurants in Today, d-ream is a family of approximately 7 thousand employees in 147 locations both in Turkey and abroad. Its future strategy is to focus mainly on introducing new and innovative concepts. Strongly believing in the capacity, potential and the future of Turkey, we have also been active in technology-based new initiatives, partnerships and acquisitions besides the operations and activities in our main business lines. In this regard; Our open market platform n11, our Joint Venture with the SK Group of South Korea, which brings numerous brands and stores together with millions of customers, sustained its very strong growth performance in 2014 and became the sector leader in the last quarter. Our private equity firm DGSK, the other JV in cooperation with the SK Group set up for making private equity investments in dynamic Turkish companies with high potential, made its first investment in 2014 and became a partner in Radore, which is a provider of co-location and dedicated server services. In digital marketing, we left behind a successful year of operation with euro.message, which currently covers two thirds of the Turkish market. Following our partnership with REIDIN, the leading real estate information company focusing on emerging markets, the company has been working on broadening the scope and the level of the information services in many countries at the levels offered in Turkey and the UAE. We established Doğuş Customer Systems (DMS) in 2014 with the aim of creating and sustaining the perfect customer service. As another new investment area, Crate and Barrel Holdings and Doğuş Avenu made Crate & Barrel operational with three stores in Turkey and one store in Russia via a Master Franchise Agreement, within which seven more countries in the region are also planned to be covered. Our social responsibility efforts of giving back to the society also increased in various fields (heritage, sports, youth and elder)... Our efforts in this respect continued to focus on areas like children s development, education, environment, culture-art and sports. One of our most recent initiatives that I would like to underline is our collaboration with the Acıbadem University and Boston Children s Hospital to build a reference children s hospital in Turkey to be established with the vision to serve the region as well. Believing in the great potential, dynamism and future of Turkey, we will continue to invest, expand further in our business operations and create more value and employment for our society and for our country. Also, as expanding our business internationally, our aim of becoming a regional competitive player will continue. In this respect, I would like to take this opportunity to thank first and foremost my colleagues, our esteemed customers, business partners and shareholders for their efforts, trust and contributions in our joint success. FERİT F. ŞAHENK Chairman DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

23 DOĞUŞ GROUP 2014 ANNUAL REPORT 23 MEMBERS OF THE BOARD OF DIRECTORS FERİT F. ŞAHENK Chairman Ferit F. Şahenk is the Chairman of Doğuş Group and also the Chairman of Garanti Bank. Formerly, he served as the founder and Vice President of Garanti Securities, CEO of Doğuş Holding and Chairman of Doğuş Otomotiv. Mr. Şahenk is a Board Member of the Foreign Economic Relations Board (DEİK) of Turkey. Following his term as the Chairman of the Turkish-American Business Council of DEİK, he is currently chairing the Turkish-German Business Council; serving as Deputy Chairman of Turkish-United Arab Emirates Business Council and Executive Board Member of Turkish-Greek Business Council of DEIK. Mr. Şahenk is an active member of the World Economic Forum and the Alliance of Civilizations Initiative. He serves on the Regional Executive Board of Massachusetts Institute of Technology (MIT) Sloan School of Management for Europe, Middle East, South Asia and Africa and Advisory Board of the Middle East Centre of London School of Economics. Mr. Şahenk holds a Bachelor s degree in Marketing and Human Resources from Boston College. SÜLEYMAN SÖZEN Vice Chairman Süleyman Sözen is a graduate of Ankara University Faculty of Political Sciences and has worked as a Chief Auditor at the Ministry of Finance and the Undersecretariat of Treasury. Since 1981, he has held various positions in the private sector, mainly in financial institutions. Mr. Sözen holds a Certified Public Accountant license. Having served on the Board of Directors of Garanti Bank since 1997, Sözen was appointed as Vice Chairman on July 08, He serves also in subsidiaries of Garanti as the Chairman of the Board of GarantiBank International N.V. and GarantiBank Moscow. Mr. Sözen holds Chairman of the Board and Vice Chairman responsibilities in various other affiliates of Doğuş Holding. HÜSNÜ AKHAN CEO of Doğuş Group Hüsnü Akhan was born in Birecik/Şanlıurfa on the 23 rd of January, He completed his primary and secondary education at Birecik High School. Mr. Akhan is a graduate of Middle East Technical University, Department of Business Administration and earned his Master s degree in Economics from University of Miami (USA). Mr. Akhan served at various positions of the Central Bank of the Republic of Turkey. He served as Representative at London Office and Assistant General Manager at the Foreign Relations Department of the Central Bank of the Republic of Turkey. He joined Doğuş Group in After serving as the Executive VP responsible for Treasury, Operations and Foreign Relations at Garanti Bank, he was assigned as the General Manager of Körfezbank in Mr. Akhan was a Board Member of Doğuş Holding and CFO during Since January 2006, he has been a Board Member of Doğuş Holding and the CEO. Additionally, he currently serves as the Chairman of the Board of Doğuş Real Estate Investment Trust, Doğuş Energy, Doğuş Healthy Life, Körfez Aviation, Hedef Media, Doğuş Planet Electronics & Informatics Services, Pozitif Music, as Deputy Chairman of D Energy, and as the Board Member of TÜVTÜRK, IMG-Doğuş, Doğuş Construction, Doğuş Avenu, and GarantiBank Moscow. ACLAN ACAR Member Aclan Acar started his career in After working for the stateowned Halkbank for three years, he joined the Central Bank of Turkey in 1978 where he served in different departments until During this period Mr. Acar undertook several managerial responsibilities including establishing trading room, managing open market account for domestic operations, reorganizing and managing foreign exchange transactions division of money markets and treasury department of the Central Bank. Mr. Acar has been continuing his career within the Doğuş Group, one of the leading conglomerates of Turkey, since September First, he started at Garanti Bank, one of the leading private banks in the country, as the Executive Vice President in charge of Treasury and Financial Institutions. At this position, he also undertook administration of international branches and representative offices of Garanti Bank. Between period, he served as the President and Chief Executive Officer of Bank Ekspres, then owned by the Group. Following acquisition of Ottoman Bank, the oldest and one of the most respected banks of the country, by the Doğuş Group in June 1996, Mr. Acar was appointed as the President and Chief Executive Officer of the Bank. Since April 2000 he serves as a Member of Board and the Executive Committee of AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

24 Doğuş Group. Between the years he served as the Chairman of Tansaş and in the meantime as the Chairman of Garanti Insurance and Garanti Pension Company. As of January 2006 he was appointed as the Chairman of Doğuş Otomotiv. Mr. Acar took his undergraduate degree from the Academy of Economics and Commercial Sciences in Ankara. Later on, he received his MS degree in Banking and Insurance from the same university. Between the years of , he attained his MA degree in Economics from Vanderbilt University, Nashville, Tennessee, USA. AHMET KURUTLUOĞLU Member Ahmet Kurutluoğlu obtained his undergraduate degree from Faculty of Law, his MBA degree from the Business Administration Faculty, and his Master s degree in Labour Legislation from the Faculty of Law, İstanbul University. He joined Doğuş Group in 1981 and has been in charge for the legal affairs as a Legal Counsel for Doğuş Holding and Doğuş Construction. Mr. Kurutluoğlu is currently a member of the Board of Directors of Doğuş Holding and in charge for the legal affairs as the Chief Legal Counsel of the Group. E. NACİ BAŞERDEM Member Naci Başerdem was born in Aksaray, Mr. Başerdem completed his primary and secondary education at Konya Anadolu Lisesi; graduated from Boğaziçi University, Economic and Administrative Sciences Faculty, Department of Business Administration in Mr. Başerdem undertook several managerial responsibilities in both banking and private sectors. He participated in the majority establishment process at NTV as Vice President. During major internal restructuring, as NTV became the Doğuş Media Group, Mr. Başerdem worked as Executive Committee Member responsible from Financial Affairs. He played an active role on restructuring and growth of Tansaş. After Tansaş, he joined Doğuş Construction Group. Then, as the General Manager he supervised the establishment and growth of German TÜVSÜD, English Bridge Point and TÜVTÜRK Vehicle Inspection Services Inc., all created under the auspices of Doğuş leadership. Mr. Başerdem, assigned to Doğuş Holding Board of Directors in October He oversees Doğuş Tourism Group as the Sector Head since 2011 July. ERMAN YERDELEN Member Erman Yerdelen was born in İstanbul and graduated from high school also in İstanbul. He has visited Münster University, Germany, where he attended the School of Business Administration. In 1966, he graduated from the Finance and Business Administration Faculty of İstanbul School of Economy and Commerce. He received his Master s degree in 1996 from Marmara University, İstanbul. After various managerial posts in the private sector, in 1992, Mr. Yerdelen became the Chairman of the Board of Turkish Airlines. He participated in the founding of NTV News Channel in 1996 and has been acting as its Chairman of the Board since then. He is also a member of Doğuş Holding Board of Directors representing Doğuş Media Group. Mr. Yerdelen speaks both English and German. GÖNÜL TALU Member Gönül Talu is a graduate of İstanbul Technical University with a Master of Sciences degree in civil engineering. He joined Doğuş Group in 1969 and has held various managerial positions in Doğuş Construction. Since 1991, he serves as the CEO and the Chairman of the Board of Directors of Doğuş Construction. He is also a member of the Board of Directors of Doğuş Holding. PROF. DR. MUHSİN MENGÜTÜRK Member Prof. Dr. Muhsin Mengütürk is a member of the Board of Directors of Doğuş Holding. He served as the Chairman of the Capital Markets Board of Turkey from 1997 to 2000 and he has held numerous executive roles in the finance sector. Prior to 1990, he taught at Bosphorus University and İstanbul Technical University (İTÜ). Prof. Mengütürk is a graduate of American Robert College in İstanbul where he completed his undergraduate degree in Mechanical Engineering. He received his MS and PhD at Duke University, again in Mechanical Engineering. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

25 DOĞUŞ GROUP 2014 ANNUAL REPORT 25 DR. SADİ GÖĞDÜN Member Sadi Göğdün graduated from İstanbul High School of Economics and Commercial Sciences and obtained his doctor s degree in economics and commercial sciences in Mr. Göğdün joined Doğuş Group in 1976 and has worked as a member of the Board in various companies of the Group. Furthermore, he served as a member of the Board of Garanti Bank. Currently, Dr. Göğdün serves as a member of the Board of Directors of Doğuş Holding and Doğuş Construction and Trade Company. ŞADAN GÜRTAŞ Member Şadan Gürtaş is a graduate of Anadolu University, Faculty of Economic and Commercial Sciences. He joined Doğuş Group in Mr. Gürtaş has been a Member of the Board of Directors of Doğuş Holding A.Ş. with his other responsibilities as the Chairman, Deputy Chairman and Board Member in other affiliates of Doğuş Group. He currently serves as the Chairman of Doğuş Turizm Sağlık Yatırımları ve İşletmeciliği Sanayi ve Ticaret A.Ş., Nahita Restoran İşletmeciliği ve Yatırım A.Ş., NTV Radyo ve Televizyon Yayıncılığı A.Ş., D Koruma ve Güvenlik Hizmetleri A.Ş., Doğuş Sigorta Aracılık Hizmetleri A.Ş., Doğuş Spor Kompleksi Yatırım ve İşletme A.Ş. He also continues to function as Deputy Chairman at Darüşşafaka Doğuş Sportif Yatırımlar ve Ticaret A.Ş., Doğuş Müşteri Sistemleri A.Ş., Doğuş Yayın Grubu A.Ş. and as the member of the Board of Directors at Doğuş İnşaat ve Ticaret A.Ş., Doğuş Sportif Faaliyetler A.Ş. YÜCEL ÇELİK Member Yücel Çelik is a graduate of Ankara University, Faculty of Political Sciences. He had served in the finance sector prior to joining Doğuş Group in 1974 with Garanti Bank. Between , he was a member of the Board of Directors of Garanti Bank and its subsidiaries. Currently, he serves as a member of the Board of Directors of Doğuş Holding. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

26 COMMITTEES SUBJECT TO THE BOARD OF DIRECTORS Two oversight committees support the work of Doğuş Group Board of Directors: The Risk and Audit Committee and the Human Resources Committee. In addition, the Group has a Legal Advisory Council. THE RISK AND AUDIT COMMITTEE The Doğuş Holding Risk and Audit Committee is in place in order to assist and advice the Board of Directors. The Committee consists of three Board Members elected by the Board. It meets regularly each week prior to Board meetings. The Committee is supported by Doğuş Holding Risk Management and Internal Audit departments through the information, reporting and views provided by these departments. Risk Management related responsibilities include: Ensuring that a functional risk monitoring system exists and issues/matters are discussed and addressed by management and when applicable, escalated to the Board, Reviewing regular information flow from Group companies and evaluating risk information as well as Group strategies, business plans, budgets and investments, Evaluating management actions along with the risk management processes within Group companies, Reviewing Group risk levels to ensure that they are in line with shareholder risk preferences, Advising the Board of Directors of risk plans and actions, Providing guidance to the Doğuş Holding Risk Management Department. Internal Audit related responsibilities include: Overseeing the efficiency of actions taken by Group companies in response to the results of financial, operational, and information technology audits performed by the Doğuş Holding Internal Audit Department, Evaluating the efficiency of the internal control processes of Group companies and advising on ways to improve the internal control environment, Overseeing the efficiency of financial control and internal audit activities within the Group, Overseeing the security, efficiency and effectiveness of the information systems used by Doğuş Group companies and reviewing and approving their contingency plans, Assisting the Board of Directors in order to ensure that the business activities of Group companies are in compliance with the requirements of applicable laws and regulations. THE HUMAN RESOURCES COORDINATION COMMITTEE The Human Resources Coordination Committee was established to assist the Board of Directors in human resources management practices at Doğuş Group companies. Comprised of Human Resources Managers from Doğuş Group companies, the Committee convenes at least twice a year as agreed upon in advance by the Board of Directors. The Major Responsibilities Of The Committee Include: Developing, implementing and sharing human resources best practices within Group companies, Arranging work groups relevant to planned issues, Sharing within the Group information about vacant positions and potential candidates, Developing common projects to increase employee engagement. THE LEGAL ADVISORY COUNCIL»» Evaluates law-related issues pertinent to Doğuş Group,»» Identifies important matters within these issues,»» Specifies the legal processes to be followed and the measures to be taken in all such matters. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

27 DOĞUŞ GROUP 2014 ANNUAL REPORT 27 MESSAGE FROM THE CEO Dear Stakeholders, We have left behind a year in which the gap between the growth performance of advanced economies and developing countries was further narrowed. As the substantial and nonconventional monetary stimulus policies started to pay off, the Fed concluded the tapering process in the last quarter of The European Central Bank also introduced successive monetary stimulus packages in an effort to address the risk of deflation and increase the economic activity. The recovery in the advanced economies will support the performance of the emerging markets and the global economy. While affecting the importer and exporter countries differently, on a net basis, the steep decline in oil prices has also been positive for the global economy. As a net energy importer, Turkey has been among the beneficiaries of the decline in oil prices. Despite the challenges posed by the end of tapering and the upcoming policy normalization in the USA and various geopolitical risks in the region, Turkish economy managed to grow by approximately 3% in With its strong fundamentals in its financial sector as well as the favorable public debt dynamics, to the extent the geopolitical uncertainties are addressed, I believe that the performance of the Turkish economy will be much stronger going forward. Our Group continued its activities with the vision of being a regional leader by its employees around 50 thousand in more than 250 companies, through the Financial Services, Automotive, Construction, Media, Tourism and Services, Real Estate, Energy, and F&B sectors where it operates and its new investments. Our strategy for organic and inorganic, fast and intense expansion in these sectors was continued also in At the end of 2014, our consolidated turnout increased to TL 10.4 billion and profit before net finance cost was realized as TL 1.05 billion. Our consolidated assets grew by 29% to TL 26.9 billion, and our combined assets climbed by 14% to reach TL 276 billion. As the Doğuş Group, our primary objective since the very beginning has been to increase the share of our other sectors in our financials while Garanti Bank continues its healthy and sustainable growth. We achieved this objective in turnover. Our turnover outside of our banking and financial services reached 60%. Garanti Bank will continue to be the best managed and leading bank in Turkey, also in AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

28 Enhancing its market position consistently over the years, Doğuş Otomotiv continued its successful progress and maintained its sector leader position in The total sales have been increased from 154,293 to 157,340. Doğuş Construction is a significant regional player today and currently has 7 offices worldwide with the aim of expanding its fields of activity in the international market. The company has been listed as one of the Top 250 International Contractors by ENR since By Great Place to Work Institute, Doğuş Construction is awarded as one of the Best Place to Work 2014 of Turkey by means of its superior Human Resources Practices and achieved the Occupational Health and Safety Special Category Prize in virtue of its policies and practices in Occupational Health and Safety. When we look at the media side, the intense structuring period that started with the inclusion of Star TV into the Doğuş Group in 2011 was also continued in Our market share has reached 21.4%. Our strategy in the media from now on will be aiming to achieve a larger penetration through process improvement. Our investments in the tourism and services sector continued strongly in We have realized a large number of hotel investments in tourism. Il Riccio Restaurant and Beach Club which will have accommodation units is planned to open in Bodrum by midsummer We are starting the construction of a business hotel next to the Gebze Center Shopping Mall. Meanwhile, the Retail Group has continued to grow with new stores, by adding new brands to the portfolio. D Watch has achieved a growth of over 200% as compared to the last year, including the touristic regions in Turkey in 2014, despite the economic regression experienced in the luxury consumption segment. Doğuş Group has made an important collaboration with the Chenot Group in healthy living sector and D-Life was renamed as Espace Privé Chenot D-Life İstanbul. The Center, introduced the Chenot Method in Turkey for the first time. D-Gym which is our investment in sports and fitness industry has launched D-Gym Etiler in Doğuş Real Estate and Doğuş REIT have left behind a productive year. Doğuş REIT continued its growth by increasing its assets by 5% and realized a net income of TL 51.8 million. Doğuş Real Estate closed the year with 12 assets in all four corners of Turkey. In the energy sector, while we are currently generating electricity, we are continuing our new investments, as well. The Artvin Hydroelectric Power Plant is planned to be taken into service by the end of DOEN Doğuş Energy supplies electricity to eligible consumers including its own Group companies, other businesses and individuals through the 220PLUS brand. Posing as a leader in the F&B sector today with the realized partnerships, d.ream continues its operations in Turkey and abroad. Leaving its mark on the sector through the acquisitions and partnerships realized since its foundation, d.ream has assumed a significant role in the growth of the F&B sector. We have continued our investments with respect to the technology sector in The open market platform n11.com, provides its customers with variety of products and services in different categories. Our Group has partnered with the Related Group in 2012, in line with its strategies in digital marketing. The Related Group houses the euro.message brand which allows its customers to manage interactive marketing campaigns over a single platform. With the mission of assisting the real estate sector in the emerging countries, REIDIN offers information and services on the real estate markets of 28 countries. Following its partnership with our Group, REIDIN has accelerated its breakthroughs in order to offer in-depth information services. Doğuş Group has started to manage customer relations through the Doğuş Customer Systems ( DMS ) platform in By the value added products designed by DMS, we will reinforce and extend the collaboration between the Group companies even further, and perfect the standards in the field of customer services. The housewares and furniture market is the other area that we focused on during Master Franchise Agreement (MFA) concluded between Crate and Barrel Holdings and Doğuş Avenu covers nine countries including Turkey. Doğuş Avenu s main strategic priorities and targets are to successfully launch the brand in the regions and to create an overall brand awareness. Doğuş Group, continuing its investments in the entertainment sector, has acquired the majority shares of Pozitif, the leading integrated entertainment organization in Turkey, the EMEA s fastest growing live entertainment market. Uniting different communities and brands around global talent content in unique experiences that have shaped the country s social, music and entertainment scene for the past 25 years, Pozitif continues to pioneer growth through its festivals, concerts, venues and content platforms. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

29 DOĞUŞ GROUP 2014 ANNUAL REPORT 29 When looking from the strategic perspective, we are aiming for a sustainable growth every year, based on profitability. We evaluate growth not only as sales, but also profitability in the sales. Sustainability is definitely necessary both in profitability and healthy growth. While we do this, we make sure that risk management is never disregarded. In 2014, we have continued to enrich the economic value, both by the sustainable products and services we provide, and by the value added in the society through the voluntary initiatives that we are a part of. The corporate social responsibility projects aimed for children are among the priority areas that we focus on. With our 3 Kumbara project, we ensure that financial literacy is provided for children at early ages. When the project is completed, we will reach 500 thousand children throughout Turkey. Meanwhile, Doğuş Kids Symphony Orchestra, Bugün Günlerden Yarın and Stay in the Game are also among our other projects that we treasure, where we access children and youth Our support for education continued in various regions throughout Turkey. We have built a rehabilitation center in Van for children with autism and opened the Artvin Ayhan Şahenk Vocational and Technical Anatolian High School. Creating value for culture and arts is another key objective that we focus on within our corporate social responsibility projects. Celebrating its 10th year in 2014, D-Marin Turgutreis International Classical Music Festival which has been organized with the support of Doğuş Group, aims to contribute to the development of classical music in Turkey. I would like to thank all our valuable employees, who have contributed in this successful acceleration, and created a difference by their synergy, diligence and determination; our business partners who have a share in our quality standards by the compatible activities, our shareholders and all our other stakeholders who have never withheld their support from us. HÜSNÜ AKHAN CEO AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

30 FINANCIAL HIGHLIGHTS (TL THOUSAND) SEGMENT ASSETS NET INTEREST INCOME NET FEES AND COMMISSION INCOME INCOME FROM OPERATIONS(*) *DEPRECITION EXPENSE IS EXCLUDED. SOURCE: FIGURES ARE BASED ON GARANTI BANK IFRS FINANCIAL STATEMENTS. SEGMENT ASSETS NET INTEREST INCOME

31 01 FINANCIAL SERVICES

32 GARANTİ BANK With its dynamic business model and superior technology integrated to its innovative products and services, Garanti continues to differentiate itself and facilitate the lives of its customers. depositary receipts in the UK and the USA, Garanti has an actual free float of 49.95% in Borsa İstanbul as of December 31, With its dynamic business model and superior technology integrated to its innovative products and services, Garanti continues to differentiate itself and facilitate the lives of its customers. Its custom-tailored solutions and the wide product variety play a key role in reaching US$ 78.9 billion cash and non-cash loans. The high asset quality attained through advanced risk management systems and established risk culture place Garanti apart in the sector. Garanti is not only committed to add value for its customers and shareholders, but also for all its stakeholders and the society. Within this context, Garanti s long-term support in the areas of culture, arts, environment, education, and sports reflects its commitment as well as its keen sensitivity to sustainability. Established in 1946, Garanti Bank is Turkey s second largest private bank with consolidated assets of US$ billion as of December 31, Garanti is an integrated financial services group operating in every segment of the banking sector including corporate, commercial, SME, payment systems, retail, private and investment banking together with its subsidiaries in pension and life insurance, leasing, factoring, brokerage, and asset management besides international subsidiaries in the Netherlands, Russia and Romania. As of December 31, 2014, Garanti provides a wide range of financial services to more than 13 million customers with more than 19 thousand employees through an extensive distribution network of 994 domestic branches; 6 foreign branches in Cyprus, one in Luxembourg and one in Malta; 3 international representative offices in London, Düsseldorf and Shanghai with 4,152 ATMs, an award-winning Call Center, internet, mobile and social banking platforms, all built on cutting-edge technological infrastructure. Garanti commands a pioneering position in all lines of business through the profitable and sustainable growth strategy it pursued since the day of its establishment. Its competent and dynamic human resources, unique technological infrastructure, customercentric service approach, innovative products and services offered with strict adherence to quality carry Garanti to a leading position in the Turkish banking sector. Following the best practices in corporate governance, Garanti is jointly controlled by two powerful entities, Doğuş Holding Co. and Banco Bilbao Vizcaya Argentaria S.A. (BBVA), under the principle of equal partnership. Having shares publicly traded in Turkey, ACTIVITIES IN 2014 In 2014, increased uncertainties with respect to world economies and the divergence in global monetary policies had significant impact on markets around the globe and on national economies. In particular, continued tides in the normalization process of the US Federal Reserve s (Fed) monetary policy led to a fluctuation in capital inflows to emerging countries. Looking at Turkey, the economic outlook and the course of domestic markets were impacted by these global occurrences. After hiking to as high as 11.6% in March, benchmark bond rates somewhat calmed down. Adopting a volatile course in parallel with global and national developments later in the year, interest rates declined in the second quarter of the year, climbing back to 10% in the third quarter and taking a downturn once again in the fourth quarter. The marked depreciation of the Turkish lira and record-high food prices negatively affected the inflation outlook and projections. While the Central Bank of the Republic of Turkey (CBRT) maintained its tight monetary policy in view of global uncertainties and negative inflation outlook, the macro-prudential measures that were introduced propped the CBRT s stance. In light of all these, the country s growth was more moderate as compared with the prior year, whereas the driver of growth was exports. The credit expansion of the banking sector remained at more modest levels as compared to the previous years. While current account deficit was positively influenced by the disciplined growth of 2014, it was also bettered by the commodity prices that fell in the last period of the year. In 2014 that was characterized by uncertainty and volatility, fiscal discipline continued to be the key strength of the Turkish economy, as the impact of geopolitical risks and political developments remained restricted. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

33 DOĞUŞ GROUP 2014 ANNUAL REPORT 33 In 2014, the Turkish banking sector was still repressed by the regulations, in addition to the volatility resulting from global and macroeconomic uncertainties, coupled with geopolitical and political developments. In a year of rough market conditions, Garanti once again proved its ability to perform strongly under any market condition. The primary contributors to this performance included the comfortable liquidity level, focus on disciplined and selective growth, emphasis placed on risk -return balance, successful margin management, capability to generate the highest customer-driven revenues, and robust capitalization. Garanti sustained its leadership in branch efficiencies in 2014, while continuing with investments in delivery channels, aiming to offer an embedded banking experience to customers that give the priority to easy and instant access to its banking services from all channels. At the end of 2014, Garanti was serving more than 13.1 million customers through a robust distribution network covering 1,005 branches, 4,152 ATMs, Turkey s largest financial Call Center, and state-of-the-art mobile and internet banking platforms. Possessing a massive payment systems infrastructure consisting of over 17 million debit and credit cards, and 541,000 POS terminals, Garanti manages Turkey s largest merchant network via its innovative products and services. Garanti Bank s total assets increased by 12% year-over-year in 2014, and reached TL 247 billion. As Garanti focused on customer-driven asset growth, the share of lending to total assets was registered as 57%. In 2014, Garanti displayed a disciplined and moderate expansion in its lending. TL loans were the key driver behind the credit expansion of Garanti, which broadened its cash loans approximately by 12%. While TL loans increased by 16% on an annual basis, this growth figure went above the budget target set at the start of the year. Garanti maintained its focus on consumer loans within TL loans, which create high yields as well as cross-sell opportunities. More moderate as compared to the previous year, growth rate was 12% for mortgage loans and 16% for general purpose loans. The Bank further solidified its leading position in total consumer loans, mortgage loans and auto loans. Furthermore, TL business banking loans, which strongly expanded by an annual 28%, made increased contribution to growth in On the FC lending side, the targeted growth did not materialize due to the postponement of some investments that were expected to be launched during the year to future years as a result of certain global and local developments. However, we are anticipating positive support to the FC credit expansion in the form of project finance and investment loans from these investments, which are intended to be rolled out in the coming years. In a year when uncertainties and volatility remained high, the asset quality of the banking sector sustained a repressive effect from certain regulatory requirements introduced particularly in relation to consumer loans and credit cards, on top of relatively moderate credit growth rate. Remaining adhered to its projections that also took into account these anticipated effects at the onset of 2014, Garanti preserved its solid asset quality. At 3.0%, the NPL ratio continued to stay below the sector s average figure. Total coverage ratio of Garanti anchored at the highly secure level of 140%. Also in 2014, Garanti was set apart with its liquid balance sheet composition. Deposits continued to make up the largest portion of the funding structure of Garanti that dynamically manages its funding structure. The expansion in deposit base, at 12%, was aligned with the credit expansion in Garanti, consciously avoiding pricing competition and prioritizing effective cost management, chose to base the expansion in deposit base on sustainable banking relationships. Demand deposits grew by 18% on an annual basis and increased their share to total deposits to 24%. Garanti kept diversifying its funding structure by actively tapping alternative funding sources, with the aim of managing asset-liability duration gap and optimizing funding costs. Named among the most reliable financial institutions by international investment banks, Garanti attracted record demand for the renewal of its syndication loans, and executed a securitization transaction of USD 1,050 billion and two Eurobond transactions worth EUR 500 million and USD 750 million in Maintaining its banking relationships with the European Investment Bank (EIB), Garanti retained its title as the one and only bank out of Turkey to borrow in Turkish lira from the EIB. In addition to those, the Bank continued to create overseas funding under the Medium Term Note (MTN) borrowing program, which it had set up in 2013 and which allows bond issues in different maturities and currencies. In the aggregate, Garanti created new overseas funds worth USD 1,260 billion during the reporting period. Besides issues in different currencies in addition to USD and EUR under the MTN program, Garanti was the only Turkish bank making an issue in JPY. In 2014, Garanti kept taking successful steps, placing sustainable growth and profitability in its focus. The Bank pursued operations by further strengthening its solid capitalization on the back of internal funds created. The Bank kept its capital ratios, which are Basel III compliant, at strong levels in spite of the significant depreciation in Turkish lira, the dividend payout during the reporting period and the negative effects originating from regulatory requirements. Aligned with the projections at 14%, the capital adequacy ratio continued to remain well above the minimum regulatory ratio of 8% and of the recommended ratio of 12%. The effective capital management at AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

34 Garanti Bank will keep supporting the long-term growth strategy. At Garanti, Common Equity Tier 1 capital accounts for 93% of total shareholders equity. With a Common Equity Tier 1 ratio of 13% at year-end 2014, Garanti boasts the highest Common Equity Tier 1 ratio in the sector. Garanti s recurring strong performance comes not as a result of ad-hoc steps, but of a long-lived and well-planned journey. The differentiating business model of Garanti underpins the continuity of its successful performance. Garanti cemented its solid stance by attaining more than 12% rise in core banking revenues even in a year characterized by economic uncertainties and volatilities, coupled with the more powerfully felt effects of the regulations that restrain banking revenues. The core banking revenues were driven by net fees and commissions income that registered an annual rise of 12% as budgeted, as well as the net interest margin that exceeded the projections. The priority placed on efficient cost management also continued to add value to the Bank s results. Despite the high pressure put by the unforeseeable regulatory effects, operating costs went up by less than 12% year-to-year, going scarcely above the targeted figure. Garanti registered a return on average equity (RoAE) of 14.8% and a return on average assets (RoAA) of 1.6%. In the period ahead, Garanti will preserve its position as the primary bank that international banks and investors choose to work with thanks to its liquid balance sheet structure, pristine asset quality and robust capitalization OUTLOOK Gross domestic product growth rate, which slowed down in 2014 due the uncertainties regarding global monetary policies and macroprudential measures, is anticipated to recover in 2015 with revived domestic demand. Decline in oil prices starting after the second half of 2014, the decreasing currency pass-through effect, and normalizing food prices are expected to push inflation down from 8.2% in 2014 to 6.1% in It is envisaged that the anticipated improvement in inflation outlook and in current account deficit with the effect of lower oil prices will create room for the Central Bank of the Republic of Turkey (CBRT) to loosen its monetary policy in the first half of Banking sector loan growth is expected to gain some momentum with the revival in domestic demand, yet to remain at moderate levels of 15-20% in While there will be limited rise in the retail lending growth compared to previous year, business banking loans will continue to be the key driver of expansion. Deposit growth, on the other hand, is anticipated to remain slightly below the loan growth. The banking sector will continue to tap alternative financing resources at favorable conditions for the sake of supporting the funding base. Lending growth at Garanti is anticipated to float at moderate levels similar to those of the previous year, yet, it is expected to gain pace on an annual basis both on TL and FC sides. Projected to be the driving engine of growth also in 2015, business banking loans are envisaged to increase by 24% on an annual basis. The growth in retail loans, on the other hand, is expected to remain slightly below the 15% expansion anticipated in total TL lending in parallel with the selective and margin-focused growth target. In 2014, as a result of the regulatory requirements introduced, credit card receivables witnessed contraction for the sector and also for Garanti parallel to the sector trend. In 2015, growth in credit card receivables is expected to accelerate; however, it will possibly stand at 10%, below the total loan growth, with the continued impact of the said regulations. FC lending is forecasted to revive in 2015, on the back of investment loans to be extended to anticipated projects, and to rise by 8% in USD terms on an annual basis. Garanti is anticipated to maintain its solid asset quality in The NPL ratio is expected to increase slightly above the 2014 ratio and to register 2.7%. New additions to nonperforming loans will likely come from unsecured consumer loans with the effects of the ongoing regulatory impacts, but solid collection performance should ease this regulatory pressure. In 2015, 20% rise is expected in new additions to non-performing loans and 40% improvement is anticipated in collections on an annual basis. Comfortable liquidity level will be preserved in Having the highest share in the funding base, deposits are expected to contribute more to the base. The growth rate of customer deposits is anticipated to remain at 13%, somewhat below the credit expansion rate. In order to reach a broader deposit base, targeted campaigns will be launched. These targets will include gaining market share in lowpenetrated locations, focusing on retail customers acquisition and increasing small-ticket sustainable deposits, growing cross-selling opportunities and increasing demand deposit acquisition. Targets also entail supporting the deposit base with longer-term alternative funding sources and continued diversification of funding sources. In this context, funding sources such as bond issuances, securitization and syndication loans in domestic and international markets will remain in use. Garanti will continue to opportunistically utilize DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

35 DOĞUŞ GROUP 2014 ANNUAL REPORT 35 repos and interbank money market borrowings and also foreing funding. Furthermore, unlike 2014, the Bank targets to issue covered bond in 2015, provied that favorable market conditions materialize. On the net interest margin side, slight expansion compared to 2014 is anticipated backed by the strategic loan pricing and active management of funding costs, despite the pressure that will result from lower income from CPI linkers. Fee regulation, which came into effect in November 2014 and will mainly manifest its effects in 2015, is expected to be a major drag on 2015 profitability. Cap on consumer loan origination fees, in particular, and regulations on payment systems and account maintenance fees will likely result in a flat-to-slightly down growth in net fees and commissions income. Potential growth areas anticipated to support the net fees, and commissions base for Garanti include insurance fees with an ongoing contribution of the highest growth rate captured in pensions; money transfer fees backed by leadership in interbank money transfers & digital banking; and non-cash loan fees with the help of expanded business banking loans. Garanti aims to achieve improved employee satisfaction and loyalty based on its vision of creating long-term value, and also enhanced customer satisfaction and experience through investments and renovations in digital channels. In this context, the Bank planned some concrete steps for 2015, which include adjustments to employee remuneration; Premium arrangements, social benefits and various fringe benefits aimed at motivating employees; and maintenance, repair and improvement of digital platforms. It is foreseen that new branches will be opened and 250 new employees will be added to the Bank s workforce during Certain legal requirement related expenses are also expected to pressure operating costs. As a result of all these factors, a 13% rise is projected in operating expenses in EXPECTATIONS REGARDING THE GROUP IN 2015 Along with its international subsidiaries operating in Romania, the Netherlands and Russia, and its leading financial subsidiaries offering services in life insurance and pension, leasing, factoring, brokerage and asset management in Turkey, Garanti operates as an integrated financial services group. While it is intended to sustain the powerful synergies created among the subsidiaries, the subsidiaries are expected to maintain their current shares within the Group s net income, despite the rise in profitability. In 2015, the Group will continue to observe the risks resulting from the relevant economic and political conjuncture and tightened regulations in geographies where its international subsidiaries pursue banking operations, and will sustain its cautious progress. In 2015, the Group will take the opportunity to preserve its solid asset quality and to achieve a stronger balance sheet structure that will boost and sustain its profit generation capability. With respect to its operations in Turkey, the Group ended the year 2014 as the market leader in the Private Pension System (PPS) in terms of the number of participants, parallel to its targets set in the prior year, climbed one step higher in total funds under management, again in line with its target, and finished the year as the most profitable company in the sector. The Group anticipates positive results in 2015 on the back of continued acceleration in private pension sales, and reflection of that increase on total funds under management. In the life insurance department, solid premium generation is expected to continue and to maintain its contribution to profitability in The Group also envisages continued outperformance of the sector s average in leasing, which should reflect on 2015 results, as well. With respect to factoring, positive contributions are anticipated from the process and technology developments finalized during 2014, and targets include outgrowing the sector and focusing on business areas promising high profitability. In 2015, the Group intends to pursue its profitable growth strategy that generates capital amid a relatively milder domestic macro-economic environment. The share of loans in assets will increase and strong collection performance will help preserve the sound asset quality. The Group aims to improve its cumulative net interest margin on the back of an active assets and liabilities management. Although net fees and commissions income will be temporarily restrained due to the regulations, the Group will concentrate on reshaping its business model to put potential growth areas in its focus, while also targeting growth in its diversified commissions. In this frame, the Group will work towards actively managing the pressure effect. In 2015, the Group will speed up its investments in a bid to create long-term value; yet, it will continue to closely monitor its costs and keep the operating expenses under control. Standing out with its robust capitalization, the Group will preserve this quality and move forward in In 2015, it is projected that uncertainties will prevail on a global scale, but the outlook of the Turkish economy will be more optimistic as compared to 2014 given the moderate recovery in growth, the anticipated remarkable decline in inflation outlook and loose monetary policy stance. All these combined are expected to pave the way for more positive circumstances for the banking sector. Also in this period, Garanti aims to sign its name under new success stories on the back of its differentiated dynamic business model and its strategies targeted at sustainable profitability. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

36 GARANTİBANK INTERNATIONAL N.V. GBI, the 13 th largest Dutch bank, was ranked as #2 for its return on equity and #3 for its capital adequacy, as per The Banker magazine s 2013 rankings. Established in Amsterdam in 1990 as a wholly-owned subsidiary of Garanti Bank, GarantiBank International N.V. (GBI) operates through its head office in the Netherlands, its branch in Germany and representative offices in Turkey, Switzerland and Ukraine. GBI is supervised by De Nederlandsche Bank and De Autoriteit Financiele Markten under Dutch and European Union laws and regulations. As a global boutique bank, GBI offers innovative and country-specific financial solutions to its customers worldwide in the areas of trade and commodity finance, private banking and structured finance. GBI, the 13 th largest Dutch bank, was ranked as #2 for its return on equity and #3 for its capital adequacy, as per The Banker magazine s 2013 rankings. ACTIVITIES IN 2014 GBI posted a net profit of EUR 45.8 million in 2014, without compromising its high asset quality. GBI also maintained its solid capital structure, and registered a Capital Adequacy Ratio of 17.45% at year-end, 16.70% of which is Tier-I capital. In July, GBI signed the agreement in Amsterdam to secure a oneyear syndicated loan of EUR 275 million with the involvement of 22 banks from 10 countries. While delivering successful results in 2014, GBI was able to transform itself into a new organization thanks to its ongoing dynamism and agility. In many divisions of GBI, the functions of a number of departments as well as workflows were redesigned and new units or processes were formed to further improve efficiency. In the reorganization process, also a new department, Corporate Finance was established within GBI s Structured Finance division. FUTURE PLANS Reorganization in GBI in 2014 was not only fuelled by efficiency requirements but also driven by its expanding business model: GBI s strategy in 2015 is geared towards increasing its EEA (European Economic Area) asset origination and wholesale funding. The bank will also aim to further strengthen its position in its niche markets. GBI s business lines will further focus on cross-selling and increasing the collaboration with each other. The reorganization will help GBI overcome challenges and meet its targets in the coming years. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

37 DOĞUŞ GROUP 2014 ANNUAL REPORT 37 GARANTİBANK MOSCOW In spite of the constraints and limited business development opportunities in the negative political and economic environment GBM booked a pre-tax profit of USD 7.5 million in Active in Russia since 1996, GarantiBank Moscow (GBM) is one of the 76 banks backed by foreign capital operating in this country. Holding a full-scope banking license that authorizes all kinds of banking activities, GBM operates through one branch and with 85 employees. GBM pursues operations amid intense competition created by domestic and foreign banks in a dissimilar geography, offering service to a customer portfolio that is well above its scale, and enjoys a balance sheet of high asset quality, operational efficiency and sustainable profitability. The customer base of GBM is mostly populated by Russian firms with large asset sizes and business volumes, which take place among major industrial and financial groups, and covers the largest public and privately-held banks and banks backed by Western capital in their bank portfolios. Although GBM is among the smaller-scale banks in the sector where close to 800 banks are active, it represents a rare example as it has credit relationships with the customer profile described above. With corporate and commercial banking as its main lines of business, GBM serves a customer base that consists of Russian firms from various sectors and major Turkish firms doing business in the Russian market. Starting from 2011 Spanish firms have also become an important segment of GBM business. Having more than 500 active commercial customers, GBM has credit relationships with over 75 firms. ACTIVITIES IN 2014 The accelerated geopolitical tension starting in March 2014 added further negative pressure to the already alarming macroeconomic indicators. It resulted in increased worries on the growing levels of NPLs in the sector, higher risk aversion and an even more conservative approach to business. The Bank is maintaining relations with the key Russian counterparts although the aggressive growth targets in lending set a year ago had to be revised. In synergy with BBVA representative office, multinational companies operating in Russia became a special focus of GBM in addition to already established relations with Spanish companies. Although GBM is a small scaled bank with a limited product range, it is seeking opportunities for establishing new relations; benefiting from its expertise of working in the Russian market and experience of managing crisis periods as well as from the strong positions and capacities of the group. Sanctions restricted access of major Russian entities to international capital markets. Together with falling oil prices, sanctions resulted in higher risk premiums for hard currency funding and depreciation of the currency. Central Bank of Russia responded by introducing FX liquidity facilities, switching to free floating XR regime earlier than planned and significantly increasing interest rates. GBM follows these developments carefully and utilizes the arising opportunities while avoiding excess risk. In 2014, GBM continued to carry in its portfolio both the Russian government bonds and the private sector bonds denominated in ruble, US dollar and euro, issued by the most credible companies. In replacing the maturing securities, GBM has adopted a conservative strategy by optimizing credit risk, yield and maturities on the back of increased uncertainty. Portfolio investments continued according to the cautious strategy set; with shorter maturity, high credit quality and local currency denominated securities. In spite of the constraints and limited business development opportunities in the negative political and economic environment GBM booked a pre-tax profit of USD 7.5 million in FUTURE PLANS GBM s targets for 2015 are set in line with the overall conservative approach. The Bank will maintain the major lines of business while concentrating more on noncredit business opportunities. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

38 GARANTİBANK ROMANIA In 2014, Garanti Bank SA outperformed the sector averages in all its business lines, and remained one of the fastest growing and strongest banks in the market. During its 17 years of history in Romania, Garanti Bank, defying the volatile market conditions, successfully maintained its competitive edge through being a reliable business partner and offering optimal products and services to its clients. In addition to Garanti Bank SA, Garanti Romania Group covers two financial institutions: Garanti Leasing (Motoractive IFN SA) and Garanti Consumer Finance (Ralfi IFN SA). ACTIVITIES IN 2014 In 2014, Garanti Bank SA outperformed the sector averages in all its business lines, and remained one of the fastest growing and strongest banks in the market. In 2014, Garanti Bank SA increased its net revenues by 26.4% year over year, reaching EUR 120,3 million. The Bank captured 2.12% market share* in assets and 12 th place* in the sector by asset size. While the bank s total lending expanded by 19.9% to EUR million, total deposits grew by 66.1% to EUR 362,32 million. In an era when technology advances rapidly and customers avoid time-consuming transactions, the bank launched a number of products and services that steered the competition in the Romanian banking industry. Key highlights of the year included; Garanti Online that received the best consumer internet bank in Romania award for the second time from the Global Finance magazine, the broadest smart ATM network in Romania, iloanu which is the first real-time online loan application, and Bonus Economus that offers flexible options for saving up. Targeting the best Romanian businesses and offering services in investment finance that suits their needs, corporate banking continued as one of the strongest business lines of the bank. GarantiBank Romania kept growing also on the SME banking side, on the back of loans received from the European Investment Bank (EIB) that are channeled to support small and medium enterprises and the projects of government agencies, as well as from the IFC, a member of the World Bank Group, which were used to back SMEs, including businesses owned by women entrepreneurs. Retail banking and payment systems expanded in line with the bank s strategies. Garanti Bank SA issued corporate bonds worth RON 300 million on the Bucharest Stock Exchange, attracting an oversubscription that endorsed the intense interest from the investors. Aiming to expand its service network in heavily populated big cities, the bank kept opening new branches and reached 84 branches countrywide in Taking place among the first banks to use social media to connect with its customers, Garanti Bank SA was the 4 th bank with the highest number of Facebook followers and also the most talked-about and commented-on bank in *Based on Central Bank Romania s latest available official data as of June 2014 Garanti Leasing Romania Based on a consistent performance, Garanti Leasing Romania grew by 10% year-on-year and provided financing amounting to EUR 102 million to its customers in This growth was backed by loans granted by the Black Sea Trade and Development Bank (BSTDB), The European Fund for Southeast Europe (EFSE) and International Finance Corporation (IFC). Garanti Consumer Finance Romania Garanti Consumer Finance Romania attained a growth in line with the targets set in 2014 and increased its profit by 14.7% year-on-year. FUTURE PLANS In 2015, all the companies making up Garanti Romania Group will stay one step ahead of the competition and pursue new opportunities, in a bid to continue their organic and sustainable growth. In the year coming, Garanti Romania Group will focus on sustainable development of its businesses without compromising its prudent risk evaluation approach, and aim to make a difference in the market through new products and services designed to cater to customer needs. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

39 DOĞUŞ GROUP 2014 ANNUAL REPORT 39 GARANTİ PENSION AND LIFE Having captured the sector s leadership in the number of participants in 2013, Garanti Pension stayed ahead after becoming the first company to have reached 800 thousand participants in Having captured the sector s leadership in the number of participants in 2013, Garanti Pension stayed ahead after becoming the first company to have reached 800 thousand participants in During the reporting period, Garanti Pension continued to grow also in life insurance that represents its other core business line. While the life insurance sector contracted by 4% year-on-year in 2014, Garanti Pension was able to grow by 7% and to increase its market share by 98 basis points. Garanti Pension took 16.1%** share in the market with a total fund volume of TL 5.6** billion. The sector s leader with 871** thousand participants, Garanti Pension took 17.2%** share of the market. On the back of a premium production worth TL 319 million in life insurance, the Company raised its market share to 9.9%. *PMC (Pension Monitoring Center) figures, December 26,2014 **IAT (Insurance Association of Turkey) figures, September 30, 2014 Garanti Pension steers the private pension and life insurance sectors with its creative products, customer-oriented service approach, and superiority in bancassurance. Garanti Pension services 871** thousand pension participants and over 1.8 million insurance policyholders with its 906 employees. Closing yet another year with successful results, Garanti Pension was the most profitable* company in the sector with a net profit figure of TL 171 million, increased by 23% compared with the previous year. The company reached TL 5.6** billion in total fund volume, TL 945** million in net annual contributions, and TL 319 million in life insurance premium production. ACTIVITIES IN 2014 FUTURE PLANS Garanti Pension, targeting to sustain its financial achievements, will continue to shape the sector with its innovative implementations in 2015, and focus on achieving growth across Turkey. In 2015, Garanti Pension will keep employee and customercentricity at the core of its strategies, and continue to invest in new projects and initiatives, in its technological infrastructure and strong distribution channels. Intending to keep leading the sector also in the coming year, Garanti Pension aims to preserve its leadership in the number of participants, while attaining rapid growth in fund volume to acquire additional market share. The expansion in private pension maintained its acceleration fuelled by a number of major regulatory changes introduced in 2013, including 25% state contribution, reductions in deductions paid by participants, and implementation of withholding tax only on returns in case of early drop-out from the system. In the meantime, the number of participants in the sector increased by 22%**. State contribution fund size of the sector reached TL 3** billion. Drawing its strength from its efficiency in bancassurance, technological infrastructure and product diversity, Garanti Pension continued to grow in the sector in AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

40 GARANTİ SECURITIES Garanti Securities is a leading player in capital markets with its strong performance in corporate finance and brokerage utilizing Garanti s extensive distribution network. Garanti Securities adds to Garanti s strength with its strong performance in corporate finance and brokerage services enabled by its experienced team, robust infrastructure and long-standing relationships. Garanti Securities reaches a considerable number of retail investors in capital markets using the extensive distribution network developed through its agency relationship with Garanti. With BIST transaction volume of above 7% in 2014, Garanti Securities aims to reach more investors by expanding its product range. Corporate Finance Named the Best Investment Bank in 2014 by Global Finance, total size of corporate finance transactions advised to date reached USD 46 billion. Doğuş Holding, advised by Garanti Securities, won the operating rights of Salıpazarı Port in İstanbul for a 30-year period with a USD 702 million bid in the privatization tender. In 2014, Garanti Securities acted as sell-side advisor in Doğuş Group s sale of 49% shares held indirectly in LeasePlan Turkey to LeasePlan Corporation N.V. for a consideration of EUR 31 million. Also, Garanti Securities intermediated mandatory calls and exercise of a sellout right by Allianz SE and Doğan Holding, while advising the issuance of a total of 51 bonds and bills with an aggregate value of TL 9.1 billion. Garanti Securities is poised to continue its strong performance in 2015 and be a leading advisor in major transactions. Research In 2014, Garanti Securities experienced Research Department (Research) continued to guide investors amid tough market conditions with informative and advisory reports. Research provides periodical, sectoral and thematic reports covering investment recommendations about securities, economy, FX, commodities and fixed-yield securities, while also extending support to corporates public offerings, M&A projects and asset sales. The model portfolio consisting of equities, that Research has rated as Outperform, has outperformed BIST 100 index since 2009 by 17%. Foreign currency recommendations initiated in July 2013 brought a 34% yield. Having expanded its team, Research has been closely watching FX and commodity markets and enlarging its product range with new reports. Regular visits to BIST listed companies, organizing meetings with them for domestic and foreign corporate clients, ensures keeping a pulse on markets and the economy. The team intends to carry on with similar services in 2015, simultaneously further extending interactions with BBVA Research teams and client portfolio. International Institutional Sales International Institutional Sales Department (IIS) provides brokerage services in equity and derivatives markets to foreign brokerage houses and funds investing in Turkey. IIS also provides brokerage services to local investors in foreign markets. Having acquired new customers in the UK, Eastern Europe, Gulf countries and the Far East in 2014, IIS organized an investors conference in London in April, where foreign institutional investors were brought together with BIST listed companies. IIS aims to increase its business volume and market share further in 2015, while continuing to collaborate with Corporate Finance Department for initial and secondary public offerings. Treasury Treasury Division (Treasury) began offering leveraged FX transactions in second half of 2014, and allowed investors to invest in precious metals and 44 currency pairs. With an average monthly growth rate of 300%, customer trading volume reached USD 8.8 billion. Treasury aims to accelerate trading volumes in this service offered via electronic platforms with the addition of overseas exchanges, commodities and derivative instruments. In 2015, services offered will be expanded with Options, Security Lending and Equity and Index Derivatives, thus fortifying the pioneering and leading market position. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

41 DOĞUŞ GROUP 2014 ANNUAL REPORT 41 GARANTİ ASSET MANAGEMENT GPY performed strongly in 2014 and its assets under management reached TL 10.4 billion at the end of the year. Being Turkey s first asset management company, Garanti Asset Management (GPY) has been operating in the sector for 18 years with the intent of being a leader with its comprehensive research activities and robust risk management, as well as, consistent asset management performance. Aiming to attain maximum efficiency in management of customer assets, and to reach customers investment targets, GPY s key success depends on its investment philosophy that relies on concrete knowledge, combined with efficiency and a professional service approach, and fulfillment of ever changing customer demands in fluctuating market conditions. GPY differentiates itself in the sector through its efficient business discipline and approach to risk management. With a professional team of 63 persons, 18 of whom make up the investment team, GPY provides services in management of: Mutual Funds Pension Funds Alternative Investment Products Discretionary Portfolio Aiming to surpass benchmarks, while outperforming competition, GPY monitors the competition very closely. ACTIVITIES IN 2014 GPY performed strongly in 2014 and its assets under management reached TL 10.4 billion at the end of the year. Mutual Funds At the end of 2014, Mutual Funds sector reached an asset volume of TL 35.5 billion, while the volume of Mutual Funds managed by GPY was TL 3.8 billion, corresponding to 10.8% market share. With its flexible structure that allows for multi asset allocation in volatile markets, the Flexi Fund stood out with successful yields. Providing a good alternative to sovereign bond funds by investing in Corporate Bonds, the Corporate Bond Fund was preferred by investors seeking low volatility and satisfactory yields. Pension Funds GPY outperformed the sector in 2014 and reached an asset size of TL 6.1 billion and a market share of 16.1%. Funds 2014 returns; being mainly on the 1st quartile among similar funds, also outperformed peers in most of the fund types. Responsible Investment Practices After becoming a signatory of the United Nations Principles for Responsible Investment in 2011, GPY established its Responsible Investment Policy and Responsible Investment Committee. The Committee is the highest authority for integrating Environmental, Social and Corporate Governance factors into the processes of establishing an investment scope for securities and evaluating credit risks inherent in corporate bonds. GPY annually reports its performance in Responsible Investment practices to the UN. Reports are accessible on the website FUTURE PLANS The introduction of Takasbank (İstanbul Custody and Settlement Bank Inc.) Fund Distribution Platform on January 2015, will intensify competition as investors will be able to access all mutual funds through a single channel through their banks. With the new CMB Law, funds now after will be established by Asset Management Companies, all funds will be set up under an Umbrella Fund, they will be allowed to invest in deposits and have different share groups. Having obtained the necessary permissions from CMB, GPY is ready for the new era. In 2015, new funds which will invest in multiple assets, and in various geographies in volatile markets will be launched. The Sukuk Fund, planned to be launched will present an alternative for investors seeking potential returns. In accordance with the growth potential of the Private Pension system, GPY has the goal of increasing the number of Pension Companies served. In Discretionary Portfolio Management business, GPY aims to outgrow the market, thus to gain additional market share while increasing its contribution to its profitability. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

42 GARANTİ LEASING The company designed sector-specific leasing packages in order to respond to needs that vary according to sectors in machinery and equipment financing. Launched for the purpose of secondhand sales of equipment, leasingdepo.com application remained the one and only sales platform geared towards this goal in the sector, and was actively used, attracting an ever-increasing number of visitors and applications. Garanti Leasing maintains its leading position for 12 years in number of contracts. Carrying out the leasing transactions of a broad customer base covering corporate customers, commercial customers, and small and medium-sized enterprises, Garanti Leasing has been active in the sector since Being the only Turkish leasing company rated both by Standards & Poor s (S&P) and Fitch Ratings, Garanti Leasing maintains a performance above the sector average with its quality services that create distinction in the eyes of its customers. Garanti Leasing, a well-known player in the international markets, is set apart from its competitors with its qualified human resources, solid technical infrastructure, high funding capability and diversity of borrowing resources on the international markets. FUTURE PLANS In the year ahead, Garanti Leasing will continue to further strengthen its asset quality through its dynamic and specialized human resource, strong delivery channels, extensive branch network, and superior technology. In order to reach the targeted sectors and broad customer base, the company will utilize its service and delivery capabilities, build on vendor relations and concentrate on machinery, construction machinery, textile, tourism, metalworking, real estate, yachts and healthcare equipment that are expected to capture larger shares in the sector. ACTIVITIES IN 2014 Garanti Leasing successfully pursued its activities as one of the biggest leasing companies in the sector without compromising profitability. Based on data for the period of released by Association of Financial Institutions Garanti Leasing reached: a transaction volume of USD 943 million, 3,171 contracts and 15.6% market share in the number of contracts. In 2014, Garanti Leasing placed more focus on alternative delivery channels, thereby achieving increased productivity and customer satisfaction, and kept offering different and innovative solutions in customer relationship management. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

43 DOĞUŞ GROUP 2014 ANNUAL REPORT 43 GARANTİ FLEET Having expanded its car pool by 20% in line with its sustainable growth strategy, Garanti Fleet has been providing service to 2,250 customers with 12,000 cars and a team of 70 persons as of year-end Garanti Fleet offers long-term fleet rental service for the passenger cars of all makes and models sold in Turkey to companies of any size from SMEs to corporate businesses, as well as to individual customers. Providing extensive, rapid and reliable fleet management services across Turkey drawing on the strength of Garanti brand and its robust financial structure, Garanti Fleet achieves full compliance with the maintenance and repair standards established by the automotive industry. Garanti Fleet proactively plans every detail from the tires to be used to the service points where maintenance and repair services will be received, thus ensuring unbroken high quality service throughout the rental cycle. Having adopted the mission of contributing permanent value to its customers, Garanti Fleet aims at unconditional and sustainable customer satisfaction. In March 2014, the company established Garanti Filo Sigorta Aracılık Hizmetleri A.Ş., which holds insurance brokerage authorization for managing insurance operations. Garanti Fleet received the Outstanding Achievement Award at Interactive Media Awards for garantifiloikinciel.com, the online sales platform developed for the second-hand sale of cars with expired lease terms. In keeping with the importance attached to driving safety, Garanti Fleet initiated a collaboration with a specialist professional institution and began offering Advanced Driving Techniques Training in addition to the Safe and Defensive Driving Techniques Training to the users of the cars leased by the company. The training courses are planned to be continued in In 2014, Garanti Fleet leased 4,000 new cars. Having expanded its car pool by 20% in line with its sustainable growth strategy, Garanti Fleet has been providing service to 2,250 customers with 12,000 cars and a team of 70 persons as of year-end Based on its 2014 activities, Garanti Fleet reached total assets worth TL 550 million. FUTURE PLANS In 2015, Garanti Fleet will; Continue to invest in its technology and competent human resource, Reach a car pool of 14,500 cars and 2,800 customers, Keep organizing special offer campaigns with car brands, Continue to grow on the SME line of business based on its profitable growth strategy. Set apart from its competition with its customer-centric service approach and its expert human resource, Garanti Fleet holds a unique position in the sector thanks to its advanced risk management systems and technology. ACTIVITIES IN 2014 With the goal of always rendering better and faster service to its customers, Garanti Fleet continued with its innovation projects in AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

44 GARANTİ FACTORING At the end of 2014, Garanti Factoring increased its total assets by 45% year-on-year, and carried out 37,564 factoring transactions in total with 8,467 customers, thus sustaining its support to the real economy. The company ranked number 1. in the sector with market shares of 11.3% in total assets and 11.9% in factoring receivables. Generating TL 10.7 million on domestic transactions, TL 1.2 million on import transactions and TL 5.5 million on export transactions, Garanti Factoring s total business volume reached TL 17.4 million in The customer base of the product launched in 2013 under the name Receivable Guarantee continued to widen. Transaction volume in correspondent guaranteed transactions reached USD 810 million. Different from those of prior years, Garanti Factoring raised funds via three correspondents aimed at export financing. As a result of the third audit conducted in 2014 to endorse the ongoing conformity of its activities to Corporate Governance Principles, the company s Corporate Governance Rating was raised to 8.90, making it the factoring company with the highest rating on the BIST Corporate Governance Index. Having commenced its operations in 1990, Garanti Factoring has been serving its customers under the roof of Garanti since Garanti Factoring, which went public in 1993, is traded on Borsa İstanbul National Market with a free-float rate of 8.4%. Through 21 branches in 14 cities, the company keeps supporting the real economy with a particular focus on the SMEs, offering guarantee, collection and funding services, either collectively or individually, for its customers receivables arising from domestic sales and export transactions. Being a member of the International Factors Group (IFG) and Factors Chain International (FCI), the company also furnishes guarantee via its extensive correspondent network for the overseas receivables of its exporter customers. FUTURE PLANS In 2015, Garanti Factoring will continue to broaden its customer base and to launch new products. Currently in the process of reorganizing its website to be used as an application channel for facilitating more effective new customer acquisition, Garanti Factoring is also aiming to increase the volume of factoring transactions with guarantee services through upgrades and developments taken on in relation to the supplier financing system. Garanti Factoring will continue with efforts for increasing its coverage with respect to export transactions; to this end, the company is working on new products in this field. ACTIVITIES IN 2014 At the end of 2014, Garanti Factoring increased its total assets by 45% year-on-year, and carried out 37,564 factoring transactions in total with 8,467 customers, thus sustaining its support to the real economy. Posting TL 20.5 million in net profit for the period, the Company increased its shareholders equity to TL 140 million, up by 17%. With bond issuances worth TL million in nominal terms during 2014, Garanti Factoring diversified its funding resources and offered lower-cost financing to its customers. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

45 DOĞUŞ GROUP 2014 ANNUAL REPORT 45 GARANTİ PAYMENT SYSTEMS Garanti Payment Systems is the leader in its sector with TL 77 billion credit card retail volume, 8.5 million plastic credit cards and more than 540 thousand POS Terminals. Remaining the sector s leader in its 15 th year owing to successful integration of products with technology ever since its establishment, Garanti Payment Systems (GÖSAŞ) offers high quality service to customers with diverse needs. Turkey s first and only payment systems establishment, GÖSAŞ boasts the broadest card portfolio in the market. The main brands of personal cards include Bonus, Miles&Smiles credit card, American Express, while secondary lines cover Çevreci Bonus (Environmentally Friendly Bonus), Aynalı Bonus (Reflected Bonus), Şeffaf Bonus (Transparent Bonus), and Taraftar Kartları (Football Clubs Affinity Cards). Money Bonus, Bonus Genç, Flexi, Bonus Flexi, Bonus American Express and Altın Bonus are subcategory card products under the Bonus Card. The Business Cards Portfolio encompasses nine different products, while Paracard is the debit card brand. Responsible for a number of groundbreaking initiatives in Turkey and the world, GÖSAŞ: Possesses Turkey s only network of member merchants accepting VISA, MasterCard, JCB, American Express, CUP, Diners and Discover cards, Offers various payment solutions such as e-commerce and e-retail services via together with dial-up POS, ADSL POS, Mobile POS, Virtual POS and CashRegister POS to member merchants in addition to the POS-matic, Kolay Vezne (Easy Teller), Ödeme Noktası (Payment Point), and Card Application Point services, Conducts pioneering activities in the areas of customer loyalty, profitability and risk measurement, guided by the principles of Customer Relations Management (CRM). ACTIVITIES IN 2014 Miles&Smiles credit card relaunch activities highlighted product features and benefits of highly advantageous plane ticket acquisition offered to customers. Bonus Genç communication activities targeting age group continued with intense campus events and campaigns addressing the youth segment. Restaurant-specific privileges were assigned to Bonus American Express, Miles&Smiles American Express and Easy Card credit cards, which resulted in increased use of American Express cards. Miles&Smiles Business American Express was offered to existing and new customers, which offers up to two times more miles. American Express Corporate Card was launched for corporate customers to be used for representation and travel expenses. Market was outgrown in terms of number of member merchants. One out of every three new business places was acquired as a Garanti member merchant. Through comprehensive payment system solutions made available to Retail Store Chains, innovative implementations such as self-checkout and smart pinpad became sector norms. In line with the support given to contactless payment system solutions, credit cards and mass transportation cards were merged in intercity public transportation in seven cities. Solutions were developed that facilitated transition of member merchants from mobile POS to cash register POS, in order to support the usage of Garanti application on all cash register POS brands. Groundbreaking initiatives were put into effect in CashRegister POS solutions offered to business places, thus maintaining the bank s pioneering role. A strategic partnership agreement was signed for acceptance of Union Pay cards at member merchants of banks other than Garanti. FUTURE PLANS Plans to expand the market and to promote card usage include: Continued expansion in retail credit cards, ensuring profitability and growth while fulfilling diverse needs of customers through new solutions and cash products, Achieving growth through new market penetration in member merchants, acquisition of broad-based customers, management of local campaigns, and expansion of the use of installments, Focusing on highly active and profitable customer portfolio in commercial credit cards to secure an accelerating growth trend. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

46 GARANTİ MORTGAGE Garanti Mortgage maintains its leader position in housing loans for 7 consecutive years with 13.42% market share. Having started its operations in October 2007 as the first mortgage company in Turkey with 26 employees, Garanti Konut Finansmanı Danışmanlık Hizmetleri A.Ş. (Garanti Mortgage) keeps performing successfully with a team of 98 experts. Remaining the market s leader on its 7 th anniversary, Garanti Mortgage; Offers the broadest range of mortgage products in Turkey, Provides mortgage services delivered by specialist portfolio managers who have completed the Mortgage Expertise Certificate Program, Renders efficient service employing various channels including real estate agents, property developers, call center, internet and mobile banking, in addition to branches, Analyzes customers and the areas served to organize tailor-made campaigns for professional groups and areas that offer a safe growth potential, Constantly improves processes and performances of companies collaborated with to ensure objectivity, accuracy and speed of appraisal reports. ACTIVITIES IN 2014 applications for the 444 EVIM call center were intended to achieve increase in the number of loans disbursed via the call center, which resulted in 17% rise in the ratio of customers receiving loans through this channel within total loan disbursements. On another front, the total number of mortgage applications received through digital channels, and increased by 14%. In 2014, Garanti Mortgage completed the first phase of a project for automated production of mortgage contracts by the system. This allowed rapid production of documents and alleviated the workload on the sales staff. Garanti Mortgage added local campaigns to those designed for various sectors and professional groups, and financed more than 241,000 mortgage loans in the aggregate as of Involved in 200 active housing projects, Garanti Mortgage continued to make loans available to customers for off-plan sales in housing construction projects, thanks to its collaboration with developers. Moreover, the company mediated the interest-backed loan utilization demands of real and legal persons within the frame of urban transformation during Efforts for increasing the lending performance to support urban transformation will also be ongoing in FUTURE PLANS Predicting an intense competitive environment in 2015, Garanti Mortgage aims to increase efficiency across all of its distribution channels, to offer the repayment plans that best fit its customers budget with its broad product range, and to speed up the process through automation of the documents entailed in the mortgage process. Garanti, the Mortgage Expert will sustain its leadership of the sector amid fierce competition on the back of existing services and practices that make a difference, as well as those that will be developed in the year ahead. Garanti Mortgage renovated its intranet to offer better service to customers. The innovative applications on the intranet have been instrumental in creating modules that will allow instant fulfillment of customer demands, produce customized repayment schedules, and bring Garanti Bank ahead of competition. In addition, special DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

47 DOĞUŞ GROUP 2014 ANNUAL REPORT 47 GARANTİ TECHNOLOGY The leading information technology center, Garanti Technology brought 3,987 IT projects to completion in A provider of services in information technology and the author of many FIRSTs since 1981, Garanti Technology contributes a critical competitive edge to Garanti Bank and its subsidiaries with its innovative and creative products, services, applications and consultancy services. Garanti Technology continues to lead the sector as a fully-functional IT Center, with its investments in state-of-theart technology, uninterrupted processing capability, infrastructure security, cost efficiency and energy saving, under the guidance of corporate governance and international quality standards. ACTIVITIES IN 2014 During 2014, Garanti Technology continued to invest in technological infrastructure and carried out projects integrating all technological innovations and enhancements with business processes. Having achieved a perfect harmony between technology and banking, the Garanti family improved its processes and enhanced operational efficiency thanks to this technology, and authored numerous novelties that meet the needs of its customers. Garanti Technology brought 3,987 IT projects to completion in On the part of IT security, biometric systems have been set up for granting users access to the system in order to increase in-house efficiency and to mitigate the vulnerability arising from the use of passwords. Approximately 20,000 palm vein readers give secure access to banking and office applications to users, without requiring password input. During the same timeframe, ISO27001 Information Security Management certification has been obtained for the IT security monitoring processes. A result of heavy investments in labor and technology, the certification is the first one granted to a bank in Turkey in this field. Within the scope of related activities, IT security training was given to the entire staff to raise awareness of the topic. FUTURE PLANS In 2015, Garanti Technology will keep molding the future financial services world by shaping the financial products and services in view of the current needs of its customers. Having employed all the facilities technology has to offer to establish an ecosystem where financial products and services can be easily and securely used any time anywhere and to successfully operate it, Garanti Technology will modify Garanti Bank s way of doing business, starting with the sales teams, and will transport the business life to the mobile world. The company will keep working to enable its customers carry out their transactions on the digital channels not only by using a keyboard, but also using audio and visual means. Having realized major breakthroughs in the fields of data warehouse usage and business intelligence, Garanti will complete infrastructure investments in Big Data. Besides using this technology for ensuring efficiency in customer relationship management and banking transactions, the company will also employ it in IT Operations and IT Security Management, thus taking place among worldwide pioneers. In line with Garanti s customer relationship management and technology vision, card applications accepted in the paper environment have been transferred to the mobile environment with the use of tablet PCs. The move resulted in increased efficiency, as the use of tablets secured 60% rise in the number of applications, and instant provision of credit line data reduced the number of declined applications. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

48 FINANCIAL HIGHLIGHTS (TL THOUSAND) TOTAL ASSETS REVENUE COST ( ) ( ) ( ) ( ) GROSS PROFIT MARGIN 12.4% 13.9% 11.4% 11.3% EBITDA EBITDA MARGIN 5.4% 6.4% 5.1% 4.7% TOTAL ASSETS REVENUE DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

49 AUTO- 02 MOTIVE AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

50 DOĞUŞ OTOMOTİV Doğuş Otomotiv celebrated its 20 th year in 2014, crowning this anniversary with successful results. Despite the contraction in the automotive market, Doğuş Otomotiv succeeded in increasing its sales, continuing to be the leader since 2013 in the passenger car and light commercial vehicle market was a year during which the steady rise continued and the market share of the company surpassed 20% for the first time was a year when expected growth rates could not be attained globally in developed economies, and the growth rate in developing economies slowed down. The global growth of the automotive market is expected to have grown 89.5 million units or 2.3% on the previous year. In Turkey, however, the passenger car and light commercial vehicle market contracted by 10.04% due to slackened growth, increases in exchange and interest rates, increase in the special consumption tax, and the limits imposed by the Banking Regulation and Supervision Agency on loans. In 2014, 582,117 units of passenger cars and 179,919 units of light commercial vehicles were sold in Turkey. Sales in these two segments in 2013 were 663,728 and 187,840, respectively. Sales of heavy commercial vehicles increased by 10.5% in 2014, reaching 31,061 units. The automotive industry followed a downward overall trajectory in 2014, but Doğuş Otomotiv increased its total sales from 154,293 units to 157,340 units, marking a growth in its retail sales market share from 17.8% to 20.1%. As a result of this achievement, Doğuş Otomotiv continued to be the market leader of the industry in 2014, as it was in Working with one of the most valuable brand portfolios of the world and operating as the leading automotive distributor in Turkey, Doğuş Otomotiv has combined this competitive advantage with the vision of offering creative services beyond expectations and the principle of working with a focus on customer satisfaction, bolstering its market position consistently through the years. Culminating in market leadership, this process has been the natural result of the quality of products and services. Doğuş Otomotiv has demonstrated once again in 2014 that it is the leading distributor of the Turkish automotive industry with: 14 distributorships bringing together the strongest automotive brands of the world, A total vehicle park of more than 1,200,000 vehicles, Over 550 customer contact points, Over 2,000 employees, Over 80 different models offered in a wide array of products, 157,340 units of retail vehicle sales (including heavy vehicles), and 21,120 units of second-hand vehicle sales. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

51 DOĞUŞ OTOMOTİV - VALUE CHAIN 2014 DOĞUŞ GROUP 2014 ANNUAL REPORT 51 IMPORT AND DISTRIBUTION RETAIL USED VEHICLE SALES FINANCE PRODUCTION * REPLACEMENT PARTS AND AFTER SALES SERVICES (TR) DOD USED VEHICLE SALES AUTOMOTIVE FINANCING* INSURANCE* OTHER INVESTMENTS * * DOĞUŞ OTOMOTİV INDEPENDENT AUTHORIZED DEALERS QUICK FIX TO ALL BRANDS * INSURANCE* YÜCE AUTO* SPARE PARTS AND LOGISTICS * SUBSIDIARIES ** REPRESENTATIVE OFFICES SUCCESS IN SALES Volkswagen Passenger Car undertook seven important launches in 2014, ending the year with a negative growth of 4.1%, which is well below the industry average, and increased its market share to 14.4% thanks to successful product and communications strategies, maintaining its ranking in second place. The independent research firm Ipsos selected Volkswagen Passenger Car the most loved automobile brand for the second consecutive year. Audi was exceptionally successful in 2014, attaining its highest sales figure ever with 17,809 units sold. Its vehicle park grew by 18.8% on previous year and the brand had a customer loyalty rate of 74.3%, which is held as an example throughout Europe, and Audi Türkiye saw an increase of 18% in its after-sales services turnover. Another successful brand of 2014 was SEAT, marking record growth in sales in a contracting market with 15%. SEAT sold 12,697 vehicles, increasing its market share by 29% and bringing its share figure to an unprecedented 2.16%. Distributed since 1989 by Yüce Auto, Škoda had a productive and dynamic year, increasing its unit sales by 13.2% on previous year with 14,537 units, and bringing its market share to 2.48%. Doğuş Otomotiv s highest luxury segment brand, Bentley achieved its highest sales since 2006, when it first entered the Turkish market, selling 21 vehicles. Lamborghini sold 2 units in 2014, while Porsche continued its steady growth in Turkey, attaining a new record with 588 vehicles sold, an increase of 14% on previous year. As a result of this performance, Porsche Türkiye ranked second among 26 countries in Central and Eastern Europe. Volkswagen Commercial Vehicle continued its steady growth in 2014 despite the contraction in the light commercial vehicle market, bringing its market share up to 13.3%. This was the highest market share attained by Volkswagen Commercial Vehicle, which maintained its market leadership in imported commercial vehicles as well, with a market share of 29.2%. As in the previous year, Volkswagen sold the highest number of passenger cars and commercial vehicles combined in Scania, Doğuş Otomotiv s successful representative in the heavy commercial vehicles market, continued to be a brand of choice in 2014 with its wide array of products, achieving a total unit sales of 2,014. One of the leading half-top brands of Europe and offered on the Turkish market by Doğuş Otomotiv since 2003, Krone sold 716 vehicles in 2014, and its vehicle park approached 7,000 units. Meiller, which creates solutions to the different requirements of customers and strengthens its place in the industry with its service quality, sold 309 tippers in Scania Engines increased its market share in alternative sales channels, especially in generators market, and broke a new record in sales with 235 engines, marking an increase of 77%. Distributed in Turkey by Doğuş Otomotiv since 2008, Thermo King, the leading world brand in coolers, increased its market share in 2014 with 614 units sold, thus successfully finishing the year as the market leader. Due to its success in sales and service, Thermo King Türkiye was selected by OEM the Platin Sales and Service Provider for the fourth consecutive time. AFTER-SALES SERVICES Doğuş Otomotiv attaches great importance to After-sales Services in ensuring continuous customer satisfaction, and adopts the principle of continuous improvement. The successful results obtained by the brands under Doğuş in after-sales services are the key indicator of its focused approach in this matter. In 2014: AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

52 Total Vehicles Retail (Unit) PASSENGER CARS 130, ,731 96,958 VOLKSWAGEN 84,646 88,304 66,792 AUDI 17,809 14,987 13,720 SEAT 12,697 11,065 5,811 ŠKODA 14,537 12,833 10,118 BENTLEY LAMBORGHINI PORSCHE LIGHT COMMERCIAL VEHICLES 24,001 23,752 26,048 VOLKSWAGEN 24,001 23,752 26,048 HEAVY COMMERCIAL VEHICLES 3,039 2,810 2,557 SCANIA 2,014 1,672 1,701 KRONE MEILLER TOTAL 157, , ,563 Three Volkswagen Authorized Services have been selected to the list of 100 Best Authorized Services in Europe at the 5 th Service Quality Awards competition, At the IACS survey conducted by Audi AG every year, Audi Türkiye maintained its top position in the premium segment, and moved up from fourth place to third among all brands, carrying its success one step further, At the Authorized Service Satisfaction Survey conducted every year by Audi AG with the participation of service managers, Audi Aftersales Services came in first among other brands, Authorized Service loyalty for SEAT was 58%, while customer satisfaction survey score for after-sales services rose to 99.2, For Porsche, customer loyalty for Authorized Services was 80%, while customer satisfaction survey score for after-sales services was 108, In guarantee inspections conducted by Porsche AG, Vosmer Porsche Authorized Service succeeded in becoming the Authorized Service with the lowest error rate in Central and Eastern Europe with an error rate of 0.3%, Scania s 24/7 customer services line operators responded to customers in Turkey and Europe in their own languages and 26 emergency road assistance vehicles brought services to their locations, Doğuş Oto came in first in Turkey at the Audi Twincup race and had a record increase in the NPS score with 14.9 points. AWARDS In 2014, Doğuş Otomotiv received awards in three categories at the ODD Sales and Communication Awards 2014 Gladiators. Volkswagen received the Best-selling Brand in Automobile and Light Commercial Vehicle, and Audi won the First Prize in the Magazine Ad category with its A4 2.0 TDI model; Doğuş Otomotiv s Traffic is Life radio spot was selected the Radio Application of the Year. In addition, Volkswagen Passenger Car received a Silver Effie with its Lovemark integrated communications campaign, and the World Car of the Year award, one of the most prestigious awards of the automotive industry, was given to Audi s A3 family this year. At the Kırmızı Awards held by Kırmızı magazine of the Hürriyet Publishing Group, Audi Quttro s ad was selected the best automobile ad. In the traditional Best Commercial Vehicles and Brands competition held by German magazines specializing in commercial vehicles, Meiller was selected The Best Dipper for the tenth consecutive time. TURKISH HOSPITALITY AT LAUSANNE Active in Lausanne, Switzerland, since 2009 as a Doğuş Otomotiv subsidiary, D-Auto Suisse increased its sales by 50% in 2014 despite the recession in Europe and broke a new record with 275 new vehicles sold. In addition, D-Auto Suisse was selected as one of the top five dealers throughout Switzerland in terms of quality. ENTRY INTO THE IRAQ MARKET Aiming to bring Doğuş Otomotiv s know-how and corporate business model into Iraq s automotive market as the leader of innovations and quality-centered service ethos, D-Auto LLC began its operations in Erbil in D-Auto LLC sold 31 new vehicles from July to December. DOĞUŞ OTO Providing services at a total of 32 Authorized Sales and 30 Authorized Service points for VW Passenger Car, VW Commercial Vehicle, Audi, Porsche, SEAT, Škoda, and DOD, all of which it represents, Doğuş Oto sold a total of 46,868 new vehicles in 2014, setting a new record with this performance. Doğuş Oto s share in Turkey s passenger car and light commercial vehicle market rose to 6.1% in A GAME SETTER IN THE SECOND-HAND MARKET DOD, Turkey s first and biggest brand in corporate second-hand vehicles, has become the symbol of trust in the sector since 1999 and has introduced many innovations in the corporate secondhand sector. As the harbinger of corporate identity, DOD introduced changes in the business models of the second-hand sector and DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

53 DOĞUŞ GROUP 2014 ANNUAL REPORT 53 succeeded in increasing its Authorized Dealer stock penetration level from 8% to around 25%. DOD has created new supply channels and improved corporate identity at Authorized Dealers, which increased sales to 21,200 units. OPERATIONAL LEASING Founded in 2003, LeasePlan Türkiye offers value-adding services to its clients in the operational leasing sector for the last ten years. As of the end of 2014, LeasePlan Türkiye has increased its fleet by 37%, increasing its total vehicle portfolio to 14,315 units. The company serves 1,815 different clients. TÜVTÜRK Making an important contribution to traffic safety by ensuring that vehicles travel safely, TÜVTÜRK has attained record growth in all its areas of activity, primarily in periodical vehicle inspections in 2014, increasing its turnover by 15.6%, from TL 1,009,000,000 to TL 1,166,000,000. The fixed station number rose to 203 with the Antalya Serik Station, which was opened in 2014, and the addition of İzmir and Fethiye Motorbike Inspection Stations. New mobile stations were also added, bringing the total number of mobile stations up to 103. The number of periodical vehicle inspections increased by 14% on previous year and reached 7,897,000, with exhaust gas emission tests run for 2,745,000 vehicles. VDF AUTOMOTIVE FINANCING Turkey s leading automotive financing company, vdf developed innovative products and services aimed at customer satisfaction and expectations in 2014, and reached record highs in loan and insurance numbers. vdf surpassed all targets in 2014 with its performance and continued to be the market leader among consumer financing companies and banks in terms of performing contracts. vdf increased its total volume of loans by 25% on previous year, from TL 3.2 billion to TL 4 billion. A STRATEGIC COMMUNICATION CHANNEL: SOCIAL MEDIA All Doğuş Otomotiv brands make extensive use of the internet and social media communication, creating pioneering projects with the innovative applications it offers on social media platforms. For example, Volkswagen Passenger Car has 3.4 million followers on Facebook, making it the most popular brand and the biggest Volkswagen page in the world. The web page of the brand receives more than 16 million visitors a year. The newly developed Internetbased Potential Customer Management System have directed over 26 thousand customers to Authorized Dealers. Second-hand automobile sales also make effective use of social media. DOD realized its first vehicle sale on Twitter in 2014, winning the bronze award in the Best Twitter Use category in the 2014 Stevie Awards. CORPORATE SOCIAL RESPONSIBILITY Acting on the principle of being present in all the links of the automotive chain, Doğuş Otomotiv continued its social responsibility projects in 2014 with aim of managing and minimizing the effects created due to its operations and sharing its solutions with all shareholders. Having pioneered its sector, Doğuş Otomotiv prepared its first Corporate Social Responsibility Report in Sustaining its leadership position in this area, the company regularly continues reporting and maintains its efforts concerning transparency and accountability, the two keystones of corporate responsibility. Within the framework of its responsibilities towards people and public spheres, Doğuş Otomotiv believes that raising awareness about traffic safety, one of the key elements of social participation, is a basic responsibility. Hence, with its project titled Traffic is Life, Doğuş Otomotiv aims at taking the lead in improving the perspectives of individuals on issues of mutual respect, responsible behavior and following the rules in traffic. In 2014, the number of universities offering Traffic is Life! as an elective increased, and primary school teachers were given I m Learning Life training in order to enable them to teach more effectively the second-grade traffic Class, which is a part of the curriculum determined by the Ministry of Education. Traffic is Life! engages in collaborations with respected establishments and institutions like World Health Organization, Turkish National Police, and the Ministry of Education on the subject of Road Safety; becoming increasingly active through the year, it reached tens of thousands of students in pilot cities with its exemplary education programs. Traffic is Life! has become the most comprehensive corporate social project in the industry thanks to the projects it carries out, and has been invited to the UN General Assembly Economic and Social Council that convened in Geneva between September 22 and 24 to present its activities, and was selected Exemplary Application in Traffic Safety. Traffic is Life! continues its work to create cultural change in society in terms of respect in traffic, and to date has received a total of 10 awards. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

54 FINANCIAL HIGHLIGHTS (TL THOUSAND) TOTAL ASSETS REVENUE COST ( ) ( ) ( ) ( ) GROSS PROFIT MARGIN 13.6% 7.8% 9.4% 5.4% EBITDA EBITDA MARGIN 13.3% 8,9% 7.9% 5.4% TOTAL ASSETS REVENUE DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

55 DOĞUŞ GROUP 2014 ANNUAL REPORT CONSTRUC- TION AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

56 DOĞUŞ CONSTRUCTION For more than 60 years, Doğuş Construction has combined its experience and expertise with modern technologies to successfully complete several infrastructure and superstructure projects in Turkey and abroad. Doğuş Construction is one of the leading companies in its sector due to its mega project perspective, its infrastructure, and superstructure projects undertaken not only in Turkey but also abroad. Doğuş Construction, which has been ranked among the most reputable construction companies since its establishment in 1951, has completed 170 sizable projects worth approximately USD 12 billion. The works performed so far include 20 dams and HEPPs, with a total electricity production capacity of 3,000 megawatts, 1,460 kilometers of roads including 415 kilometers of motorways, 2,000,000 sqm of building construction, infrastructure works, 35,000 meters of bridges, viaducts and passages, more than 116,000 meters of tunnels and diversion tunnels, ports, marinas, irrigation projects, sewerage systems, office buildings, shopping and leisure centers, residential and industrial buildings. Currently, the total value of projects in which Doğuş is involved is USD million, and Doğuş s share in these projects is USD million. Doğuş also takes part in the execution of various rail mass transportation projects in Turkey, the Middle East and Eastern Europe via either joint ventures or consortiums, which are established with the participation of international companies. Doğuş values long-term strategic partnerships and alliances with reputable global companies in the industry to share risks in the projects and extend its field of activities. Doğuş s strategy involves growing in the current market in which it is operational and seeking business opportunities within potential markets to ensure sustainability, thereby maximizing profitability while maintaining liquidity and minimizing risks. As part of its vision to diversify its portfolio, Doğuş Construction has added airport projects to its portfolio and expects to grow in this sector. Metro, light rail transit and rail systems, building projects, environmental and industrial projects, ports and marine structures are also areas in which Doğuş seeks business opportunities for expansion. Doğuş Construction and Trade Inc. employed 4,552 employees (834 white collar, 3,718 blue collar) in construction and trade activities as of December 31, MISSION With its successfully-completed projects of dams, hydroelectric power plants, tunnels, metros, highways, roads, industrial facilities and ports, Doğuş Construction has an important place in the development of Turkey and wishes to continue its success in the international arena. Doğuş Construction s mission is to be a world- DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

57 DOĞUŞ GROUP 2014 ANNUAL REPORT 57 class company invited to participate in international construction projects and to be the choice of qualified employees from all around the world with its vast knowledge, experience, construction quality, best solutions provided to its commissioners, respect for nature, and the safe working environment provided to its employees. AS OF DOMESTIC PROJECTS EXPECTED PROJECT VALUES DOĞUŞ S SHARE (USD MILLION) ÜSKÜDAR-ÜMRANİYE-ÇEKMEKÖY METRO ARTVİN DAM AND HEPP KONYA-AKŞEHİR-AFYON HIGHWAY VISION Doğuş Construction follows a proactive business development method on its journey to become a world-class company. In areas where it sees potential, the Company develops projects that will meet the needs of the employer with all their aspects (technology, design, financing, human resources etc.) and delivers them. Doğuş Construction cooperates with leading international companies of the industry, creating a synthesis by combining advanced business conducting methods with its knowledge and skills, thereby showing its uniqueness. Doğuş Construction implements an integrated method consisting of high quality, occupational health and safety and nature elements in order to reach this goal. Doğuş Construction s current domestic and international projects are as follows: DOĞUŞ TECHNOLOGY BUILDING TOKAT-NİKSAR HIGHWAY ,5 KONYA MAVİ TÜNEL WATER TREATMENT PLANT PETKİM CONTAINER PORT MARINE WORKS ARTVİN-ERZURUM-ARDAHAN-ARDANUÇ STATE ROADS KILAVUZLU IRRIGATION MAIN CHANNEL SECTION KÖMÜRHAN BRIDGE CONNECTION TUNNEL AND ROAD 77 38,5 DOĞUŞ OTO KARTAL SALES AND SERVICE FACILITIES ANKARA-SİVAS RAILWAY PROJECT, KAYAŞ-KIRIKKALE SECTION, CONSTRUCTION OF VIADUCTS INTERNATIONAL PROJECTS KAZAKHSTAN ALMATY-KHORGOS HIGHWAY LOT ,5 ALMATY-KHORGOS HIGHWAY LOT ,5 DOMESTIC PROJECTS QATAR AL RAYYAN ROAD CONSTRUCTION AND IMPROVEMENT PROJECT In 2014, the Company s projects in Turkey included metro and light rail system projects as well as projects of highways and roads, tunnels and bridges, railways and viaducts, dams, hydroelectric power plants, irrigation, sewage systems, ports and building construction. In Turkey, Doğuş Construction applied for preliminary qualification/ preselection to 36 projects out of 55 projects that they are interested in and prequalified to 27 of them. The results of the other 8 projects are expected to be announced in In 2014, the Company bid for 21 projects and won the following 2 projects: Ankara-Sivas Railway Project, Kayaş-Kırıkkale Section, Construction of the Viaducts Star Aegean Refinery Project Marine Works (Agreement will be signed in the first quarter of 2015) SAUDI ARABIA RIYADH METRO PROJECT, PACKAGE 1 TBM TUNNELS LIBYA LIBYA AL-TAHADY UNIVERSITY LIBYA AL-TAHADY UNIVERSITY LIBRARY TOTAL Ongoing Projects The construction and electromechanical works of Üsküdar- Ümraniye-Çekmeköy Metro was awarded to Doğuş Construction in 2011 and the construction commenced in the second quarter of The line is planned to be 20 kilometers in length including the access to the depot area, and shall include 16 stations. The project is envisaged to be completed at the end of AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

58 Artvin Dam and HEPP is an ongoing project funded by DOEN Doğuş Energy. Artvin Dam is designed to be constructed as an arch concrete gravity dam on the Çoruh River with an installed capacity of 332 MW, is expected to produce 1 billion kwh of electrical energy annually. Artvin Dam and HEPP is envisaged to be completed by the end of The construction of the 47 kilometer long, 2x2 Konya-Akşehir-Afyon Highway began in 2012 and is envisaged to be completed by the end of Another road project, which will be completed in 2015 is the 3,845 meter long Artvin-Erzurum-Ardahan-Ardanuç State Road that began in 2013 with the purpose of relocation and that includes the construction of 3 tunnels with a total length of 3,555 meters. What is more, the construction of the 49 kilometer long, 2x2 Tokat-Niksar Highway is the other domestic road project that began in 2013 and will be completed in Another important road project, namely Kömürhan Bridge Connection Tunnel and Road was commenced in late This project will be actualized between Elazığ-Malatya and involves the construction of a road 5.15 kilometer long. Konya Mavi Tünel Potable Water Treatment Plant is envisaged to be completed in two years with a daily water treatment capacity of 366,850 cubic meters, and Kılavuzlu Irrigation Main Channel Section 1 Construction Project with a total irrigation area of 55,536 hectares in Kahramanmaraş, Gaziantep and Hatay is expected to be completed in Petkim Container Port is being constructed in Aliağa, İzmir and is expected to be completed in Approximately 900 piles will be employed within the scope of the 700 meter Sheet Pile Quay Construction Works. Doğuş Technology Building in Çayırova, Kocaeli that is completely covered with a glass panel system was constructed on an area of 10,900 sqm in late Doğuş Oto Kartal Sales and Service Facilities on the other hand, that shall have a total construction area of 28,000 sqm is planned to be completed in January Doğuş Construction started two new infrastructure projects in 2014: Ankara-Sivas Railway Project, between Kayaş-Kırıkkale Construction of the viaducts and Star Aegean Refinery Project Marine Works in Aliağa, İzmir. The construction of Ankara-Sivas Railway including the viaducts no.s: V7-V9-V10 and V15 that was tendered by the General Directorate of the Turkish State Railways (TCDD) Enterprise is signed in February 2014, and 4 viaducts with a total length of 6,216 meters shall be constructed within the scope of the project. The contract with regards to Marine Works phase, which is one of the critical phases of Star Aegean Refinery Project in İzmir, Aliağa, is about to be signed, and it shall soon take its place among the projects that shall be performed by Doğuş Construction. INTERNATIONAL PROJECTS With its proactive business development activities, Doğuş Construction is extending to new markets and takes advantage of opportunities in the international arena. The Company follows businesses in Gulf region, Eastern Europe, CIS and Russia, Central and South Asia and Sub-Saharan Africa. In order to be more effective against competition, share risks and adhere to qualifications, it cooperates with leading international and local companies. Doğuş Construction increases its experiences by diversifying its project portfolio via joint ventures and strategic partnerships in new markets. Together with present markets such as Bulgaria, Ukraine, Kazakhstan, Qatar and Saudi Arabia, the Company has been interested in construction projects such as roads, highways, railways, tunnels, metros, airports, sewage systems, energy transfer lines and hydroelectric power plants in new markets such as Azerbaijan, Russia, Oman, India, Pakistan, Romania, Poland, Georgia, Vietnam, Kenya, Uganda, Nigeria, Kuwait, Bosnia and Herzegovina, Croatia, Ethiopia, Kosovo, Montenegro and Serbia. Doğuş Construction has completed the incorporation of local companies in Oman, Qatar and Saudi Arabia and aims to increase its market penetration in these countries and the region. In the scope of business development activities abroad, the Company has been interested in 35 projects in total. In most of these businesses, in order to share risks and provide experience diversification, Doğuş worked with local and foreign partners. Doğuş Construction applied for preliminary qualification / preselection for 12 of the projects in The Company bid for seven international projects and awarded one project. Riyadh Metro Project, Package 1, TBM Tunnels Work Ongoing Projects Road Construction Project that shall be performed between Almaty- Khorgos in Kazakhstan, including two lots and 2x2 lanes with a total length of 112 kilometers commenced in the second half of 2013 and is envisaged to be completed by DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

59 DOĞUŞ GROUP 2014 ANNUAL REPORT 59 The Qatar Al Rayyan Road Construction and Improvement Project, which is the most critical of seven big projects that were tendered by The Public Works Authority Ashghal was contracted in January The construction and development works on a 5.3 kilometer section of the current 10.7 kilometer Al Rayyan Road will be realized by Doğuş Construction. The project is planned to be completed in the first quarter of The Riyadh Metro Project Package 1, TBM Tunnels in Saudi Arabia is recently awarded to Doğuş Construction and will be completed by the end of The construction of the tunnels has a total length of 16 kilometers. 2014: DELIVERING QUALITY AND EXPANDING CORE COMPETENCIES Geopolitical risks and uncertainties in the global economy lead construction companies to be more competitive and to find new markets for achieving sustainable growth and high profitability. The ongoing deflation and macroeconomic uncertainties in Europe and economic problems in developing countries lead to postponement or narrowing of infrastructure investments in some countries and the movement range of the capital, accelerating the speed of reaching new resources and new markets, and affecting competition negatively. In 2014, Turkish contractors have undertaken 255 new projects in 41 countries with a total value of USD 22.5 billion. These figures are quite low compared to the previous year due to political issues recently occurred in Russia and Ukraine as well as the North Africa and the Middle East. The growth in construction sector slowed down to 2.2% in the first nine months in 2014 due to the decline in public and private investments. Due to security risks, lack of political stability and financial liquidity in Sub-Saharan African countries, Doğuş Construction has focused mainly on the selected countries in the Gulf Cooperation Council (GCC). Doğuş has strengthened its position once again with Qatar Al Rayyan Road Project and Riyadh Metro Project as being one of the leading companies in the transportation business line. Utilizing its mega project approach and its long-standing experience, the Company continued to grow on the basis of sound and sustainable profitability. By increasing its share in the sector, Doğuş Construction gained a more dynamic structure and continues its progress with no interruption towards achieving its goal of remaining stable in those markets where it is operational. PROJECTS IN 2014 THE NAME OF THE PROJECT LOCATION PROJECT VALUE ANKARA-SİVAS RAILWAY PROJECT, KAYAŞ-KIRIKKALE SECTION, CONSTRUCTION OF VIADUCTS RIYADH METRO PROJECT, PACKAGE 1, TBM TUNNELS WORK KAYAŞ-KIRIKKALE / TURKEY TL RIYADH / SAUDI ARABIA $ AEGEAN REFINERY PROJECT "MARINE WORKS" İZMİR-ALİAĞA / TURKEY $ Our best asset is our people With engineering applications requiring different areas of expertise, Doğuş Construction offers a wide range of career opportunities to employees in various locations and within different cultures enabling them to manage large scale projects in domestic and global markets. Believing the success of the Company solely depends on the success of its people, Doğuş Construction creates a trusted working environment with exclusive Human Resources Practices to provide opportunities for all members to improve their technical, personal and executive abilities. Quality, Occupational Health and Safety, Environment Doğuş Construction implements and maintains Quality, Health and Safety as well as Environmental Management Systems in accordance with the leading international standards (ISO 9001:2008, OHSAS 18001:2007 and ISO 14001:2004). All of these three management systems are certified by LRQA (Lloyd s Register Quality Assurance). Risk Management and Internal Audit The Board of Doğuş Construction established a Risk and Audit Committee in previous years to better oversee risks and implement the enterprise-wide risk management process within the Construction Group. The Risk and Audit Committee is accountable to the Board and advises the Board on risk management, aiming to better oversee risks in a more systematic manner and to foster a risk culture within the Company. The Risk and Audit Committee of Doğuş Construction convenes once every two months to review the critical risks at the company and project level with high impact and probability and also to consider actions and measures to be taken to minimize such risks. The Risk and Audit Committee supervises audits and determines whether audits are carried out in the most effective and efficient manner to serve the Company s objectives. Audit works that are performed in the framework of an annual plan are being carried out according to the international audit standards and generally accepted principles. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

60 Cost Management as a Sub-section of Doğuş Information System (DIS) Doğuş Construction has been using its Cost Management as a subsection of Doğuş Information System since Cost Management enables analysis of not only activity and resource-based costs but also productivity at all levels within the Company. It places Doğuş Construction in a special place with regards to the assessment and measurement of profitability and performance in respect of internal processes while bringing improvements in productivity indicators. Within Cost Management, planned and actual data are compared to real-time tables, and graphical and interactive chart reports are produced for the evaluation of the performance of ongoing projects. Enterprise Resource Planning System of Doğuş (SAP) In 2013, Senior Management of Doğuş Construction decided to renovate and extend its Management Information System (MIS). MIS was planned to operate in electronic platform and cover the business processes of the Company. SAP and related applications are chosen as the core of the system. SAP Project has been implemented in two phases. Implementation of the first phase of SAP Project, covering main business processes (Accounting, Finance, Payroll, Human Resources, Procurement and Machinery Maintenance), was successfully completed at the end of Also, other business processes as IT-Service Management, Document Management were successfully completed at the end of first quarter of The second phase of SAP covers the remaining business processes (Project Management, Cost Management, Progress Payment, Sub-contractor Management, Strategic Planning, Tender Preparation, Quality Assurance/HSE Management, Human Resource-Performance, Insurance Policy Management, Risk Management, Budget and Reporting, Internal Audit and Business Intelligence) and is planned to go live at the end of FUTURE PLANS In 2014, Doğuş Construction executed business development activities not only in Turkey but also abroad with the aim of diversifying the infrastructure projects portfolio and of conducting business in targeted new markets while properly implementing the other projects in its current portfolio and commission them in due course. The Company s goal is to increase the weight of high value-added projects such as roads, highways and bridges, railways, tunnels, dams and hydroelectric power plants, irrigation projects, sewage systems, in its portfolio in some countries in Eastern Europe, CIS, Kazakhstan and Russia, Gulf Region and Central Asia. Including preselection/ qualification and bidding processes, the total value of the projects that Doğuş Construction intends to take part is USD 20 billion. It is estimated that new markets will comprise 35% of this value. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

61 DOĞUŞ GROUP 2014 ANNUAL REPORT 61 TECHNICAL ENGINEERING AND CONSULTING INC. Technical Engineering and Consulting Inc. is a Doğuş Construction Group company established in The company provides engineering, consultancy and technical services to Doğuş Construction Group and other institutions and contractors. Technical Engineering offers the following services for projects including motorways, highways, railways, hydroelectric power plants, irrigation projects, water and sewerage system projects and industrial plants: Established in 1984 within Doğuş Construction Group, Teknik Mühendislik offers thorough engineering, consultancy and technical services. Any kind of engineering, consultancy and technical services, Planning and feasibility surveys, technical and economic surveys, research and laboratory tests, drilling and similar studies, assistance in finding more rational and developed methods and implementation of such for these draft projects, Business management services. Technical Engineering continues to successfully complete all works undertaken with its experienced and trained key employees and technological equipment employed since its establishment. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

62 AYSON GEOTECHNICAL AND MARINE CONSTRUCTION CO. As a Doğuş Construction Group company specialized in geotechnical and marine works, Ayson has been providing top level technical services to many local and international enterprises since its establishment in The Company was first established as Doğuş Drilling and Investigation Co. in 1972 to serve for the soil survey and grouting works in large dam projects (Hasan Uğurlu Dam and HEPP, Suat Uğurlu Dam and HEPP, Aslantaş Dam and HEPP), which Doğuş Construction had then undertaken. In 1999, its name was changed to Ayson Drilling, Investigation and Construction Co. and in 2008 to Ayson Geotechnical and Marine Construction Co. by adding construction and marine works in the scope of its fields of activity, respectively. Ayson s Quality and HSE Policies In 2009, Ayson established an integrated management system with Quality, Occupational Health and Safety and Environmental Management Systems and received certificates from the LRQA. These management systems were established utilizing ISO 9001:2008, ISO 14001:2004 and OHSAS 18001:2007 standards and managed by a highly qualified technical staff with 37 years of experience. Ayson specializes in all kinds of geo-technical contracting works, grouting works, marine works and NATM tunneling. Ayson s fields of activity include all types of bored and precast concrete piles, prefabricated vertical drains (wick drains), sand drains, jet grout columns, stone columns, impervious walls, retaining walls, prestressed anchoring with steel strands, sheet piling, bolting, soil nails, grouting works, shot-creting, exploratory drilling, water well drilling, drainage wells, foundation explorations, soil improvement works, deep excavation supporting systems, ventilation shafts and excavation work including preliminary studies for all these operations and evaluation through in-situ tests. The strategic priorities and targets in the sector are resulting in a gradual increase in the domestic market share in the shortterm and operating in large overseas projects in the medium and long-term. Ayson also works to increase the part in HEPP projects especially in grouting and tunneling works not only domestically but also internationally. Ayson offers a wide range marine structure services, including jetties, dolphins, ferry terminal ramps and breakwaters. The Company has undertaken Petkim Container Port in Aliağa, İzmir and Star Refinery Jetties Project. Ayson has successfully completed more than 111,409 tons of grouting, 1,216,197 meters of bored piling and 600,186 meters of anchoring work in projects it has undertaken so far. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

63 DOĞUŞ GROUP 2014 ANNUAL REPORT 63 Ayson has provided employment to 515 people directly and 324 people indirectly (sub-contractors) by the projects it has undertaken. Some Major Projects in Turkey and Overseas Ayson continues to work in the metro line by implementing NATM tunnel construction and Shoring Works of the stations in the Üsküdar-Ümraniye-Çekmeköy metro line in İstanbul. formed by reinforced concrete superstructure with 1733 precast concrete elements, one dolphin structure on 5 steel tubular piles and a head wall structure on 85 piles is under construction. Ayson is going to construct the diaphragm wall, anchorage and pilling works for Qatar Al Rayyan Road Project by the Public Works Authority Ashghal. The works are envisaged to be finished by May Ayson started serving to Enerjisa in 2011, first by undertaking the grouting works in Suçatı HEPP, an RCC dam, which had already been in service for a while, and secondly by executing the bored piling works in Adana Kavşakbendi HEPP. It continued its activities in 2012 by undertaking the grouting works in Adana Kavşakbendi HEPP and Kandil Dam and HEPP, Kahramanmaraş. By the end of 2013, grouting works in both projects were successfully concluded. Within the scope of the Boyabat Dam and HEPP, Ayson has executed grouting works of 10,800 meters in downstream cofferdam and 210,230 meters in galleries in total. İzmir Aliağa Star Refinery Jetties Project was signed in December The scope of the marine works comprises the construction of three jetties for the purpose of allowing to receive crude oil and loading liquid products. The total length of jetties will be 1155 meters and all of them will be constructed on steel pile foundation with a length of 75 meters. The total number of steel piles that will be used is 807 and all will be driving and settled to the 45 meters deep seabed. The project will be finalized in two years. FUTURE PLANS Within the scope of Artvin Dam and HEPP, Ayson has undertaken all the derivation, variant and relocation tunnel construction works. Ayson also has undertaken bored piling, grouting and soil investigation works in the same project. Ayson, also realizes special works such as pendulum drilling. In Aliağa, İzmir Turkey Petkim Container Port Project open quay and dolphin, and sheet pile wall construction works consist of a 770 meter long quay wharf structure supported on 769 steel tubular piles, Ayson aims to increase the number of marine, grouting and tunneling projects in its portfolio and act as a strategic partner to leading investors in Turkey in the short-term. Ayson also works to expand its experience abroad, compete and succeed in the international arena in the medium and long-term, especially for potential marine, grouting and tunneling projects. Currently, the Company is pursuing projects in Turkey and the GCC countries. AYSON GEOTECHNICAL & MARINE CONSTRUCTION CO. PROJECTS IN PROGRESS PROJECT NAME AND DESCRIPTION OF WORKS CLIENT PROJECT LOCATION PROJECT VALUE (USD) START DATE ESTIMATED COMPLETION DATE ARTVİN DAM AND HEPP PROJECT GROUTING WORKS, PILING WORKS, TUNNELING WORKS CONSTRUCTION AND ELEKTROMECHANICAL WORKS OF ÜSKÜDAR-ÜMRANİYE-ÇEKMEKÖY METRO PILING, TUNNEL, EXCAVATION, SHAFT, ANCHORING WORKS PETKİM CONTAINER PORT PROJECT PILED QUAY, DOLPHIN AND SHEET PILED WALL CONSTRUCTION DOĞUŞ CONS. AND TRADE INC. ARTVİN - TURKEY DOĞUŞ CONS. AND TRADE INC. İSTANBUL - TURKEY DOĞUŞ CONS. AND TRADE INC. İZMİR - TURKEY DOĞUŞ AUTO SALES AND SERVICE FACILITIES PILING AND SHORING WORKS DOĞUŞ CONS. AND TRADE INC. İSTANBUL - TURKEY COMPLETED IN STAR REFINERY JETTIES PROJECT JETTIES AND MARINE WORKS CONSTRUCTION QATAR AL RAYYAN R5-R6-R7 JUNCTION CONSTRUCTION DIAPHRAGM WALL PILING AND ANCHORAGE WORKS CONSTRUCTION OF RİZE RECEP TAYYİP ERDOĞAN UNIVERSITY FACULTY OF THEOLOGY PILING AND ANCHORING WORKS DOĞUŞ ES. JV ALİAĞA-İZMİR-TURKEY DOĞUŞ CONS. AND TRADE INC. QATAR DOĞUŞ CONS. AND TRADE INC. RİZE -TURKEY TOTAL PROJECT VALUE ,00 AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

64 FINANCIAL HIGHLIGHTS (TL THOUSAND) TOTAL ASSETS REVENUE COST ( ) ( ) ( ) ( ) GROSS PROFIT MARGIN (6.4%) (16.6%) 13.2% 6.0% EBITDA ( ) ( ) (27.454) (77.378) EBITDA MARGIN (54.2%) (41.7%) (3.3%) (10.3%) TOTAL ASSETS REVENUE

65 MEDIA 04

66 DOĞUŞ MEDIA GROUP Doğuş Media Group s vision is to become the world s best-known Turkish media and entertainment company. From TV and internet to radio and magazines, Doğuş Media Group has made its mark with its prestigious and high quality publications. The Group aims to cater to the needs of consumers by following and supporting developments and innovations in technology and media. Operating in all branches of media and consistently strengthening its presence by enhancing and improving current trends, Doğuş Media Group reaches millions of people through its innovative, informative and entertaining broadcasts on its TV channels, radio stations and web portals, as well as through its outstanding periodicals and books. Doğuş Media Group directs and influences the Turkish media sector with its innovations and successful applications. The success of Turkey s first news channel, NTV, heralded a new era of thematic channels in Turkey. Now, with CNBC-e offering finance and economy news during the day and international series and movies at night, the thematic TV channel trend has gained pace. CNBC-e is not only Turkey s first financial channel but also the first hybrid TV channel offering two different kinds of programming during the same day. The Media Group widened its audience profile when it acquired Turkey s first private mainstream entertainment channel, Star TV, in Doğuş Media Group has made significant progress with both created and acquired brands and has built upon global alliances with partners such as CNBC, National Geographic and Condé Nast / Vogue. The Group has broadened its operations from TV to magazines, radios, digital and print media, and it has become the leading media organization providing thematic content to the public. With 1,269 employees (834 male and 435 female), Doğuş Media Group currently is one of the largest companies in the media industry. Doğuş Media Group fosters public trust with its professionalism and quality-focused business dealings. The sense of belonging it creates for consumers also give rise to expectations of continuous progress and distinction. The close bonds developed with consumers by Doğuş Media Group also have had an impact on advertisers, leading them to prefer the Media Group s brands for promotions. Always staying one step ahead in its advertising practices, Doğuş Media Group generates tailored solutions for customers who wish to be associated with the Media Group s brand equity and to differentiate themselves from the competition. Advertisers are offered various media solutions and a high level of efficiency. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

67 DOĞUŞ GROUP 2014 ANNUAL REPORT 67 Doğuş Media Group offers a wide variety of high quality media including not only television, but also magazines, radio, various internet portals and more. Thus, this participating in the budgets of advertisers for several segments is an advantage for the Group. Within the entertainment sector, television is preferred most by advertisers. With the acquisition of Star TV, the Media Group also began to meet the expectations of advertisers in the entertainment sector. AWARDS Doğuş Media Group was honored as the recipient of 1000 awards between 2001 and 2014 for its broadcasts and social responsibility campaigns. Of these awards earned during 2014, a total of 115 were granted by various ministries, organizations, associations and foundations, professional chambers, universities and high schools. ACTIVITIES IN 2014 TV ad sales constituted 57.4% of Turkey s total advertising market in 2014, and the entertainment sector represented 80% of that. The total advertising market in 2014 increased by 4.7% and share in active markets of Doğuş Media Group was 18.6%. FUTURE PLANS Doğuş Media Group s vision is to become the world s best-known Turkish media and entertainment company. The Group s market share in 2014 was 13.5% of the total ad market. Star TV was the number one TV channel in prime time and all day. AB, Total SES and 20+ ABC1 groups in The Group s radio stations market share was 20.7%, while the Internet segment was 2.8% and magazines were realized as 18.5% in TECHNOLOGICAL INFRASTRUCTURE The uplink system that enables satellite distribution of Doğuş Media Group s TV and radio programming consists of seven live-broadcast vehicles four in İstanbul, two in Ankara and one in Diyarbakır. The Group has a total of 200 NTV transmitters, 204 Star transmitters (including two in the Turkish Republic of Northern Cyprus), 51 CNBC-e transmitters, 90 NTV Spor transmitters, 29 NTV Radio transmitters, 40 Kral FM transmitters, 18 Capital Radio transmitters, 25 Kral Pop Radio transmitters and one transmitter each for Maximusic Radio, Radio Eksen and Radio Voyage. Star TV HD broadcasts on D-Smart and Digiturk platforms. NTV Spor HD broadcasts on D-Smart, Digiturk and TELEDUNYA platforms. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

68 DOĞUŞ MEDIA GROUP - BRANDS TV CHANNELS NTV In 1996, NTV began broadcasting the first 24-hour news channel in Turkey. In January 1999, it became a member of the Doğuş Media Group family. The success of NTV altered the Turkish media landscape by ushering in an era of thematic TV channels. NTV primarily broadcasts national and global news as well as quality documentaries and programs on the economy, culture and arts, lifestyle, and sports. NTV aims to bring accurate news and analysis to its audience without interruption and without bias. The quality of its content, along with its impartial editorial approach, has made NTV a prestigious brand synonymous with reliable news. NTV s broadcasts on health, education, and the environment, along with other special projects, are concrete examples of its social responsibility approach. In addition to NTV s Head Office in İstanbul, the latest developments in Turkey are followed by NTV from its offices in other cities; Ankara and Diyarbakır. Reporters and news agencies scour the entire country for the latest happenings. For international news, NTV relies on its offices in Brussels and Lefkosia, reporters in major cities like London, Cologne, Athens, Strasbourg, Baghdad, Damascus, Islamabad, Pristina, Singapore, Stockholm and worldwide well-known news corporations - Reuters, ENEX and APTN. Star Star TV began broadcasting under the name of Magic Box in May 1990 in Liechtenstein. In September 1990 it commenced official broadcasts via the German satellite, Eutelsat, and subsequently changed its name to Interstar in 1992 before finally becoming Star TV in A new era began when Star TV joined Doğuş Media Group in November With its experienced professional team and innovative vision, the Group nurtured and renewed Star s image, design, and content. With a mission to provide entertainment for everyone, Star has always enjoyed a colorful and intimate brand perception. Adhering to this mission, Doğuş Media Group enhanced this objective as high quality entertainment for everyone. With Star, the Group aims to raise the standards of TV networks in Turkey. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

69 DOĞUŞ GROUP 2014 ANNUAL REPORT 69 CNBC-e CNBC-e is an example of a successful fusion of coverage of the economy and entertainment under the same brand. It was established on 16 October 2000 as a result of cooperation between the world s leading business channel, CNBC, and the Group s entertainment channel, Kanal e. CNBC-e has two different programming formats: its daytime format comes from American channel CNBC while its content is derived from Doğuş Media Group. During the day, CNBC-e targets business professionals and individual investors with its realtime access to economic news and market data. The evening lineup sees CNBC-e become an entertainment channel offering award-winning films, worldwide popular TV series, dramas and important events, all in original languages with Turkish subtitles. CNBC-e cooperates with the giants of the industry such as HBO, WB, MGM, Paramount, Sony Columbia and Fox. Surveys show that CNBC-e viewers tend to be well-educated, selective city-dwellers who care about creativity and who are seeking to improve their standard of living. NTV Spor Launched in March 2008, NTV Spor is a dedicated TV channel producing sports-related programming 24 hours a day. Using NTV s expertise in news and sports broadcasting, NTV Spor is regarded as a sports platform where fans can catch up on everything related to sports, 24/7. From the very beginning, NTV Spor aimed to provide up-to-date, impartial sports news combined with rich content and a dynamic programming format. Most programming on NTV Spor is either live or tape-delay sporting events, national and global sports news, sportsrelated documentaries and TV shows with special guest appearances by major sports figures. NTV Spor holds official broadcasting rights to large sporting events from various sports branches. Only six months after it was launched, NTV Spor was ranked second among all thematic TV channels. NTV Spor commenced terrestrial broadcast in the beginning of NTV Spor Smart HD NTV Spor, a comprehensive sports platform with activities on TV, radio, the Internet and social media, is combining its strength and energy with D Smart. NTV Spor and D Smart introduced a new channel that will appeal to all sports enthusiasts. NTV Spor Smart is broadcasting games from La Liga and Euroleague and many important matches from various other sports. Shows that feature famous faces from NTV Spor are also being aired on NTV Spor Smart. The channel, which began test broadcasting on July 1, 2013, began permanent broadcast on D Smart- Channel 76 as of August e2 Established in December 2006, TV channel e2 offers extraordinary entertainment content consisting of talk shows and TV series. With a loyal, highly involved and selective audience, e2 differentiates itself as a niche entertainment TV network, bringing uncommon TV characters and celebrities to the screen. e2 has three broadcasting slots: At daytime, popular daily shows such as Martha Stewart and The Ellen Degeneres are broadcasted dubbed in Turkish. At primetime e2 welcomes audiences who enjoy prime entertainment such as The Tonight Show Starring Jimmy Fallon, most popular awardwinning dramas and series such as Mad Men, Dexter, Breaking Bad, and The Tudors. At midnight e2 presents the most popular award-winning dramas and series such as The Vampire Diaries, The Wire and Hemlock Grove. Kral TV Turkey s first music TV station, Kral TV is the leader in its category with its music video clips and programs. From arabesque to Turkish folk music and Turkish classical music, Kral TV broadcasts all genres of Turkish music fulfilling an important need in the music television sector. The best video clips of all Turkish music genres and the best artists are available 24 hours a day on Kral TV. Kral Pop TV Kral Pop TV, the heart of popular music, airs all the Turkish hits in tandem with Kral Group s second radio station, Kral Pop Radio. Kral Pop TV, which features shows such as Kral Pop Fans, Story of an Album, 0 Kilometer, Artist of the Day, Magazine News, Story of a Concert, Kral is Everywhere, Kral Pop Local, Kral Pop Chart and Kral Pop Diary, is one step ahead of its competitors because it airs first-time, exclusive clips of famous artists. Kral World TV Beginning in 1994 with Kral TV and later with Kral Pop TV in 2012, Kral-branded television broadcasting has been changing the vision of music TV broadcasting. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

70 Considering the demands of younger generations in Turkey for world music and foreign music, and also given the economic attraction of this sector, a third Kral-branded TV channel was launched: Kral World TV. Kral World TV, targeting an audience aged between 12 and 30 who follow a global music vision, was launched on 15 December Kral World TV can be reached from Tvyo, Kral mobile application and other music TV mobile applications. INTERNET ntv.com.tr Turkey s News Portal ntv.com.tr, was founded on 15 th of May, 2000 with NTV s news experience and network. The content of ntv.com. tr is prepared and developed by its own editors. Providing news on a wide range of subjects, ntv.com.tr caters to the daily news needs of readers with various subjects from national to international news; latest developments in breaking news along with detailed reports on special events. With the restructuring of ntv.com.tr based on the web 2.0 technology on February 2009, it serves the users with a modern interface and infrastructure full of user-friendly multimedia elements. tvyo tvyo is an online video-on-demand (VOD) platform published by Doğuş Media Group and offering a new experience with the widest scope. tvyo went public in December 2012 with the introduction of a premium platform offering various video content for free. VOD content is enhanced by adding popular series from other content providers such as TRT s Kızılelma, and STV s Şefkat Tepe. Providing the most exclusive content, tvyo offers TV Series, Music, Sports, Live TV and Channels categories with varying live, on-demand and thematic content. tvyo is accessible via ios, Android and Smart TV applications. tvyo users can add their favorite programs to their personal queue and follow their favorites daily. tvyo aims to be the first choice of internet users who demand free and high quality online video service. Startv.com.tr Startv.com.tr is the online platform for Star TV, where users can enjoy the content that is possessed by Star TV both VOD and live. According to latest comscore figures for Turkey (July 2014) it is the most used premium video content site in Turkey. Startv.com.tr also provides exclusive relevant content with Star TV. Star TV is digitally accessible via startv.com.tr, ipad, iphone and Android applications. NTVHava NTVHava is a multi-platform weather information service, which serves current weather information and forecasts for all of Turkey and most major world cities. Weather information is not limited to temperature; it also includes details of wind direction and speed, barometric air pressure, precipitation, and sea temperatures. In addition to quantitative data, NTVHava provides not only lifestyle information such as good weather conditions for picnicking, walking, or swimming, but also user-oriented content through improved location services and live weather maps, photo-sharing and social sharing on different platforms such as Facebook, Twitter and Instagram. NTVHava is currently available on web, wap, iphone, ipad, Android phone and Android tablet. It has special native applications for these platforms, which are aligned with user experience expectations. Cnbce.com Cnbce.com, Turkey s first finance channel s website which was established in November 2012, is a fast and trusted source whose main purpose is to become a new medium for news, information and commentary from Turkey and around the world. Intended for people who follow markets closely, the finance portal offers news, analysis, graphics, photos and commentary from leading economists. In addition to being available on the web, it is also available on smartphones, tablets and Smart TV. Oley.com Oley.com began its operations within the Doğuş Media Group structure as a virtual dealer for sports betting in June As a legal sports betting site, Oley.com provides its members with betting opportunities for various sports. In the beginning of 2012, oley.com added National Lottery virtual dealership to its operations and began selling national lottery tickets online. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

71 DOĞUŞ GROUP 2014 ANNUAL REPORT 71 Hosting many famous sports authorities within its structure, Oley.com initially enabled the posting of previously selected betting coupons, special videos, and stastical content but now is a platform where members share their betting choices and evaluations. Oley.com provides users with the latest news and developments on upcoming games and competitions. While members are preparing their bets, they can also follow up on live scores and communicate with each other through the website. Oley.com combines fast, reliable, high-quality services and the most up-to-date content with valuable insights from famous sports authorities. Oley.com, which set out with the mission of being a trustworthy, user-friendly and innovative website, now has over 450,000 members. NTVSpor.net NTVSpor.net is the official website of NTV Spor, Turkey s leading sports channel. The content of the website is curated by a professional and experienced staff and takes advantage of the powerful content and experience of NTV Spor. NTVSpor.net, Turkey s leading sports portal, was set up just before the 2006 World Cup. Active as a sports page on ntvmsnbc.com until June 2010, NTVSpor.net was launched with its new interface and content on the first day of the World Cup in June The website, with more than 100 million page views each month and approximately 600,000 unique visitors each day, has 5.5 million followers on Facebook and Twitter. NTVSpor.net exceeds more than five times the number of users of its closest competitor through the portal and social networks. NTVSpor.net also provides its members with access to live coverage from NTV Spor television and NTV Spor radio through its pages, thus providing a service with which its rivals are unable to compete. NTVSpor.net has been downloaded as an application more than 500,000 times on mobile platforms such as iphone, ipad and Ovi, and it is the leader in this category in Turkey. The website also provides online games such as Social League. It is the number one sports gaming website with more than 560,000 active gaming members. RADIO STATIONS NTV Radyo Launched in November 2000, NTV Radyo carries out an important mission in the area of news broadcasting. Its broadcasts include economy, sports, lifestyle, and arts and culture. NTV Radyo reaches its audience from 28 centers with news every day. After midnight and on weekends, NTV Radyo features music and talk show programmes. Capital Radio Türkiye Capital Radio first started broadcasting in As of 2 nd December in 2013, Capital Radio is back on air across the country, playing the music listeners in Turkey grew up with: The 70s, 80s and 90s, and even a few songs from the New Millennium. Capital Radio Türkiye is designed to attract the hundreds of thousands of listeners who in 1993 loved Capital Radio as teenagers and who today are Turkey s most influential and educated adults. Even the radio s slogan, Your Life. Your Music, makes listeners feel nostalgic while they create new memories. You can listen to Capital Radio Turkey in İstanbul on FM 101.0, and in Ankara, Antalya, Bodrum, İzmir, Mersin, Trabzon and many other cities on 99.5 FM. Kral FM Turkey s most-listened to radio station, Kral FM, was launched in 1992 and became a member of the Doğuş Media Group in June Kral FM plays the best of Turkish pop, folk, classical, rock, and arabesque. The radio station also delivers daily news and the latest developments in Turkey. Kral FM reaches its listeners via 40 transmitters and has one of the largest radio communities in Europe. Kral Pop With the acquisition of Kral TV and Kral FM in 2008, Doğuş Media Group became a prominent member of the music industry. One of the most recent accomplishments of the Group was the launch of the new national radio station, Kral Pop. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

72 The King of Turkish Pop: Kral Pop broadcasts the best examples of Turkish pop music from the past to the present as well as new releases. Since its first day, Kral Pop has been attracting the attention of the music industry in addition to listeners. Radyo Eksen Launched in November 2000, Radyo Eksen delivers a wide range of quality music, from indie to country and from hard rock to modern rock. Its broadcasting philosophy is based on the reflection of urban life in modern music. The Less talk, more music approach has created an audience of Radyo Eksen lovers in a very short period of time, making it a much loved brand. Strengthening its relations with the audience through sponsorships and organizations, Radyo Eksen began building its alternative town life in 2012 by organizing a festival called Eksen On Fair. With the concerts of Bombay Bicycle Club, The Stranglers, Space, Neyse and Belle & Sebastian and London Guns DJ sets the participants had great fun in Eksen on Fair. On 15 September 2013, Radyo Eksen brought together Suede, The Hives, The Undertones, Systema Solar, Carl Barat Dj Set and Meriva for the second festival. Throughout the day, the festival area designed like an alternative Eksen town constituted of different shops and corners ranging from body painting to LP record store, from t-shirt store to book store, captured the crowd s attention. Radyo Eksen broadcasts on 96.2 FM in İstanbul and live on the internet and via satellite. Maximusic! 99.4 İstanbul was introduced to a unique and irreplaceable radio concept on 2 December 2013: Maximusic! Maximusic! 99.4 is a result of research, which was conducted by an international research company to determine the attributes of a new İstanbul radio station with the participation of many listeners. There are no silly DJ s that interrupt your music pleasure at Maximusic! There is less talk, more music. Music reflects the lifestyle and rhythm of İstanbul. Maximusic! 99.4 plays the most music every hour. Moreover, it plays international and Turkish hit songs from the 90 s to today. Tarkan, Maroon 5, Shakira, Sertab Erener, Justin Timberlake, Rihanna and Göksel are examples of artists featured on Maximusic! Maximusic! 99.4 aims to be the first radio station of choice for people who live in İstanbul. Radyo Voyage Launched in January 2009, Radyo Voyage is Turkey s first and only new age, ambient and world music radio station. Radyo Voyage takes its listeners on a voyage through Ambient, New Age, Avant Classical, Gregorian Pop, World Music and Ethnic Jazz genres, allowing them to discover new music and new sounds. Radyo Voyage broadcasts on FM in İstanbul and live via internet and satellite sources. PERIODICALS Vogue Türkiye Vogue, a Condé Nast publication, has been leading and inspiring the fashion world since 1892 and now reaches millions of people in 19 countries. There was a long wait for Vogue in Turkey, and the magazine was finally launched by Doğuş Media Group in March The magazine not only informs its readers of new trends, but it also decides what fashion is. Vogue Türkiye is courageous, avant-garde and innovative with its shoots. Anything that is exciting finds a place in the pages of Vogue Türkiye. Most important of all, from the covers to fashion shoots, portraits to style tips, the magazine creates original content. Vogue Türkiye has a selective and unique perspective - elegant style with women at its center, and a glamorous visuality allowing it to cover fashion, beauty and lifestyle since its first day of publication. GQ Türkiye GQ was established in the United States in The magazine became a part of Condé Nast Publications 32 years ago and is currently published in 20 countries and in 12 different languages. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

73 DOĞUŞ GROUP 2014 ANNUAL REPORT 73 GQ covers all fields relevant to metropolitan men and guides the lifestyles of men in all the countries where it is published. GQ has a unique formula for men: it brings together fashionable aspects of life and intellectual commentary with its rich content from fashion to art, health to relationships, sports to technology, food and drink to remarkable interviews. GQ Türkiye has been published by Doğuş Media Group since March The best-selling men s magazine in the world, GQ outshines competitors with extraordinary photo shoots, a humorous tone, and the best writers and photographers. It combines its global position with the values and dreams of Turkish men. NTV Publications Ever since March 2007, NTV Publications has been offering a new perspective on reading and thinking. While acting as a reference for various subjects including history, science, arts, photography, politics, nature and environment, NTV also covers cooking, children books and graphic novels. Expanding its product line every month, NTV Publications has become an important and prestigious brand in the public eye with its bestselling non-fiction titles. In addition to presenting readers with outstanding foreign books with fluent translations, NTV also encourages local projects with books on Turkey s history, cultural heritage, and natural treasures. National Geographic With a history dating back to 1888 and a readership of more than 60 million readers worldwide, National Geographic is more than just a magazine; it is also one of the most prestigious brands in the world. The magazine s Turkish edition debuted in 2001, and each month it presents to its readers a fresh array of fascinating features and original articles about geography, science, exploration, history and more. National Geographic Kids Published since 1975, National Geographic Kids was launched in Turkey by Doğuş Media Group in The aim of this magazine is twofold: to entertain and simultaneously to equip children with knowledge via high-quality content and visuals. Robb Report The Robb Report joined Doğuş Media Group in 2008 as Turkey s first magazine focused on the luxury market. Its mission is to become an exclusive guide for high net worth individuals who are passionate about celebrating life. From yachts and automobiles to jewelry, priceless watches, fashion and premiere vacation spots, Robb Report readers enjoy all the elements of a luxurious lifestyle. This magazine covers both the latest products and original styles from worldrenowned luxury brands. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

74 FINANCIAL HIGHLIGHTS* (TL THOUSAND) TOTAL ASSETS REVENUE COST ( ) ( ) ( ) ( ) GROSS PROFIT MARGIN 48.1% 26.9% 32.2% 35.7% EBITDA EBITDA MARGIN 2.7% 17.3% 16.8% 20.5% *FIGURES ARE BASED ON STANDALONE FINANCIAL STATEMENT OF DOĞUŞ TOURISM GROUP: D-HOTELS AND RESORTS, D-MARIN AND DOĞUŞ RETAIL. TOTAL ASSETS REVENUE

75 TOURISM05 AND SERVICES

76 DOĞUŞ TOURISM GROUP Established in 1976, Doğuş Tourism Group operates in 5 five different business lines by the end of 2014, which are hospitality (D-Hotels and Resorts), marinas (D-Marin), destination management and MICE (Antur), fashion retail (Doğuş Perakende), watch and jewellery (D Saat). In addition to tourism line, Doğuş Group operates through D-Gym, Espace Privé Chenot D-Life İstanbul and Körfez Havacılık (Aviation) for other service lines. HOSPITALITY D-Hotels and Resorts D-Hotels and Resorts owns six five-star hotels and four boutique hotels. International Chain Hotels as Park Hyatt Maçka Palas İstanbul, Grand Hyatt İstanbul, MARITIM Hotel Club Alantur, Alanya; partner boutique hotels as Capri Palace Hotel & Spa, Villa Dubrovnik, argos in Cappadocia, Maçakızı Bodrum and D-Hotel Maris, D-Resort Grand Azur Marmaris, D-Resort Göcek. Rixos Downtown is operated by Rixos Group under long term lease agreement. D-Hotels and Resorts have continued to carry on its investments in All of D-Hotels and Resorts properties share common vision and values; each hotel is committed to the highest level of quality and standards. A true hospitality leader, D-Hotels and Resorts strives to obtain a reputation for excellence both local and international D-Hotels and Resorts holdings. D-Hotels and Resorts performed successfully throughout the year in terms of its room occupancy rate, which increased by 3% in 2014, room rates, which increased by TL 38, and total hotel revenue generated, which increased by TL million TOURISM HIGHLIGHTS Turkey enjoyed a successful year in tourism in Targets were reached with 41,4 million tourists visiting the country and US$ 34,3 billion in revenue being generated, resulting in an average expenditure per person per day of US$ 828,3. As a result, Turkey remained at 6 th place in the world in terms of the number of tourists and 9 th in terms of tourism revenue. Compared to 2013, the number of tourists coming to Turkey increased by 5.6%, the revenue increased by 6.2%, and the daily average expenditure increased by 0.57%. The top three countries sending tourists were Germany (14.25%), Russia (12.2%), and the UK (7.1%). Turkey received 80.7% of its tourism income from foreign visitors and 19.24% from Turkish citizens residing abroad. Turkey enjoys year-round sunshine, allowing for an extended holiday season and the expansion of its market to include consumers in search of winter, sun and sports tourism. Indeed, in addition to summer vacation tourism, culture tourism, conventions and shopping, other forms of tourism, such as skiing, trekking and health tourism, are also becoming increasingly popular in Turkey. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

77 DOĞUŞ GROUP 2014 ANNUAL REPORT 77 ACTIVITIES IN 2014 D-Resort Göcek completed renovating its existing accommodation facilities and building brand new rooms. The resort with brand new accommodation compounds increased its room capacity from 57 rooms to 103 rooms and suites in total by late spring D-Resort Grand Azur Marmaris has renovated its main kitchen facilities and grand hall and was in service in time for the start of the 2014 summer season. D-Hotel Maris reopened in spring 2014 with three new à la carte restaurants, in cooperation with the d.ream and Azumi groups: Zuma, Nusr-Et and Ruia have opened at D-Hotel Maris. Bodyism has launched first European Clean & Lean residency at D-Hotel Maris. Bodyism professionals who are accepted as world s leading authorities in fitness and nutrition are also famous for transforming bodies and changing lives around the world. With incredible success over the last ten years, bodyism clients include Lara Stone, Rosie- Huntington-Whiteley and Hugh Grant. In 2014, tailor-made motor yacht Alia has been added to the armada of D-Hotel Maris. Park Hyatt İstanbul had been home to the prestigious La Petite Maison restaurant as of The agreement process that was initiated in 2013 for argos in Cappadocia and Villa Dubrovnik has been finalized in 2014 whilst aggrement process for SOHO House İstanbul has begun by AWARDS Grand Hyatt İstanbul Tripadvisor for the Certificate of Excellence in 2014 Park Hyatt İstanbul-Maçka Palas Included as one of the top hotels in the world on Condé Nast Traveller s 2014 Gold List Tripadvisor Traveler s Choice Labeled as one of the Top 25 Best Luxury Hotels in Turkey Tripadvisor for Certificate of Excellence 2014 Five Star Diamond by American Academy and Hospitality Sciences, 2014 Maritim Hotel Club Alantur Chosen as Top Quality Hotel 2014 by HRS Holidaycheck.com - Highly Recommended Hotel Certificate 2014 D-Hotel Maris Six Star Diamond Award from the American Association of Hospitality Science Robb Report Best of Best Russia Hideaways Award - Germany argos in Cappadocia Fodor s 100 Hotel Awards Best 12 Small Hotels of the World 2015 FORECAST Turkey continued to attract more tourists from the Middle East, with an increase of 10.5%, from India with an increase of 25.77%. However, there was a decrease of 10.24% from Latin America. Increases are expected to continue in Middle East and South Asia for The preliminary data indicate that the overall increase in incoming tourism in 2015 will be around 5%. However,the economic crises in Russia, Italy, Greece and the unstable political situation in Turkey s neighboring countries, Syria and Iraq, especially the Ukraine, may negatively affect the overall amount of tourists in resort areas. Furthermore, a slight decrease expected from German and UK, due to bookings shifting to Spain and Greece. FUTURE PLANS D-Hotels and Resorts future strategies, in line with those of Doğuş Group, are to become a regional leader and to continue expanding in the sector. D-Hotels and Resorts will seek to continue reflecting its growth-oriented investment philosophy in its financial results and operations in the coming years. In accordance with this philosophy, and the demand for better facilities and services, D-Hotels and Resorts have exciting plans for the near future. In 2015, D-Resort Göcek will finalize the staff housing construction. D-Hotel Maris will have re-structuring in rooms. The hotel will serve its guests with 159 rooms, 34 suites and one villa. Whilst the Teenage AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

78 Club at D-Hotel Maris will have new concept for 2015 summer season. Another very exciting project of D-Hotel Maris is to have the famous of Capri, Il Riccio Beach Club & Restaurant with its Italian specialties. For this purpose, the Breeze restaurant will be totally renovated. Il Riccio is also planned to be open in Bodrum by mid Maritim Alantur s outdoor pool is to be completely renovated while argos in Cappadocia will have full renovation for its facilities. In the pipeline for D-Hotels & Resorts are two more properties, which will be added to its expanding portfolio, Murat Reis Ayvalık, Turkey, and D-Resort Šibenik, Croatia. Both hotels are planned to be open as of 2015 summer season. The aggrement process for SOHO House İstanbul is planned to be finalised by first quarter of At the same time, Doğuş Tourism Group is actively searching for domestic hotel investments in historical and cultural destinations, and is also considering hotel investment opportunities in Greece, Italy and Croatia. GRAND HYATT İSTANBUL Grand Hyatt İstanbul is a star facility managed by Hyatt International (Europe Africa Middle East) LLC and located in Taksim in the heart of İstanbul. Grand Hyatt İstanbul is located in the center of the city s business district, just a five-minute walk from the Bosphorus and Taksim Square. Grand Hyatt İstanbul features large (40 m 2 ) guestrooms and fully marbled bathrooms with separate bathtubs and rain showers. There are 360 guest rooms, including 26 suites. The Grand Club rooms offer VIP accommodation, separate check-in and check-out facilities, a private lounge and boardrooms. through Turkey and the Mediterranean for breakfast, lunch and dinner. Other outlets include the Mezzanine Lounge & Bar, the Library Bar and the Gazebo at the outdoor pool in summer. The Gaia Spa and Fitness Centre has four specially designed treatment rooms, hammam, a fitness studio and an exercise room for yoga and pilates classes. PARK HYATT MAÇKA PALAS İSTANBUL The historic Maçka Palas building, was converted in 2009 into a 90- room boutique hotel under the brand name, Park Hyatt İstanbul - Maçka Palas Hotel. Ideally located in trendy Nişantaşı, the hotel boasts a unique combination of the historic architecture of an art deco building with innovative interior design. The five star hotel is also within walking distance of many upscale designer fashion houses, as well as ultra-trendy bars and restaurants. There are 90 generously sized deluxe rooms averaging 59 m 2, including five Park suites, two Park terrace suites, one executive suite, one diplomat suite and a presidential suite. All of the residential top-floor suites offer a private terrace. Each guestroom features a grand bathroom decorated in local fossilized limestone, offering five different bathing experiences. Twenty-five of the rooms include an authentic Turkish bath complete with heated stone seating. MARITIM HOTEL CLUB ALANTUR Maritim Alantur is a five-star hotel in Alanya, situated on the Mediterranean coast. In its ideal location, 140 km east of Antalya, only 38 km from the nearest airport Gazipaşa, and 5 km from Alanya s city center, the Maritim Hotel Club Alantur welcomes its guests with 350 rooms and suites. The hotel, with its 65,000 m 2 garden and pool area, is located directly on the beach in an area known as the Turkish Riviera offering guests relaxation, entertainment, or recreation in several on-site facilities. Maritim Hotel Club Alantur has developed a based and focused on strong family-friendly concept, featuring family rooms, mini club facilities and waterslides. A total of 1966 m 2 of function space is available with 19 meeting rooms with state of art technology, including a ballroom, a large prefunction space, boardrooms, and the new meeting venue, Mansion. Mansion offers a unique residential meeting concept where guests have the opportunity to hold meetings in a home-like setting with a highly personalized and dedicated service. All six Mansion rooms feature natural light and can cater to parties of up to 86 guests. The new restaurant, 34, is a casual dining venue with animated show kitchens and a lively atmosphere, offering a fascinating culinary journey D-HOTEL MARİS The luxury resort D-Hotel Maris is located in a unique conservation area on the beautiful Datça Peninsula, high on a hillside surrounded by breathtaking views, crystal clear sea and five beautiful, natural Blue Flag beaches, offering the best water sports facilities in the area. D-Hotel Maris goal is to be known not only for the stunning natural beauty of its surroundings, and its extensive range of beautiful and DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

79 DOĞUŞ GROUP 2014 ANNUAL REPORT 79 luxurious facilities, but also as a brand that offers the highest level of personalized services to its guests. Consisting of 159 rooms, 34 suites and one villa, D-Hotel Maris targets international and local guests with long-term stays within the resort. It offers elegant dining experiences in exquisite settings at its breakfast restaurant, including award-winning restaurant Zuma totally five à la carte restaurants and seven bars. D-Hotel Maris is the only resort in Turkey to host a branch of the award-winning spa, ESPA at D-Hotel Maris, which is the ideal escape from the stresses and strains of everyday life, letting guests relax, unwind and rejuvenate. In addition to leisure business, during shoulder seasons, D-Hotel Maris hosts smaller meetings and incentives from targeted business segments, including the automotive, pharmaceutical, and financial sectors. D-RESORT GÖCEK D-Resort Göcek opened in May 2013 as part of D-Hotels and Resorts with a completely renovated lobby, two restaurants, bars, a unique 1500 m 2 spa and fitness center, and modern conference facilities for up to 150 guests. D-Resort Göcek is known for having the only beach in the entire Göcek area. The beach boasts a beach-front restaurant and bar, giving its guests the opportunity to enjoy the only Teppanyaki (a Japanese style of grilling) grill station in the area. After the renovation of the existing accommodation facilities and with the addition of more compounds, by late spring 2014 D-Resort Göcek consists of ten luxury accommodation compounds, with 103 elegant and luxurious rooms and suites. D-RESORT GRAND AZUR MARMARİS D-Resort Grand Azur Marmaris, which is situated directly on a beach with probably the most beautiful scenery of the Marmaris coast, is just a few steps away from the city center and 100 km from Dalaman International Airport. In 2013, it began operating under the D-Hotels and Resorts brand with 324 fully renovated rooms and suites, half of which offering sea views, five bars, and three restaurants, one of which is a roof top restaurant with a steak house concept, unique for the city of Marmaris. The resort has the largest spa and fitness facilities in the city of Marmaris. D-Resort Grand Azur also has a conference area accommodating up to 350 people as well as two seminar rooms with seating for 35 people. ARGOS IN CAPPADOCIA Located in the heart of Cappadocia on the site of an ancient monastery in Old Uçhisar Village, argos in Cappadocia has carefully restored the remains of historical dwellings, underground tunnels and caves to offer our guests not only an unsurpassed place to stay but a unique perspective from which to view this magical land. A mysterious, even unearthly expanse of ravines, canyons, mountains and valleys, it was formed by millions of years of soft volcanic lava and ash. It began with the vision of turning a complex of ancient dwellings into a world-class luxury hotel. The dream was enhanced with the discovery of the ruins of Bezirhane, a 1500-year old rock-hewn monastery and later hostel for camel caravans on the legendary Silk Road. Finally, argos in Cappadocia opened its doors as an elegant masterpiece - a highly imaginative boutique hotel and concert hall that reinterprets the rich traditions of the past for today s discerning travelers. The hotel s accommodations are offered in several styles, from standard rooms to splendid suites with private in-suite swimming pool. The rooms uniquely situated in six restored mansions connected by underground tunnels and pay tribute, in design, to the region s ancient underground architecture. argos in Cappadocia has an outstanding 100-seat indoor and outdoor Seki Restaurant-Lounge-Cellar serving local and regional dishes as well as international fare. The underground wine cellar offers carefully selected high-end local and international wines. The Bezirhane concert hall, an ideal venue for corporate meetings, weddings and other special events, is the setting for nightly live classical, jazz and Sufi musical performances. VILLA DUBROVNIK Villa Dubrovnik, most exclusive and most awarded boutique hotel of Croatia, introduces an unprecedented level of luxury and style to one of the world s most famous cities. Prominently positioned on the cliffs above the Dubrovnik s prestigious St. Jacob precinct, Villa Dubrovnik is minutes away from the fortified beauty of the Old City cultural landmarks and few steps to everything that Dubrovnik offers to its guests for centuries. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

80 Style & Luxury Boutique Hotel with 56 Residential units, which mostly have sea-view with private balconies/terraces is offering contemporary charm and special amenities. Genuine tailored services, Villa Spa wellness & beauty facilities with individualized treatments, tailor-made excursions and sightseeing tours, exclusive conference & executive meeting facilities, a la Carte Mediterranean genuine fresco-cuisine in restaurants Pjerin and Giardino, rooftop Prosciutto & Wine Bar with the most beautiful vistas in Dubrovnik are some other essentials of Villa Dubrovnik. Everything has been meticulously crafted to ensure guests privacy and luxury. Whether the guest is staying for pleasure, business or pure indulgence in precious moments of life, the Croatian most elegant 5-star hotel invites to share its unique experience of the romance forever. CAPRI PALACE HOTEL & SPA The Capri Palace Hotel & Spa is a luxury hotel, boasting of an atmosphere of refined elegance, just steps away from the charming village of Anacapri, with magnificent views over the Gulf of Naples and Ischia Island. Its 72 rooms and suites, some with private pools and gardens, are decorated in a Mediterranean style, offering comfort and privacy. This five stars hotel is also the setting for a unique selection of contemporary art called The White Museum. The passion for art can be sensed all around the hotel. The Capri Palace owns the only two awarded restaurants on the island, features three restaurants: L Olivo an elegant sophisticated and refined restaurant boasting two Michelin stars, Il Riccio - an exclusive one Michelin star Restaurant & Beach club close to the famous Blue Grotto and the more informal bistrot Ragù - with a stunning sea view terrace. The Capri Beauty Farm is a medical spa of international fame. It has been awarded countlessly as the best spa destination. It specializes in beauty and medical activities, such as its famous signature treatment, The Leg School. During the year 2013, the Hotel held numerous cultural, art and gourmet events, such as the Artist in Residence Program AIR, Monthly Gourmet gourmet events, the Ferragosto Gala Dinner and a celebration of Mariorita boutique s 60 th Anniversary. Mariorita is a historic store, situated in Anacapri, recently completely renovated, which offers a selection of the best international fashion brands together with our exclusive hand & tailor made brand, of Capritouch under the store of Mariorita. MAÇAKIZI Against a backdrop of rolling hills, overlooking the turquoise waters of the Aegean, Maçakızı is situated on the northern side of the Bodrum peninsula in a lovely village called Türkbükü. Even though the history of this special hotel goes back to the 1970s, since 2000, Maçakızı has been located in Türkbükü and, along with its private popular beach; it has been transformed into a beautiful boutique hotel. Maçakızı has 53 rooms and 21 suites, featuring artwork by renowned Turkish artist Suat Akdemir, and pillows & bed runners by renowned London-based designer Rıfat Özbek. 23 rooms overlook the lush gardens while 30 rooms offer vistas on to the Aegean, framed by hot pink bougainvillea. Twelve junior, three sea view and six villa Suites offer understated luxury, and ultimate privacy. All the rooms and suites were renovated in They were decorated with modern furnishings, travertine floors, and open plan bathrooms with rain showers. The sumptuous Mediterranean menu, created by seasoned chef Aret Sahakyan, is served in an open-air dining room beneath 100 year-old olive trees as delicious aromas waft in from the open kitchen. Small plates and amazing summer cocktails are served on the sundeck, while the buffet lunch menu is available every day marked the launch of the brand new Mediterraneo pavilion overlooking the Saint-Tropesque bay of Türkbükü, where it is now possible to enjoy an air of serene tranquility and unparalleled warmth during the cooler months of the season. The dramatic glass-enclosed area with pool backdrop is the perfect venue for intimate gourmet dinners by the fireplace, exclusive private parties, and art events. In 2013, Maçakızı teamed up with the prestigious French cosmetics company NUXE and proudly launched a NUXE Spa at Maçakızı. New detox treatments are available this season, alongside facials, massages and the signature traditional Turkish hammam. The spa s five treatment cabins and three massage tents are laid out in an exclusive location where nature, luxury and wonder are perfectly combined. VOYAGER MEDITERRANEAN TURİZM ENDÜSTRİSİ VE TİCARET A.Ş. Voyager Mediterranean Turizm Endüstrisi ve Ticaret A.Ş. owned the Sheraton Voyager Antalya Hotel, Resort & Spa managed by Starwood Hotels & Resorts Worldwide Inc. until 31 December Afterwards the building was long term leased to Rixos Group and since 1 January 2011 is being operated as Rixos Downtown. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

81 DOĞUŞ GROUP 2014 ANNUAL REPORT 81 DESTINATION MANAGEMENT & MICE ANTUR Antur is a leading corporate travel services company in Turkey, owned by Doğuş Group since Antur prides itself on being an innovative company which offers a comprehensive range of services to meet all aspects of its clients needs in a complex business world of ever-increasing demands. Providing corporate travel management services, as well as incentives, events and meetings management services, Antur Turizm is a member of the International Air Transport Association (IATA), the American Society of Travel Agents (ASTA), the United Federation of Travel Agents Associations (UFTAA), and the Association of Turkish Travel Agencies (TÜRSAB). Thanks to its ongoing operations, in December 2014 Antur recorded a 34% increase in its revenues compared to the previous year. As of 31 December 2014, Antur directly provides employment for 57 people. Destination Management Antur caters to the needs of incoming FITs, groups and incentives. Antur works closely with leading travel agencies and tour operators from Europe, Asia, North America and South Africa. Large volumes of domestic traffic have led to the Company s establishing excellent relations with local suppliers and thus wielding considerable bargaining power in its negotiations, resulting in competitive rates. Time-tested itineraries are fully flexible and scalable so as to be easily adapted to specific requirements. Antur s experienced team of specialists is always ready to provide its customers with assistance, information and quotations. Antur s aim is to be the best destination management company in Turkey by providing exclusive services to its customers. CORPORATE TRAVEL MANAGEMENT As a core service, corporate travel management is probably the most well known business activity of Antur, since Antur brings together local expertise and specialist knowledge to deliver an allround value, offering tailored solutions for its clients. In addition to traditional corporate transaction processing, such as airline ticketing, hotel and car rental bookings, Antur s corporate travel management services include the following: Events and Meetings Management Antur has an innovative and creative team of professionals who handle a wide spectrum of conferences, seminars and corporate events catering to the needs of specific corporate clients or a specific topic/industry. Antur s events management, local knowledge and supplier relations, combined with a solid understanding of business dynamics, guarantee excellent customer satisfaction time after time. Conferences, seminars, meetings of all sizes, alongside corporate events, such as incentives, product launches, openings, and gala nights, make up Antur s basic activities in Turkey. Outbound incentives is an area of specialization for Antur. The Company s team members pride themselves on surpassing their clients expectations combining their event management expertise with a solid business understanding to achieve results that speak for themselves. Antur boasts a distinguished list of multinational and leading Turkish companies, for which it regularly organizes tours, ranging in size from 25 to 1,500 participants. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

82 WATCHES and JEWELLERY D SAAT Although the business in the luxury segment was quiet in Turkey in 2014, including the touristic regions as the year before, D Saat achieved growth more than 200%. D Saat founded in June 2013 distributes the world s leading luxury watches, watch accessories, jewellery and personal accessories brands to premium watch boutiques in Turkey. World s leading Swiss watch brands such as Hublot, Arnold&Son, HYT and Bell&Ross, German winder, safe producer Döttling and French jewellery brand Messika are under its brand portfolio. D Saat meets consumers with represented brands in the Hublot Boutique in İstinyePark and Quadran Luxury Timepieces stores at Le Meridien, İstanbul and D-Hotel Maris at Datça Peninsula. It presents pioneer and innovative products to watch and jewellery connoisseurs and collectors in Turkey. Moreover, experienced professional sales consultants present its charming products to foreign visitors in an atmosphere with a world class quality. Meanwhile Quadran Culture magazine by D Saat, brings latest watch and jewellery trends within the philosophy of Quadran Luxury Timepieces. ACTIVITIES IN 2014 Although the business in the luxury segment was quiet in Turkey in 2014, including the touristic regions as the year before, D Saat achieved growth more than 200%. In 2014, the number of point of sales has increased as below: Hublot: 14 POS, Arnold & Son: 4 POS, Bell & Ross: 4 POS, HYT: 5 POS, Döttling and Messika brands are on sale in Quadran Boutique, İstanbul. Hublot through its strategy signs contract only with one football team per country such as Manchester United, Bayern Münich and Juventus. Turkey was the first exceptional destination whereas D Saat Hublot contracted with all three major football clubs: Fenerbahçe, Galatasaray and Beşiktaş. The limited edition Hublot King Power Fenerbahçe watches were on sale by the end of the year. As a leader for strong advertising campaigns, D Saat presented Hublot exclusive collections for the football teams via four separate press conferences. A launch for retailers done in Antalya by April before the tourism season starts and four more sales points has been added to the line. By the end of 2014, Arnold & Son has launched TB88 Quadran Editionan exclusive limited collection that is dedicated to Quadran Luxury Timepieces stores. In June, on the occasion of 250 th Anniversary of Arnold & Son, collectors event has been held in Park Hyatt Maçka Palas İstanbul where a new collection has also been presented. Moreover, Arnold & Son was the sponsor for Fortune 500 Gala Dinner in September. Bell & Ross was among the sponsors for GQ Men of The Year 2014 Awards Ceremony. By the end of the year, the brand also sponsored the New Year Street Party by Beşiktaş Municipality where the count down for the New Year was celebrated by Bell & Ross animation being reflected on Akmerkez skyscrapers by 3D mapping technique. MILESTONES 2014 A distribution agreement signed with Bell & Ross in January. Quadran Luxury Timepieces acquired by D Saat in February. The new multi brand Quadran Luxury Timepieces store opened at D-Hotel Maris in May. HYT watches were distributed in May. Döttling Safe and Winders were distributed in August. Messika Jewellery collections were distributed in December. In 2014 the head office and after sales service center have moved to a new building in 3. Levent and by the year end D Saat team has increased to 22 employees. FUTURE PLANS D Saat aims to record a growth through new store openings in retail and future brands in its distribution channel. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

83 DOĞUŞ GROUP 2014 ANNUAL REPORT 83 FASHION RETAIL DOĞUŞ FASHION RETAIL Through its global cooperations and superior customer service, Doğuş Fashion Retail continues to respond to the fashion expectations of consumers in the national market. Doğuş Fashion Retail initially secured the franchises for Emporio Armani and Gucci in 1997, opening their first boutiques in one of İstanbul s most prestigious locations, the historical Maçka Palas Building. The Company, furthermore, opened two Armani Jeans stores at Vialand Mall, İstanbul and Palmarina, Bodrum; three In-Formal stores in Bodrum, Belek and Göcek; an outlet retail concept branded as in4out at ViaPort, İstanbul in 2013, further penetrating into the luxury market. The Company was also proud to introduce Capritouch at its store at Palmarina Bodrum, the Italian brand famous for its hand-made linen collection inspired by Capri Hotel located on marvelous Capri Island of Italy. M Missoni s distribution rights were also acquired the same year witnessed the second Capritouch store at D-Hotel Maris at Datça Peninsula as well as a sales corner at In-Formal D-Resort Göcek, reaching a total of 3 sales points. The Company continued to extend its sales network with a new Porsche Design store at Akasya Acıbadem Mall. Bringing together all Armani brands under the same roof, spanning 6 floors, the Armani/İstanbul store was opened at Nişantaşı Abdi İpekçi, where the Company, for the first time, introduced the Giorgio Armani brand to the fashion lovers of Turkey. By the end of the year, another Porsche Design corner was also opened at the Group s newest gym, D-Gym Etiler. Through its global cooperations and superior customer service, Doğuş Fashion Retail continues to respond to the fashion expectations of consumers in the national market. Initiating a multi-brand fashion retail project under the brand name of In-Formal, the Company continued to present prestigious labels to a fashion-conscious clientele with exclusive service standards in a very unique surrounding. Just after Emporio Armani, being the first acquisition; Armani Jeans and Gucci boutiques were opened in 2007 at İstinyePark, one of İstanbul s most prominent shopping malls. In addition to these new boutiques, the Company also secured the franchise of Loro Piana in the same year, a well-known name for cashmere fashion. Loro Piana boutique was opened in the fashionable Nişantaşı district of İstanbul in 2007 and later moved to İstinyePark in Emporio Armani Panora store was also opened in the same year in Ankara, where the city finally gained access to the brand. In 2012, another In-Formal store was opened at D-Maris Hotel in Marmaris. In the same year, Doğuş Fashion Retail was given the distribution rights of several luxury brands in Turkey such as Giorgio Armani, Armani Jeans and Armani Junior, entering the wholesale business. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

84 MARINAS D-MARIN By managing 10 unique marinas in Ionian, Aegean & Adriatic Seas in the Eastern Mediterranean, D-Marin creates the largest international chain of marinas in 3 different countries. D-Marin is a Doğuş Group company that was established to set a new benchmark in design and operations of the marinas. By managing 10 unique marinas in Ionian, Aegean & Adriatic Seas in the Eastern Mediterranean, D-Marin creates the largest international chain of marinas in 3 different countries that promotes recreational yachting; provides critical waterfront infrastructure that allows community access to the natural waterways; and develops sustainable businesses that encourage local employment and growth within the economy. D-Marin started its operations in 2003 in Turkey with its first marina, D-Marin Turgutreis. In 2009, D-Marin Didim commenced operations as the second marina in the network, and furthermore, in 2010 D-Marin Göcek joined to the D-Marin. In 2009, D-Marin expanded outside of Turkey and entered Croatia through D-Marin Mandalina located in Sibenik. In April 2012, D-Marin Dalmacija, which is the largest marina in Croatia, and D-Marin Borik joined D-Marin. The group has increased its stake in Adriatic Croatia International ACI (Group) more than 11% by CROATIA TURKEY In December 2012, entering into partnerships with Lamda Development and Kiriacoulis Mediterranean Cruises Shipping resulted in adding a world class superyacht marina - Flisvos Marina, also 3 other premium marina destinations in Greece; Gouvia, Lefkas and Zea to its portfolio, increasing D-Marin s total capacity to 8,470 berths. SUPERYACHTS GREECE D-Marin offers marina guests full homeport solutions around the world s most spectacular cruising destinations. You can explore the coastline of Turkey and unique islands of Greece, sail through the natural wonders of Dalmatia and Montenegro, enjoy the vibrance of Athens and Venice, experience ancient towns of Zadar and Sibenik in Croatia with D-Marin excellence. D-Marin s growing portfolio includes 10 marinas with 8,470 wet & dry berths located in Turkey, Greece and Croatia. D-Marin boasts the largest international marina network within the Eastern Mediterranean basin and Adriatic Sea. The marinas provide berthing facilities for yachts from 30m to 180+m and ensure that DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

85 DOĞUŞ GROUP 2014 ANNUAL REPORT 85 all of the marinas can now provide Superyacht Homeport facilities and/or destination berths for visiting Superyachts. Extensive range of services and amenities designed exclusively for superyachts, with exceptional marina facilities and specilized staff ensure that D-Marin Marinas offer its guests unforgettable experiences in every visit. KIDS FRIENDLY D-Marin Marinas Group does not forget the guests kids. With the goal of being a kids friendly marina, D-Marin Marinas Group has initiated the D-Marin Kids programme. D-Marin Kids aims to strengthen kids bonds with the sea starting from the early ages and will continue with different activities including educational programmes and creative workshops. SOCIAL RESPONSIBILITY D-Marin strives to be an asset to the community, supporting the social, cultural, intellectual and economic development of the local communities and surrounding regions. The followings are existing and sustainable commitments of D-Marin: Contribution to social life: Sponsorship of D-Marin Turgutreis International Classical Music Festival, Šibenik Šansona Festival, International Children s Festival (Šibenik), Krka Rowing Club, GKK Šibenik Basketball Team, KK Zadar Basketball Club. Contribution to environment: Collaboration with Turmepa DenizTemiz (Clean Seas) Foundation in Turkey, Blue Flag award (Turgutreis, Didim, Göcek, Mandalina, Dalmacija, Flisvos, Gouvia, Lefkas), 5 Gold Anchors award (Turgutreis, Göcek, Didim, Mandalina, Flisvos). Contribution to local community: Land/waterfront access and social facilities for local community, waterfront destination supporting the surrounding commercial businesses and the local economy, direct employment for local residents exceeding 80% out of 500 personnel in 10 marinas in 3 countries. D-MARİN TURGUTREİS D-Marin s flagship marina Turgutreis that is only 20 km far from Bodrum, was the first investment by the Doğuş Group initiating its commitment to develop an international network of integrated marinas. D-Marin Turgutreis has created a true marina destination that combines the lifestyle benefits of yachting with the magnificent city life and history of the Bodrum Peninsula. The award winning marina village comprises of Yacht Club facilities, upmarket boutiques, galleries and restaurants, creating an elegant waterside atmosphere to please discerning visitors. At only 50 km from Bodrum-Milas International Airport and with a car rental service available, the surrounding area is perfectly accessible. Awards 5 Gold Anchors Blue Flag Berthing, Boatyard & Yacht Services D-Marin Turgutreis has 550 berthing capacity, provides med moorings and finger pontoons for 8-15 m yachts and med moorings and alongside for m yachts. The marina provides the necessary electricity connections and waste removal services at the berths. Assistance in customs entry and exit makes your arrival as hasslefree as possible. Meanwhile, D-Marin Turgutreis also provides maintenance service at the 150 yachts capacity boatyard. Superyachts The marina has high quality facilities and services available, including Yacht Club, Blue Point beach club, duty free shopping and a heliport. Jet-setting Türkbükü, the Saint-Tropez of Turkey, is a short distance away from D-Marin Turgutreis. Known as an exclusive superyacht destination, it is well catered to guests with discerning tastes, and is home to an exciting night-life. On top of this, Bodrum is a real center of attraction keeping frequenters happy. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

86 Yacht & Beach Club Unwind in D-Marin Turgutreis renewed exquisite, modern and luxurious Yacht Club and Blue Point beach club and enjoy perfect sea views, from the stylish veranda or slip into clear water. D-Marin Turgutreis has an active Yacht Club and a vibrant community, with a number of well-received events throughout the year. Brunch in the club on Sundays forms part of the life at D-Marin Turgutreis. D-MARİN DİDİM D-Marin Didim is one of the most extensive marina and shipyard facilities in the Aegean and Eastern Mediterranean Seas and has become a hub for yachts and superyachts requiring a superb homeport marina. In 2009, D-Marin Didim commenced operations as the second marina of the D-Marin network. D-Marin Didim is an official port of entry and the marina is located roughly in the middle of Bodrum-Milas International Airport and İzmir-Adnan Menderes International Airport with daily direct flights. Awards 5 Gold Anchors Blue Flag Berthing, Boatyard & Yacht Services An official port of entry into Turkey, D-Marin Didim has a total of 576 berths from 8 to 70 m, 90 super yacht berths. The marina can support vessels with a draft of 6m, beam of 20 m and length of 70 m. The marina has also 600 yachts dry dock capacity. D-Marin Didim provides the necessary electricity connections and waste removal services at the berths. Marina berths can be provided by floating pontoons or stern to a fixed quay wall. Superyachts The marina offers captains, crew, owners and guests uncompromised 5 star services and facilities. The ISPS rated marina berths all have direct car parking facilities via a private and secure road. Large garages and storage sheds are available for all yachts and are located adjacent to the berths. Additional bathroom and shower facilities are also located a maximum of 200 m from any superyacht berth. Boutique lodging is also available in case the yacht has overseas visitors or if the captain and crew need a break from the yacht. D-Cat Club Being the sole catamaran centre in the Aegean and the Eastern Mediterranean, D-Marin Didim hosts the first and only catamaran club in Turkey and also one of the most special catamaran club in the world with a lift pool system with 11 m wide and 400 T lift capacity. The Club provides its guests the best service and creates a social network between the catamaran owners. Yacht & Beach Club D-Marin Didim hosts an impressive array of recreational facilities as well as a truly immaculate Yacht Club & Blue Point beach club. The fully equipped fitness center, spa and tennis academy contain everything you need to keep your body fit. The pristine swimming pool is there for you to enjoy and relax. Moreover, throughout the year D-Marin Didim Yacht Club organizes a range of well-received events; from regattas to social evenings. D-MARİN GÖCEK A paradise where Turkey s Mediterranean coast meets the pristine south west, D-Marin Göcek is sheltered in a cove of unspoilt hidden beaches, pine forests and 12 islands to create Turkey s safest natural marina. This preciousness has been recognized and it is a registered area of special protection, meaning multi-story buildings are not allowed and the natural beauty has been largely preserved. Through sustainable design and pro-active environmental management, D-Marin Göcek has become a relaxed and enjoyable marina village. Apart from its natural heritage, the marina hosts sailing races attracting the sea lovers, all year round. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

87 DOĞUŞ GROUP 2014 ANNUAL REPORT 87 This beauty is easily accessible as the marina is a mere 25-minute drive from Dalaman International Airport. Göcek City Centre itself is only a five-minute walk from the marina and contains many pleasant restaurants, cafes and bars along its promenade. Awards 5 Gold Anchors Blue Flag Berthing, Boatyard & Yacht Services D-Marin privileges with 150 yachts dry dock capacity and 380 yachts berth capacity up to 70 m mega yachts. Protected by 6 m wide floating breakwater and depth up to 40 m, D-Marin Göcek provides a safe maneuver area even for yachts with deepest drafts. The marina has total 1,214 m long floating pontoons. Necessary power connections and waste removal services are also provided at the berths. Superyachts D-Marin Göcek launched its new Superyacht berths in June 2013, and making it the premium destination in the southern Turkey to attract the superyacht s owners. D-Marin Göcek has been principally chosen as the place to go by superyachts and their owners due to its natural beauty, unlimited access opportunities and it meets all needs of the captain, crew, yacht owners and their guests. Yacht & Beach Club Adjacent to the 250-meter long blue flag beach with its pure white sand and deep blue water D-Resort Göcek -the luxury resort hotel that features the newly designed D-Spa- warmly welcomes you next to the marina. The enduring mystique of the Turkish bath combined with modern sophistication is also located in the facility. D-MARIN MANDALINA D-Marin Mandalina, Croatia s only marina to have been awarded 5 Gold Anchors, is located in this beautiful & ancient city of Šibenik on the beautiful Dalmatian coast, which is also an official port of entry of the Republic of Croatia. It is known to be one of the safest berthing place due to its naturally protected location. The marina is well connected by car, 40 minutes driving distance from Split as well as Zadar International Airports which are both very well connected to the other major European cities. The marina can be reached from both airports with regular bus services or by car. Car rental services are also available. Awards 5 Gold Anchors Blue Flag Berthing, Boatyard & Yacht Services D-Marin Mandalina holds 429 sea berths where 79 of them are specially designed for superyachts, 50 on land and has unlimited draft. The marina can accommodate vessels from 10 to 140 m range for all kinds of yachts. Stern to and alongside berthing is possible. D-Marin Mandalina is also a catamaran friendly marina. The marina supplies water and electricity up to high amperes (600 to ampere - upon request tailor made higher amperage supply). In addition, the neighboring shipyard facility provides refit, maintenance & all kinds of technical support to yacht & superyacht. Superyachts Croatia s only premier superyacht destination, D-Marin Mandalina accommodates superyachts up to 140 m. As a noted superyacht destination, Šibenik is well served by a range of services targeted at clientele with discerning tastes. Besides its state-of-the-art superyacht equipment, skilled and professional personnel, and powerful electricity supply (over 600 amps), its unlimited draft condition makes D-Marin Mandalina an ideal berthing place for superyachts. Furthermore, your vessel will be under protection of highly effective security, operating 24 hours a day. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

88 Yacht & Beach Club Situated in one of the most beautiful area of Croatia s nature-wonder geography, D-Marin Mandalina looks forward to welcoming its guests to the best Yacht Club in Šibenik on the glorious Dalmatian coast next year. Taking advantage of the elevated hills behind the marina, the new Yacht Club will provide its guests with sensational views of the marina and surrounding national parks. The Club and Spa will open its doors in spring The marina s two delicious restaurants, Blue Frog and Omega, are open throughout the whole year, as well as a grocery store and a yacht chandlery for all your needs. D-MARIN DALMACIJA The mild Mediterranean climate with predictable and pleasant winds provides perfect sailing conditions and frequent regattas make D-Marin Dalmacija, which is the largest marina in Croatia, an attractive and vibrant place throughout the entire year. D-Marin Dalmacija is located in a naturally protected bay only 7 km far from the ancient port town of Zadar. Zadar is easily accessible city by train, bus and car, with modern motorways arriving from Italy as well as the capital city Zagreb. Zadar International Airport, well connected with all European cities, is only 5 km from the marina. Award Blue Flag Berthing, Boatyard & Yacht Services D-Marin Dalmacija provides berths for 1,200 yachts up to 80 m in length and 300 yachts dry dock capacity; the marina includes five wide fix piers with adjacent car parking and superyacht berths. The depth at the entrance to the marina is between 3 to 7 meters, however in the central part of the bay ranges change from 4 to 10 meters. The marina provides necessary electricity connections and waste removal services at all berths. Also, D-Marin Dalmacija is adequately equipped to service and repair any and all yachts at the marina. Land Storage - Crane Pass Crane Pass covers an area of 55,000 sqm. Marina disposes 160 places on three piers completely equipped with adequate electric and water services. In order to make the haulout or launch services more efficient and faster, new trollift of 30 tons and a 20 tons sailing & motorboat mover are at your disposal. Superyachts D-Marin Dalmajica is the perfect superyacht homeport due to its central position. Yachts can access any area of the Adriatic Coast at only a-day cruising distance from the marina. High quality annual berths can easily accommodate superyachts up to 80 m in length and their users benefit from vehicle access directly adjacent to berths and impressive shopping & dining in nearby Zadar. D-Marin Dalmacija is also a haunt for the superyachts; it provides special and differential treatment to the distinguished guests. Yacht & Beach Club As one of the most attractive marinas in the Adriatic Sea, you will surely be enchanted by the elegance and magical atmosphere. The beach is protected from vessels, provides an ideal location to feel the beauty of this incredible coast line. D-MARIN BORIK D-Marin Borik is situated on the west coast of the 3,000 year-old city of Zadar. It is truly a unique, top-of-the-line boutique marina in Adriatic Sea. Furthermore, as an official port of entry into the Republic of Croatia, D-Marin Borik is conveniently situated along the beautiful Dalmatian coast of Croatia at Zadar and easily accessible by all luxury yacht owners. D-Marin Borik is conveniently located 13 km far away to Zadar International Airport, and regularly scheduled car ferry service to the Croatian port cities of Dubrovnik, Rijeka, and Split; as well as passenger ferry service to the Italian city of Ancona are serving. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

89 DOĞUŞ GROUP 2014 ANNUAL REPORT 89 Berthing, Boatyard & Yacht Services Accommodating as many as 177 yachts up to 30 m in the water with an additional 50 berths on the hardstand, the marina features water depths of between 2-6 m and an entrance depth of 6,5 m. Dry dock facilities include also well equipped water and electricity connections. In the unlikely event, if D-Marin Borik is not able to accommodate your dry dock request, we will make arrangements for your storage at nearby D-Marin Dalmacija. GOUVIA MARINA For many years seamen considered the harbor and the Bay of Gouvia as a natural link between the Adriatic and the Mediterranean Sea as well as a port of call to repose, enjoying the climate and the beauties of the island. Nowadays, under favour of its geographical advantage as a heritage, Gouvia Marina is situated about 6 km far from the town of Corfu and 7 km far from the Corfu International Airport. In the 3,500 sqm of building facilities, a number of different services are available, such as commercial shops, car, motorbike and boat rental offices, restaurants, bars and cafés, port police office, refueling station, supermarket, laundry, showers and bathroom facilities. Award Blue Flag Berthing, Boatyard & Yacht Services The marina has a mooring capacity of 1,235 yachts, on both permanent and floating pontoons while there are also dry dock facilities for approximately 520 yachts. Distribution of berths is based on the dimensions of the boats. Gouvia Marina can gladly accommodate boats up to 80 m long and with 5,5 m draft. At all berths electricity is available (220 V and 380 V) as well as fresh water. Superyachts In contemporary Corfu, you will find luxury hotels, traditional accommodation, as well as services equivalent to those of a modern city with an excellent infrastructure. With its golf club which has been praised as one of the best in the world, horse riding clubs, tennis clubs, cricket courts and water sports facilities, the island of Corfu offers various recreational areas to its guests. In Gouvia Marina, berthings are available for yachts up to 80 m long and 5.5 m draft on a short or long term basis. LEFKAS MARINA Lefkas Marina is literally embraced by Lefkas Town. Thus the guests of the marina are within a short walking distance from the historic centre of the island and the town s shopping area. The geographical location of Lefkas Marina is considered to be a great advantage as the island is connected to the mainland with a small bridge and the marina is 17 km far from the International Airport of Aktion in Preveza. Award Blue Flag Berthing, Boatyard & Yacht Servıces Lefkas Marina can accommodate 620 yachts up to 45 m long and with 4 m draft and 280 yachts dry docking capacity. At all berths, electricity is available (220 V and 380 V) as well as fresh water, while permanent laid moorings guarantee the safety of boats moored here. ZEA MARINA Zea Marina is located in Athens near the main port of Piraeus where it was first found as a war harbour with shipyards and other installations at the beginning of the 5 th century B.C. before it was converted into a commercial port where millions of tourists start their travel to the Aegean coasts, the Saronic Gulf and the Island of Crete every year. The distance between Athens City Center and Zea Marina is just 14 km. And also, Eleftherios Venizelos International Airport is situated only 46 km far from Zea Marina. Fully organized, offering facilities and services of high standards, the marina was totally renovated for the 2004 Olympic Games. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

90 Berthing, Boatyard & Yacht Services The marina has a mooring capacity of 670 yachts up to 150 m and 8 m draft, on both permanent and floating pontoons. At all berths, electricity (220 V and 380 V) and fresh water are available as well as waste removal services, while permanent laid moorings guarantee the safety of boats moored here. Superyachts Athens most vibrant superyacht marina, Zea Marina is a preferred megayacht destination in Greece. Besides its well trained personnel, the marina has an ideal location for the superyacht owners, passengers and crews. Moreover, the marina can accomodate yachts up to 150 m and gives plenty and safe place for manoeuvrings to the captains and crews. FLISVOS MARINA Located only 6 km from the centre of Athens, Flisvos Marina provides easy access to many cultural and entertainment attractions available in the rejuvenated Olympic City. The newly constructed Athens ring road and the extensive and modern public transportation system allow easy and convenient access to the Archaeological Museum as well as excursions to the Acropolis, historical sites, monuments and museums. Berthing, Boatyard & Yacht Services Flisvos Marina features 303 berths with 150 berths dedicated to superyachts in excess of 35 m up to 180+ m and a draft of 4,6 m to 16 m. At all berths electricity is available (32 to 450 amperes) as well as potable water supply. Superyachts Flisvos Marina is Greece s first exclusive marina to offer large-scale mooring capacity for superyacht owners from Greece and abroad. More than half of the berths may accommodate pleasure yachts and luxury vessels with a length in excess of 35 m up to 180+ m and a draught of 4,6 m to 16 m. These extensive berthing capacities are complemented by additional land and high-end commercial properties and facilities enjoyed by yacht owners, Athenians and visitors alike. Flisvos Marina is dedicated to the satisfaction of its guests with their professionalism and warm hospitality. In addition, Flisvos Marina is developing a brand new 3,800 sqm commercial and recreational complex on the marina s premises. Eleftherios Venizelos International Airport is located only 35 km away from the marina. Awards: 5 Gold Anchors Blue Flag EFQM Committed to Excellence ISO9001: 2008 / ISO14001: 2004 Helmepa ICOMIA DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

91 DOĞUŞ GROUP 2014 ANNUAL REPORT 91 D-GYM D-Gym is designed to be a facility able to meet every need of those who wish to live a healthier and a more fulfilling life. D-Gym, a Doğuş Group investment in the tourism and services sector, aims to bring corporate-class quality to the sports and fitness industry. D-Gym began its operations on 15 October 2009 at Doğuş Center Maslak, in the financial district of İstanbul, easily accessible to nearby business centers as well as residential areas. The 4,500 m 2 complex aims to promote the message: Change in Exercise Habits, Change in Quality of Life, Change for the Individual. D-Gym focuses on quality while at the same time maximizing customer comfort and providing complete satisfaction. The Complex aims to provide personalized, high quality customer service with its skilled and experienced trainers. Offering its members a large, comfortable training facility, equipped with the latest fitness equipment, D-Gym appeals to business professionals who work or reside in Maslak or nearby neighborhoods. D-Gym is the most comprehensive and technologically advanced health club in Turkey and features state-of-the-art cardiovascular and weight training facilities in different categories; private training, group exercise classes, multi-purpose studios, a Pilates studio, a Spin studio, a CrossFit studio, CoreAlign equipment, nutritional counseling, a full-service Spa providing various skincare and massage services, a Turkish bath, saunas, steam rooms, a relaxation lounge, and an indoor swimming pool. D-Café, located within D-Gym, welcomes members and non-members offering a tempting and healthy menu, which combines local and seasonal ingredients. D-Gym provides all the expertise and equipment needed to promote an array of healthy habits with a special emphasis on healthy athletics routine. Open on weekdays between 6.30 am and pm and on weekends between 8.00 am and 8.00 pm, D-Gym is designed to be a facility able to meet every need of those who wish to live a healthier and a more fulfilling life. D-Gym Etiler was launched by the end of 2014 to continue improving the way of exercising and the quality of life. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

92 ESPACE PRIVÉ CHENOT D-LIFE İSTANBUL Operating within Doğuş Group as the preferred place for people who would like to adopt healthy living, D-Life has become the first center introducing the Chenot Method in Turkey as part of this collaboration. Doğuş Group collaborated with Chenot Group and put the Espace Privé Chenot D-Life İstanbul center into service for its distinguished customers who are passionate fans of a healthy lifestyle. Operating within Doğuş Group as the preferred place for people who would like to adopt healthy living, D-Life has become the first center introducing the Chenot Method in Turkey as part of the collaboration with Chenot Group. Chenot Group was founded by Dr. Henri Chenot, world-renowned scientist with many publications in this area. Espace Privé Chenot D-Life İstanbul is offering its customers a wide range of services including detox packages, well-being services, skin care and slimming techniques, and nutrition programs. The Chenot Method is a product of Dr. Henri Chenot s 45 years of experience, and now is in use for the distinguished customers. Services provided at Espace Privé Chenot D-Life İstanbul include the following: Hydrotherapy, Mud Therapy, Chenot Detox Massage (general drainage with cupping method), Chenot Energy Massage (therapies applied to organ meridians), Chenot Connective Tissue Massage, Chenot Lymphatic Drainage, Chenot Tonic Massage, Chenot Hand & Foot Massage, Chenot Cellulite Massage, Purifying Skin Care, Illuminating Skin Care, Rejuvenating Skin Care (antiageing), Chenot Head & Neck Massage, Colon Hydrotherapy (removing waste from the large intestine), Bio-energetic Checkup (a check-up method that examines the individual in terms of energy and frequency, and applies related therapies accordingly), Bio-energetic Treatment, Vitamin and Mineral Cure, Ozone Therapy, Oxygen and Biophotonic Therapy, Dieticians working in consultation with doctors, Acupuncture, Bio-revitalisation and Food Intolerance Testing. The Center also offers i-lipoxcell; which is the most advanced, non-surgical device for body shaping, fat reduction, cellulite reduction and skin tightening. Clinically proven via scientific studies and endorsed by specialist physicians, the latest technology body shaping system i-lipoxcell incorporates four technologies with several important functions and is offered for the first time in Turkey at Espace Privé Chenot D-Life İstanbul. The Center gives service on healthy nutrition, which is an essential part of healthy living. Espace Privé Chenot D-Life İstanbul offers dietician consultations for its customers. It also provides them menus prepared by Michelin starred chefs and presents these menus inside Chenot D-Life Bags. The menus are comprised of breakfast, lunch, dinner and a rich variety of snacks. The menus help customers lose weight or keep fit with a healthy balanced diet. Moreover, Chenot develops cosmetic products that deliver innovative skin care treatments with advanced therapeutic properties and regenerating effect. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

93 DOĞUŞ GROUP 2014 ANNUAL REPORT 93 KÖRFEZ HAVACILIK In 2014 Körfez Havacılık signed a purchase agreement with Airbus Helicopters for two EC145 T2 model helicopters with Mercedes-Benz interior design. Körfez Havacılık Turizm ve Ticaret A.Ş., under the affiliation of Doğuş Group, was formed in 2007 and in May 2008 received its Operating Certificate (AOC) from the Turkish Civil Aviation Authority. Körfez s fleet, comprising of one Gulfstream 550, one Gulfstream 450, one Gulfstream 280 business jets, one Twin Otter DHC amphibious airplane and one Bell 407 helicopter, is authorized to operate commercial flights both domestically and internationally. In 2014 the Company signed a purchase agreement with Airbus Helicopters for two EC145 T2 model helicopters with Mercedes-Benz interior design. Hawker 900XP jet aircraft operating in Körfez since 2008 was sold. The company s main operations centre is at the General Aviation apron of İstanbul Atatürk Airport. Körfez has its own special hangar in which the aircraft are based and where the experienced technical personnel perform regular maintenance. When necessary, maintenance is performed at authorized service centres under the observation of the team of experts. Körfez Havacılık s professional flight crew possess over 15 years of civil aviation experience and are also qualified instructors (TRI) on the aircraft they fly. The company has established and applies a Quality Management System (ISO 9001:2008) for Air Taxi Management. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

94 FINANCIAL HIGHLIGHTS* (TL THOUSAND) DOĞUŞ REIT SEGMENT ASSETS REVENUES COST OF REVENUES (1.894) (1.812) (2.299) (6.625) GROSS PROFIT MARGIN 85% 87% 85% 86% EBIT EBITDA EBITDA MARGIN 87% 243% 181% 115% NET INCOME *(FROM CMB REPORT AND ANNUAL REPORT) FINANCIAL HIGHLIGHTS** (TL THOUSAND) DOĞUŞ REAL ESTATE SEGMENT ASSETS TOTAL EQUITY NET RENTAL AND RELATED INCOME OTHER OPERATING INCOME, NET EBIT EBITDA NET INCOME ROA 12% 3% 35% 19% ROE 17% 4% 39% 22% **(FROM IFRS REPORT) FINANCIAL HIGHLIGHTS*** (TL THOUSAND) DOĞUŞ TURİZM SAĞLIK SEGMENT ASSETS REVENUES COST OF REVENUES (5.008) (3.889) (6.048) (3.644) GROSS PROFIT MARGIN 92% 95% 93% 96% EBIT EBITDA EBITDA MARGIN 408% 224% 132% 84% NET INCOME (30.223) ***FINANCIAL INFORMATION ABOUT DOĞUŞ TURIZM SAĞLIK IS PREPARED ON A STANDALONE BASIS. THE COMPANY IS 90% SHAREHOLDER OF D-OTEL MARMARIS AND D-MARIN GÖCEK, WHICH OPERATE UNDER TOURISM SECTOR.

95 REAL 06 ESTATE

96 DOĞUŞ REIT Supported by its new partnership structure, and together with the global experience and wealth of Doğuş Group, Doğuş REIT aims to be among the market leaders in real estate investment companies in Turkey. Doğuş REIT ranks at the 3 rd place among REIT s with a fair cash value of TL as of 31 December Immovable Investment Partnership (GYO) companies were for the first time emerged in 1995 in Turkey; upon relevant modifications on respective regulations introduced by Capital Market Board, which listed in Stock Market by going public as of Doğuş REIT began its operation in the Stock Market under the title of Osmanlı REIT as third REIT company within the framework of Capital Market Provisions as of 25 July 1997 and included in BIST-100 Index. Corporate ceiling of registered capital and paid in capital as of December 31, 2014 was TL 500,000,000 and TL 227,208,155.00, respectively. The company s field of activities in İstanbul Stock Exchange include to establish, manage and perform modification in the portfolio consisting such capital market tool from immovable and securities, reduce the investment to minimum level via portfolio diversification, invest to the projects based on the immovable assets and securities, monitor the developments in the field of immovable and securities tools, observe necessary measures in regard to the portfolio management and conduct investigation in preserving and increasing portfolio value. As of December 31, 2014, Doğuş REIT overall asset size and net fiscal year profit were TL m and TL 51.8 m, respectively. Doğuş REITs strategy has always been designed to invest to the projects distinguished with their low-risk, including in particular commercial immovable with high-level lease proceeds and observe the best benefits of its investors in the course of the policies in both purchasing and sales operations. Doğuş REITs vision is targeted to be one of leading investing companies of Turkey, thanks to its recent corporate structure combined with the global experience and effective capital of Doğuş Group, let alone its experience in the field of the constructions and immobile markets. Doğuş REITs mission is to increase the value of its portfolio by ensuring stable growth, by this way provide the highest satisfaction of its customer base under its projects to be developed in terms of both premium payments as well as increase of the market values of shares belonging to its partners. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

97 DOĞUŞ GROUP 2014 ANNUAL REPORT 97 HISTORY Having found the field of application in our country with legal arrangements made by the Capital Markets Board in 1995 for the first time, Real Estate Investment Trusts (REITs) began to be traded at the Exchange upon having gone public since Our Company began to be traded at the Exchange as the third REIT Company in the Stock Exchange with the corporate name of Osmanlı GYO with its registered capital in the amount of TL 5 million and paid-up capital in the amount of TL on 25 July 1997 and was included in the ISE 100 Index. The shareholding structure of our Company was changed to the structure of Doğuş Holding A.Ş. with a share of 25.5%, Real Estate Europe with a share of 25.5% and public joint stock company with a share of 49% on 1 December 2006 upon Garanti Bank having sold 50% of its shares to GE Real Estate Europe and 50% remainder to Doğuş Holding A.Ş. and the corporate name of the Company was registered to be Doğuş-GE REIT. Following the letter of intent signed between two shareholders on , a Share Purchase and Sale Agreement was entered into by and between Doğuş Holding and General Electric Capital Corporation on pursuant to which all of the shares with a nominal value of TL (25.5% of the company capital) owned by General Electric Capital Corporation in Doğuş-GE REIT would be sold to Doğuş Holding against USD Having received the approvals of relevant public institutions and organizations, the parties completed the assignment and closing procedures of the shares and the corporate name of the company was registered to be Doğuş REIT. CAPITAL AND SHAREHOLDING STRUCTURE OF THE COMPANY The shareholding structure of Doğuş REIT is as follows as of 31 December 2014: NAME / CORPORATE NAME OF SHAREHOLDER GROUP TYPE DOĞUŞ HOLDİNG A.Ş. (NON-PUBLIC) DOĞUŞ HOLDİNG A.Ş. (NON-PUBLIC) DOĞUŞ HOLDİNG A.Ş. (PUBLIC-FROM PARTIAL DEMERGER) DOĞUŞ TURİZM SAĞLIK YAT. İŞL. SAN. A.Ş. PORTION OF PUBLIC SHARE AMOUNT (TL) SHARE PERCENTAGE (%) A REGISTERED , B B B B TO THE BEARER TO THE BEARER TO THE BEARER TO THE BEARER , , , TOTAL , The amount of the registered capital of the company: TL There is no Real or Legal Person holding shares of 5% or more directly or having right to vote in the company capital. The Capital of the Company, Shareholders holding more than 5% and 10% of the Capital. As of 31 December 2014, the Ceiling of Registered Capital of the Company is TL and its Paid-up Capital is TL Shareholders holding more than 5% and 10% of the Capital are: In this direction, the shareholding structure of our Company since 3 January 2011 has been changed as 51% Doğuş Holding A.Ş. and 49% public joint stock company and its corporate name has been registered as Doğuş REIT. As a result of capital in kind realized as a result of the Partial Demerger registered on 26 December 2013, Doğuş REIT capital was increased to TL It is currently traded in BIST Index with the code DGGYO % DOĞUŞ HOLDİNG A.Ş % PUBLIC AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

98 Doğuş REIT sought to develop its sectorial relationships in Turkey and foreign countries by participating in various events in By doing so, the Company aims to monitor developments in Turkey and abroad, find opportunities for investments, and succeed in positively engaging with public opinion and pressure groups with respect to its activities. To that end, Doğuş REIT maintains its close relationships and carry out joint activities with national and international organizations, such as GYODER, AMPD, AYD, ULI and GRI. DOĞUŞ REIT PORTFOLIO BREAKDOWN % 28.2% 1.8% 61.2% 1.5% INVESTMENT PORTFOLIO Doğuş REIT s portfolio includes Doğuş Center Maslak (formerly named Doğuş Power Center), located in Maslak - İstanbul, the Antalya 2000 Plaza Shopping Mall located in Antalya, and the Gebze Center Shopping Mall located in Gebze - İstanbul. İstanbul / Gebze, Gebze Center Shopping Mall Gebze Center Shopping Center is the first shopping and entertainment center of the region. Considering its location readily accessible to the city center, it has turned out the single attraction and social/ entertainment center of the region. Gebze Center accommodates about 130 outlet areas, complete with cinema, go-kart, ice ring, bowling, GYM and children entertainment area in its 59,053 sqm rental locations, it was taken into operation with a budget of altogether US$ 180 million as of September 03, It accommodates in excess 9 million visitors. The value of the premises owned by Doğuş GYO at the rate of up to 67.08% was established as TL 466,159,000 as determined by Reel Gayrimenkul Değerleme A.Ş., an auditor company certified by Capital Market Board under expertise report dated December 31, Money and Capital Market Instruments Doğuş Center Maslak Antalya 2000 Plaza Gebze Center Shopping Mall Other Assets The general administrative expenses of Doğuş REIT in 2014 were as follows: İstanbul / Maslak, Doğuş Center Maslak Doğuş Center Maslak is located one of leading location in terms of business and finance center of İstanbul, where the services are provided by Doğuş Automotive brand showrooms, service areas, Doğuş Media Group and brands, food court areas, full of various business centers. The overall floor area of the center is 63,202 sqm, of which 47,398 sqm are for rent. The construction of Doğuş Center Maslak project was concluded and taken into operation as of November DECEMBER DECEMBER 2013 PERSONNEL EXPENSES DEPRECIATION AND AMORTIZATION TAX AND OTHER DUTIES TRAVEL AND VEHICLE RENT EXPENSES HEAD OFFICE EXPENSES CONSULTANCY EXPENSES COMMUNICATION EXPENSES İSTANBUL STOCK EXCHANGE EXPENSES MEMBERSHIP EXPENSES AND FEES SOFTWARE EXPENSES OTHER TOTAL The value of the premises owned by Doğuş GYO at the rate of up to 30.92% was established as TL 213,465,000 as determined by Elit Gayrimenkul Değerleme A.Ş., an auditor company certified by Capital Market Board under expertise report dated December 31, Antalya / Centrum, Antalya 2000 Plaza Shopping Mall Antalya 2000 Plaza is an office and shopping center located on Recep Peker Broadway, featuring high degree urban appeal full of pedestrian and vehicle traffic. The building houses 92 independent sections, complete with 9,000 sqm office, shopping areas, and cinema. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

99 DOĞUŞ GROUP 2014 ANNUAL REPORT 99 The value of the premises owned by Doğuş GYO at the rate of up 2% was established as TL 13,868,000 as determined by Elit Gayrimenkul Değerleme A.Ş., an auditor company certified by Capital Market Board under expertise report dated December 31, ACTIVITIES IN 2014 The net profit for the year of Doğuş REIT at the end of 2014 took place as TL 51.8 million. In the same period, our rental incomes increased to TL 46.5 million with a steady growth. The portfolio values of Real Estate Investment Trust increased by 56% from December 2011 to June 2014 and their number increased by approx. 35%. When they are ranked according to their market value, Emlak Konut REIT leads and is followed by Torunlar REIT, Doğuş REIT, Saf REIT, Is REIT and Halk REIT. Doğuş REIT ranks at the 3 rd place among REIT s with a fair cash value of TL as of 31 December ONGOING PROJECTS Gebze Center Additional Building Project (Hyatt House Hotel and Doğuş Car Showroom Gebze) FUTURE PLANS In accordance with its strategic target of investing in architecturally original and financially reasonable commercial development projects, with a particular concentration in metropolitan areas, Doğuş REIT will continue to seek and evaluate new investment opportunities. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

100 DOĞUŞ REAL ESTATE The construction sector s share in overall GDP continues to rise, growing from 4.3% in 2013 to 4.7% in At 5.2%, growth in the construction sector also outpaced the 4.3% rate of overall economic growth in Q The sector is once again expected to outperform the country s overall economy, with annual growth of 4.5% forecast for The recent acceleration in the pace of urban renewal projects has played a significant role in the growth of the sector. By comprehensively analyzing market expectations, regional characteristics, customer needs and demands, Doğuş Real Estate achieves the maximum benefit possible from its portfolio, which covers a wide range of investments. Analyzing the 76.8% growth in the number of Building Permits issued in Q in terms of building function, hotel and commercial property permits have recorded growth of no less than 190.9%, closely followed by an increase of 107% in office buildings. This demonstrates that the pace of commercial real estate investments in Turkey has picked up significantly when compared to Q Sales of residential property throughout Turkey in the first half of 2014 fell back by 8% when compared to the same period in 2013, with İstanbul recording a decline of 12%. Developer companies are promoting measures such as interest rate freezes, upfront payment deferrals and term extensions in an effort to boost residential property sales. The beginning of an easing in interest rates in the second half of 2014 is anticipated to have a positive impact on loan volume and residential property sales as of the end of Doğuş Real Estate Investment and Management belongs entirely to the Doğuş Group. The Company was founded in Since its foundation, its goal has been to be the most valuable company in the sector without comprising its principles of trustworthiness, respectability, honesty, or its commitment to high quality service. It has also been committed to hiring expert staff that works to improve the fields of real estate, construction management, sales and marketing. Doğuş Real Estate s mission is to raise its investments with steady growth and achieve the highest customer satisfaction possible by operating with the highest level of professionalism in its real estate projects. Doğuş Real Estate stays abreast of developments in the sector in Turkey and helps promote Doğuş Group s growth, which owns and invests in the Company s extensive real estate portfolio. The Company seeks to stay on top of developments in residential properties, trade centers, hotels, hospitals, and the field of logistics, as well as project management and project development services. Doğuş Real Estate closely monitors the dynamics of the real estate sector throughout Turkey and develops projects, including commercial buildings, hospitals, wellness centers and logistics facilities, by utilizing its large portfolio, owned and invested in by Doğuş Group. Doğuş Real Estate follows developments in the real estate sector in Turkey closely, and in doing so, continues its project management services in the field of residential properties, trade centers, hotels, hospitals, and logistics. Doğuş Real Estate, which holds 12 assets all over Turkey, continues to work with great care to make the best use of these assets. Targets To focus on unconditional customer satisfaction To reflect the Doğuş identity and different points of views in all of its projects To create spaces that provide high standards of living To become the most valuable and respected company in the sector Principles Trustworthiness Respectability Honesty Fulfilling the responsibilities towards current and future generations Maintaining a high quality of service Providing permanent institutional competitive advantages Keeping team work at the forefront DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

101 DOĞUŞ GROUP 2014 ANNUAL REPORT 101 COMPLETED PROJECTS Gebze Center Shopping Mall Project Doğuş Holding Dubai Office Project D-Life Ulus Project D-Gym Maslak Project Ayazağa Doğuş Group Office Building Renovation Project Darüşşafaka Ayhan Şahenk Sports Center Renovation Project Artvin School Project Grand Hyatt Hotel Restaurant Renovation Project D-Hotel Maris Renovation Project D-Resort Göcek Phase 1 Project d.ream Ortaköy Office Building Nusr-Et Building Project D-Resort Göcek Phase 2 Project D-Gym Etiler Project Van OÇEM Project Volkswagen Arena Project Bodrum Castle Performing Center Project Crate&Barrel Store Decorations Project (Akasya&Zorlu AVM) Doğuş Holding Ankara Office Project D-Marin Turgutreis Yatch Club Renovation Project ONGOING PROJECTS Murat Reis Ayvalık Hotel Renovation Project Land Area: 14,970 m 2 Construction Area: 9,037 m 2 Construction Start: April 2014 The construction period is still ongoing. Il Riccio Bodrum Project Land Area: 11,250 m 2 Construction Area: 3,804 m 2 Construction Start: January 2015 The construction period is still ongoing. Doğuş Maslak Office Building Project Land Area: 4,725 m 2 Construction Area: 45,717 m 2 Leasable Area: 22,139 m 2 Construction Start: December 2012 The construction period is still ongoing. Gebze Hotel and Showroom Project Construction Area: 46,738 m 2 Construction Start: March 2015 Salıpazarı Port Project Land Area: 112,147 m 2 Construction Area: 372,774 m 2 The design and the relevant legal proceedings are underway. Astir Palace, Greece Project Land Area: 301,864 m 2 Construction Area: 56,500 m 2 The design and the relevant legal proceedings are underway. Soma Housing & Misc. Facilities Complex Project Land Area: 40,035 m 2 Construction Area: 62,238 m 2 Construction Start: March 2015 Bomonti Babylon Project Construction Area: 1,400 m 2 Construction Start: March 2015 Project design revisions are ongoing. Holding Athens Representative Office Project Construction Area: 3,800 m 2 Construction Start: February 2015 Darülaceze Okmeydanı Decoration and Const. Project Construction Area : 2,000 m 2 The design and the relevant legal proceedings are underway. RTE Uni. Faculty Building Project Construction Area: 25,245 m 2 Construction Start: March 2015 AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

102 Vitapark Golf, Sports Academy, Hotel and Villa Project Total Land Area: 2,093,100 m 2 Construction Area (Hotel, Villas and Condoniums): 145,000 m 2 Construction Area (Sport Academy): m 2 The conceptual and permit design drawing preparation and land development are in progress. DMS Office Renovation Project Total Office Area (Gross Area): m 2 Construction Period: February May 2015 FUTURE PLANS Doğuş Real Estate s mission is to increase its investments in the coming years with steady growth and to achieve the highest level of customer satisfaction possible by carrying out its real estate projects with the utmost professionalism. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

103 DOĞUŞ GROUP 2014 ANNUAL REPORT 103 İSTİNYEPARK Offering luxury, style and convenience under the same roof, İstinyePark lets its guests experience a world of elegance and luxury in İstanbul. İstinyePark offers viable alternatives to a wide scale of visitors from all ages and backgrounds. The shopping mall features both indoor and outdoor spaces. With its giant glass dome and glass ceilings, the Mall basks in an abundance of natural light, creating a perfect combination of indoor comfort and outdoor airiness for its visitors. İstinyePark was built according to the belief that a shopping mall should provide the highest standards in service and presentation, as well as in architectural splendor and technical innovation. Visitors to İstinyePark can experience the joy of sitting under the shade of a tree or the comfort of chatting with local shopkeepers, together with the ultimate pleasure of watching a movie in a state-of-the-art theater or the fulfillment of living an active urban life all under one roof. Since September 2007, Doğuş Group has been operating İstinyePark under a partnership between Doğuş Turizm Sağlık Yatırımları ve İşletmeciliği and Orta Gayrimenkul Yatırım Yönetim. Doğuş Holding owns 42% while Orta Gayrimenkul Yatırım Yönetim owns 58%. Offering luxury, style and convenience under the same roof, İstinyePark lets its guests experience a world of elegance and luxury in İstanbul. Every renovation made and every new store opened has been important building blocks in the success of this venture. Fortytwo brands have opened their first monobrand stores in Turkey at İstinyePark. Looking forward, İstinyePark aims to become an international shopping destination. AWARDS In 2008, the world s biggest real estate and retail expo, Mapic, crowned İstinyePark as the Shopping Mall Developer of the Year. In 2009, the International Shopping Mall Council (ICSC) awarded İstinyePark the Grand Opening, Expansion & Renovation and Maxi Silver awards. In the same year, the Mall was also recognized as Europe s Best Shopping Mall by the ICSC. Furthermore, the Shopping Malls and Retailers Association (AMPD) awarded İstinyePark Shopping Mall of the Year. İstinyePark was awarded the FIABCI Prix d Excellence prize for retail in Since it s opening in September 2007, İstinyePark has been working tirelessly to offer the best possible service to its visitors. The shopping mall provides a vast selection of products and services, thanks to its considerable 270,000 m 2 surface area, 87,000 m 2 store area, 3,600-unit car park and wide range of stores. İstinyePark has 70 people working in the management department and 3,500 employees in total. İstinyePark has the widest selection in Turkey in terms of its range of brands. It has two unique areas, which differentiate İstinyePark from other shopping centers; the bazaar area and the lifestyle area. The only shopping center in the Sarıyer district of İstanbul, İstinyePark has become the model that the new generation of shopping centers in the country looks to. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

104 FINANCIAL HIGHLIGHTS* (TL THOUSAND) BOYABAT TOTAL ASSETS REVENUES COST OF REVENUES - (7.737) ( ) ( ) GROSS PROFIT MARGIN N/A 67% 34% 20% EBIT (5.159) (1.794) EBITDA (5.039) EBITDA MARGIN N/A 14% 45% 43% NET PROFIT (98.757) ( ) ( ) * FINANCIAL INFORMATION ABOUT BOYABAT IS PREPARED ON A STANDALONE BASIS. FINANCIAL HIGHLIGHTS** (TL THOUSAND) DOĞUŞ ENERJİ (ARTVİN) TOTAL ASSETS REVENUES COST OF REVENUES GROSS PROFIT MARGIN N/A N/A N/A N/A EBIT (302) (268) (368) (316) EBITDA (298) (254) (352) (311) EBITDA MARGIN N/A N/A N/A N/A NET PROFIT (15.564) (20.644) ** FINANCIAL INFORMATION ABOUT DOĞUŞ ENERJİ (ARTVİN) IS PREPARED ON A STANDALONE BASIS. FINANCIAL HIGHLIGHTS*** (TL THOUSAND) ASLANCIK TOTAL ASSETS REVENUES COST OF REVENUES (33.575) GROSS PROFIT MARGIN N/A N/A N/A 1% EBIT (1.632) (1.745) (2.249) EBITDA (1.582) (1.718) EBITDA MARGIN N/A N/A N/A 23% NET PROFIT (12.140) (17.280) (20.294) *** FINANCIAL INFORMATION ABOUT ASLANCIK IS PREPARED ON A STANDALONE BASIS. FINANCIAL HIGHLIGHTS**** (TL THOUSAND) DOĞUŞ ENERJİ TOPTAN ELEKTRİK TİCARET A.Ş TOTAL ASSETS REVENUES COST OF REVENUES - - (70.273) (89.852) GROSS PROFIT MARGIN N/A N/A 4% 6% EBIT EBITDA EBITDA MARGIN N/A N/A 1% 1% NET PROFIT ***** FINANCIAL INFORMATION ABOUT DOĞUŞ ENERJİ TOPTAN ELEKTRİK TİCARET A.Ş. IS PREPARED ON A STANDALONE BASIS. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

105 ENERGY 07 AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

106 DOEN DOĞUŞ ENERGY DOEN aims to generate electricity from domestic energy sources, which will meet increasing energy demands in the best possible way. The Company is able to grow through its strategic and profitable generation assets. The energy sector in Turkey is characterized by low per-capita usage and ongoing liberalization of the market. To maintain the continuity of Turkey s economic, sociological, and technological progress and expansion, the energy sector must support and keep up with the latest developments in this industry. Installed capacity reached 69,5 GW at the end of According to the Investment support and promotion agency projections, the country s installed capacity is expected to reach 120 GW in The increase is expected to be undertaken by the private sector. From this perspective, the share of private sector in Turkey s installed capacity is expected to increase every year. DOEN Doğuş Energy Doğuş Holding holds a 100% share in DOEN Doğuş Energy which holds: 100% share in Doğuş Energy Trading Company 100% share in Artvin HEPP 34% share in Boyabat HEPP 33% share in Aslancık HEPP DOEN develops and grows through strategic and profitable enterprises to maintain an optimal generation portfolio. In order to maintain the sustainability of the economical, sociological and technological progress, DOEN aims for reduction of the foreign energy dependency through utilization of power generation from local energy sources. The Company aims to stay abreast of all the developments concerning energy sector, both within Turkey and throughout the region. It is responsible for formulating and generating strategies for all energy and infrastructure investments within Doğuş Group. The ultimate goal of this organization is to make sure that the Group takes all necessary measures in the energy sector and to create profitable business enterprises. DOEN is one of the leading private companies in the generation of renewable energy, with its 1 GW generation capacity. The Company has outlined new investment projects and privatization initiatives for the generation of electricity, as well as the operation of these assets and energy trading as its core areas of business. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

107 DOĞUŞ GROUP 2014 ANNUAL REPORT 107 DOEN provides electric energy to eligible consumers including its own Group companies, other businesses and individuals through the 220PLUS brand. This requires the Company to engage in origination, wholesale and trading activities. DOEN focuses on the continuous improvement of skills and capabilities in order to provide customers with better services. The importance of transparency and fair trade is central to the Company s beliefs, and it tries to show this in its activities. DOEN aims to expand its customer reach whilst reflecting its customer-oriented approach. Generation Assets In consideration of Turkey s growing energy dependence; benefiting from domestic and renewable energy sources is of strategic importance for the country. In addition, renewable sources play a key role in supporting endeavors to decrease carbon emission levels. In this regard, hydroelectric energy, which is a domestic, renewable and clean energy source, has begun to assume greater importance in Turkey, as stated in the strategic paper declared by the State Planning Agency. The current portfolio of DOEN contains 1 GW licensed capacity and includes the Artvin Hydroelectric Power Plant (332 MW), the Boyabat Hydroelectric Power Plant (513 MW), and the Aslancık Hydroelectric Power Plant (120 MW). The total amount of investment in these three projects is expected to be approximately USD 2.6 billion. Boyabat HEPP is on the river Kızılırmak and located 180 km east of Samsun and 150 km south of Sinop. Boyabat HEPP has an installed capacity of 513 MW and expected electricity generation is 1.5 billion kwh per year and began operations in December The project has one of the largest installed capacity of any private sector hydroelectric power plant in Turkey. Aslancık HEPP is located on Harsit River on province of Doğankent and Tirebolu in Giresun and began operations in March Aslancık HEPP has an installed capacity of 120 MW and annual expected electricity generation of 418 million kwh. Artvin and Boyabat HEPPs, which represent 88% of DOEN s total capacity investment, are designed to benefit from peak hours. Both will help the Company to maximize its profit and serve the country by stabilizing spot market electricity prices in peak hours. FUTURE PLANS DOEN closely monitors privatization initiatives and also greenfield and brownfield projects in various regions of the country in order to optimize its portfolio. DOEN is developing investment plans on prospective projects in order to optimize its generation portfolio. The construction of the Artvin HEPP, located on the Çoruh Reservoir in the north east of the country, began in January The project is fully owned by DOEN. Once the project is completed at the end of 2015, it will be one of the leading hydroelectric power plants in Turkey, generating more than 1 billion kwh of electricity per year with its 332 MW installed capacity. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

108 FINANCIAL HIGHLIGHTS (TL THOUSAND) TOTAL ASSETS REVENUE COST - (9.113) ( ) ( ) GROSS PROFIT MARGIN N/A 53.7% 16.2% 14.0% EBITDA - (1.957) EBITDA MARGIN N/A (10.0%) 0.5% 4.7% TOTAL ASSETS REVENUE

109 F&B 08

110 d.ream With its numerous brands, d.ream name is to be found at around 147 outlets with around 7,000 employees in Turkey. d.ream has obtained a unique position in the sector through the variety and number of restaurants it has both in Turkey and internationally. d.ream (Doğuş Restaurant Entertainment and Management) began its operations in April 2012 and has achieved a dominant position in the food & beverage sector thanks to its partnerships. d.ream has partnerships with Kiva, Nusr-Et, Go Mongo, İstanbul Doors Group, Mezzaluna, Lacivert Restaurant, Group 29, Sait Restaurant, Sele İstanbul Restaurant Group, Itsumi/Hori and Günaydın and has licensing agreements with Armani Ristorante. As for international expansion, d.ream also has a partnership with Azumi Group. Today with its numerous brands, d.ream name is to be found at around 147 outlets with around 7,000 employees in Turkey. d.ream has obtained a unique position in the sector through the variety and number of restaurants it has both in Turkey and internationally. d.ream is playing a major role in the growth of the sector by increasing the number of its products, the quality of its service and its corporate standards, as well as by creating new job opportunities. Nusr-Et Two brands (Nusr-Et Steakhouse and Nusr-Et Burger) at six locations in Turkey; İstanbul, Ankara, D-Hotel Maris and Bodrum (Yalıkavak Palmarina). Nusr-Et Steakhouse also opened in Dubai. İstanbul Doors Group İstanbul Doors Group has diverse brands under its umbrella such as Da Mario, Anjelique, Kitchenette, Gina, Vogue, Carlotta and GiGi and serves in multiple countries including Turkey, UK, Russia and Azerbaijan. Doors Academy, was established as a training institute to train masters of culinary and amateur food lovers on November Kiva Unique stop of thousands of years old Anatolian cuisine, Kiva keeps the values of different Anatolian regions alive. Kiva serves up rich Anatolian cuisine through seasonal menus both at İstanbul (Galata & Kanyon Shopping Mall) and Ankara (Next Level Shopping Mall). DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

111 DOĞUŞ GROUP 2014 ANNUAL REPORT 111 Azumi Group Established in the UK, Azumi Group has Zuma, Roka, Coya and Oblix brands under its umbrella. Zuma opened in Abu Dhabi and Coya opened in Dubai. Go Meso / Mongo Two brands (Go Meso and Go Mongo) at two locations. Emporio Armani Ristorante Armani Ristorante welcomes its customers at İstinyePark Shopping Mall. Mezzaluna Two brands (Mezzaluna and Mezzaluna Express) in four cities (İstanbul, Ankara, İzmir and Bodrum). Lacivert One brand, one location in İstanbul. Group 29 Four brands; Ulus 29, Çubuklu 29, Walkin 29 and Fenix. Combining Turkish cuisine with new international food trends; 29 serves under Ulus 29 Restaurant, Food Bar and Club concepts. Crate Café Crate Café, welcoming its customers within Crate&Barrel store at Akasya Acıbadem Shopping Mall, offers a fresh, healthy and natural menu. La Petite Maison La Petite Maison offers an inspired yet simple and delicious interpretation of French Mediterranean and Niçoise cuisine in İstanbul at one location. Itsumi & Hori Itsumi serves traditional Japanese cuisine in İstanbul. Hori, representing authentic Japanese cuisine, opened at Grand Hyatt Hotel. Günaydın Since the opening of Günaydın Group s Steakhouse Restaurants, Günaydın offers premium meat with excellent servise standards. Günaydın, serves under different concepts such as Steakhouse, Kebab Restaurant and Burger. Sele Group The group has multiple brands, including Borsa Restaurant (Boğaziçi, Adile Sultan Sarayı - Kandilli), Masa Restaurant, İstanbul Modern Restaurant, Usta and Parle Restaurant. Sait Restaurant Two locations in Bodrum, Yalıkavak. Marinette Cafe Marinette Café welcomes its customers at D-Marin Turgutreis. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

112

113 09 INITIATIVES NEW

114 IMG - DOĞUŞ IMG-Doğuş has already concluded a long-term agreement to promote and market the sponsorship and ticketing rights of Beşiktaş Football Club (BJK): The biggest contract in Turkish sports history valued at $145 million was signed between Vodafone Turkey and BJK. Doğuş Group and global sports, fashion and entertainment company IMG Worldwide signed an agreement to form a 50/50 joint venture company in Turkey. The purpose of the Company, namely IMG- Doğuş, is to create and develop a broad range of projects in industries including fashion, entertainment and particularly sports in Turkey and the Turkic Republics. IMG-Doğuş is actively pursuing developments in the following areas: It is seeking to create a summer sport camps for kids, sports academy and training facilities; to develop and organize events in Turkey and the surrounding regions, involving popular sports such as football, tennis, basketball, volleyball, golf, cycling and other mass participation events; to construct and develop improved sporting infrastructure including stadiums and venues; to organize new fashion events; and to build and/or run venues and indoor arenas for the purpose of hosting entertainment and music events. IMG-Doğuş has already concluded a long-term agreement to promote and market the sponsorship and ticketing rights of Beşiktaş Football Club (BJK). On August 20, 2013, the biggest contract in Turkish sports history valued at $145 million was signed between Vodafone Turkey and BJK. Vodafone Turkey will have the naming rights of the Beşiktaş stadium, which is currently being reconstructed as the Vodafone Arena. Vodafone Turkey will own naming rights for the next 15 years (last 5 years optional) and main jersey sponsorship for 5 years (last 2 years optional). IMG-Doğuş organizes Mercedes-Benz Fashion Week İstanbul event which attracts foreign buyers and global press attention to Turkish fashion industry. The weeklong event that is held twice a year, provides Turkish designers an opportunity to display their collections to the international fashion market. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

115 DOĞUŞ GROUP 2014 ANNUAL REPORT 115 POZİTİF As Turkey s leading integrated entertainment marketing company, Pozitif connects communities and brands around global artistic content through live, stage, screen and mobile experiences. COMMUNITY AND CONTENT MANAGEMENT Founded by Pozitif in 1999, Babylon has been hosting various local and international musicians and artists from all-encompassing tastes and genres: ranging from Sun Ra Arkestra, Jimmy Scott to Jane Birkin, Patti Smith and Marianne Faithful at its HQ club venue in the heart of İstanbul, Asmalı Mescit. Babylon s internet radio, print and ipad magazine and online TV platform reaches world citizens from all over the globe. The newest additions to the Babylon world, Babylon Bomonti, a multi-purpose performance center with live programming, and Babylon Kilyos, an entertainment, recreation and music center that blends fun and the great outdoors, will be opening in And, Ju Ju a new luxury lifestyle club inside the Mandarin Oriental Bodrum, opened its first location in June 2014, offering the premium community a select location to enjoy music. LIVE ENTERTAINMENT MARKETING Pozitif Live is dedicated to promoting and delivering diverse live music and entertainment experiences that unite and engage fans, artists and brands. It is the lead promoter of international music and family entertainment events in Turkey, such as Rihanna, Lady Gaga, U2, Metallica and Cirque du Soleil. Pozitif Live has also established the oldest and longest-running festivals in rock, pop, alternative and jazz music, such as Akbank Jazz Festival, Blues Festival and One Love Festival. Pozitif Live will bring 3 new festival platforms to life in 2015 for youth, premium, kids and family segments, including Cappadox, Turkey s first global destination festival, hosted in Cappadocia. Additionally, Pozitif Live will oversee D-Marin International Turgutreis Classical Music Festival s artistic programming and planning, as well as Dogus Kids Symphony Orchestra s and Symphonic Nights on Campus operation and planning, from 2015 onwards. VENUE MANAGEMENT The first project of Pozitif Arena s venue management unit, Volkswagen Arena stands out as being the first indoor music and performance center in Turkey with an amplified live performance infrastructure. MUSIC PUBLISHING Founded in 1988, Doublemoon Records is an independent pioneering label based in İstanbul, dedicated to spreading the cultural tapestry that is the city s sound around the world. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

116 N11 n11.com has completed 2014 with 21 thousand registered stores, 24.5 million registered products, approximately 4 million members and 200 million visits in total. Doğuş Planet, established in June 2012, is a joint venture between Doğuş Group and the South Korean SK Group, which focuses on the e-commerce sector. Doğuş Planet combines SK Group s experience in technology and innovation with Doğuş Group s local expertise, regional experience, and strong assets. With its vision of becoming a regional leader within the e-commerce sector, Doğuş Planet embraces the mission to be the locomotive power in reshaping the Turkish e-commerce sector by providing innovative services to customers and stores. The fruit of this strong partnership is Doğuş Planet s new e-commerce investment, n11.com, launched in the first quarter of This new venture operates as an open market platform, connecting diverse stores and brands to millions of customers. n11.com provides its customers with millions of products and services ranging from fashion to electronics, from kitchenware to rare Turkish handicrafts - all under 10 main categories and more than 30 subcategories. n11.com s strategy is to provide value propositions based on trust and convenience to customers, and support and care to stores and brands within an ecosystem that is built upon a strong alliance of strategic partners. n11.com has completed year 2014 with 21 thousand registered stores, 24.5 million registered products, approximately 4 million members and 200 million visits in total and 770 million TRY trade volume. By the end of 2014, n11.com had 229 employees, including 78 call center personnel and 68 qualified R&D personnel to carry out its technologic improvement plans and infrastructure investments. Moreover, the Company coordinates multiple software development projects as well. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

117 DOĞUŞ GROUP 2014 ANNUAL REPORT 117 DOĞUŞ MÜŞTERİ SİSTEMLERİ Doğuş Müşteri Sistemleri (Doğuş Customer Systems) is the marketing and loyalty platform of Doğuş Group, established to provide integrated CRM, analytics, cross-marketing and customer experience services across group companies. Doğuş Müşteri Sistemleri (DMS) began operations in October 2014 with the vision of making customer experiences uniquely rewarding and frictionless. The company holds the mission of building and commercializing the analytics-driven marketing and customer experience platforms essential to a truly customer-centric culture. Through a new approach based on customer profiling, DMS aims to generate customer-centric solutions that deliver superior service quality and enhance customer engagement. To facilitate this process, a shared data ware-house has been established to serve as the foundation of a coalition loyalty program and lifestyle ecosystem and data from e-commerce platform, Bonubon, has been transferred to DMS. This structure has also made possible the rationalization of the Bonubon brand, allowing it to be reserved for consumer-facing communications and other similar strategic functions. DMS will leverage a wide range of products, services, sponsorships and partnerships to achieve its objectives, including: PRODUCTS Coalition loyalty program Restaurant reservation system Other value-added products for group companies Value-added products designed by DMS will enable group companies to acquire new customers from one another by exploiting customer acquisition synergies, promoting customer loyalty, increasing repeat purchases and improving the overall quality of their customer service. SERVICES Customer data, analytics and campaign management Customer technology services Customer experience enhancement SPONSORSHIPS & PARTNERSHIPS DMS will identify and align with third-party brands to integrate industries in which the Doğuş Group does not operate into the coalition loyalty program. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

118 DOĞUŞ TEKNOLOJİ Doğuş Teknoloji s mission is to research leveraging technology solutions in accordance with business development and the management performance targets of businesses. Doğuş Teknoloji began its activities as a part of the Doğuş Group companies in Since then, it has remained an innovative, solution-oriented and dynamic company ensuring customer satisfaction through high-quality, value-added products and services at the lowest costs possible. Doğuş Teknoloji works in a huge variety of areas of Information Technology (IT) infrastructures, adapting systems and software products, creating and maintaining products using the latest technologies. The Company treats its customers as strategic partners, working closely with their internal business and IT units. Doğuş Teknoloji creates products that answer to actual demands, and that reflect strong technological and operational experience, and sectorial expertise. In addition, the Company offers effective project management services, and it reviews and continuously improves its methodologies to deliver the best on-time, as-promised solutions, thereby maintaining the highest level of quality and customer satisfaction. It is thanks to these principles of perfection and dependability that Doğuş Teknoloji is able to expand its customer portfolio. The main areas of Doğuş Teknoloji s expertise include designing software and information systems, requests for the analysis of business requirements (i.e.; business process automation, reporting, security, etc.), development, installation, updating, maintenance, error fixing and integration of projects into these systems, maintaining security, monitoring performance and reporting abnormalities, consultancy services, and managing all of all these processes. Below is a list of some of the Company s software products: TURKUAZ A large scale enterprise software used by Doğuş Otomotiv, as well as all its authorized dealers / service providers, OEMs, and suppliers, which adds value to all automotive processes. It is a fully integrated system that provides instantaneous data access and analysis capabilities for all brands, modules and points of operation. Vehicle Planning, Ordering and Sales (Distributor & Dealer) After Sales Services Spare Part and Logistics Customer Relationship Management Financial & Administrative Affairs, Finance Integrated Accounting Application Reporting and Business Intelligence Numerous integration points by producing companies-vendors DOD Second hand vehicle sales system for Doğuş Otomotiv and authorized dealers. MYS Cost tracking and reporting system, developed for Doğuş Construction. Costs, incomes and projects transferred into the system. Calculation algorithms are run at certain intervals. Detailed costs of projects can be observed in different aspects. D-İnsan Integrated employee performance evaluation system. VIAOnline Vehicle Inspection Automation software developed for TÜVTURK, which is used in more than 200 vehicle inspection stations. VDFNet Auto Loan System - Credit application, assessment, drawdown and tracking system developed for VDF Finance Company. VDF Factoring System Developed for VDF Factoring Company. It s a solution for authorized dealers to supply stock finance. It consists of invoice tracking, collection and payment schedule functions. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

119 DOĞUŞ GROUP 2014 ANNUAL REPORT 119 VDF Insurance Developed for VDF Insurance. This application consists of on credit or non-credit sales of insurance policies of VDF Insurance products. Fleet Rental System (FleetNet) Developed for LeasePlan Company. It consists of management of proposals for long-term car rentals, contract management and collection functions. Aria Marina Management System An application developed for all marinas under D-Marin Marinas Group which comprises customer and boat management, offer / bidding, reservation, contract process, management and monitoring all sorts of boat operations, finance and accountancy integrations, reporting and all other global integrations. D-ERP Finance software to set up an ERP foundation for the Group companies, starting with Doğuş Holding Headquarters. DO Card A management system for the loyalty card for Doğuş Group Employees. DMS Benefit Management System Developed for Doğuş Müşteri Sistemleri. DMS Management Software, User Applications (Mobile&Web) and integrations with Sponsors&Partners system, can provided by Doğuş Teknoloji. E-Invoice and E-Ledger Archive Software A software for taxpayers to withhold their e-invoices in legal terms. E-invoice storage software is integrated with E-Invoice and E-Ledger system. New Accountancy System A reconstruction of the accountancy system s infrastructure and interfaces, considering the necessities for E-book/journal. Web Site Services Doğuş Teknoloji provides for the design, development and technical support for over 250 web sites. FUTURE PLANS Doğuş Teknoloji s mission is to research leveraging technology solutions in accordance with business development and the management performance targets of businesses. The Company also aims to provide technology consultancy by offering projects, which comply with these targets, and to bring these technological applications to life. In this context, Doğuş Teknoloji is developing Internet and mobile applications, corporate and sectorial boutique software, and business intelligence applications, as well as providing support and maintenance services for advanced technological infrastructures. MIS A restaurant management application / software for the restaurants within Doğuş Restaurant Entertainment and Management - d.ream. Axapta ERP Software An end-to-end ERP software developed for merchandising and all operations of Crate & Barrel Brand, which is incorporated by Doğuş Avenue. All Russia and Turkey operations are conducted by this system. DT E-Fatura / DT E-Invoice Software Integration software and portal for the government s E-Invoice system, used by Doğuş Group companies as well as other customers. Doğuş E-Defter / Doğuş E-Ledger Software A platform free software / system for taxpayers to compose and send their journals and ledgers to Revenue Administration and receive their certified books / journals from Revenue Administration. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

120 RELATED In 2014, euro.message introduced new modules in order to ensure its leading position in the region and extend its product. Related Group comprises Turkey s biggest digital marketing platform euro.message which allows its clients to manage their interactive marketing campaigns via different channels over a single platform. Related Group has been taking advantage of synergies between different digital marketing services within the Group since The Company offers a variety of online marketing services through its different business lines. Related Group initially entered the Turkish market under the name euro.message, as an service provider to a small number of the country s market leaders. Being chosen one of the leading GSM companies in the MENA region by Turkcell, was a key stepping stone on the Company s path to success. Since then, euro.message has been offering on demand marketing services to more than 3,000 worldwide brands and helping them implement , mobile and social media campaigns across numerous channels, and automate their marketing processes. With offices in Hamburg and Dubai, euro.message focuses on providing customized solutions to companies of any size and type, from SEMs to enterprises and e-commerce companies. The RELATED Group acquires Visilabs, Turkey s firmly established web analytics and optimization Company, in The merger will allow euro.message the Flagship Company of the RELATED Group to offer additional value-added services for its clients. This collaboration will strengthen the RELATED Group s determined and steady growth in the global SaaS market as one of Turkey s leading technology organizations. euro.message s exceptional performance-focused creative work expanded this line and the Company decided to turn it into a brand, as Madebycat, in Related Group s digital agency, Madebycat, won 13 awards at the 2014 Altın Örümcek Awards and set a new record for the most wins by a single agency in the history of Altın Örümcek. The third service line, Brandmail, was established in 2009 to respond to the demand for permitted data for current customers and for online advertisers to manage databases. This service line offers advertisers the chance to reach high-level income groups using digital media. SERVICES Marketing automation via workflow management Cross channel marketing management and SMS messaging services (all world languages) Social media services Online surveys HTML optimization campaign development and design Lead generation Integration operations Digital consulting Website, micro site, landing page and banner campaign design In 2014, euro.message introduced new modules in order to ensure its leading position in the region and extend its product: Autopilot: New features and entegration methods has been developed especially for e-commerce clients and web analytics services with Visilabs Push Channel: A new marketing channel in euro.message platform DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

121 DOĞUŞ GROUP 2014 ANNUAL REPORT 121 REIDIN REIDIN closed the year with 73% growth on its customer base. REIDIN is the leading real estate information company focusing on emerging markets and offers intelligent and user-friendly online information solutions helping professionals access relevant data and information in a timely and cost effective basis. REIDIN s Data & Research Team together with a global network of Information Partners endeavors to provide high-end analysis and research support relevant to each market. REIDIN s online resources is the first online information service designed for real estate market professionals who need better transparency on emerging real estate markets. REIDIN had accomplished several new successes in Most of the year was spent on the restructuring of the business, empowering REIDIN teams and its products for global expansion and new product deployments especially in the consumer real estate marketplace and business to business analytics fields. June 2014 REIDIN has started working on its consumer real estate marketplace. September 2014 REIDIN renewed its Property Value Analysis Module for Turkey. November 2014 REIDIN extended its Turkey indices coverage to 30 cities and 1200 neighbourhoods. December 2014 REIDIN launched its newest online Real Estate Information product first of its kind in emerging markets. REIDIN signed a letter of intent to start a new partnership with world s biggest real estate data and information company CoreLogic. REIDIN closed the year with 73% growth on its customer base. With the an overwhelming demand for comprehensive real estate intelligence, REIDIN works with over one hundred local and internationally recognized information partners with a mission to provide: Latest real estate data and information available from over select countries in Europe, Middle East and Asia. Access to price trends and analysis, indices, listings, valuations and transactions, building and project level data in selected countries, company profiles, latest news and research from local and global information sources. Advanced search, analysis, comparable and mapping tools. Fully archived data sets. Enjoy special discounts on networking events/conferences. REIDIN is devoted to creating new innovative products, which maximize efficiency for its clients who have a vital need for regular and reliable information. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

122 DOĞUŞ SK GİRİŞİM SERMAYESİ DGSK s investment strategy is to find top tier companies in the targeted sectors and support their long term investment plans to create long lasting value. DGSK, established in 2013, is a joint venture between Doğuş Group (50%) and the South Korean SK Group (50%), which focuses on investing in small and medium size enterprises in Turkey. DGSK s investment strategy is to find top tier companies in the targeted sectors and support their long term investment plans to create long lasting value. DGSK (together with Is Private Equity) acquired 57% share in Radore Veri Merkezi Hizmetleri A.Ş. (Radore), one of the leading data centers in Turkey. Having grown rapidly to become a leading player in the industry since 2004, Radore provides co-location, dedicated server, hosting and cloud services to individual and corporate clients. Radore is DGSK s first investment. Radore was selected as The Fastest Growing Data Center in Turkey by the Deloitte Technology Fast Program in 2012, 2013 and 2014, and was among the top 10 fastest growing technology companies of Turkey for two years in a row. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

123 DOĞUŞ GROUP 2014 ANNUAL REPORT 123 DOĞUŞ AVENU Doğuş Avenu s vision is to create and maintain an environment that is based on a passion for people, product and presentation. Doğuş Avenu was established on 1 November 2013 to bring together the skills and experience of relevant shareholders to invest in Turkey s developing retail market. Based on an extensive analysis of the housewares and furniture market in Turkey, it is evident that there is a huge potential for affordable luxury as the demand is quite high, but there are very few options which meet the expectations of consumers. Due to the limited range available, consumers are eager for modern, innovative and chic products, which are exactly what Crate and Barrel has to offer. Master Franchise Agreement (MFA) between Crate and Barrel Holdings and Doğuş Avenu covers Turkey, Russia, Azerbaijan, Bulgaria, Croatia, Georgia, Kazakhstan, Romania and Ukraine. VISION AND MISSION Doğuş Avenu s vision is to create and maintain an environment that is based on a passion for people, product and presentation. Doğuş Avenu s mission is to maximize the company s growth and profitability through creative sales skills and merchandising techniques. Values which support this mission are: Provide excellent service to both internal and external customers Provide merchandise of the highest quality, design and value to the customers Maintain an atmosphere of warmth, friendliness and honesty Encourage personal growth for all associates with an emphasis on teamwork and having fun By December 2014, Crate and Barrel has opened 3 stores in Turkey respectively in Zorlu Center, Akasya Acıbadem and İstinyePark and 1 store in AFIMall, Russia. After Turkey and Russia, the franchise shall expand to include Azerbaijan, Bulgaria, Croatia, Georgia, Kazakhstan, Romania and Ukraine. Doğuş Avenu shall strive to infuse Crate and Barrel s best practices and values within each region of expansion to maximize stakeholders earnings by maintaining an ethical outlook. The Crate and Barrel lifestyle shall introduce breadth and quality to the furniture retail sector. PRIORITIES AND TARGETS Doğuş Avenu s main strategic priorities and targets are to successfully launch the brand in the regions, and to create an overall brand awareness, thereby spreading the Crate and Barrel lifestyle in the best way possible. The brand character shall be preserved, and will drive strategic decisions related to pricing and promotions. Crate and Barrel Holdings is made up of three brands: (a) Crate and Barrel, (b) CB2 and (c) Land of Nod, which will be represented by Doğuş Avenu within the regions covered by the franchise. In the long term, the aim is to increase geographical reach of all brands and profit across three channels: (a) retail stores, (b) e-commerce and (c) corporate sales. Crate and Barrel offers a unique one-stop shopping experience with its comprehensive product portfolio that blends intricate designs with functionality. Being an inspirational as well as educational brand, Crate and Barrel is best described through its attention to detail to offer products and serves based on its three pillars of success: clean, warm and current. With its comprehensive product portfolio that resonates with a broad consumer base, Crate and Barrel serves a gap in the Turkish furniture/lifestyle market, overflowing with brands that focus on either upper or lower SES customer segments with narrower product lines. As such, the brand does not have any direct rivals, with respect to its overall product portfolio per se, but rather is faced with discrete competition in each category. Nevertheless, the strength of this competition is acknowledged and unique. Comprehensive strategies for each category have been devised to make Crate and Barrel the market leader in each and every one. Innovative solutions in CRM, marketing and other technological interfaces will make the brand unique within its operational sector. As of December 2014, 193 people are employed in three stores and head office in Turkey and 79 people in both head office and the store in Russia. By 2017, seven store openings are planned for Turkey in cities including İstanbul, Ankara, İzmir and Bodrum. By 2017, five store openings are planned for Russia. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

124 SALIPAZARI PORT MANAGEMENT AND INVESTMENTS INC. Following the signing of the Transfer of Operating Rights Agreement with The Turkish Maritime Administration in February 2014, the Company took over the management of the pier and started its operations. On May 16, 2013, Doğuş Group placed the highest offer for the privatization of the İstanbul Salıpazarı Cruise Port, with a $702 million bid, winning the right to operate the port area for 30 years. In January 2014, BLG Capital, the real estate private equity arm of Bilgili Holding, acquired 19% of the shares in the company formed to develop the project leaving the remaining 81% with Doğuş Group. Following the signing of the Transfer of Operating Rights Agreement with The Turkish Maritime Administration in February 2014, the Company took over the management of the pier and started its operations. Salıpazarı Port Project is a city project with a master plan coherent with the neighbourhood texture of the Karaköy region and İstanbul. With the project, the Karaköy coastline, which is currently closed to public access, will be transformed into a promenade open to public, connecting the city with the sea. Through the corridors planned between the buildings, visual and physical access to the Bosphorus will be enabled. The maximum height of the new buildings will be lower than the heights of the current ones. Tophane Public Square, to be reconfigured into a total area of 30,000 sqm with the public park located next to it and its arms going down to the Bosphorus, is expected to become one of the most popular public squares in İstanbul. Furthermore, the historical buildings within the project area will be restored as part of the project and will thereby regain their importance as historical monuments of İstanbul. The Cruise Passenger Terminal in the pier area will also be redesigned as part of the project in line with global standards and the pier will continue to operate as the main gateway to İstanbul and Turkey from the sea. The new terminal is planned underground in order to make the residents and visitors of İstanbul enjoy the promenade without any interruption during cruise operations. An underground carpark is also among the project plans aiming to solve the parking problem in the neighbourhood. Hosting the İstanbul Modern Museum and Mimar Sinan Fine Arts University Painting and Sculpture Museum within its premises, Turkey s best practices in contemporary arts, Salıpazarı Port Project will become the new arts and culture center of İstanbul. The public and open spaces throughout the project will also be used for open air exhibitions and installations. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

125 DOĞUŞ GROUP 2014 ANNUAL REPORT 125 DOĞUŞ SPORTİF In the first year of the agreement between Doğuş Group, Darüşşafaka Association and Darüşşafaka Sports Club, the team has advanced to First Division of Turkish National Basketball League after winning the Second Division Title. Doğuş Group founded Doğuş Sportif to make a big impact in Turkish basketball and, in the coming years, in European basketball as well. They aim to stand out by consistently producing high quality basketball products and maintaining a sportsman character for their organization with a focus on making sports business one of the group s main field of operation. Darüşşafaka Association was seen as the best possible partner, as it was Turkey s first civilian organization working in the field of education. It was founded in 1863 to support the education of poor and orphaned children with the mission of providing equality of opportunities in education. Darüşşafaka Sports Club was established in 1914 and opened the basketball branch in The Club has popularized Turkish Basketball, raised star players and concentrated on the development of youth setup throughout years with a passion to contribute into the development of social and cultural life in Turkey. On September 2013, Doğuş Group, Darüşşafaka Association and Darüşşafaka Sports Club signed a long term agreement to gain sportive achievements in Turkish and European Basketball with a passion to advance Turkish Basketball, while providing amateur athletes all over the country a chance for self-development in line with equality of opportunities in sports mission. In the first year of the agreement, the team has advanced to First Division of Turkish National Basketball League after winning the Second Division Title. After promoting to the First Division the team completed the 2014 at the 4 th place with 9 wins in 13 matches and qualified to quarter final in Turkish Cup. Although it works at the amateur level, Darüşşafaka Doğuş aims to make a noticeable difference on the competitive level by being a model as a professional corporate basketball club and raising professional basketball players starting from the youth setup. Its medium and long term goals are to improve the economic and financial structure of the club, improve its safeguards ensuring stability and sustainability of the organization. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

126

127 CORPORATE10 SOCIAL RESPONSIBILITY

128 CORPORATE SOCIAL RESPONSIBILITY INITIATIVES The communities where we do business are important stakeholders for Doğuş Group. We promise to make our communities better places, and we are committed to that promise. Our community engagement comprises of a combination of CSR initiatives, and employee volunteerism, as social development programs in addition to sponsorships as community engagement programs. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES DOĞUŞ HOLDİNG Intangible Asset Management Intangible assets are all assets which a corporation possess which can be identified with in intellectual property as well as establishment of perception and meaning value on the targeted stakeholders. The brand value creation, maximization and retention is key to intangible asset value due to the brands role of operating as a vessel to bridge and quantify this value to the seeking stakeholders. For the shareholder value to be wrapped within the desired perception which the brand usually is responsible for requires the creation and management of such an asset system. This asset ecosystem becomes the soft power for any company or entity who chooses to bond with the society of operation. Inevitably there are social change implications, positive and negative, at each stage of the business life-cycle of our Group companies operations. With more than 200 companies in eight sectors, evaluating and monitoring social impact management systems and detailed analyses before and after the operations are crucial for our businesses. Prior to making investments, our related departments conduct detailed analyses about the concerns and requirements of local communities. We organize community briefing meetings before the investments with the local communities and listen and try to respond to their concerns with the related Impact Analysis Reports and evaluation results about the projects. Gönül Payı - A Şahenk Initiative/Social Citizenship Platform (Share of Heart) Established in May 2015, Gönül Payı is the first (and only) social brand which is in direct communication with Doğuş Group customers. Launched by utilizing more than 70 brands and 170 touchpoints of Doğuş Group brands including hotels, restaurants, stores, gyms and auto dealers, as well as online channels of Doğuş brands, N11.com and 220plus.com.tr, Gönül Payı has identified Doğuş customers as one of its core stakeholders and encouraged their active participation as social citizens. It engages people and prompts their choice and involvement by giving the message Gönlünüzden Geçsin Bir Hayat Değişsin/Change lives with your DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

129 DOĞUŞ GROUP 2014 ANNUAL REPORT 129 choice as its call-to-action. There s no benchmark to Gönül Payı in Turkey as a social initiative with its direct reach to 3 million people through 100 different touchpoints to inspire their choice and involvement. Besides directly communicating with Doğuş Group s customer base, Gönül Payı has been touching lives, inspiring and empowering people through its platforms, namely Stay in the Game (Childrens Platform), Today is Tomorrow (Youth Platform), Live On! (Ageing Well Platform). Its aim is empowering people towards realizing their potentials regardless of their age. Its approach is the idea that changing even one life is a step towards creating a better society. With this idea as its cornerstone, Gönül Payı has been actively listening to people and empowering them based on their specific interests, abilities, targets and demands, through its social citizenship platforms formed as per age groups of the society; children, young people and the elderly. Gönül Payı candidly promotes volunteerism, social citizenship and self-realization and it has been inciting people and creating value in a sincere, collective and sustainable manner. Engaging Doğuş employees (Do Platform), customers and the society as its main stakeholders while at the same time utilizing its touchpoints, Gönül Payı social citizenship approach has been a model for sustainable value creation aimed at mobilizing the society. CHILD DEVELOPMENT Doğuş Kids Symphony Orchestra The Doğuş Kids Symphony Orchestra was established in 2006 as Turkey s first national and permanent children s symphony orchestra. The Orchestra is comprised of conservatory students between 11 and 18 years of age from different regions of Turkey, and introduces the wonder of symphonic music to Turkish children as performed by their peers. In 2014, Doğuş Kids Symphony Orchestra performed in Şanlıurfa and Gaziantep. The Orchestra also took stage in Ankara within the events of the National Sovereignty and Children s Day, with the cooperation of the Directorate General of State Opera and Ballet & Turkish Radio and Television Children s Choir. In 2014, the orchestra reached a total audience of 15,000. The proceeds of concerts have been donated to the Tohum Autism Foundation. So far Doğuş Kids Symphony Orchestra has held 58 concerts in 3 countries and 22 provinces, performing before almost 70,000 concert-goers. The orchestra will concentrate more on international concerts in the future. As in Turkey, it aims to make the modern voice of Turkish children be heard in international platforms. Doğuş Kids Symphony Orchestra Website Having reached its target member number of 100,000 in less than 5 years, the Doğuş Kids website was replaced by the Doğuş Kids Symphony Orchestra website as of July The Doğuş Kids Symphony Orchestra website aims to create a communication platform among the orchestra members and furthermore, it aims to inform and educate young people on classical music. FINANCIAL LITERACY Para Durumu (Turkey s first financial literacy initiative reaches out to the public) Financial literacy is an individual s ability to make informed judgments and effective decisions about the use and management of his/her money. Thus, financially literate consumers manage their income, save and invest wisely and avoid fraudulent practices. The term has gained much importance all around the world, as each person and household is the base of economic sustainability in a country. Para Durumu, Turkey s first private media and interaction-based financial literacy initiative, reaches out to the public via a multiplatform weekly TV show, a page in the most widely circulated national newspaper, Posta, as well as the weekend section of Hürriyet, another prominent newspaper. Para Durumu is also published in the monthly women s magazine, Elele, actively uses social media channels such as Facebook and Twitter, and operates a very popular blog and website at Para Durumu was founded and is spearheaded by Özlem Denizmen who is our Head of Social Projects at Doğuş Holding. We empower and encourage Mrs. Denizmen in her capacity as a social entrepreneur in this important effort for promoting sustainable change in Turkish society. As a result of this initiative, Mrs. Denizmen was honored by the White House Entrepreneurship Summit and as a Young Global Leader 2011 at the World Economic Forum. Additionally, Para Durumu is recognized as a Financial Literacy initiative of Turkey by OECD. The initiative reaches out to youth (university students) through physical meetings as well. In , it visited 12 universities across country where average participation was 1,000 students. It also visited high schools and elementary schools in different parts of Turkey meeting with 200 young female students between ages in Şanlıurfa, and bringing them along to Harran University, their AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

130 first visit to a university. These special programs were presented as a model for financial education to the Ministry of National Education. Para Durumu has already became an address where people seek solutions and guidance on personal finance problems, financial products, saving for a house, budget decisions, investment choices, credit card issues, and more. It has become a popular (and only) venue for people to talk about money in public. Financial Literacy for Children: 3 Kumbara Financial Literacy Education Program Doğuş Group has started the 3 Kumbara Financial Literacy Education Program ( which aims to increase the consciousness about money management, savings and managing their budgets from an early age and turn it into behavior. 3 Kumbara is undertaken with the support of the Ministry of National Education of Turkey, the social enterprise Para Durumu and FODER (Financial Literacy and Inclusion Association). We aim to teach 4 th grade elementary school students about savings, sharing, needs and wants to make these children financially literate. 3 Kumbara incorporates a three-step awareness raising sustainability model of financial literacy, thereby also educating the parents and teachers of these children to ensure the sustainability of the program. Operation wise, a teacher from every city where the program is offered is trained to become a 3 Kumbara instructor. The program started with a pilot study in 2011, as a six week project with Lütfi Banat Elementary School where children were taught how to use and manage money. In the second phase, 3 Kumbara reached 25,000 children in the pilot city İstanbul. In the 2 nd and preparation phase following the initial pilot study both national and international programs as well as standards were analyzed by the Advisory Board, which consists of experts in their fields (psychologists, pedagogues, teachers etc.). This phase enabled the program to be revised and developed so that the content matches international standards. In the 3 rd phase, 3 Kumbara started to spread throughout Turkey parallel to the ongoing education in İstanbul, initially reaching 70,000 students in another 9 cities across all 7 regions of Turkey. By the end of Kumbara has rolled out to a total of 22 cities throughout Turkey reaching 170,000 4 th grade students. The aim is to reach 500,000 children as well as their teachers and parents in all 81 cities across Turkey. Impact analysis surveys are being conducted and reported out periodically through seminars by an independent impact analysis team consisting of leading academicians in this field. Financial Literacy for Women: İSMEK (Goal Women) We have initiated a new personal finance education movement for women, cooperating with Para Durumu and with support of the Ministry of Family and Social Policies and İstanbul Metropolitan Municipality. The movement aims to reach and raise financial awareness of 20,000 women in İstanbul by the end of After the completion of this phase of the movement, an education model which has been developed by Para Durumu will be carried out further and become a nation-wide education plan, taught at various Municipality Arts and Vocational Training Centers around the country. By the end of 2014, the program has successfully reached a total of 19,000 women. The closing ceremony will take place as we reach 20,000 women in February AYHAN ŞAHENK FOUNDATION Since its establishment in 1992, the Ayhan Şahenk Foundation has been undertaking initiatives in the areas of education, health and environment as well as offering social aid to those living in disadvantaged areas. With the vision and philosophy of its founder, Mr. Ayhan Şahenk, the Foundation continued to implement significant projects in 2014 for the benefit of people and community with a responsible perspective to help the government in fulfilling its social welfare duties. EDUCATION The construction of a modern center with 30 classrooms has been started to contribute the education and integration of autistic children to the society in Van. The construction studies of Anatolian Vocational and Technical High School of Girls, consisting of 24 classrooms, 9 laboratories, a multipurpose hall and an amphitheater in the garden, started to contribute to the girls in Artvin in terms of acquiring a profession, was completed and opened to education. Niğde F. Şahenk Anatolian Technical High School has been subjected to a wide range of maintenance, repair and renovation work. Garden walls, garden floor, exterior walls, all interior doors, toilets, teachers room, students furniture was renewed; interior and exterior painting of the school and student dormitories were also made. Electronic scoreboard was established in the gym, whose floor coating, stage upholstery and locker rooms were renewed. Multi-purpose hall and dining room of Şanlıurfa Ayhan Şahenk Technical and Industrial Vocation High School, whose exterior paint was renewed, was DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

131 DOĞUŞ GROUP 2014 ANNUAL REPORT 131 equipped with air conditioning and solar energy system to save energy. To ensure the internal and external security of the school, night vision cameras and Mobese system has been established. 500 new desks were bought for Ferit Şahenk Secondary School in Darıca, garden walls and railings of the school were painted, and Atatürk Statue was placed in the garden of Ressam Hamdi Bey Primary and Secondary School. 440 new desks were bought for İstanbul Zeytinburnu Ayhan Şahenk Secondary School; the school was equipped with a security camera system. 201 students benefited from our foundation s scholarship and educational support, including 195 students in Turkey and 6 students abroad. HEALTH In 2014, the Foundation worked in 22 places including 15 schools and 7 neighborhoods with mobile health vehicles. In these activities, free health service was provided to 21,064 people, including 4,331 general examinations, 15,192 eye examinations, and 1,541 detailed eye examinations. In General Health examinations, complete blood count of 1,043 people, biochemistry analysis of 1,173 and full urinalysis of 345 people were made, ECG of 257 people were recorded. Over 455,000 people benefited from these health services from 1997, the beginning year of the project, until the end of ENVIRONMENT Within the scope of environmental studies, spring and fall maintenance of Ayhan Şahenk Sevgi Forests, created by 550,000 saplings in Bodrum, Marmaris, Niğde, Şanlıurfa, Beykoz, Alemdağ and Silivri districts of İstanbul was made; 1,500 new saplings, including 1,300 grown-up ones, were planted. Waste paper collected from Doğuş Group Companies and from other companies sent to Ayhan Şahenk Foundation for recycling were 454,136 and 81,964 kg in 2014 respectively, totaling 536,100 kg. The goals of the Waste Paper Project are to support social responsibility projects with the income obtained from waste paper collected, and raise awareness among new and potential companies of the Group to ensure that they make use of their waste paper through the Foundation. BANKING AND FINANCIAL SERVICES BANKING-RELATED Disabled-Friendly Banking In addition to sustainable products and services, Garanti Bank aims to increase the accessibility of its banking services on the back of initiatives geared towards people with disabilities. To this end, Garanti started the renovation of its branches and Paramatik ATM network in 2012, and gave training to its employees, with the aim of making life easier for its customers with disabilities. EDUCATION Join the Workforce Join Life October 2014 marked the introduction of the project İşe Katıl Hayata Atıl (Join the Workforce Join Life) under the patronage of the Ministry of Family and Social Policies and with the support of Garanti, which is aimed at increasing the employment of people with disabilities. Under the project, people with disabilities are provided with support in various matters such as job selection according to their characteristics, abilities and preference, and adjustment to the working environment and social life, based on the aided employment model that is implemented for the first time in Turkey. The objective is to place 300 people with disabilities in five cities in appropriate jobs following their education and training led by 60 professional business coaches. Teachers Academy Foundation (Öğretmen Akademisi Vakfı) The Teachers Academy Foundation (ÖRAV) was established by Garanti Bank in 2008 with the objective of contributing to the personal and professional development of teachers, who can help raise the new generations aware of their personal and societal responsibilities, who research, are inquisitive, think analytically, and exhibit selfconfidence. ÖRAV is the first and the only non-profit organization focusing on this area, and with its first project launched in May 2009, it has reached 92,932 teachers in 80 provinces by the end of No Limits in Teaching (Öğretmenin Sınırı Yok) In parallel to the Öğretmenin Sınırı Yok (No Limits in Teaching) project, which is currently continuing with the name Learning and Leading Teacher, the Foundation has contributed to the personal and professional development of 99,692 teachers and 80 provinces AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

132 through projects such Result Oriented Communications, The Chemistry of Teaching and Program for the Development of Education Executives. In addition to these projects, the Foundation is running ecampus, a complementary and permanent education platform. The number of active users at ecampus is 79,615. Garanti Bankası Volunteer Clovers Club The employees design and execute numerous projects under the roof of Volunteer Clovers Club, and ensure voluntary participation of all managers in these projects by organizing activities during the Future Meetings. In November 2014, two schools in Beldibi, Antalya were repaired and given a makeover with the voluntary participation of employees in an effort to contribute to the education and social development of the children. In addition, Volunteer Clovers gave support to the distribution of food and clothing items given away in Soma in cooperation with the Food Banking and Basic Needs Association (Gıda Bankacılığı ve Temel İhtiyaç Derneği - GBtider). Under the ongoing Our Book Box project, Volunteer Clovers donated books to more than 18 schools in different cities across Turkey. İstanbul Modern Education Program Since 2005, Garanti has been sponsoring the education program of İstanbul Modern, the one and only modern art museum in Turkey. The program is intended to play a central role in fostering creative and inquisitive individuals who are familiar with, and actively participate in, the arts, and to supplement classroom education. The number of children and youngsters given education under the Garanti-sponsored İstanbul Modern education programs exceeded 541,684 by the end of Genç Hayat Foundation Since 2010, Garanti has been supporting the Genç Hayat Foundation and the Color Wheel project carried out at Teacher Training High- Schools. The project has reached 22 high schools and 3,150 students. Community Volunteers Foundation (Toplum Gönüllüleri Vakfı) Garanti Bank has been a supporter of Toplum Gönüllüleri Vakfı (TOG - Community Volunteers Foundation), an initiative of change and transformation seeking to turn youthful energy into a positive benefit for the society, ever since its establishment. Organized in clubs, societies or groups in their universities, young Community Volunteers execute sustainable social responsibility projects according to the needs identified in their communities. Tohum Autism Through the support it has extended to Tohum Turkey Autism Early Diagnosis and Education Foundation in 2014, Garanti Bank has been instrumental in the bringing the education portal up-to-date, which the Foundation developed for use by autistic children and their families. The update is expected to attract an increased number of users and broadened use for the portal that currently has 12,543 members. UNICEF UNICEF has developed a framework for rights-based, child-friendly educational systems and schools that are characterized as inclusive, healthy and protective for all children, effective with children, and involved with families and communities and children. Since 2012, Garanti Bank has been providing support to the UNICEF initiative Şimdi Okullu Olduk (We Are Students Now) for the development and execution of school development plans to bring primary schools into alignment with the Primary Schools Standards. Back to School: Educating, not Employing Children (İşimiz Okumak) Since 2010, aiming to lure primary and secondary school working children (most particularly the ones on the streets) back to school on a full time basis, Garanti Pension and Life has been carrying out İşimiz Okumak (Back to School: Educating, not Employing Children) project, in collaboration with İstanbul Province National Education Directorate and Bosphorus University. As a part of the project, about 5,000 children from 38 schools in İstanbul have been taught how to enhance their achievements and increase their loyalty to their education. Garanti Pension and Life continued to manage the project in different counties of İstanbul where there are intensive number of child labor and at 17 schools in Nearly 1,500 students have attended extra lessons for their academic success by their teacher s assistance and there were also social studies for children that will enhance their self-improvement and help to express themselves better. Within the perspective that supporting academic success with social skills is an undeniable truth, Garanti Pension and Life s cooperation with Uygur Children Theatre since 2012 is still on purpose of raising children s self-improvement. Professional drama instructors have been organizing drama workshops for children to enhance awareness about themselves. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

133 DOĞUŞ GROUP 2014 ANNUAL REPORT 133 Since the first day of the Project, Garanti Pension and Life has been implying the importance of family when it comes to stopping and preventing child labor. Therefore in the second half of 2014, the Company introduced Family and Children Communications seminars where It met with parents who force/encourage their children to work. These workshops are intended to create an awareness about children s right to a proper education by having one on one chats with families. Since the beginning of the project, 800 Garanti Pension and Life volunteers have given their support and been a role model for children. Garanti Pension volunteers organised and sponsored various activities such as museum and shopping mall visits, Bosphorus tour and boat trips, basketboll games, cinema, etc. Furthermore, they visited the children at their schools in order to help them at their school lessons. Since the beginning of the project, 525 students have been redirected to school completely. Compared with similar projects in the world, it has had considerable amount of success by taking many children off the streets and out of work. Moreover, a significant improvement in academic success of these children has been observed. In addition, the children s parents now view education in a more positive light. Garanti Pension struggles to lift public effectiveness about the importance of education and children who abandon their education for money. Moreover, the Company intends to spread the project to other schools soon so as to let more children benefit from the project. Support for Cappadocia Vocational School Garanti Pension and Life has been collaborating with the Cappadocia Vocational School for preparing students to the professional world, since The Company added a section called Banking and Insurance to the curriculum of Cappadocia Vocational High School in the academic year. Within the scope of this project, the Company s executives give lectures on the private pension system and life insurance sector, help students to obtain the Private Pension Intermediary License, and share their experiences with the students. The Company also supports students in their preparation for business life by offering them summer internships and job opportunities. Garanti Pension continued its support to the school throughout CO-OP (Cooperative Education) Project CO-OP is an integrated educational model of university study and the business world. Based on the work of the student during his or her undergraduate education, the goal is to integrate education and business. For students who have taken advantage of the CO-OP opportunity, the transition into their workplace after graduation has been much easier and smoother. It is a continuous process, completed in a single block of time: a minimum of 3 months and maximum of 9 months. Garanti Factoring has cooperated with CO-OP Project for five years, offering students internships via The World of Receivable Finance lessons. Undergraduate students from any faculties of the university, who wish to work through CO-OP, apply to the CO-OP Directorate. Submitting an application doesn t necessarily mean that a student will be selected for CO-OP. A high academic record, recommendations and other required criteria are necessary for the CO-OP application. A student accepted into the CO-OP program is called a CO-OPer. ENTREPRENEURSHIP Support for Women Entrepreneurs Organizing gatherings such as Anatolian Meetings and KOBILGI SME Informative Meetings in order to inform the SMEs, the backbone of the economy, Garanti considers it as an important responsibility to back women entrepreneurs for the social and economic advancement of Turkey. Besides allocating funds to women entrepreneurs, the Bank supports them through activities that encourage entrepreneurship and through training programs. The Women Entrepreneurs Executive School training program, which was launched in 2012 in collaboration with Boğaziçi University Lifelong Learning Center, continued in the cities of Adana, Eskişehir, Diyarbakır and Kayseri in Under the program, 370 entrepreneurs in these four cities successfully completed the program and earned certificates. Women Entrepreneurs Meetings, a co-organization of Garanti Bank and the Women Entrepreneurs Association of Turkey (in Turkish: KAGİDER), continued to inform women entrepreneurs in fundamental topics. In 2014, meetings were held in five cities across Turkey with the participation of almost 1,100 women. Garanti Bank, for the purpose of supporting and encouraging women entrepreneurship, organized Turkey s Woman Entrepreneur Competition in cooperation with the Ekonomist magazine and KAGİDER for the eighth time. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

134 Young Entrepreneurs Meetings Garanti, in cooperation with TOBB (The Union of Chambers and Commodity Exchanges of Turkey), organizes Young Entrepreneurs Meetings that bring prominent role models from the industry together with young entrepreneurs. Support for Entrepreneurship / BUMED Partnership In an effort to help develop the entrepreneurship ecosystem in Turkey and to give the Turkish economy new businesses and establishments, Garanti is engaged in a strategic partnership with BUBA (BUMED Business Angels) established by BUMED (Boğaziçi University Alumni Association). Having adopted an understanding that regards entrepreneurship as a continuous process, BUBA targets to lead up entrepreneurs that are not yet ready by way of trainings, seminars and various programs. Entrepreneurship Foundation Garanti is also the main sponsor of the Entrepreneurship Foundation of Turkey, which is set up in 2014 to let university students discover the entrepreneurial spirit. With its Fellow Program, the Entrepreneurship Foundation makes university students part of a large network, giving them the chance to be introduced to inspiring entrepreneurs and learn from their experiences. Within the scope of the program, 40 students designated for the first year will join a network and take part in conferences every two months, where they will get the chance to get together with role models. The Entrepreneurship Workshops Program The Entrepreneurship Workshops Program (Ateliere de Antreprenoriat) is organized by the Romanian Business Leaders Foundation and supported by Garanti Bank SA. The training was focused on the essential areas that determine the success of a recently founded business and had an interactive approach. 2009, it has reached 92,932 teachers in 80 provinces by the end of CUSTOMERS Hobby Clubs In 2008, Garanti Pension and Life initiated the Hobby Clubs Project with the goal of keeping customers happy by providing pleasant moments not only after their retirement but also during the wealth accumulation phase. Currently, the project covers 18 different hobbies ranging from arts to sports and is implemented with the participation of 150 partners, all of which are leading institutions in their fields. Garanti Pension and Life members participating in Hobby Clubs benefit from discounts up to 50% on hobby courses, training and hobby equipment they use in their different hobby fields. The Hobby Clubs website, hobimlemutluyum.com, gives members the opportunity to discover the different aspects of their hobbies and share their thoughts and accomplishments with other members. New events are organized every month to allow members the opportunity to develop their social lives and communities concurrently. ARTS AND CULTURE SALT With the intention of creating cultural awareness and public memory, Garanti Bank, identifying the social need for a cultural environment able to recognize research and creation as an opportunity, has set itself the goal of forming a cultural institution that is unique, autonomous and, most importantly, able to develop interactively with its users. With this in mind, the cultural associations Platform Garanti Contemporary Art Center, Ottoman Bank Museum and Garanti Gallery, operating within the Bank and having been successful in their own fields, have been restructured as one independent institution under the name of SALT. SALT, set up in Beyoğlu, Galata and Ulus on the basis of three buildings-one program, is a cultural institution which implements a number of programs in diverse fields such as contemporary art, social and economic history, architecture, design and urban living. Entrance to SALT, which develops innovative programs aimed at experimental thinking and research and evaluating critical subjects such as visual and material culture, is free-of-charge. In this regard, SALT is an institution with its doors truly open to society as a whole. SALT Research, administered under SALT Galata, serves as a valuable resource for students, academics and researchers. Garanti reorganized the cultural institutions operating under its organization as an autonomous institution under the name SALT in From 2011 until year-end 2014, Salt Beyoğlu, Salt Galata and Salt Ulus hosted 51 exhibitions, 44 events in conjunction with the exhibitions, and 137 guided exhibition tours and workshops for students, as well as publishing 14 comprehensive publications. The number of people who visited Salt Beyoğlu, Salt Galata and Salt Ulus totaled 1,129,111 during the same period. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

135 DOĞUŞ GROUP 2014 ANNUAL REPORT 135 SAHA The corporate sponsor of the SAHA Association that aims to contribute towards the presence and visibility of contemporary art from Turkey, Garanti intends to improve the education and production infrastructure of artists, curators, art historians and critics, and to enhance their interactions with international networks. AUTOMOTIVE HEALTH, SAFETY AND EDUCATION Traffic is Life! Doğuş Otomotiv s primary responsibility is to contribute to traffic safety which is closely related to the automotive industry. The Company has gathered all its traffic related safety projects under the platform Traffic Is Life. The community engagement program on traffic safety which is an educational platform aiming to engender cultural change regarding traffic safety since This platform has been continuing its studies to create a long-term cultural change in the society about traffic safety for ten years. The project has become the most comprehensive and stable community engagement study on Traffic Safety with the successful practices carried out in accordance with the needs and expectations of the society. Traffic is Life for Youth! The age group has been identified as the group at greatest risk according to 2013 accident statistics of World Health Organization, indicating that traffic safety - related projects should be increased in universities. Traffic Safety e-learning project was prepared for university students, who are active drivers of the future. The training which has been instructed since 2011 and disseminated in 2014, taken as an elective course by 12,393 students in 10 universities. The course became is the first course on traffic safety to be included in university curriculum. It is provided in Marmara University, İstanbul Ticaret University, Çukurova University, Işık University, Trakya University, Bahçeşehir University, Sakarya University, Kocaeli University, Erzurum Technical University and Erzurum Atatürk University. Traffic Safety-Distance Education project gained social elective course status and recommended to universities by the Board of Higher Education Council in Turkey. It was selected as Traffic Safety related Best Practice Project in Social and Economic Council of 2014 United Nations General Assembly. Traffic is Life! Brand, reinforcing its distance education project with field activities, provided access to a total of 4,328 students in 7 provinces and universities with seat belt simulator application, traffic seminars, interviews and social media stands during Traffic is Life for Children! According to 2013 data of Turkey Statistical Institute (TSI), 29.7% of Turkey s population, 76.5 million, consists of children. In corporate social responsibility practices to be applied in our country, which can be considered as a Child Country according to these data, targeting children is of vital importance. Traffic is Life! took a major step to promote traffic safety culture in Turkey by developing projects in different areas, from training activities to field events, for the children, who are our future. The platform aims to increase the added value of the project by encouraging the participation of parents and teachers in the studies carried out for children. Traffic is Life!, taking its brand name from the imagination of a child, developed pioneering applications for our children. Traffic is Life! supported the creation of safety culture among primary school students with the Mükemmel Şehir (Excellent City) content prepared in line with the curriculum of primary school 4 th grade Traffic course in collaboration with General Directorate of Innovation and Educational Technologies and Ministry of National Education. Hayatı Öğreniyorum (I am Learning Life) trainings, developed for primary school 3 rd grade students within the scope of Safe Traffic Project, were disseminated and provided to primary school teachers in Mardin as the training of the trainer in The traffic education of 8,000 primary school students was contributed indirectly with the training given to 160 teachers from 46 primary schools of Mardin Provincial Directorate of National Education. A training was provided by Doğuş Otomotiv employees to Kocaeli Tuzla Tapduk Emre Primary School 3 rd grade students with Hayatı Öğreniyorum (I am Learning Life) training set. 140 students were trained in this context.»» Traffic is Life! Platform, taking part in events such as 23 April Fenerbahçe Children s Festival and Didim D-Marin Summer Festival AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

136 with awareness-raising activities, reached thousands by teaching traffic signs easily with memory and interactive games. Considering the 10-year history of Traffic is Life! Platform, Arka Koltuk Benim (Rear Seat is Mine) advertising campaign is among the studies that attract the most attention from the public. The advertising campaign, targeting parents and children, was published in various places throughout 2014 to increase traffic safety awareness. I am learning Life Training: With the aim of providing information about basic rules of traffic and traffic signs to children, an interactive training was organized with Hayatı Öğreniyorum (I am Learning Life) activity booklets in Tuzla Tapduk Emre primary school. In this way, the importance of traffic was communicated to teachers as well students. In the training, designed for primary school 3rd grade students and attended by 140 students, traffic safety issues have been transferred in an entertaining way with small traffic signs by underlying traffic rules with visual elements. The trainings were provided by three Doğuş Otomotiv volunteer employees. Traffic is Life for Adults! Believing that it is necessary to start the change from its own employees to create traffic safety awareness in the society, Doğuş Otomotiv provided a total of 8,966 hours of training to 2,011 employees with different educational practices. 1,114 Doğuş Otomotiv employees were informed about basic principles in first aid with First Aid in Traffic program, which is an important part of Traffic Safety trainings. Traffic is Life! training programs were not limited to the employees, Güle Güle Kullanın Güvenle Kullanın (Use Happily and Use Safely) online education module was created for authorized dealer employees, and 600 authorized dealer employees, who are in direct contact with the customer, were informed about the basic components of traffic safety through online training module. Authorized dealer employees, who received online training, transferred the information they acquired about traffic safety to 492,629 customers during the delivery of the vehicle. Moreover, to reinforce the awareness among the society, public services announcements including traffic safety messages were prepared in collaboration with collaboration with Turkish National Police and Traffic Safety Platform. To highlight the importance of the issues such as excessive speed and seatbelt use, which are the main causes of serious traffic accidents in Turkey, a radio PSA on excessive speed and a TV PSA on seat belt were shot. Excessive speed radio spot has been one of the mostly broadcasted radio spots with over 400,000 seconds of broadcasting, considered as best practice by many institutions. Excessive Speed radio spot was selected Best Radio Application in 2014 Gladiator Awards of Automobile Distributors Association. Embrace Life movie, breaking rating records on the internet and award record holder in platforms such as Cannes Film Festival, was shot again as Turkey version in collaboration with BP, Turkish National Police and Traffic Safety Platform, highlighting the importance of seat belt use. Cooperation with Vocational High Schools Activities of Doğuş Otomotiv at Vocational High Schools continued in 2013 at existing schools, and a new class has been added; the activities for the 5 th Volkswagen Laboratory were initiated at Adıyaman Besni Osman İsot Anatolian Vocational and Technical High School. Doğuş Otomotiv continued to provide supporting materials such as demo part) and educational documents for 114 schools; maintenance of training tools were conducted, workshop visuals renewed and training activities organized. Through continuous visits and interviews during the year, the Company received the expectations, requests and wishes of students and contributed to their personal and academic development with guidance and counseling activities. Three day site visits were organized for the VW Laboratory students of Diyarbakır Burhanettin Yıldız Industrial Vocational High School, covering Doğuş Otomotiv Logistics, Training Center and İstanbul facilities. Volkswagen Laboratory teacher trainings continued at Şekerpınar Training center. Atelier internships were organized in 17 Authorized After-sales Service Centers for a total of 122 students from 4 Volkswagen Laboratories and Industrial Vocational High Schools in the academic year. A total of 60 students graduated from two classes in 2014, 25 of whom have begun to work in Authorized After-sales Service Centers, and another 24 continued their university education. Part-time employment has been provided for some who continue their second degree education. The Company also recruited 12 new graduates who finished their military service. 308 students have graduated from Doğuş Otomotiv Vocational Schools Program so far and 236 students still continue their education. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

137 DOĞUŞ GROUP 2014 ANNUAL REPORT 137 TÜVTÜRK s Support Traffic Responsibility Action Traffic Responsibility Action (Trafikte Sorumluluk Hareketi) is a corporate social responsibility project, carried out under the coordination of the Turkish Ministry of Transport, Maritime Affairs and Communications, in cooperation with the institutions and organizations operating in the field of traffic safety, with the support of TÜVTÜRK. Traffic Responsibility Action aims at raising awareness in the public on traffic safety and individual responsibilities. In order to produce permanent and sustainable solutions to the problem of traffic safety, many stakeholder organizations have been included in the project. The stakeholders of the project act like the steering committee of the project, providing support, assessment and sharing experience and know-how. First announced publicly at the press conference held on May 4, 2010 in Ankara, the first stakeholder meeting of the project was held on the same day. Stakeholder meetings are held regularly. Stakeholder meetings are of great importance, as they provide the opportunity to assess the course of the project and benefit from new cooperation opportunities. Traffic Responsibility Action reaches the target groups through specific sub-projects. Bosom Buddies Action aims at raising awareness on traffic safety in fourth-grade students, their teachers, parents and school bus drivers. Youth in Traffic Action targets the 12 grade high school students, their teachers, parents and school bus drivers. It s Your Turn to Learn, Mr. Driver is the latest sub-project targeting school bus drivers. From 2010 to 2013, two sub-projects were realized: Safe Vehicle Action aimed at raising awareness on vehicle safety in professional drivers, while reaching the public through field activities. Safe Vehicle Action reached more than 260,000 people in three years. Within the scope of the Responsible Citizen Action, teachers at the Public Trainings Centers were trained, and they trained their trainees. Through this method, Responsible Citizen Action reached more than 180,000 people. Traffic Responsibility Action consist of four sub-projects: Bosom Buddies Action aims at raising awareness on traffic safety and individual responsibilities in fourth grade students, their teachers, parents and school bus drivers. The project is carried through the cooperation protocol between the Ministry of Transport, Maritime Affairs and Communications, General Directorate of Road Transport Regulation, Ministry of National Education, General Directorate of Basic Education, and TÜVTÜRK. Youth in Traffic Action (Trafikte Gençlik Hareketi) is a corporate social responsibility project supported by Goodyear Turkey. Youth in Traffic Action targets the 12-grade high school students, their teachers, parents and school bus drivers. In-class practices, Traffic Safety and First Aid Clubs are positioned as vital elements of the project. By now, Youth in Traffic Action reached 150 teachers, 30,000 students, 60,000 parents and 1,500 school bus drivers directly in 17 different cities. Nonetheless, it is evident that the value produced for the entire stakeholders is just greater than that. It s Your Turn to Learn, Mr. Driver (İyi Dersler Şoför Amca) is a CSR project carried out with the support of Michelin Tires Turkey. The project started in August 2014 after the signing of the collaboration agreement by the partners. The project aims at developing capacity of school bus drivers with seminars. On the other hand, it also aims at increasing the capacity of the seminar trainers, raising awareness among kids and their parents. It s Your Turn to Learn, Mr. Driver reached its targets in the first year, and gained experience, feedback and motivation for the coming years. With the seminars held in 10 different cities, the project reached 6,108 drivers. directly in Since 2010, eight introductory films were made for the Traffic Responsibility Action. The films focus on traffic safety and individual responsibilities themselves. Two main films were approved as public service ads and broadcasted on national TV channels to be watched at least once by the 80% of the population. Through collaboration with the stakeholders, posters and other informative materials were distributed through their channels. Through this way, our messages reached millions of people. The Facebook page of the project received nearly 64,000 likes and proved to be the perfect media to run interactive communication activities. Since the beginning of the project, the Facebook page has been used to deliver special messages regularly, to hold prize competitions, thereby always keeping the issue of traffic safety on the agenda. The Twitter account of the project has received more than 10,000 followers and this channel has been used to deliver messages on traffic safety. So far, more than 5,000 tweets have been shared. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

138 CONSTRUCTION With an approach to sustainable development, Doğuş Construction believes raising awareness on human rights, labour, environment and anti-corruption shall make a great difference not only in our near surroundings, but also in any location around the world. With this perspective, the projects Doğuş Construction has brought into action 2014 are: Doğuş Construction believes that it is a crucial responsibility to inform the society especially the families with genetic load about early diagnosis of diabetes in order to prevent and fight against this health problem. With this perspective, the Company supports the construction of Şile Diabetes Education and Life Village which will be the largest diabetes education centre of Europe. A land of 50,250 m 2 in Doğancılar Village is allocated to the Turkish Diabetes Foundation by the Ministry of Treasure. The project is developed as a holiday village concept on an area of 18,000 m 2 and with a construction area of 5,814 m 2. Annually, it is planned to give education on diabetes to 5,000 children, youngsters and adults in this camp that includes accommodation units, an administrative building, a conference and meeting hall with an area of 1,714 m 2, 784 m 2 restaurant with a 184 seating, swimming pool, car park, playfield as well as an open air theatre. One of Doğuş Construction s important missions is to make investments on future generations and spread its sectoral knowledge to young engineer candidates. For this purpose, the Company organizes site visits to its active construction sites. Doğuş Construction is implementing its fourth metro project in İstanbul besides to Taksim-Şişli, Kadıköy-Kartal, Otogar-Kirazlı- Başakşehir. This metro line includes 16 stations, double line tube tunnel with a length of 20 km. This metro line has a route that extends on west-east axis in a way to include the districts of Üsküdar, Ümraniye, Çekmeköy and Sancaktepe. The construction of Üsküdar - Ümraniye - Çekmeköy Metro that commenced in 2012, is a very crucial project that will bring solution to İstanbul s transportation problem. While implementing a project that will enable 700,000 inhabitants to travel every day without being stuck in traffic, Doğuş Construction has undertaken necessary measures and responsibilities in order not to bring life to a halt in the heart of the city. In metro line rail systems, high-tech driverless vehicles will be employed as well as platform isolator door systems in each station, besides facilities for handicapped such as lifts and walking platforms. This metro line will make great contribution to İstanbul s transportation network due to its integration to Marmaray and Metrobus lines as well as to Bostancı Metro Line that will be constructed in the near future. By changing the construction methods at sections where station construction works and roads are intersected, necessary measures are taken to release the roads that are blocked due to traffic. Information meetings are held with inhabitants prior to the commencement of road closing works and they are notified via brochures and posters about the works that will be performed. Soil movements are monitored regularly on and below the surface in order to minimize environmental effects, also relative measurements on gas, noise, dust are made and necessary measures are taken. Not only washing pools are placed at the entrance and exit points of the sites in order to wash vehicles wheels but also surrounding roads are washed and cleaned regularly by street washers. Water used at the sites is filtered by means of holding tanks, cleaned before being transferred to the sewage system. Hazardous wastes such as chemical materials, used motor oil and batteries are collected and disposed of in hazardous waste collection centres. Also, wastes such as paper and boxes are delivered to recycling plants. Information regarding the works is provided to the concerned parties via project website and light boards available at the site entrances. The Company introduces the project to visitors with an introductory film and brochures, and provides information on the issues that concerns the inhabitants. HEALTH AND SAFETY Local and international occupational health and safety requirements are meticulously enforced in every phase of construction works. Compliance with project-specific and general environmental and labor safety requirements of each project is the key to the high service quality offered by Doğuş Construction to its clients. Accordingly, training courses are provided to employees to continuously keep up with the changing requirements in the areas Quality, Environment, Occupational Health and Safety Management Systems. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

139 DOĞUŞ GROUP 2014 ANNUAL REPORT 139 Doğuş Construction is certified by Lloyd s Register (LRQA) with ISO 9001:2008 Quality Management, OHSAS 18001:2007 Occopuational Health & Safety Management, and ISO 14001:2004 Environmental Managemant Systems. a variety of formats. The project is being supported by the other brands of the Doğuş Media Group as well, and the Group has been awarded prizes by NGOs and academic institutions for its efforts and contributions made to environmental issues. MEDIA Doğuş Media Group with its publications and dedicated projects puts forward concrete examples of its approach on corporate social responsibility, an important part of its corporate identity. The group by supporting various projects on environment, education, health, and culture- arts and working with civil society organizations, state and local authorities aims to fulfill its intermediate role for the good of society. Some of the projects and CSOs supported in 2014 were, TEGV, UNICEF, TURMEPA, and Wings for Life. On 23 rd April 2014, NTV aired special programs during the day, hosting TEGV. Viewers were called to action and significant awareness has been created. ARTS AND CULTURE Dialogue in the Dark Exhibition NTV, NTV Radio and Radio Voyage supported Dialogue in the Dark Exhibition as media sponsors. In the exhibition visitors are led by blind guides in groups through specially constructed dark rooms in which scent, sound, wind, temperature and texture convey the characteristics of daily environments. The concept has been proved quite effective. Over the last twenty years Dialogue in the Dark has been presented in more than 30 countries and 130 cities throughout the world since its opening in More than 7,000,000 visitors worldwide have experienced Dialogue in the Dark and thousands of blind guides and trainers have found employment through Dialogue in the Dark. ENVIRONMENT NTV Green Screen Project Since 2008, NTV s summer lineup has been mainly composed of environmental programs, called the NTV Green Screen. This project calls attention to environmental problems and raises public awareness on related issues, responding to questions and correcting common misunderstandings about green issues, including global warming, renewable energy, organic diets, green holidays etc., in REAL ESTATE COMMUNITY Doğuş REIT intends to contribute to the social, cultural, artistic and economic development of communities in which it operates. The Company has been implementing several social responsibility projects to achieve this. The major projects are; Technical and administrative support as per the project management activities had been given to Artvin Girl Vocational School Construction undertaken by Ayhan Şahenk Foundation. Technical and administrative support as per the project management activities had been given to the revision of Darüşşafaka Doğuş Sport Club. Technical and administrative support as per the project management activities had been given to Van Autistic Children Education Center Construction undertaken by Ayhan Şahenk Foundation. Doğuş Real Estate has also been implementing several social responsibility projects to contribute to its communities. The notable projects are; Technical and administrative support as per the project development & management activities had been given to Bodrum Castle Performing Center Construction undertaken by Doğuş Holding. With this project it was aimed to host the cultural and artistic activities in Bodrum. Technical and administrative support as per the project development & management activities had been given to Darülaceze Okmeydanı Decoration Project including a café, a museum, a bakery and a greenhouse. With this project which is undertaken by Doğuş Holding, it is aimed to provide sustainable opportunities for the elders to have an active life and join society.»» Technical and administrative support as per the project management activities had been given to Soma Housing & Misc. Facilities Complex Construction undertaken by Doğuş Holding. Within the scope of the project a living complex comprising 304 flats, a mosque and a school is planned to be constructed. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

140 Technical and administrative support as per the project management activities had been given to Recep Tayyip Erdoğan University Faculty Building Construction undertaken by Doğuş Holding. CORPORATE SPONSORSHIP PROJECTS DOĞUŞ HOLDING ARTS AND CULTURE D-Marin Turgutreis International Classical Music Festival Doğuş Group continues to contribute to and provide support for the development of classical music. The Group strives to ensure its access to a wider section of the population and help Turkish artists produce world-class pieces. Since 2005, Doğuş Group has been organizing the D-Marin Turgutreis International Classical Music Festival in Bodrum. This Festival highlights the support that is required for the development of diverse forms of music. D-Marin Turgutreis International Classical Music Festival is a member of the European Festivals Association (EFA) which is the umbrella organization for festivals across Europe. For more than 50 years, the Association has grown into a dynamic network representing more than 100 music, dance, theatre and multidisciplinary festivals, national festival associations and cultural organizations from about 40 (mainly European) countries. In 2014, on its 10 th anniversary, the Festival took place on July 31 & August, hosted many gifted artists and wellknown orchestras from Turkey and other countries, including the world-renowned Turkish pianist Fazıl Say and Vanessa-Mae, British violinist with album sales reaching several million. In 2014, a total of 21,500 audiences followed the festival, which was joined with nearly 600 artists at seven concerts during four days. The proceeds obtained from the Festival was donated to the Tohum Autism Foundation to be used for educational materials at the Foundation s private school for children with autism and for the training of teachers specialized in this area. In the meantime, some of the proceeds were used for providing professional skills to the mothers of handicapped children with the cooperation of the Bodrum Health Foundation. In 2014, the Festival has been also awarded a Silver Stevie in the category Best Corporate Image Activity in Stevie Awards 2012, which is one of the most prestigious organizations in the United States and received thousands of submissions from 60 countries. The Festival has already constituted a loyal audience of its own which constantly increases each year. The festival retains its distinctive character in Turkey for featuring nothing but classical music, offering a total of seven concerts in four days at sunset and by night. By now, Since 2005, the festival has reached more than 160,000 audiences and held almost 3,500 artists within 77 concerts. The goal is to foster a growing interest in the Festival in the years to come, thereby disseminating a taste for classical music in the general public and hosting international artists and orchestras more often in Turkey. Presidential Symphony Orchestra of Turkey - Symphony on Campus Project The Presidential Symphony Orchestra of Turkey, which was established in 1826, has been one of the few special orchestras in the world that has managed to survive to date. In November 2007, Doğuş Group signed an agreement, with the Ministry of Culture and Tourism, to become the main sponsor of the Orchestra for a period of 3 years and to start the Technical Betterment Project of the concert building of the Orchestra. The renovation work was completed in less than a year, by October 2008, covering the renovation of the entire inner building and the concert hall, the landscaping as well as the renewal of the orchestral and office furniture. In line with its main sponsorship of the Presidential Symphony Orchestra of Turkey, which was renewed in early 2012 for another 3 years, Doğuş Holding initiated a new corporate sponsorship project in 2009: Symphony on Campus. The objective of this Project is to take the orchestra on a tour, covering state universities in Anatolian cities where the orchestra has never visited, to promote classical music among university students and regional communities. In 2014, the project covered the universities of Sakarya, Zonguldak- Bülent Ecevit Üniversitesi, Bartın and Sinop Universities, reaching a total audience of nearly 6,000. At the end of five years, the Project reached more than 26,000 audiences in a total of 24 cities. The Symphony on Campus Project will continue covering many more universities in the upcoming period. DOĞUŞ GROUP FINANCIAL SERVICES AUTOMOTIVE CONSTRUCTION MEDIA TOURISM

141 DOĞUŞ GROUP 2014 ANNUAL REPORT 141 Bodrum Castle Renovation Doğuş Group initiated the Bodrum Castle Kuzey Hendeği Concert Venue Redevelopment Project to contribute to Bodrum s culture and arts scene. Within the scope of the Project, Doğuş Group renewed the concert venue s technical infrastructure and landscape, increased the number of seats, redesigned the stage and preserved the historical structure of the venue while facilitating a contemporary look. In addition, the cocktail lounge got renovated and the venue got redesigned to ensure a comfortable and safe environment for its guests with disabilities. COMMUNITY Soma Aid Campaign In order to help the local victims of Soma accident, Doğuş Group has started a volunteer-based social aid project within its employees and Group companies. Embracing the slogan All together for Soma, Doğuş Group has signed a protocol with (AFAD) to contribute to the health, shelter and social needs of the affected area. The protocol ensures the construction of residential premises that will consist of 301 houses for the victims families to live in comfortably. In addition to the houses, Doğuş Group will also build a primary school and playground within the premises. ENVIRONMENT DenizTemiz Foundation Since 2007, Doğuş Holding has been one of the corporate members of the DenizTemiz Turmepa Foundation. DenizTemiz Foundation was founded on April 8, 1994 by leading business institutions and the marine sector with the aim of protecting the seas and the 8,333 kilometer coast line that stretches from Hopa to the İskenderun region around most of Turkey. Garanti Mini Bank Children s Movie Festival Garanti has been co-organizing Turkey s first children s film festival, the Mini Bank Children s Movie Festival, with TURSAK (the Turkish Foundation of Cinema and Audio-Visual Culture) since The festival gave approximately 78,000 children in thirteen cities, including those with very limited access to cinema such as Kars, Ordu, Mardin, Konya, Aksaray, Mersin, Adana, Erzurum and Rize, the opportunity to get familiar with the art of cinema. ENVIRONMENT WWF Sponsorship Garanti has been the main sponsor of WWF-Turkey for 22 years with the slogan Garanti for Nature. WWF is the world s leading conservation organization with 2,000 conservation projects funded and managed, and 4,000 employees worldwide. WWF Bonus Card - For any purchase paid with WWF Bonus Card, Garanti Bank donates, on behalf of the credit cardholder, 0.5% of the purchase s value to WWF projects, for preserving the protected areas in the Carpathians, along the Danube and in the Danube Delta. SPORTS 12 Giants Men and Pixies of the Court Garanti has been the main sponsor of 12 Giant Men (Turkish National Men s Basketball Team) since 2001 and of Pixies of The Court (Turkish National Women s Basketball Team) since Wheelchair Basketball Leagues In a bid to support the participation of people with disabilities in social life, Garanti began sponsoring women s, men s and juniors National Wheelchair Basketball Teams, as well as Wheelchair Basketball Leagues from April BANKING AND FINANCIAL SERVICES ARTS AND CULTURE Garanti Jazz Green Garanti has been sponsoring İKSV, the organizer of the İstanbul Jazz Festival, without interruption since With the aim of introducing jazz to a larger audience, Garanti also holds other concerts at the venues it supports under the brand Garanti Jazz Green. AND SERVICES REAL ESTATE ENERGY F&B NEW INITIATIVES CORPORATE RESPONSIBILITY

142 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Consolidated Financial Statements As at and for the Year Ended 31 December 2014 With Independent Auditor s Report Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi 31 March 2015 This report includes 1 page of independent auditor s report and 118 pages of consolidated financial statements together with their explanatory notes and 5 pages of supplementary information.

143 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Consolidated Financial Statements As at and for the Year Ended 31 December 2014 With Independent Auditor s Report Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik Anonim Şirketi 31 March 2015 This report includes 1 page of independent auditor s report and 118 pages of consolidated financial statements together with their explanatory notes and 5 pages of supplementary information.

144 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Table of Contents Independent Auditor s Report Consolidated Statement of Financial Position Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Consolidated Financial Statements Appendix: Supplementary Information - Convenience Translation to US Dollar

145 Adr: Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. Kavacık Rüzgarlı Bahçe Mah. Kavak Sok. No: 29 Beykoz İstanbul Telephone : Fax : Internet : Independent Auditor s Report To the Board of Directors of Doğuş Holding Anonim Şirketi We have audited the accompanying consolidated financial statements of Doğuş Holding Anonim Şirketi and its subsidiaries ( the Group ), which comprise the consolidated statement of financial position as at 31 December 2014, the consolidated statements of profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended, and notes, comprising a summary of significant accounting policies and other explanatory information. Management s Responsibility for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditor s Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on our judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified audit opinion. Basis for Qualified Opinion As at 31 December 2014, one of the Group s equity accounted investees in banking and finance segment has a general provision amounting to TL thousand (Group share) included in the investments in equity accounted investees in the accompanying consolidated statement of financial position provided by the entity management considering the circumstances which may arise from any changes in the economy or market conditions, and TL thousand (Group share) of such provision has been recognised as expense in the current period. Qualified Opinion In our opinion, except for the effects of the matter described in the Basis for Qualified Opinion paragraph, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of the Group as at 31 December 2014, and of its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards. Other Matter Our audit was made for the purpose of forming an opinion on the consolidated financial statements taken as whole. The supplementary information included in Appendix I is presented for the purposes of additional analysis and is not a required part of the basic consolidated financial statements. The US Dollar amounts presented in Appendix I are solely for the convenience of the reader as additional analysis and have not been subjected to the audit procedures applied in the audit of the basic consolidated financial statements. Accordingly, we do not express an opinion on this supplementary information. Akis Bağımsız Denetim ve Serbest Muhasebeci Mali Müşavirlik A.Ş. A member of KPMG International Cooperative Hakan Ölekli / Partner 31 March 2015 İstanbul, TÜRKİYE

146 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes As at 31 to December Consolidated 2014 Financial Statements As Consolidated and for the Statement Year Ended of Financial 31 December Position 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) Notes 31 December December 2013 ASSETS Current assets: Cash and cash equivalents Other investments, including derivatives Trade receivables Due from related parties Due from third parties Inventories Prepayments Other current assets Subtotal Assets held for sale Total current assets Non-current assets: Trade receivables Due from related parties Due from third parties Other investments, including derivatives Investments in equity accounted investees Investment property Property and equipment Intangible assets and goodwill Goodwill Intangible assets Prepayments Deferred tax assets Other non-current assets Total non-current assets TOTAL ASSETS The accompanying notes form an integral part of these consolidated financial statements.

147 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes As at 31 to December Consolidated 2014 Financial Statements As Consolidated and for the Statement Year Ended of Financial 31 December Position 2014 (Continued) (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT 147 Notes 31 December December 2013 LIABILITIES Current liabilities: Short term loans and borrowings Short term portion of long term loans and borrowings Other financial liabilities Trade payables Due to related parties Due to third parties Current tax liabilities Provisions Employee benefits Other provisions Other current liabilities Total current liabilities Non-current liabilities: Loans and borrowings Other financial liabilities Trade payables Due to related parties Due to third parties Provisions Employee benefits Other provisions Deferred tax liabilities Other non-current liabilities Total non-current liabilities TOTAL LIABILITIES EQUITY Equity attributable to owners of the Company: Share capital Adjustments to share capital Capital stock held by subsidiaries (-) (94.531) (94.531) Share premium Other comprehensive income items that will never be classified to profit or loss Other comprehensive income items that are or may be classified to profit or loss Restricted reserves Retained earnings Profit for the year Total equity attributable to owners of the Company Non-controlling interests Şahenk family Other Total non-controlling interests TOTAL EQUITY TOTAL EQUITY AND LIABILITIES The accompanying notes form an integral part of these consolidated financial statements.

148 Doğuş DOĞUŞ Holding HOLDİNG Anonim ANONİM Şirketi ŞİRKETİ and its AND Subsidiaries ITS SUBSIDIARIES As Notes Consolidated 31 to December Consolidated Statement 2014 Financial of Profit Consolidated Statements or Loss and Statement Other Comprehensive of Financial Position Income (Amounts As For at the and Year for expressed Ended the Year 31 Ended in December thousands 31 December 2014 of Turkish 2014Lira ( TL ) unless otherwise stated.) (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) PROFIT OR LOSS Notes 31 December December 2013 Revenue Cost of sales (-) 7 ( ) ( ) Gross profit Administrative expenses (-) 8 ( ) ( ) Selling, marketing and distribution expenses (-) 8 ( ) ( ) Other operating income Other operating expenses (-) 12 ( ) ( ) Share of profit of equity accounted investees Operating profit Gains from investing activities Losses from investing activities (-) 9 (6.947) (1.608) Profit before net finance cost Finance income Finance cost (-) 11 ( ) ( ) Profit before tax Current tax expense 22 (49.881) (89.533) Deferred tax (expense) / income 22 ( ) Profit for the year Profit attributable to: Non-controlling interests Şahenk family Other Owners of the Company Net profit for the period Earnings per share (Full TL) 13 0,07 0,15 The accompanying notes form an integral part of these consolidated financial statements.

149 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes Consolidated to Consolidated Statement Financial of Profit Statements or Loss and Other Comprehensive Income (continued) As For at the and Year for Ended the Year 31 Ended December 31 December (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT 149 Notes 31 December December 2013 OTHER COMPREHENSIVE INCOME Items that will not be reclassified to profit or loss: Revaluation of property and equipment Remeasurements of defined benefit liability (2.424) Tax on items that will not be reclassified to profit or loss: - Deferred tax (16.030) (6.483) Other comprehensive income from equity accounted investees, net of tax Items that are or may be reclassified to profit or loss: ( ) Foreign currency translation differences for foreign operations Changes in fair value of available for sale financial assets Effective portion of changes in fair value of cash flow hedges (9.961) Net investment hedge for foreign operations (89.996) Tax on items that are or may be reclassified to profit or loss: - Current tax 22 (5.163) Deferred tax (1.354) Other comprehensive income from equity accounted investees, net of tax ( ) OTHER COMPREHENSIVE INCOME (55.208) TOTAL COMPREHENSIVE INCOME Total comprehensive income attributable to: Non-controlling interests Şahenk Family Other Owners of the Company The accompanying notes form an integral part of these consolidated financial statements.

150 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes Consolidated to Consolidated Statement Financial of Changes Statements in Equity As For at the and Year for the Ended Year 31 Ended December 31 December (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) Other comprehensive income that will never be classified to profit or loss Other comprehensive income that are or may be classified to profit or loss Retained earnings Paid-in capital Adjustment to share capital Capital stock held by subsidiaries Share premium Revaluation surplus Remeasurements of defined benefit liability Translation reserve Fair value reserve for available for sale financial assets Hedging reserve Restricted reserves Retained earnings Net profit/ (loss) for the period Total equity attributable to owners of the Company Non-controlling interests Total equity Balances at 1 January (94.531) (6.523) (18.834) Total comprehensive income (2.219) ( ) ( ) Dividends paid ( ) -- ( ) (72.294) ( ) Change in noncontrolling interests in consolidated subsidiaries ( ) -- ( ) ( ) Acquisition of noncontrolling interests through business combinations Sale of shares of joint ventures (19.981) Transfers ( ) Balances at 31 December 2013 Balances at 1 January (94.531) (8.742) ( ) ( ) (94.531) (8.742) ( ) ( ) Total comprehensive income (6.120) (659) Dividends paid ( ) ( ) ( ) (61.938) ( ) Change in noncontrolling interests in consolidated subsidiaries without a change in control (32.758) -- (29.035) Sale of shares of subsidiary (25.762) (1.033) (470) (295) Acquisition of noncontrolling interests through business combinations Adjustment of goodwill previously recognised as provisional (Note 36) Capital injection and establishment of subsidiaries Change in equity of joint ventures (Note 16) Transfers ( ) ( ) Balances at 31 December (94.531) (14.862) ( ) The accompanying notes form an integral part of these consolidated financial statements.

151 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes Consolidated to Consolidated Statement of Financial Cash Flows Statements As For at the and Year for Ended the Year 31 December Ended December 2014 (Amounts expressed in in thousands of Turkish of Turkish Lira Lira ( TL ) ( TL ) unless unless otherwise otherwise stated.) stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT 151 A. Cash flows from operating activities Notes 31 December December 2013 Profit for the year Adjustments for Depreciation and amortisation 20, Impairment loss on property and equipment 5 (26.188) 198 Provision for and reversal of employee severance indemnity, net Warranty provision Other provisions (268) Interest expense 5 (5.972) Fair value change in investment property 19 ( ) ( ) Tax income (71.965) Share of profit of equity accounted investees 16 ( ) ( ) Loss on sale of subsidiaries Loss on sale of associates Bargain purchase gain recognised on acquisition 36 (18.311) (23.097) Gain on sales of property and equipment (24.565) (9.435) Gain on sales of investment property (2.927) Foreign currency differences of loans and borrowings, net 10, Other investing and financing activities Foreign currency differences of cash and cash equivalents, net ( ) ( ) Change in working capital Change in trade receivables ( ) ( ) Change in inventories (79.597) (42.183) Change in trade payables ( ) Change in other assets and liabilities ( ) ( ) Cash flows from operations Dividends received from equity accounted investees Contribution to share capital increase of equity accounted investees 16 (81.681) (89.380) Purchase of equity accounted investees 16 ( ) (54.512) Proceeds from sale of equity accounted investees Employee severance indemnity paid 26.2 (8.014) (11.011) Warranty expense paid (60.347) (60.194) Recoveries from doubtful receivables Taxes paid 22.2 (43.596) (79.976) Proceeds from sale of investment property Acquisition of investment property 19 ( ) ( ) Cash flows used in operating activities ( ) ( ) B. Cash flows from investing activities Proceeds from sales of subsidiaries Acquisition of subsidiaries 36 ( ) ( ) Acquisition of property and equipment and intangible assets Proceeds from sale of property and equipment and intangible assets ( ) ( ) Cash flows used in investing activities ( ) ( ) C. Cash flows from financing activities Change in loans and borrowings, net Change in non-controlling interests in consolidated subsidiaries without a change in control ( ) Interest paid ( ) ( ) Dividends paid ( ) ( ) Cash flows from financing activities Net decrease in cash and cash equivalents before the effects of foreign currency differences (A+B+C) ( ) ( ) D. Effects of foreign currency differences on cash and cash equivalents Net (decrease) / increase in cash and cash equivalents (A+B+C+D) (6.376) E. Cash and cash equivalents at 1 January Cash and cash equivalents at 31 December (A+B+C+D+E) The accompanying notes form an integral part of these consolidated financial statements.

152 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) Notes to Consolidated Financial Statements Notes Description Pages 1 Reporting entity Basis of accounting Functional and presentation currency Use of estimates and judgments Operating segments Revenue Cost of sales Administrative, selling, marketing and distribution expenses Gains and losses from investing activities Finance income Finance cost Other operating income and expenses Earnings per share Cash and cash equivalents Other investments, including derivatives Investments in equity accounted investees Trade receivables and trade payables Inventories Investment property Property and equipment Intangible assets and goodwill Taxation Assets held for sale Due from/due to customers for contract work Loans and borrowings Commitments and contingencies Provisions Other current assets and prepayments Other non-current assets and prepayments Other current liabilities Other non-current liabilities Capital and reserves Financial instruments Fair values and risk management Group enterprises Significant events Acquisition of subsidiaries Interests in other entities Related party disclosures Subsequent events Basis of measurement Changes in accounting policies and reclassifications Significant accounting policies 244 Appendix: Supplementary information

153 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Reporting entity Doğuş Holding Anonim Şirketi ( Doğuş Holding or the Company ) was established in 1975 to invest in and coordinate the activities of companies operating in different industries, including banking and finance, automotive, construction, tourism, media, real estate, energy, food and beverage and entertainment and is registered in Turkey. Doğuş Holding is owned and managed by the members of Şahenk Family. As at 31 December 2014, the principal shareholders and their respective shareholding rates in Doğuş Holding are stated in note 32. The address of the registered office of Doğuş Holding is as follows: Huzur Mahallesi Ayazağa Caddesi, No: Sarıyer / İstanbul-Turkey As at 31 December 2014, Doğuş Holding has 163 (31 December 2013: 131) subsidiaries ( the Subsidiaries ), 79 (31 December 2013: 76) joint arrangements ( the Joint Arrangements ) and 17 (31 December 2012: 14) associates ( the Associates ) (referred to as the Group or Doğuş Group herein and after). The consolidated financial statements of Doğuş Group as at and for the year ended 31 December 2014 comprises Doğuş Holding and its subsidiaries and the Group s interest in associates and joint arrangements. As explained in more detail in this note, Doğuş Holding holds controlling interest directly or indirectly via other companies owned and/or exercising the control over the voting rights of the shares held by the members of Şahenk Family, in all its subsidiaries included in the Group. The Group operates partnerships and has distribution, management and franchise agreements with internationally recognised brand names, such as Banco Bilbao Vizcaya Argentaria S.A. ( BBVA ), Volkswagen AG, Volkswagen Financial Services AG, Audi AG, Dr.Ing.h.c. F.Porsche Aktiengesellshaft Bentley Motors Limited, Seat SA, Scania CV AB, Fahrzeugwerk Bernard Krone GmbH, F.X. Meiller Fahrzeug&Maschinenfabrik - GMBH&Co KG, Automobili Lamborghini S.p.A., Ingersoll Rand International LDT, Hyatt International Ltd., HMS International Hotel GMBH, Emporio Armani, Gucci, Loro Piana, Hublot, Arnold&Son S.A., Porsche Design, Capritouch, Armani Jeans, Giorgio Armani, Armani Junior, Bell and Ross, Crate and Barrel, M Missoni, HYT, Döttling, Messika Group S.A, Soho House, CNBC, Condé Nast New Markets Eeurope/Africa NC ( Vogue ), National Geographic Society ( NGNG Kids ), Curtco Robb Media LLC ( Robb Report ), Armani Ristorante, Armani Caffe, Toms Deli, Tom Aikens Restaurant, Tom s Kitchen, Kitchenette, Zuma, Roka, Mezzaluna, Mezzaluna Express, Coya, Oblix and La Petite Maison. The number of employees of the Group at 31 December 2014 is approximately (31 December 2013: ). As explained in more detail in note 5, The Group is organised mainly in Turkey under 8 core operating segments: Banking and finance Construction Automotive Tourism and Services Media Others (Energy, Real Estate, Food & Beverage and Entertainment and Others)

154 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 1 Reporting entity (continued) The subsidiaries, the joint ventures, joint operations and the associates included in the consolidation scope of Doğuş Holding, their country of incorporation, nature of business and their respective operating segments are as follows: 1.1 Entities in banking and finance segment Below entities are first consolidated under Türkiye Garanti Bankası A.Ş. ( Garanti Bank ); then equity-accounted under the Group in accordance with IFRS 11 Joint Arrangements. Joint ventures Nature of business Country of incorporation G Netherlands B.V. ( G Netherlands ) Finance The Netherlands Garanti Bank Banking Turkey Garanti Bank International NV ( GBI ) Banking The Netherlands Garanti Bank Moscow ( GB Moscow ) Banking Russia Garanti Bank S.A. Banking Romania Garanti Bilişim Teknolojisi ve Ticaret A.Ş. ( Garanti Bilişim ) (1) IT services Turkey Garanti Diversified Payment Rights Finance Company ( Garanti DPR ) Special purpose entity for securitisation transaction Turkey Garanti Emeklilik ve Hayat A.Ş. ( GEHAŞ ) Life insurance Turkey Garanti Faktoring Hizmetleri A.Ş. ( Garanti Faktoring ) Factoring Turkey Garanti Filo Yönetimi Hizmetleri A.Ş. ( Garanti Filo ) (1) Fleet management Turkey Garanti Finansal Kiralama A.Ş. ( Garanti Leasing ) Leasing Turkey Garanti Hizmet Yönetimi Organizasyon ve Danışmanlık A.Ş. ( Garanti Hizmet ) (2) Service activities for fund management and operations Turkey Garanti Holding B.V. Holding company The Netherlands Garanti Konut Finansmanı Danışmanlık Hizmetleri A.Ş. ( Garanti Konut ) (2) Mortgage marketing Turkey Garanti Kültür A.Ş. ( Garanti Kültür ) (2) Cultural activities Turkey Garanti Ödeme Sistemleri A.Ş. ( GÖSAŞ ) (2) Credit card operational services Turkey Garanti Portföy Yönetimi A.Ş. ( Garanti Portföy ) Fund management Turkey Garanti Yatırım Menkul Kıymetler A.Ş. ( Garanti Yatırım ) Brokerage and investment banking Turkey Garanti Yatırım Ortaklığı A.Ş. ( Garanti Yatırım Ortaklığı ) Portfolio management Turkey Golden Clover Stichting Custody (2) Settlement and custody The Netherlands Motoractive IFN S.A. ( Motoractive ) Leasing Romania Ralfi IFN S.A. ( Ralfi ) Consumer finance Romania RPV Company Special purpose entity for securitisation transaction Turkey Stichting Safekeeping (2) Settlement and custody The Netherlands Trifoi Real Estate Company (2) Real estate investment Romania United Custodian (2) Settlement and custody The Netherlands (1) These companies are subsidiaries of Garanti Bank and are operating in businesses other than banking and/or finance. They are included within the banking and finance segment for the purposes of Doğuş Holding s consolidated financial statements since Garanti Bank owns their controlling interests. (2) These companies are not consolidated in the accompanying consolidated financial statements as they do not currently have material operations compared to the consolidated performance of the Group.

155 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Reporting entity (continued) 1.2 Entities in construction segment Below entities are first consolidated under Doğuş İnşaat ve Ticaret A.Ş. ( Doğuş İnşaat ); then consolidated under the Group. Subsidiaries Nature of business Country of incorporation Ayson Geoteknik ve Deniz İnşaat A.Ş. ( Ayson ) Drilling Turkey Ayson Sondaj Limited Ukraine ( Ayson Sondaj ) A non-operating company Ukraine Dogus Construction LLC Construction Qatar Doğus Maroc SARL Construction Morocco Doğuş EOOD Construction Bulgaria Doğuş İnşaat Construction Turkey Doğuş İnşaat Limited (Ukraine) ( Doğuş İnşaat Limited ) Construction Ukraine Dogus Oman LLC Construction Oman Teknik Mühendislik ve Müşavirlik A.Ş. ( Teknik Mühendislik ) Civil engineering Turkey Joint operations Nature of business Country of incorporation Doğuş Alarko YDA İnşaat ( Doğuş Alarko ) Construction Turkey Doğuş Gülsan Adi Ort. ( Kazakistan ) Construction Kazakhistan Doğuş Gülsan Adi Ort. ( Kömürhan ) Construction Turkey Doğuş Polat Adi Ortaklığı ( Doğuş Polat ) Construction Turkey Doğuş YDA Adi Ortaklığı ( Doğuş YDA ) Construction Turkey Gülermak-Doğuş Adi Ortaklığı ( Gülermak Doğuş ) Construction Turkey Kazakhistan Joint Venture ( Doğuş Prestige ) Construction Kazakhistan Yapı Merkezi-Doğuş-Yüksel-Yenigün-Belen Adi Ortaklığı ( YMDYYB ) Construction Turkey 1.3 Entities in automotive segment Below entities are first consolidated under Doğuş Otomotiv Servis ve Ticaret A.Ş. ( DOAŞ ); then consolidated under the Group. Subsidiaries Nature of business Country of incorporation DOAŞ Automotive distribution Turkey Doğuş Auto Mısır JS A non-operating company Egypt Doğuş Auto Mısır LLC A non-operating company Egypt D-Auto Suisse SA Automotive retail Switzerland Doğuş Oto Pazarlama ve Ticaret A.Ş. ( Doğuş Oto ) Automotive retail Turkey D-Auto Limited Liability Company ( Doğuş Auto Iraq ) Automotive retail Iraq Doğuş Sigorta Aracılık Hizmetleri A.Ş. ( Doğuş Sigorta ) Insurance agency Turkey Joint ventures Nature of business Country of incorporation Krone-Doğuş Treyler Sanayi ve Ticaret A.Ş. ( Krone Doğuş ) Production Turkey Meiller Doğuş Damper Sanayi ve Ticaret Limited Şirketi ( Meiller Doğuş ) Production Turkey TÜVTURK Kuzey Taşıt Muayene İstasyonları Yapım ve İşletim A.Ş. ( TÜVTURK Kuzey ) Vehicle inspection station Turkey TÜVTURK Güney Taşıt Muayene İstasyonları Yapım ve İşletim A.Ş. ( TÜVTURK Güney ) Vehicle inspection station Turkey TÜVTURK İstanbul Taşıt Muayene İstasyonları Yapım ve İşletim A.Ş. ( TÜVTURK İstanbul ) Vehicle inspection station Turkey TÜV SÜD Doğuş Ekspertiz ve Danışmanlık Hizmetleri Limited Şirketi ( TÜV SUD Doğuş Ekspertiz ) Valuation services Turkey

156 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 1 Reporting entity (continued) 1.3 Entities in automotive segment (continued) Associates Nature of business Country of incorporation Leaseplan Otomotiv Servis ve Ticaret A.Ş. ( Leaseplan ) Operational leasing Turkey LPD Holding A.Ş. ( LPD Holding ) Operational leasing Turkey VDF Faktoring Hizmetleri A.Ş. ( VDF Faktoring ) Factoring Turkey VDF Sigorta Aracılık Hizmetleri A.Ş. ( VDF Sigorta ) Agency/brokerage Turkey VDF Servis Holding A.Ş. ( VDF Servis Holding ) Holding company Turkey Volkswagen Doğuş Finansman A.Ş. ( VDF Tüketici ) Consumer finance Turkey Yüce Auto A.Ş. ( Yüce Auto ) Automotive distribution Turkey 1.4 Entities in tourism segment Subsidiaries Nature of business Country of incorporation Alantur Turizm ve Ticaret A.Ş. ( Alantur ) Hospitality Turkey Antur Turizm A.Ş. ( Antur ) Hospitality and travel agency Turkey Arena Otel Lokanta ve Eğlence Yerleri İşletmeciliği ve Turizm Yatırım A.Ş. ( Arena ) (formerly named as Arena Giyim Sanayi ve Ticaret A.Ş.) Hospitality and café management Turkey Anadolu Göcek Marina Turizm Yatırımları A.Ş. ( D Marin Göcek ) Marina operation Turkey Argos Turizm Yatırım ve Ticaret A.Ş. ( Argos in Cappadocia ) Hospitality Turkey BMK Turizm ve Otelcilik Hizmetleri A.Ş. ( BMK ) Hospitality Turkey D Otel Göcek Turizm Yatırımları ve İşletmeciliği A.Ş. ( D Otel Göcek ) Hospitality Turkey D Otel Marmaris Turizm İşletmeciliği Ticaret ve Sanayi A.Ş. ( D Otel ) Hospitality Turkey D Saat ve Mücevherat Ticaret A.Ş. ( D Saat ) Retail and distribution of luxury watches Turkey Dogus Avenue BV ( Doğuş Avenue BV ) Investments company The Netherlands Doğuş Avenue Dış Ticaret ( Doğuş Avenue ) Retail services Turkey Dogus Avenue Holding Coop U.A. ( Doğuş Avenue Coop ) Investments company The Netherlands Dogus Avenue LLC ( Dogus Avenue LLC ) Retail services Russia Doğuş Dalaman Marina İşletmeciliği Turizm Ticaret A.Ş. ( Doğuş Dalaman ) (1) A non-operating company Turkey Doğuş Didim Marina İşletmeleri ve Ticaret A.Ş. ( Doğuş Didim ) Marina operation Turkey Doğuş Hoteli d.o.o. ( Doğuş Hoteli ) Hotel management and investment Croatia Doğuş Montenegro Investments Holding Coöperatief U.A. Investments company The Netherlands Doğuş Montenegro Investments Holding B.V. Investments company The Netherlands Doğuş Marina Hoteli d.o.o. ( Doğuş Marina Hoteli ) Hotel management Croatia Dogus Marine Croatia d.o.o. ( Doğuş Marine ) Investments company Croatia

157 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Reporting entity (continued) 1.4 Entities in tourism segment (continued) Subsidiaries Nature of business Country of incorporation D Marina İşletmeciliği Turizm ve Yönetim Hizmetleri A.Ş. ( D Marina ) Marina management Turkey D Marine Investments Holding Coöperatief U.A. Investments company The Netherlands D Marine Investments Holding B.V. Investments company The Netherlands D Otel Bodrum Sağlıklı Yaşam Hizmetleri Ticaret A.Ş. ( D Otel Bodrum) Healthcare counseling and hospitality Turkey Doğuş Hoteli Sibenik d.o.o. ( Doğuş Hoteli Sibenik ) Marina management Croatia Doğuş Razvitak I Upravljanje d.o.o. ( Doğuş Razvitak ) A non-operating company Croatia Doğuş Otel İşletmeciliği ve Yönetim Hizmetleri A.Ş. ( Doğuş Otel İşletmeciliği ) Hospitality Turkey Doğuş Otel Yatırımları ve Turizm İşletme A.Ş. ( Doğuş Otel ) (formerly named as Karadeniz Otel Yatırımları ve Turizm İşletme A.Ş.) Investments company Turkey Doğuş Perakende Satış, Giyim ve Aksesuar Ticaret A.Ş. ( Doğuş Perakende ) Retail services Turkey Doğuş Turgutreis Marina İşletmeciliği Turizm ve Ticaret A.Ş. ( Doğuş Turgutreis ) Marina operation Turkey Dogus Upravljanje d.o.o ( Sibenik Upravljanje ) A non-operating company Croatia Garanti Turizm Yatırım ve İşletme A.Ş. ( Garanti Turizm ) Hospitality Turkey Göktrans Turizm ve Ticaret A.Ş. ( Göktrans Turizm ) Hospitality Turkey Marina Borik d.o.o ( Marina Borik ) Marina operation Croatia Marina Dalmacija d.o.o ( Marina Dalmacija ) Marina operation Croatia Marina Sibenik d.o.o. ( Marina Sibenik ) Marina operation Croatia MK Holding A.Ş. ( MK Holding ) Investment company Turkey MK Mykonos Hotel Company SA. ( MK Mykonos ) Marina management Greece Panther Marina Limited ( Panther Marina ) Marina management British Virgin Islands Tenos d.o.o. ( Tenos ) Investment company Croatia Tenos Turizam d.o.o ( Tenos Turizam ) Hospitality Croatia Şahintur Şahinler Otelcilik Turizm Yatırım İşletmeciliği A.Ş. ( Şahintur ) Hospitality Turkey Villa Dubrovnik d.d. Hospitality Croatia Voyager Mediterranean Turizm Endüstrisi ve Ticareti A.Ş. ( Voyager ) Hospitality Turkey Joint ventures Nature of business Country of incorporation Acropolis S.P.A Hospitality Italy Corpera Turizm Yatırımları A.Ş. ( Corpera ) Hospitality Turkey Gouvia Marina S.A. Marina operation Greece Lamda Dogus Holding and Development of Marinas S.A. ( Lamda Dogus ) Marina management Greece Lamda Flisvos Holding ( Lamda Flisvos ) Marina management Greece Lamda Flisvos Marina ( Lamda Marina ) Marina operation Greece Lefkas Marina S.A. Marina operation Greece K&G Medmarinas Management S.A. Marina management Greece Zea Marina S.A. Marina operation Greece (1) Doğuş Dalaman was established to build and operate yachting marina in seaside resort towns in Mediterranean coasts of Turkey. However, Doğuş Dalaman has not yet started its operations and accordingly was noted as non-operating.

158 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 1 Reporting entity (continued) 1.5 Entities in media segment Subsidiaries Nature of business Country of incorporation A Yapım Televizyon Programcılık A.Ş. ( A Yapım ) Media Turkey Doğuş Media Group GmbH ( Doğuş Media ) Media Germany Doğuş Video ve Dijital Yayıncılık A.Ş. ( Doğuş Video ) Producing social websites and digital games Turkey Doğuş Yayın Grubu A.Ş. ( Doğuş Yayın Grubu ) Media Turkey Enformasyon Reklamcılık ve Filmcilik Sanayi ve Ticaret A.Ş. ( Enformasyon ) Media Turkey E Elektronik Bahis Oyunları A.Ş. ( E Elektronik ) Lottery Turkey HD Yayıncılık ve Medya Hizmetleri A.Ş. ( HD Yayıncılık ) Media Turkey Işıl Televizyon Yayıncılık A.Ş. ( Star TV ) Media Turkey Kral Pop Avrupa Radyo ve Televizyon Yayıncılığı A.Ş. ( Kral Pop Avrupa ) Media Turkey Kral TV Radyo ve Televizyon Yayıncılığı A.Ş. ( Kral TV Radyo ) (formerly, named as HD-E Radyo ve Televizyon Yayıncılığı A.Ş.) Media Turkey Kral Pop Medya Hizmetleri A.Ş. ( Kral Pop ) Media Turkey NTV Batı Medya Hizmetleri A.Ş. ( NTV Batı ) Media Turkey NTV Radyo ve Televizyon Yayıncılığı A.Ş. ( NTV Radyo ) Media Turkey Sportif Radyo ve Televizyon Yayıncılık A.Ş. ( Sportif Radyo ) Media Turkey Star Avrupa Radyo ve Televizyon Yayıncılığı A.Ş. ( Star Avrupa ) Media Turkey Uydu Dijital İnternet Teknolojileri A.Ş. ( Uydu Dijital ) Media Turkey Yonca Radyo ve TV Yayıncılık A.Ş. ( Yonca Radyo ) Media Turkey Associates Nature of business Country of incorporation World Wide Entertainment Medya Ticaret A.Ş. ( World Wide ) Media Turkey 1.6 Entities in other segment Subsidiaries Nature of business Country of incorporation Ad Yiyecek İçecek Ticari Sanayi A.Ş. ( AD Yiyecek ) Restaurant establishment Turkey Afiyet Olsun Turizm İşletmeleri A.Ş. ( Afiyet Olsun ) Restaurant establishment Turkey A.L.E. Gıda Turizm ve Ticaret A.Ş. ( A.L.E. Gıda ) Restaurant establishment Turkey Alperen Gayrimenkul Yatırım ve İşletme A.Ş. ( Alperen ) Real estate development Turkey Altınhan Turizm ve Ticaret A.Ş. ( Altınhan ) Restaurant establishment Turkey Aresta Gıda Ticaret ve Sanayi A.Ş. ( Aresta ) Restaurant establishment Turkey Arjantin Et Ürünleri Gıda Lokantacılık Turizm Ticaret A.Ş. ( Arjantin Et ) Restaurant establishment Turkey Ataşehir Restoran İşletmeleri Gıda Turizm Ticaret A.Ş. ( Ataşehir Restoran ) Restaurant establishment Turkey Bal Turizm ve Gıda Pazarlama A.Ş. ( Bal Turizm ) Restaurant establishment Turkey Başkent Yiyecek İçecek A.Ş. ( Başkent ) Restaurant establishment Turkey Büke Turizm ve Lokantacılık Ticaret A.Ş. ( Büke Turizm ) Restaurant establishment Turkey Bomonti Kültür ve Eğlence Merkezi Yönetimi A.Ş. ( Bomonti ) Entertainment and organization Turkey Çankaya Grup Lokantacılık Gıda Turizm A.Ş. ( Çankaya Grup ) Restaurant establishment Turkey Çukurambar Lokantacılık Gıda Turizm A.Ş ( Çukurambar Lokanta ) Restaurant establishment Turkey

159 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Reporting entity (continued) 1.6 Entities in other segment (continued) Subsidiaries Nature of business Country of incorporation D Eğlence Bar Restoran İşletmeciliği ve Yatırım A.Ş. ( D Eğlence ) Establishment and management of restaurants and cafes Turkey D Enerji Üretim ve Yatırım A.Ş. ( D Enerji ) Energy Turkey D Et ve Et Ürünleri Gıda Pazarlama Ticaret A.Ş.( D Et ) Establishment and management of restaurants and cafes Turkey D Koruma ve Güvenlik Hizmetleri A.Ş. ( D Koruma ) Security and protection activities Turkey Dafne Yayıncılık Turizm ve Gıda Pazarlama Ticaret A.Ş. ( Dafne Yayıncılık ) Restaurant and catering Turkey Darüşşafaka Sportif Yatırımlar ve Ticaret A.Ş. ( Darüşşafaka Spor ) Sports activities Turkey Doğuş Araştırma Geliştirme ve Müşavirlik Hizmetleri A.Ş. ( Doğuş Arge ) Investing Turkey Doğuş Bilgi İşlem ve Teknoloji Hizmetleri A.Ş. ( Doğuş Bilgi İşlem ) Software development Turkey Doğuş Cennet Koyu Sağlıklı Yaşam Hizmetleri Ticaret A.Ş. ( Doğuş Cennet Koyu ) A non-operating company Turkey Doğuş Enerji Toptan Elektrik Ticaret A.Ş. ( Doğuş Enerji Toptan ) Purchasing and selling of electricity Turkey Doğuş Enerji Üretim ve Ticaret A.Ş. ( Doğuş Enerji ) Electricity generation Turkey Doğuş Finance Ukraine A non-operating company Ukraine Doğuş Gayrimenkul Yatırım ve İşletme A.Ş. ( Doğuş Gayrimenkul ) Real estate development Turkey Doğuş Gayrimenkul Yatırım Ortaklığı A.Ş. ( Doğuş GYO ) Real estate investment fund Turkey Doğuş International Limited ( Doğuş International ) Construction equipment United Kingdom Dogus Management Services Limited ( Dogus Management ) Business and financial investments U.A.E. Doğuş Nakliyat ve Ticaret A.Ş. ( Doğuş Nakliyat ) A non-operating company Turkey Doğuş SA A non-operating company Switzerland Doğuş Sağlıklı Yaşam ve Danışmanlık Hizmetleri Ticaret A.Ş. ( Doğuş Sağlıklı Yaşam ) Healthcare counseling Turkey Doğuş Spor Kompleksi Yatırım ve İşletme A.Ş. ( Doğuş Spor ) Sports activities Turkey Doğuş Sportif Faaliyetler A.Ş. ( Doğuş Sportif ) Sports activities Turkey Doğuş Tarımsal Projeler Araştırma Geliştirme A.Ş. ( Doğuş Tarım ) Agricultural research and development activities Turkey Doğuş Telekomünikasyon Hizmetleri A.Ş. ( Doğuş Telekom ) A non-operating company Turkey Doğuş Turizm Sağlık Yatırımları ve İşletmeciliği Sanayi ve Ticaret A.Ş. ( Doğuş Turizm ) Real estate development Turkey Doğuş Varlık Kiralama A.Ş. A non-operating company Turkey Doğuş Müşteri Sistemleri A.Ş. ( DMS ) (formerly named as Doğuş Yeni İnternet Reklam Pazarlama ve Turizm Hizmetleri A.Ş.) Online marketing and advertising Turkey Doors Akademi Eğitim ve Danışmanlık Hizmetleri A.Ş. ( Doors Akademi ) Academy Turkey Doors Holding A.Ş. ( Doors Holding ) Holding company Turkey

160 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 1 Reporting entity (continued) 1.6 Entities in other segment (continued) Subsidiaries Nature of business Country of incorporation Doors Uluslararası Yönetim Danışmanlığı Ticaret A.Ş. ( Doors Uluslararası Yönetim ) A non-operating company Turkey Dream International B.V. Investments company The Netherlands Dream International Coöperatif U.A. Investments company The Netherlands Etiler Turistik Tesisler İşletmeciliği Ticaret A.Ş. ( Etiler Turistik ) Restaurant and café establishment and management Turkey Genoto Otomotiv Pazarlama ve Ticaret A.Ş. ( Genoto ) A non-operating company Turkey Günaydın Et Sanayi ve Ticaret A.Ş. ( Günaydın Et ) Restaurant and café establishment and management Turkey Günaydın Et Şarküteri Ürünleri Gıda Sanayi ve Ticaret A.Ş. ( Günaydın Et Şarküteri ) Restaurant and café establishment and management Turkey Günaydın İdealtepe Gurme Gıda Sanayi ve Ticaret A.Ş. ( Günaydın İdealtepe ) Restaurant and café establishment and management Turkey Günaydın İstanbul Merkez Gıda Turizm Ticaret A.Ş. ( Günaydın İstanbul ) Restaurant and café establishment and management Turkey Havana Yayıncılık Turizm ve Gıda Pazarlama Ticaret A.Ş. ( Havana Yayıncılık ) Restaurant, food and beverage production Turkey Havana International B.V. Investment company The Netherlands Havana International Coöperatif U.A. Investment company The Netherlands Havana Doors Restaurant Management Ltd ( Havana Doors ) Restaurant establishment The Netherlands İstinye Park Gayrimenkul Yatırım ve İşletme A.Ş. ( İstinye Park Gayrimenkul ) Shopping mall administration Turkey Kadıköy Tepe Restoran Gıda Turizm Tic.A.Ş. ( Kadıköy Tepe ) Restaurant establishment Turkey Kivahan Turizm Ticaret A.Ş. ( Kivahan ) Restaurant establishment Turkey Köprü Restoran Işletmeciliği Ticaret A.Ş. ( Köprü ) Restaurant establishment Turkey Körfez Havacılık Turizm ve Ticaret A.Ş. ( Körfez Hava ) Transportation Turkey Lacivert Turizm A.Ş. ( Lacivert ) Restaurant establishment Turkey London Doors Restaurant Group Ltd Investment company United Kingdom Mezzaluna Gıda İşletmecilik Sanayi ve Ticaret A.Ş. ( Mezzaluna ) Establishment and management of restaurants and cafes Turkey Meto Turizm İşletmeciliği Ve Tasarım Dekorasyon Ticaret A.Ş. ( Meto Turizm ) Establishment and management of restaurants and cafes Turkey Nahita Restoran İşletmeciliği ve Yatırım A.Ş. ( Nahita ) Establishment and management of restaurants and cafes Turkey Nusret Limited Investment company U.A.E Nusret Restaurant L.L.C. ( Nusret Dubai ) Restaurant establishment U.A.E Oran Gurme Et Lokantacılık Gıda Turizm Ticaret A.Ş. ( Oran Gurme ) Restaurant establishment Turkey Popülist Yiyecek İçecek Sanayi ve Ticaret A.Ş. ( Popülist ) Restaurant establishment Turkey

161 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Reporting entity (continued) 1.6 Entities in other segment (continued) Subsidiaries Nature of business Country of incorporation Pozitif Arena Konser Salon İşletmeleri A.Ş. ( Pozitif Arena ) Entertainment and event management Turkey Pozitif Müzik Yapım A.Ş. ( Pozitif Yapım ) Entertainment and event management Turkey Pozitif Müzik A.Ş. ( Pozitif Müzik ) Entertainment and event management Turkey Ryo-Tei Itsme Gıda Ürünleri Turizm ve Ticaret A.Ş. ( Itsumi ) Restaurant establishment Turkey Sait Restoran Turizm İşletmeciliği İnş. Emlak ve Tic.A.Ş. ( Sait ) Restaurant establishment Turkey Salıpazarı Liman İşletmeciliği ve Yatırımları A.Ş. ( Salıpazarı ) Real estate development Turkey Sititur Turizm Yatırım ve Danışmanlık Hizmetleri A.Ş. ( Sititur ) A non-operating company Turkey Soya Restoran İşletmeciliği ve Ticaret A.Ş. ( Soya ) Restaurant establishment Turkey Tag Restaurants Holdings Ltd Investments company United Kingdom Tansaş Gıda ve Sanayi Turizm A.Ş. ( Tansaş Gıda ) A non-operating company Turkey The Tom Aikens Group Ltd Restaurant establishment United Kingdom Tiendes Turizm İşletmeleri A.Ş. ( Tiendes ) Restaurant establishment Turkey Tom Aikens Ltd Restaurant establishment United Kingdom Tom s Kitchen Ltd Restaurant establishment United Kingdom Well Body Holding B.V. Investments company The Netherlands Well Body Holding Coöperatief U.A. Investments company The Netherlands Vitapark Spor Turizm Hizmet İnşaat ve Ticaret A.Ş. ( Vitapark ) Golf resort Turkey Joint ventures Nature of business Country of incorporation Aslancık Elektrik Üretim A.Ş. ( Aslancık ) Electricity generation Turkey Azumi Limited Establishment and management of restaurant and cafes United Kingdom Boğaziçi Borsa Lokantacılık İşletmeleri San. ve Tic. A.Ş.( Borsa ) Restaurant establishment Turkey Boyabat Elektrik Üretim ve Ticaret A.Ş. ( Boyabat ) Electricity generation Turkey Darphane Lokantaları İşletmeleri San. ve Tic. A.Ş. ( Darphane ) Restaurant establishment Turkey Doğuş Planet Elektronik Ticaret ve Bilişim Hizmetleri A.Ş. ( Doğuş Planet ) E-commerce Turkey Doğuş SK Girişim Sermayesi Yatırım Ortaklığı A.Ş. ( Doğuş SK Girişim ) Private equity Turkey Ege Turizm ve Gayrimenkul Yatırımları A.Ş. ( Ege Turizm ) Real estate development Turkey IMG Doğuş Spor Moda ve Media Hizmetleri ve Ticaret A.Ş. ( IMG Doğuş Spor ) Establishment and management of sports academies Turkey Kanlıca Turizm Sanayi A.Ş. ( Kanlıca Turizm ) Restaurant and hotel Turkey LPM İstanbul Restoran İşletmeciliği ve Yatırım A.Ş. ( LPM İstanbul ) Restaurant establishment Turkey Mora Turizm Otelcilik Restaurant İşletmeleri San. ve Tic. A.Ş. ( Mora ) Restaurant establishment Turkey Masa Restaurant Grup İşletmeleri San. ve Tic. A.Ş. ( Masa ) Restaurant establishment Turkey

162 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 1 Reporting entity (continued) 1.6 Entities in other segment (continued) Joint ventures Nature of business Country of incorporation Orta Konak Gayrimenkul Yatırım Yönetimi ve Turizm A.Ş. ( Orta Konak ) Real estate development Turkey Robata Rest Ltd Restaurant establishment United Kingdom Roka Mayfair Ltd Restaurant establishment United Kingdom Roka Aldwych Ltd Restaurant establishment United Kingdom Taddeo Trading Ltd. Investment company Thailand Taraneete International Ltd. Restaurant establishment Hong Kong Time Result International Ltd Restaurant establishment Hong Kong Turnwise Enterprices Ltd Restaurant establishment United Kingdom Wildfire Entertainment Ltd Restaurant establishment United Kingdom Zuma Bangkok Ltd Restaurant establishment Thailand Zuma Club Llc Restaurant establishment U.A.E Zuma Japanese Restaurant INC Investment company U.S.A Zuma Japanese Restaurant Miami Llc Restaurant establishment U.S.A Zuma NY LLC Restaurant establishment U.S.A Zuma Restaurant LLC Abu Dhabi ( Abu Dhabi ) Restaurant establishment U.A.E Zuma Turizm ve Gıda Pazarlama Ticaret A.Ş. ( Zuma Turizm ) Restaurant establishment Turkey Zuma USA Inc Investment company U.S.A Associates Nature of business Country of incorporation Altın Mecralar İnteraktif Medya ve Pazarlama ve Teknoloji Hizmetleri Ticaret Limited Şirketi ( Altın Mecralar ) marketing Turkey Coya Dubai Restaurant establishment U.A.E. Coya London Restaurant establishment United Kingdom Coya Restaurants LLC ( Coya Miami ) Restaurant establishment U.S.A Euromessage Deutschland GmbH ( Euromessage Deutschland ) marketing Germany Hedef Medya Tanıtım Interaktif Media Pazarlama A.Ş. ( Hedef Medya ) marketing Turkey İstinye Yönetim Hizmetleri A.Ş. ( İstinye Yönetim Hizmetleri ) Shopping mall administration Turkey Portakal Yazılım Danışmanlık Reklamcılık ve Yayıncılık San. ve Tic A.Ş. ( Portakal Yazılım ) marketing Turkey Reidin FZ-LLC ( Reidin ) Real estate research U.A.E

163 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Basis of accounting Statement of compliance Doğuş Group entities operating in Turkey maintain their books of account and prepare their statutory financial statements in Turkish Lira ( TL ) in accordance with the accounting principles and instructions as promulgated by the Banking Regulatory and Supervision Agency ( BRSA ) applicable to Garanti Bank, Turkish insurance legislation and accounting principles applicable to insurance business, and accounting principles per Turkish Uniform Chart of Accounts, Turkish Commercial Code and per Capital Market Board of Turkey applicable to entities operating in other businesses. Doğuş Group s foreign entities maintain their books of account and prepare their statutory financial statements in accordance with the generally accepted accounting principles and the related legislation applicable in the countries they operate. The accompanying consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ( IFRSs ). The consolidated financial statements were authorised for issue by Doğuş Holding s management on 31 March The Doğuş Holding s General Assembly and the other reporting bodies have the power to amend the consolidated financial statements after their issue. 3 Functional and presentation currency These consolidated financial statements are presented in TL which is Doğuş Holding s functional currency. All financial information presented in TL has been rounded to the nearest thousand, except whenothewise indicated. 4 Use of estimates and judgments The preparation of consolidated financial statements in conformity with IFRSs requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected. Management discusses with the Audit Committee the development, selection and disclosure of the Group s critical accounting policies and estimates, and the application of these policies and estimates. Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year are included in the following notes: 1. Group amortises and depreciates its intangible assets and property and equipment over useful lives that are disclosed in note 42, 2. Assumptions are used in projections of discounted cash flow method and impairment test of non-financial assets, see note 21, 3. Fair value of derivative instruments are estimated through market price or use of discounted cash flow method, see note 33, 4. Liabilities that may occur due to ongoing cases and probability of loss from cases are estimated by Group Management considering the view of Group Legal Counsel and experts. Group Management assesses lawsuit provision thereon, see note 27,

164 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 4 Use of estimates and judgments (continued) 5. The warranties on automobiles sold by the Group are issued by the original equipment manufacturers ( OEM ). The Group acts as an intermediary between the customers and OEM. The claims of customers from the Group are recognised as warranty expense. The Group recognises the amount claimed from the OEM s as warranty income and offset against warranty expense. The Group incurs the cost that is not paid by the manufacturers. Accordingly, the Group recognises the estimated liability for the difference between possible warranty claims of customers and possible warranty claims based on historical service statistics, see note 27, 6. Deferred tax asset is recognised to the extent that taxable profit will be available against which the deductible temporary differences can be utilised. When taxable profit is probable, deferred tax assets is recognised for all temporary differences. For the year ended 31 December 2014, since the assumptions related to the Group s future taxable profit generation are considered adequate, deferred tax asset is recognised, see note 22, 7. In the calculations of provision for employee benefits, actuarial assumptions related to turnover ratio, discount rate and salary increase are used. Calculation details are disclosed in note 27.1, 8. Investment property is measured at fair value, which is appraised by independent third party appraisers. For assumptions used in the appraisals see note 19, 9. Group monitors recoverability of its accounts receivable considering the past experience and recognise allowance for doubtful receivables for probable losses. Subsequently, if the allowance for doubtful receivable is recovered fully or partially, the amount is reversed from allowance and recognised in profit or loss, see note 17. Determination of fair values A number of the Group s accounting policies and disclosures require the determination of fair value, for both financial and non-financial assets and liabilities. Fair values have been determined for measurement and/or disclosure purposes based on the following methods. Where applicable, further information about the assumptions made in determining fair values is disclosed in the notes specific to that asset or liability. (a) Property and equipment The fair value of property and equipment recognised as a result of a business combination is the estimated amount for which a property could be exchanged based on market values. The fair value of property is the estimated amount for which a property could be exchanged on the date of valuation between market participants in an orderly transaction where the participants act in their best economic interest and are knowledgeable. The Group reflects land and buildings at their fair values as appraised by independent third party appraisers. The fair values of land and buildings are determined based on the discounted cash flow method, depreciable replacement cost or market prices for similar items. (b) Intangible assets The fair values of intangible assets, which comprise the broadcasting rights, concession rights, customer relationship, content library, franchise network, sponsorship contracts and brand names acquired in business combinations, are based on the discounted cash flows expected to be derived from the use and eventual sale of the assets. (c) Investment property External, independent valuation companies, having appropriate recognised professional qualifications and recent experience in the location and category of property being valued, values the Group s investment property portfolio every year. The fair values are based on market values, being the estimated amount for which a property could be exchanged on the date of the valuation between a willing buyer and a willing seller in an arm s length transaction after proper marketing wherein the parties had each acted knowledgeably and willingly. In the absence of current prices in an active market, the valuations are prepared by considering the aggregate of the estimated cash flows expected to be received from renting out the property. A yield that reflects the specific risks inherent in the net cash flows then is applied to the net annual cash flows to arrive at the property valuation.

165 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Use of estimates and judgments (continued) Determination of fair values (continued) Valuations reflect, when appropriate; the type of tenants actually in occupation or responsible for meeting lease commitments or likely to be in occupation after letting vacant accommodation, the allocation of maintenance and insurance responsibilities between the Group and the lessee; and the remaining economic life of the property. When rent reviews or lease renewals are pending with anticipated reversionary increases, it is assumed that all notices and when appropriate counter-notices have been served validly and within the appropriate time. (d) Inventories The fair value of inventories acquired in a business combination is determined based on its estimated selling price in the ordinary course of business less the estimated costs of completion and sale, and a reasonable profit margin based on the effort required to complete and sell the inventories. (e) Investments in equity and debt securities The fair value of financial assets at fair value through profit or loss, held-to-maturity investments and available-for-sale financial assets is determined by reference to their quoted bid price at the reporting date. The fair value of held-to-maturity investments is determined for disclosure purposes only. (f) Trade and other receivables The fair value of trade and other receivables, excluding construction work in progress, is estimated as the present value of future cash flows, discounted at the market rate of interest at the reporting date. The fair value is determined for disclosure purposes or when such assets are acquired through a business combination. (g) Derivatives The fair values of forward exchange contracts, options and other derivative contracts are based on their listed market prices, if available. If a listed market price is not available, then fair value is estimated by discounting the difference between the contractual forward price and the current forward price for the residual maturity of the contract using a risk-free interest rate (based on government bonds). The fair value of interest rate swaps is based on broker quotes. Those quotes are tested for reasonableness by discounting estimated future cash flows based on the terms and maturity of each contract and using market interest rates for a similar instrument at the measurement date. Fair values reflect the credit risk of the instrument and include adjustments to take account of the credit risk of the Group entity and counterparty when appropriate. (h) Contingent consideration The fair value of contingent consideration is measured based on discounted cash flow model. The valuation model considers the present value of expected payment, discounted using a risk-adjusted discount rate. The expected payment is determined by considering the possible scenarios of forecast EBITDA or other variables defined on the share purchase agreement, the amount to be paid under each scenario and the probability of each scenario. (i) Non-derivative financial liabilities Fair value, which is determined for disclosure purposes, is calculated based on the present value of future principal and interest cash flows, discounted at the market rate of interest at the reporting date. For finance leases, the market rate of interest is determined by reference to similar lease agreements. 5 Operating segments The Group has six reportable segments, as described below, which are largely organised and managed separately according to nature of products and services provided, distribution channels and profile of customers. Almost each entity included in the Group operates in one specific industry. Accordingly, all the financial statement components of an entity concerned are considered related only to its specific industry.

166 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 5 Operating segments (continued) The Group s main segments are as follows: Banking and finance: Entities operating in the banking and finance segment are mainly involved in retail and investment banking, insurance, leasing and factoring businesses. Construction: Entities operating in the construction segment are mainly involved in the constructions of buildings, infrastructure and related civil engineering businesses. Automotive: Entities operating in the automotive segment are exclusively involved in the importation, distribution and retailing of Volkswagen, Audi, Seat, Porsche, Bentley, Scania, Lamborghini, Krone and Meiller brand motor vehicles and spare parts and after sales services, and vehicle inspection services in Turkey. Tourism: Entities operating in the tourism segment are involved in hotel and marina investments, hotel management, retail services, ticket sales, hotel reservation, and tour/conference organisation services. Media: Entities operating in media segment are involved in broadcasting through TV channels, radios, digital and printed media. Others: Entities operating in other operations segment are mainly involved in real estate, energy, food and beverage and entertainment and several service businesses. Doğuş Holding is included in the other segment. 5.1 Geographical segments The Group operates principally in Turkey, but also has operations in the Netherlands, Russia, Ireland, Turkish Republic of Northern Cyprus, Malta, Luxembourg, Switzerland, Germany, Romania, Morocco, Ukraine, Bulgaria, Libya, Italy, Greece, United Kingdom, Hong Kong, United States, Oman, Qatar, Dubai, Saudi Arabia, Thailand, Iraq and Croatia. In presenting information on the basis of geographical segments, segment revenue is based on the geographical location of customers. Segment assets are based on the geographical location of the assets. As at and for the years ended 31 December, total geographical sector risk concentrations, both on and off statement of financial position, are presented below: 31 December 2014 Total assets Total liabilities Capital expenditure Turkey The Netherlands Malta Switzerland United Kingdom Germany Croatia Others December 2013 Total assets Total liabilities Capital expenditure Turkey The Netherlands Malta Switzerland United Kingdom Germany Croatia Others

167 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Operating segments (continued) 5.2 Major customers As at 31 December 2014 and 2013, there is not any single external customer which comprises more than 10 percent of the Group s consolidated revenue. 5.3 Information about the segments Since its shares are not publicly traded, the Group preferred to present information regarding its segments as it was reported to the Board of Directors, instead of IFRS 8 requirements. The financial information of the joint ventures was included in the segment results, prepared within the reporting framework of the Group s managerial approach, by combined method (as 100%). The below information about the segments was prepared as combined financial information and before consolidation adjustments and eliminations. 31 December 2014 Banking and finance Construction Automotive Tourism Media Others Total Revenue Gross profit Operating profit / (loss) (*) (22.411) ( ) Operating profit / (loss) before net finance cost (*) ( ) Profit / (loss) for the period attributable to the owners of the Company excluding non-controlling interests (33.645) ( ) ( ) Other information Total assets Total liabilities December 2013 Banking and finance Construction Automotive Tourism Media Others Total Revenue Gross profit Operating profit / (loss) (*) (10.643) (71.550) Operating profit / (loss) before net finance cost (*) (71.908) Profit / (loss) for the period attributable to the owners of the Company excluding non-controlling interests (52.726) ( ) (77.074) Other information Total assets Total liabilities (*) For banking and finance segment, it represents profit before tax.

168 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 5 Operating segments (continued) 5.3 Information about the segments (continued) The reconciliations of the combined financial information to the amounts reported in the accompanying consolidated financial statements for the years ended 31 December were presented separately as follows: a) Revenue Combined Joint ventures ( ) ( ) Consolidation elimination and adjustments ( ) ( ) Consolidated b) Gross profit Combined Joint ventures ( ) ( ) Consolidation elimination and adjustments ( ) ( ) Consolidated c) Operating profit Combined Joint ventures ( ) ( ) Consolidation elimination and adjustments ( ) ( ) Consolidated d) Profit before net finance cost Combined Joint ventures ( ) ( ) Consolidation elimination and adjustments ( ) ( ) Consolidated e) Profit for the period attributable to the owners of the Company excluding non-controlling interests Combined Joint ventures ( ) ( ) Consolidation elimination and adjustments ( ) ( ) Consolidated

169 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Operating segments (continued) 5.3 Information about the segments (continued) f) Total assets 31 December December 2013 Combined Joint ventures ( ) ( ) Consolidation elimination and adjustments ( ) ( ) Consolidated g) Total liabilities 31 December December 2013 Combined Joint ventures ( ) ( ) Consolidation elimination and adjustments ( ) ( ) Consolidated

170 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 5 Operating segments (continued) 5.3 Information about the segments (continued) The below information were prepared on the basis of appropriate accounting policies applied for the subsidiaries, associates and joint ventures. 31 December 2014 Revenue Banking and finance Construction Automotive Tourism Media Others Total Total external revenue Intersegment revenue Net segment revenue Gross profit / (loss) -- (10.949) Operating profit / (loss) (51.643) (21.483) ( ) ( ) Operating profit / (loss) before net finance cost (50.818) (6.769) ( ) ( ) Profit / (loss) for the period attributable to owners of the Company (54.021) (68.474) ( ) ( ) Other information Segment assets (*) Investments in equity accounted investees Total assets Segment liabilities Capital expenditure Depreciation Non-cash expenses other than depreciation -- (61.535) (2.822) ( ) (73.925) (*) Please see note December 2013 Revenue Banking and finance Construction Automotive Tourism Media Others Total Total external revenue Intersegment revenue Net segment revenue Gross profit Operating profit / (loss) (6.130) (14.550) (59.007) ( ) Operating profit / (loss) before net finance cost (3.642) (14.036) (59.365) ( ) Profit / (loss) for the period attributable to owners of the Company Other information (15.388) (57.547) ( ) ( ) Segment assets Investments in equity accounted investees Total assets Total liabilities Capital expenditure Depreciation Non-cash expenses other than depreciation (4.108) ( ) (62.556)

171 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Operating segments (continued) 5.4 Non-cash (income) / expenses other than depreciation Non-cash (income)/expenses other than depreciation for the year ended 31 December 2014 were as follows: Construction Automotive Tourism Media Others Total Warranty provision Accrued interest and other accruals (56.873) (5.972) Amortisation of other intangible assets Provision for and reversal of employee severance indemnity Provision for doubtful receivables Impairment and reversal of impairment in property and equipment -- (5.702) (418) -- (20.068) (26.188) Fair value change in investment property (9.333) -- ( ) ( ) Recoveries of doubtful receivables -- (673) (2.229) (603) (79) (3.584) Others (9.240) (2.967) (6.639) Total (61.535) (2.822) ( ) (73.925) Non-cash (income)/expenses other than depreciation for the year ended 31 December 2013 were as follows: Construction Automotive Tourism Media Others Total Warranty provision Accrued interest and other accruals (23.311) Amortisation of other intangible assets Provision for and reversal of employee severance indemnity Provision for doubtful receivables Impairment and reversal of impairment in property and equipment -- (241) Fair value change in investment property (11.067) -- ( ) ( ) Recoveries of doubtful receivables -- (179) (188) (8.977) -- (9.344) Others (1.054) (7.800) (2.519) Total (4.108) ( ) (62.556)

172 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 6 Revenue For the years ended 31 December, revenue comprised the following: Domestic sales Foreign sales Cost of sales For the years ended 31 December, cost of sales comprised the following: Cost of merchandise sold Cost of construction Broadcasting costs Personnel expenses Cost of electricity sold Others Administrative, selling, marketing and distribution expenses For the years ended 31 December, general and administrative expenses comprised the following: Personnel expenses Depreciation and amortisation Audit and consultancy expenses Maintenance and repair expenses Rent expenses Taxes and duties other than taxes on income Grants and donations expenses Provision for employee severance indemnity Insurance expenses Electronic data processing expenses Executive expenses Litigation expenses Travel expenses Telecommunication expenses Utility expenses Stationery expenses Cleaning expenses Gasoline expenses Others For the years ended 31 December, selling, marketing and distribution expenses comprised the following: Advertising and promotion expenses Personnel expenses Distribution expenses Rent expenses Customer service expenses Commission expense Others

173 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Gains and losses from investing activities For the years ended 31 December, gains from investing activities comprised the following: Gain on sales of property and equipment Gain on sale of investment property Others For the years ended 31 December, losses from investing activities comprised the following: Loss on sales of property and equipment (3.768) (1.608) Loss on sale of subsidiary (2.719) -- Loss on sale of associates (460) -- (6.947) (1.608) 10 Finance income For the years ended 31 December, finance income comprised the following: Foreign exchange gains Interest income on bank deposits Other interest and similar items Finance cost For the years ended 31 December, finance cost comprised the following: Foreign exchange losses ( ) ( ) Interest expense on borrowings ( ) ( ) Other interest and similar items (55.081) (28.245) ( ) ( )

174 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 12 Other operating income and expenses For the years ended 31 December, other operating income comprised the following: Fair value gain on investment property Commission income Insurance claim income Service income Bargain purchase gain recognised on acquisition Rental income Reversal of provision for litigation Sponsorship income Foreign exchange gains on receivables and payables Interest income on trade receivables Others For the years ended 31 December, other operating expenses comprised the following: Warranty provision Insurance claim expenses Foreign exchange losses on receivables and payables Decrease in fair value of investment properties After sales services expense Impairment loss Legal provision expenses Service expenses Compensation expenses Provision expenses Others Earnings per share The calculation of basic earnings per share at 31 December 2014 and 2013 was based on the profit attributable to ordinary shareholders of TL thousand and TL thousand and a weighted average number of ordinary shares outstanding of (31 December 2013: ), as follows: Weighted average number of shares Profit for the year attributable to owners of the Company ( TL) Basic profit per share (full TL) 0,07 0,15 Weighted average number of ordinary shares

175 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Cash and cash equivalents At 31 December, cash and cash equivalents comprised the following: Cash at banks Other liquid assets and cheques Cash on hand Other investments, including derivatives As at 31 December, other investments including derivatives comprised the following: 2014 Short-term Long-term Total Financial investments at fair value through profit or loss (*) Available-for-sale financial investments Short-term Long-term Total Financial investments at fair value through profit or loss (*) Available-for-sale financial investments (*) As of 31 December 2014, the portion of TL thousand (31 December 2013: TL thousand) of financial investments at fair value through profit or loss comprise investment funds. Available-for-sale financial investments As at 31 December, available-for-sale financial investments comprised the following: Shares Private sector debt securities

176 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 16 Investments in equity accounted investees Investments in equity-accounted associates and joint ventures and the Group s share of control are as follows: 31 December December 2013 Associates-equity accounted Carrying value % of ownership Carrying value % of ownership VDF Tüketici , ,00 LPD Holding (*) -- 49, ,00 Hedef Medya , ,00 VDF Servis , ,00 Others Joint ventures-equity accounted Garanti Bank (**) , ,95 Azumi Limited , ,01 Ege Turizm , Boyabat (***) -- 34, ,00 Acropolis S.P.A , ,00 Doğuş Planet , ,00 Krone Doğuş , ,00 TÜVTURK Kuzey-Güney Consolidated (****) , ,33 Aslancık , ,33 Corpera ,00 Sele Restaurant Group , ,00 Others Total (*) Group and LeasePlan Corporation N.V. have entered into a share purchase agreement dated 5 November 2014 for the sale of shares of LPD Holding representing 49% of the paid-up share capital. Shares of LPD Holding representing 49% has been reclassified as asset held for sale. As of the reporting date, all necessary permits have been granted and transfer of shares have been completed at 16 February (Note 23) (**) Group and BBVA have entered into a share purchase agreement dated 19 November 2014 for the sale of shares of Garanti Bank representing 14,23% of the paid-up share capital. Shares of the Garanti Bank representing 14,23% has been reclassified as asset held for sale. (Note 23) (***) The Group s share of losses in Boyabat, a joint venture of the Group, exceeds its interest in Boyabat, the carrying amount of the investment is reduced below zero as at 31 December 2014 and the total carrying value of the. investment and share of losses in Boyabat has been reclassified as other non-current liability amounting to TL thousand The movements in investments in equity accounted investees were as follows: Balance at 1 January Share of profit of equity accounted investees Share of other comprehensive income ( ) Dividend ( ) ( ) Sale of shares of equity accounted investees ( ) -- Changes in equity of joint ventures Transfer to subsidiaries, net (214) -- Profit elimination on construction in progress Rate change effect Loss making associate classified as non-current liability Sale of shares (****) (1.460) (37.993) Purchase of joint ventures (*****) Increase in paid-in capital Balance at 31 December (****) DOAŞ, together with other shareholders, sold its shares in TÜVTURK İstanbul to TÜVTURK Kuzey and Güney on 6 September As a result of this transaction, DOAŞ s controlling power over TÜVTURK İstanbul has been sustained through its jointly controlled entities, TÜVTURK Kuzey and Güney, which are controlling this entity. (*****) On 16 January and 18 November 2014, the Group has purchased 50 percent of the shares of Ege Turizm and Corpera, respectively. The balance in 2013 represents purchase of Sele Restaurant Group and Reidin.

177 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Investments in equity accounted investees (continued) Share of profit / (loss) of equity accounted investees For the years ended 31 December, share of profit/(loss) of investments in equity accounted investees comprised the following: Garanti Bank VDF Tüketici TÜVTURK Kuzey-Güney Consolidated Azumi Limited VDF Servis LPD Holding Hedef Medya Acropolis S.P.A Boyabat (47.693) ( ) Doğuş Planet (37.335) (26.285) Aslancık (6.764) (5.760) Krone Doğuş (5.742) (2.102) Sele Restaurant Grup (2.059) (193) Others (2.247) Total Share of other comprehensive income / (expense) of equity accounted investees For the years ended 31 December, share of other comprehensive income / (expense) of investments in equity accounted investees comprised the following: Azumi Limited Boyabat Acropolis S.P.A Aslancık (6) 2 Garanti Bank ( ) Krone Doğuş (608) (3.594) TÜVTURK Kuzey-Güney Consolidated (1) (1.992) LPD Holding (2.234) (1.070) Others (9) (5.507) Total ( ) Dividend income For the years ended 31 December, dividend income comprised the following: Garanti Bank ( ) ( ) Others (24.924) (16.161) Total ( ) ( )

178 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 16 Investments in equity accounted investees (continued) The table below presents the financial information of the joint ventures and the associates as adjusted to comply with accounting policies adopted by the Group; which is applied before consolidating to the Group with the equity method: 31 December December 2014 Current assets Noncurrent assets Total assets Current liabilities Noncurrent liabilities Total liabilities Total revenue Net profit/(loss) Other comprehensive income Garanti Bank Azumi Limited Boyabat ( ) -- Acropolis S.P.A VDF Tüketici Doğuş Planet (74.671) 486 TÜVTURK Kuzey- Güney Consolidated Aslancık (20.294) (18) Krone Doğuş (11.678) (1.241) Hedef Medya (1.815) VDF Servis Sele Restaurant Group (4.037) (2.261) Corpera Others (814) 31 December December 2013 Current assets Noncurrent assets Total assets Current liabilities Noncurrent liabilities Total liabilities Total revenue Net profit/(loss) Other comprehensive income Garanti Bank ( ) Azumi Limited Boyabat ( ) Acropolis S.P.A VDF Tüketici Doğuş Planet (52.571) -- TÜVTURK Kuzey-Güney Consolidated LPD Holding (25.206) (2.184) Aslancık (17.280) Krone Doğuş (4.276) (7.335) Hedef Medya VDF Servis Sele Restaurant Group (379) -- Others (6.441) 4.491

179 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Investments in equity accounted investees (continued) The following table summarizes cash and cash equivalents, depreciation and amortisation expenses, interest income and interest expenses of significant joint ventures before the consolidation of eliminations and adjustments: 31 December 2014 Cash and cash equivalents Depreciation and amortisation Interest income Interest expense Garanti Bank Azumi Limited December 2013 Cash and cash equivalents Depreciation and amortisation Interest income Interest expense Garanti Bank Azumi Limited Financial Information regarding Garanti Bank and its subsidiaries The following table summarizes the reconciliation of investments in equity of Garanti Bank and its subsidiaries: Total equity attributable to equity holders of Garanti Bank Total equity attributable to equity holders of Garanti Bank based on the equity interest of the Group (24,23%) Goodwill Revaluation surplus and other adjustments Other consolidation adjustments (61.978) (61.978) Transferred to assets held for sale ( ) -- Investment in equity accounted investees Financial Information regarding Azumi Limited and its subsidiaries The following table summarizes the reconciliation of investments in equity of Azumi Limited and its subsidiaries: Total equity attributable to equity holders of Azumi Limited Total equity attributable to equity holders of Azumi Limited based on the equity interest of the Group (50,01%) Goodwill Investment in equity accounted investees

180 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 16 Investments in equity accounted investees (continued) Other significant matters regarding the Joint Ventures are as follows: Impairment testing for goodwill The recoverable amount of goodwill related with Garanti Bank is determined based on their quoted share prices. The valuation of the fair value of equity for G Netherlands and Garanti Holding B.V. is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of G Netherlands and Garanti Holding B.V. Six-year business plan prepared by management is used for valuation. The valuation of the fair value of equity for Azumi Limited and Acropolis S.P.A. is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Azumi Limited and Acropolis S.P.A. Five-year business plan prepared by management is used for valuation. Key assumptions used in discounted cash flow projections Key assumptions used in calculation of recoverable amounts are average discount rates and terminal growth rates. These assumptions are as follows: Discount rate Terminal growth rate Garanti Holding B.V. and G Netherlands percent 2.75 percent Acropolis S.P.A 6.0 percent 2.00 percent Azumi Limited 9.0 percent 0.50 percent Gouvia Marina S.A. 8.5 percent Trade receivables and trade payables Short-term trade receivables As at 31 December, short-term trade receivables comprised the following: Account receivables Due from customers for contract work (Note 24) Contracts receivable Doubtful receivables Allowance for doubtful receivables (52.775) (47.304) Notes receivables Post dated cheques Other receivables (*) (*) As at 31 December 2013, other receivables include cash consideration receivables from non-controlling interest of Doors Holding A.Ş. amounting to TL thousand.

181 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Trade receivables and trade payables (continued) Long-term trade receivables As at 31 December, long-term trade receivables comprised the following: Due from customers for contract work (Note 24) Contracts receivable Doubtful receivables Allowance for doubtful receivables ( ) ( ) Other receivables As at 31 December 2014, the Group held letters of guarantee amounting to TL thousand (31 December 2013: TL thousand) as collateral against its receivables. Movements in the allowance for doubtful receivables during the years ended 31 December were as follows: Balance at the beginning of the year Provision for the year Acquired through business combinations Recoveries (3.584) (9.344) Write-offs (453) (150) Exchange rate differences on foreign currency balances Balance at the end of the year Short-term trade payables As at 31 December, short-term trade payables comprised the following: Account payables Payables related to employee benefits Due to customers for contract work (Note 24) Notes payable Others Long-term trade payables As at 31 December, long-term trade payables comprised the following: Account payables Others

182 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 18 Inventories As at 31 December, inventories comprised the following: Trading goods Goods in transit Spare parts Raw materials (*) Trading property, net of impairment Other inventory Provision for impairment in the value of inventories (-) (6.456) (3.565) (*) As at 31 December 2014 and 2013, raw materials are mainly composed of construction materials in various construction projects of Doğuş İnşaat and food and beverage inventories of the companies of food and beverage segment. The Group has provided provision for damaged and slow-moving items in inventories. The current year inventory provision is included in cost of sales. For the years ended 31 December, movement of provision for diminution in the carrying value of inventories is as follows: Balance at the beginning of the year Increase during the period Currency translation differences (9) 37 Reversal of provisions End of the period Investment property As at 31 December, investment properties comprised the following: Investment property Investment property under construction Investment property As at 31 December, the movements of investment property were as follows: Balance at the beginning of the year Fair value changes recognised in profit or loss (Note 12)(*) Additions Disposals (2.287) (74.878) Transfer from trading property (Note 18)(*) Transfer to property and equipments (Note 20) (9.760) End of the period (*) Land with undetermined future use which was previously classified as trading property and which was carried at cost has been reassessed in the current period and reclassified as investment property. As a result of such reclassification, TL thousand has been recognised as fair value gain in the current period and classified under other operating income in the profit or loss.

183 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Investment property (continued) 19.2 Investment property under construction As at 31 December, the movements of investment property under construction were as follows: Balance at the beginning of the year Additions (*) Capitalized interest expense Capitalized foreign currency differences Transfer to investment property in use (1.083) -- End of the period (*) On 16 May 2013, Doğuş Holding won the tender for privatization of Salıpazarı Port Area. On 18 July 2013, Competition Board decided that Doğuş Holding s acquisition of the Salıpazarı Cruise Harbor, which was previously owned by Turkey Denizcilik İşletmeleri Anonim Şirketi, within the scope of its privatization via the transfer of operating rights method for a period of 30 years was not subject to authorisation of the Board. Total amount of the tender has been paid on 13 February 2014 as TL thousand (equivalent of USD 702 million) Level 1 Level 2 Level 3 Total Investment property Total Level 1 Level 2 Level 3 Total Investment property Total As at 31 December, fair value of the investment properties is calculated by using the discounted cash flow method and a peer comparison by independent appraisal. Peer comparison method (Level 2) determines recently listed or sold properties in market and takes into consideration of other factors for the adjustment of value based on size of land of property with current condition and location. For current market outlook the appraisers contact with the property sale intermediaries. The following table shows the discounted cash flow valuation technique (Level 3) used in measuring the fair value of investment property, as well as the significant unobservable inputs used. Valuation technique Significant unobservable inputs Discounted cash flows: The valuation model considers the present value of net cash flows to be generated from the property, taking into account expected rental growth rate, void periods, occupancy rate, lease incentive costs such as rent-free periods and other costs not paid by tenants. The expected net cash flows are discounted using risk-adjusted discount rates. Among other factors, the discount rate estimation considers the quality of a building and its location (prime vs secondary), tenant credit quality and lease terms. Expected market rental growth, 2,5-6% Occupancy rate (90-100%) Risk-adjusted discount rates (6,8-10%).

184 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 20 Property and equipment Movements of property and equipment and related accumulated depreciation during the year ended 31 December 2014 were as follows: Cost 1 January Additions Acquired through business combinations Disposals Transfer to assets held for sale (**) Transfers (***) Effects of movements in exchange rates Net revaluation change 31 December Land and buildings (*) (63.456) (7.174) Furniture and equipment (28.385) (569) Leasehold improvements (18.378) (2.699) Motor vehicles (36.446) (12.768) Construction in progress (3.365) -- ( ) (248) Others (1.644) (49) Total cost ( ) (12.768) (9.054) Less: Accumulated depreciation 1 January Additions Acquired through business combinations Disposals Transfer to assets held for sale Transfers Effects of movements in exchange rates Net revaluation change 31 December Buildings ( ) (56.592) (6.529) (57) ( ) Furniture and equipment ( ) ( ) (7.989) (21) ( ) Leasehold improvements ( ) (47.293) (6.442) ( ) Motor vehicles (54.464) (20.446) (2.405) (606) 0 (64.393) Others (8.236) (795) (146) (7.164) Total accumulated depreciation ( ) ( ) (23.511) ( ) Net book value ( ) (12.768) (7.185) Less: Impairment in value (39.762) (13.574) Net carrying value (75.209) (12.768) (7.185) (*) As at 31 December 2014, fair value of land and buildings of the Group is appraised by independent third party appraisers using peer comparison method. (**) The Group has transferred one airplane from motor vehicle account to assets held for sale account. (***) Transfer is mainly comprised of advances given for property and equipment, previously classified under long-term prepayments amounting to TL thousand have been transferred to motor vehicles. Cost 1 January Additions Acquired through business combinations Disposals Transfer to assets held for sale (**) Transfers (***) Effects of movements in exchange rates Net revaluation change 31 December Land and buildings (*) (14.797) Furniture and equipment (27.411) Leasehold improvements (50.495) Motor vehicles (32.494) (83.847) Construction in progress (7.758) -- ( ) Others (5.330) Total cost ( ) (83.847) Less: Accumulated depreciation 1 January Additions Acquired through business combinations Disposals Transfer to assets held for sale Transfers Effects of movements in exchange rates Net revaluation change 31 December Buildings ( ) (60.438) (6.213) (41.014) ( ) Furniture and equipment ( ) (94.461) (12.926) (4.249) -- ( ) Leasehold improvements ( ) (34.408) (14.734) (797) -- ( ) Motor vehicles (75.708) (23.034) (393) (429) -- (54.464) Others (7.314) (874) (210) -- (8.236) Total accumulated depreciation ( ) ( ) (28.053) (11.898) (41.014) ( ) Net book value (78.025) (52.179) Less: Impairment in value (39.564) (571) (39.762) Net carrying value (77.652) (52.179) (*) As at 31 December 2013, fair value of land and buildings of the Group is appraised by independent third party appraisers using peer comparison method. (**) The Group has transferred two airplanes from motor vehicle account to assets held for sale account. (***)Transfers are mainly comprised of Automative and Tourism investments amounting to TL thousand and TL thousand.

185 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Property and equipment (continued) The Group s land and buildings are revalued for the purpose of the consolidated financial statements. Independent third party appraisers conduct the appraisals periodically on the basis of fair market value. As at 31 December 2014, the revaluation surplus, net of non-controlling interests and deferred taxes, amounting to TL thousand including the fair value differences of investment and trading properties till the date of the use of property change from own use and the fair value differences of land and buildings until reclassified as asset held for sale (31 December 2013: TL thousand) was recognised in other comprehensive income, and presented in revaluation surplus account within the equity. Had there been no revaluation on land and buildings, the balances of land and buildings as at 31 December would have been as follows: Historical cost Accumulated depreciation Net Book Value 31 December ( ) December ( ) Intangible assets and goodwill As at 31 December, intangible assets and goodwill comprised the following: Goodwill Intangible assets Goodwill As at 31 December, the movements in goodwill were as follows: Balance at the beginning of the year Acquisition during the year (Note 36) Adjustment of goodwill previously recognised as provisional (28.134) (4.234) Lacivert (839) -- Pozitif (*) (28.887) -- Sait Doors Holding -- (4.234) Adjustments for currency translation (3.036) Balance at the end of the year (*) Based on finalization of the independent valuation report regarding the fair value of intangible assets of Pozitif Companies during the current year, the goodwill amount has decreased by TL thousand.

186 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 21 Intangible assets and goodwill (continued) 21.1 Goodwill (continued) As at 31 December, goodwill comprised the following: Entity Acquisition cost Net asset fair value Purchase date Shares acquired % Group share Cumulative adjustment for currency translation 31 December 2014 net amount 31 December 2013 net amount Star TV November , Günaydın August , Doors Holding December , Dalmacija April , NTV Radyo April , Maça Kızı November , Enformasyon July , Pozitif Companies August , Doğuş İnşaat December , Etiler Turistik August , D Marin Göcek December , D ET April , Star TV (*) (formerly, named as Kapital Radyo) December , Tenos May , Sait Balıkçılık December , Meto Turizm August , Lacivert May , Kivahan April , DOAŞ December , Aresta December , Villa Dubrovnik April , Itsumi January , Marina Sibenik July , Borik April , (*) Kapital Radyo merged with Star TV on 29 June 2012.

187 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Intangible assets and goodwill (continued) 21.1 Goodwill (continued) Impairment testing for goodwill The Group performs annual impairment tests for goodwill and other intangible assets that have indefinite useful life, together in each entity. The recoverable amount of goodwill related with DOAŞ are determined based on their quoted share prices. The valuations of the fair value of equities of NTV Radyo and Enformasyon are performed internally. The income approach (discounted cash flow method) is used to determine the fair value of equities. 5-year business plan prepared by management is used for valuation of NTV Radyo and Enformasyon. The valuation of the fair value of equity for Doğuş İnşaat is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Doğuş İnşaat. 8-year business plan prepared by management is used for valuation. The Group considers business plans developed during the life of the construction contracts in progress is more appropriate for valuation. The valuation of the fair value of equity for D Marin Göcek is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of D Marin Göcek. 33-year business plan prepared by management is used for valuation. The Group considers business plans developed during the life of concession agreement of marina is more appropriate for valuation. The valuation of the fair value of equity for Marina Sibenik d.o.o. is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Marina Sibenik d.o.o.. 24-year business plan prepared by management is used for valuation. The Group considers business plans developed during the life of concession agreement of marina is more appropriate for valuation. The valuation of the fair value of equity for Marina Borik is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Marina Borik 16-year business plan prepared by management is used for valuation. The Group considers business plans developed during the life of concession agreement of marina is more appropriate for valuation. The valuation of the fair value of equity for Star TV is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Star TV. 5-year business plan prepared by management is used for valuation. The valuation of the fair value of equity for Doors Holding is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Doors Holding. 5-year business plan prepared by management is used for valuation. The valuations of the fair value of equities of Kivahan, D-Et, Aresta, Mezzaluna, Lacivert, Sait Balıkçılık, Etiler Turistik, Meto Turizm and Afiyet Olsun are performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equities of Kivahan, D-Et, Aresta, Mezzaluna, Lacivert, Sait Balıkçılık, Etiler, Meto and Afiyet Olsun. 5-year business plan prepared by management is used for valuations.

188 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 21 Intangible assets and goodwill (continued) 21.1 Goodwill (continued) Impairment testing for goodwill (continued) The valuation of the fair value of equity for Pozitif companies is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Pozitif Arena. 44-year business plan prepared by management is used for valuation. Group finds more appropriate to use of business plans prepared during the life of the concession rights which Pozitif Arena is the owner for determining the forward estimates. 10-year business plan prepared by the management has been used for the valuation of Pozitif Müzik and Pozitif Yapım. The valuation of the fair value of equity for Maça Kızı companies is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Maçakızı 9-year business plan prepared by management is used for valuation. The valuation of the fair value of equity for Dalmacija is performed by an independent valuation company. The income approach (discounted cash flow method) is used to determine the fair value of equity of Dalmacija 34-year business plan prepared by management is used for valuation. Group finds more appropriate to use of business plans prepared during the life of the concession rights which Dalmacija is the owner for determining the forward estimates. The fair value of Günaydın, Villa Dubrovnik, Itsumi, Argos in Cappadocia and Tenos have been determined provisionally pending completion of an independent valuation. Key assumptions used in discounted cash flow projections Key assumptions used in calculation of recoverable amounts are average discount rates and terminal growth rates. Discount rates were determined by currency used in discounted cash flow. These assumptions are as follows: Currency Discount rate Terminal growth rate D Marin Göcek EUR percent Doğuş İnşaat USD percent 8.64 percent 2.00 Enformasyon USD percent percent 2.00 Kapital Radyo TRY percent percent 4.00 Marina Sibenik d.o.o. EUR percent Borik EUR percent Dalmacija EUR percent NTV Radyo USD percent percent 2.00 Star TV TRY percent percent 4.00 Doors Holding TRY percent percent 2.00 Kivahan TRY percent percent 2.00 D-Et USD percent 6.00 percent 2.00 Aresta TRY percent percent 2.00 Mezzaluna TRY percent percent 2.00 Lacivert TRY percent 12.4 percent 2.00 Sait Balıkçılık TRY percent 12.5 percent 2.00 Etiler Turistik, Meto Turizm and Afiyet Olsun TRY percent 11.4 percent 2.00 Maça Kızı USD percent 9.70 percent 2.00 Pozitif Arena USD percent Pozitif Yapım USD percent 9.70 percent 2.00 Pozitif Müzik USD percent 6.10 percent 2.00 Discount rates used in discounted cash flows are the weighted average cost of capital ( WACC ) of the relevant entities. As a result of the impairment testing on entity basis, no impairment loss is recognised during the year ended 31 December 2014.

189 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Intangible assets and goodwill (continued) 21.2 Intangible assets other than goodwill Movements of intangible assets other than goodwill and related accumulated amortisation during the year ended 31 December 2014 were as follows: Cost 1 January Additions Acquired through business combinations Disposals Effects of movements in exchange rates Impairment 31 December Concession rights Concession rights-d Marin Göcek (a) Concession rights- Dalmacija and Borik (c) Concession rights Pozitif (Note 36.12) Customer relationship Customer relationship-d Marin Göcek (a) Customer relationship-dalmacija and Borik (c) Customer Relationship-Maça Kızı (m) Brand name Brand name - Star TV Brand name - Nusr-et (d) Brand name - Kivahan (e) Brand name - Go Mongo (Note 36.14) Brand name - Kitchenette (f) Brand name - Da Mario (f) Brand name - Gina (f) Brand name - Vogue (f) Brand name - Anjelique (f) Brand name - Tom s Kitchen (f) Brand name - Mezzaluna (Note 36.6) Brand name - Lacivert (Note 36.8) Brand name - Ulus 29 (Note 36.10) Brand name - Çubuklu 29 (Note 36.9) Brand name - Maki 29, Alaçatı 29 (Note 36.11) Brand name - Maça Kızı (Note 36.14) Brand name - Sait (Note 36.13) Brand name - Itsumi (Note 36.1) Brand name Villa Dubrovnik (Note 36.2) Brand name - Argos in Cappadocia (Note 36.3) Brand name - Günaydın (Note 36.5) Brand name - Pozitif (Note 36.12) Broadcasting rights (2.532) Broadcasting rights - A Yapım (b) Broadcasting rights - Star TV (2.532) Content library (movies and series) - Star TV Franchise network - Kitchenette (f) Sponsorship contract (f and Note 36.12) Other intangible assets (2.237) Total cost (2.237) (2.532) Less: Accumulated amortisation 1 January Current year amortisation Acquired through business combinations Disposals Effects of movements in exchange rates Impairment 31 December Concession rights Concession rights - D Marin Göcek (a) Concession rights - Dalmacija and Borik (c) Pozitif Arena Customer relationship Customer relationship - D Marin Göcek (a) Customer relationship - Dalmacija and Borik (c) Customer Relationship - Maça Kızı (Note 36.14) Content library (movies and series) - Star TV Franchise network - Kitchenette (f) Sponsorship contracts (f and Note 36.12) Other intangible assets (3.072) (43) Total accumulated amortisation (3.072) Net carrying value (2.532)

190 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 21 Intangible assets and goodwill (continued) 21.2 Intangible assets (continued) Movements of intangible assets other than goodwill and related accumulated amortisation during the year ended 31 December 2013 were as follows: Cost 1 January Additions Acquired through business combinations Disposals Effects of movements in exchange rates 31 December Concession rights Concession rights-d Marin Göcek (a) Concession rights- Dalmacija and Borik (c) Customer relationship Customer relationship - D Marin Göcek (a) Customer relationship - Dalmacija and Borik (c) Customer Relationship - Maça Kızı ( Note 36.14) Brand name Brand name - Star TV Brand name - Nusr-et (d) Brand name - Kivahan (e) Brand name - Go Mongo (g) Brand name - Kitchenette (f) Brand name - Da Mario (f) Brand name - Gina (f) Brand name - Vogue (f) Brand name - Anjelique (f) Brand name - Tom s Kitchen (f) Brand name - Mezzaluna (Note 36.6) Brand name - Lacivert (Note 36.8) Brand name - Ulus 29) (Note 36.10) Brand name - Çubuklu 29 (Note 36.9) Brand name - Maki 29, Alaçatı 29 (Note 36.11) Brand name - Maça Kızı (Note 36.14) Brand name - Sait (Note 36.13) Broadcasting rights Broadcasting rights - A Yapım (b) Broadcasting rights - Star TV Content library (movies and series) - Star TV Franchise network - Kitchenette (f) Sponsorship contracts(f) Other intangible assets (5.143) Total cost (5.143) Less: Accumulated amortisation 1 January Current year amortisation Acquired through business combinations Disposals Effects of movements in exchange rates 31 December Concession rights Concession rights-d Marin Göcek (a) Concession rights- Dalmacija and Borik (c) Customer relationship Customer relationship-d Marin Göcek (a) Customer relationship- Dalmacija and Borik (c) Content library (movies and series) - Star TV (863) Franchise network - Kitchenette (f) Sponsorship contracts (f) Other intangible assets (2.194) Total accumulated amortisation (3.057) Net carrying value (2.086)

191 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Intangible assets and goodwill (continued) 21.2 Intangible assets (continued) a. According to share transfer agreement dated 27 October 2009, the Group decided to purchase D Marin Göcek from Turkon Holding Anonim Şirketi. On 7 December 2010, the share transfer was finalised with a closing agreement and the Group obtained control by acquiring 100 percent of shares and voting rights in D Marin Göcek. Under IFRS 3, customer relationships amounting to TL thousand and concession rights amounting to TL thousand were recognised as intangible assets arising from the acquisition of D Marin Göcek at the date of acquisition. b. Following the tender organised by Saving Deposits Insurance Fund on 18 June 2008; the transfer of the commercial and economic assets of Kral TV and Kral FM to A Yapım Televizyon Programcılık A.Ş. ( A Yapım ), a consolidated entity operating in media business, was started and Competition Authority approvals were obtained. Radio Television Supreme Council approved the process and A Yapım took over Kral TV and Kral FM on 16 October 2008 and recognised the amounts paid as broadcasting rights under intangible assets. c. With the share purchase agreement dated 20 April 2012, the Group has decided to purchase 100 percent of shares in Marina Dalmacija d.o.o. and Marina Borik d.o.o. from International Seaport AG. On 30 April 2012, the share transfer was finalised. According to IFRS 3, TL thousand and concession rights amounting to TL thousand were recognised as intangible assets arising at the date of acquisition with purchase. d. With the share transfer agreement dated 17 April 2012, the Group purchased 51 percent of shares of D Et from CNG Turizm Gıda İthalat İhracat Limited Şirketi and the Group obtained control and 51 percent voting rights in D Et. According to IFRS 3, brand name, amounting to TL thousand has been recognised as an intangible asset at the acquisition date. e. With the share transfer agreement dated 13 April 2012, the Group has decided to purchase 51 percent of shares at Kivahan. On 17 April 2012, the share transfer was finalised and the Group obtained control by acquiring 51 percent of shares and voting rights in Kivahan. According to IFRS 3, brand name, amounting to TL thousand has been recognised as an intangible asset at the acquisition date. f. On 14 November 2012, the Group signed a share purchase agreement to acquire percent shares of Doors Holding A.Ş. On 26 December 2012, the share transfer was finalised and the Group obtained control and percent voting rights in Doors Holding A.Ş. According to IFRS 3, TL thousand worth of Kitchenette, Da Mario, Gina, Vogue, Anjelique and Tom s Kitchen brands, sponsorship contracts and Kitchenette franchise network values at the acquisition date have been recognized as intangible asset. g. On 16 October 2012, the Group signed a share purchase agreement to purchase 60 percent of shares in Aresta Gıda. On 5 December 2012, the share transfer was finalised and the Group obtained control and 60 percent voting rights in Aresta Gıda. According to IFRS 3, brand name, amounting to TL thousand has been recognised as an intangible asset at the acquisition date.

192 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 22 Taxation In Turkey, corporate income tax is levied at the rate of 20 percent (31 December 2013: 20 percent) on the statutory corporate income tax base, which is determined by modifying accounting income for certain exclusions and allowances for tax purposes. According to the Corporate Tax Law, 75 percent of the capital gains arising from the sale of properties and investments owned for at least two years are exempted from corporate tax on the condition that such gains are reflected in the equity until the end of the fifth year following the sale. The remaining 25 percent of such capital gains are subject to corporate tax. There is also a withholding tax on the dividends paid and is accrued only at the time of such payments. The withholding tax rate on the dividend payments other than the ones paid to the non-resident institutions generating income in Turkey through their operations or permanent representatives and the resident institutions is 15 percent. In applying the withholding tax rates on dividend payments to the non-resident institutions and the individuals, the withholding tax rates covered in the related Double Tax Treaty Agreements are taken into account. Appropriation of retained earnings to capital is not considered as profit distribution and therefore is not subject to withholding tax. The transfer pricing law is covered under Article 13 disguised profit distribution via transfer pricing of the Corporate Tax Law. The General Communiqué on disguised profit distribution via transfer pricing dated 18 November 2007 sets details about implementation. If a tax payer enters into transactions regarding sale or purchase of goods and services with related parties, where the prices are not set in accordance with arm s length basis, then related profits are considered to be distributed in a disguised manner through transfer pricing. Such disguised profit distributions through transfer pricing are not accepted as a tax deductible for corporate income tax purposes. In Turkey, the tax legislation does not permit a parent company and its subsidiaries to file a consolidated tax return. Therefore, provision for taxes shown in the consolidated financial statements reflects the total amount of taxes calculated on each entity that are included in the consolidation. Under the Turkish taxation system, tax losses can be carried forward to be offset against future taxable income for up to five years. Tax losses cannot be carried back. In Turkey, there is no procedure for a final and definitive agreement on tax assessments. Companies file their tax returns within four months following the close of the accounting year to which they relate. Tax returns are open for five years from the beginning of the year that follows the date of filing during which time the tax authorities have the right to audit tax returns, and the related accounting records on which they are based, and may issue re-assessments based on their findings. Tax applications for foreign subsidiaries and joint ventures of the Group The Netherlands In the Netherlands, corporate income tax is levied at the rate of 20 percent (31 December 2013: 20 percent) for tax profits up to Euro and 25 percent (31 December 2013: 25 percent) for the excess part over this amount on the worldwide income of resident companies, which is determined by modifying accounting income for certain exclusions and allowances for tax purposes for the related year. A unilateral decree for the avoidance of double taxation provides relief for resident companies from Dutch tax on income, such as foreign business profits derived through a permanent establishment abroad, if no tax treaty applies. There is an additional dividend tax of 5 percent computed only on the amounts of dividend distribution at the time of such payments. Under the Dutch taxation system, tax losses can be carried forward for nine years to offset against future taxable income. Tax losses can be carried back to one prior year. Companies must file their tax returns within nine months following the end of the tax year to which they relate, unless the company applies for an extension (normally an additional nine months). Tax returns are open for five years from the date of final assessment of the tax return during which time the tax authorities have the right to audit tax returns, and the related accounting records on which they are based, and may issue re-assessments based on their findings. Iraq As at 31 December 2014, enacted corporation tax rate is 15 percent (31 December 2013: 15 percent) for the entities registered in Iraq according to local tax law. Switzerland As at 31 December 2014, enacted corporation tax rate is 22,8 percent (31 December 2013: 22,8 percent) for the subsidiaries registered in Switzerland according to local tax law. According to the Tax Procedural Law in Switzerland, statutory losses can be carried forward maximum for seven years.

193 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT 193 Qatar As at 31 December 2014, enacted corporation tax rate is 19 percent (31 December 2013: 21 percent) for the subsidiaries registered in Qatar according to local tax law. Morocco The applicable corporate tax rate in Morocco is 30 percent (31 December 2013: 30 percent). Tax losses can be carried forward to offset against future taxable income for five years. Where the loss includes a claim for depreciation, that portion can be carried forward for indefinitely. 22 Taxation (continued) Tax applications for foreign subsidiaries and joint ventures of the Group (continued) Saudi Arabia As at 31 December 2014, enacted corporation tax rate is 20 percent for the entities registered in Saudi Arabia according to local tax law (31 December 2013: 20 percent). Croatia As at 31 December 2014, enacted corporation tax rate is 20 percent for the entities registered in Croatia according to local tax law (31 December 2013: 20 percent). Greece As at 31 December 2014, enacted corporation tax rate is 26 percent for the entities registered in Greece according to local tax law (31 December 2013: 26 percent). United Kingdom As at 31 December 2014, enacted corporation tax rate is 23 percent for the entities registered in the United Kingdom according to local tax law (31 December 2013: 24 percent) Tax recognised in profit or loss Income tax expense for the years ended 31 December comprised the following items: Current corporation and income taxes Deferred tax expense / (benefit) ( ) Total income tax expense / (benefit) (71.965) Reconciliation of effective tax rate The reported income tax expense for the years ended 31 December are different than the amounts computed by applying statutory tax rate to profit before tax as shown in the following reconciliation: Amount % Amount % Reported profit before taxation Taxes on reported profit per statutory tax rate (59.101) (20,00) (26.948) (20,00) Permanent differences: Disallowable expenses (13.718) (4,64) (7.572) (5,62) Tax exempt income , ,59 Effect of share of profit of equity-accounted investees , ,16 Current-year losses for which no deferred tax asset is recognised ( ) (39.09) (30.648) (22,75) Reversal of tax effect of previously recognised tax losses (50.235) (17,00) (37.729) (28,00) Differences related to investment property exemption , ,59 Deferred tax related to assets held for sale ( ) (46,21) (8.098) (6,01) Others, net ,93 (2.096) (1,56) Tax (expense) / benefit ( )

194 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 22 Taxation (continued) 22.2 Taxes payable on income In accordance with the tax legislation in Turkey, tax payments that are made in advance during the year are being deducted from the total final tax liability of the fiscal year. Accordingly, the taxation charge on income is not equal to the final tax liability appearing on the consolidated statement of financial position. Taxes payable on income as at 31 December comprised the following: Total tax expense / (benefit) (71.965) Add: Taxes carried forward Add: Current taxes recognised in other comprehensive income (17.999) Add: Deferred taxes on taxable temporary differences ( ) Less: Corporation taxes paid in advance (43.596) (79.976) Taxes payable on income As at 31 December 2014 the Group s current tax assets that can not be offset from the current year tax liability amounting to TL thousand consist of prepaid taxes (31 December 2013: TL thousand) Deferred tax assets and liabilities Deferred tax is provided in respect of taxable temporary differences arising between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes, except for the differences relating to goodwill not deductible for tax purposes and the initial recognition of assets and liabilities which affect neither accounting nor taxable profit. Unrecognised deferred tax assets and liabilities As at 31 December 2014, deferred tax assets amounting to TL thousand (31 December 2013: TL thousand) have not been recognised with respect to the statutory tax losses carried forward and deductible temporary differences amounting to TL thousand and TL thousand, respectively (31 December 2013: TL thousand and TL thousand, respectively). Such losses carried forward expire until Deferred tax assets have not been recognised in respect of these items because it is not probable that future taxable profit will be available against which the Group can utilise the benefits therefrom. Recognised deferred tax assets and liabilities Deferred tax assets and deferred tax liabilities at 31 December are attributable to the items detailed in the table below: Asset Liability Asset Liability Revaluation on land and buildings -- (73.036) -- (61.350) Provisions Effect of percentage of completion method (41.223) (76.799) Employee severance indemnity and short term employee benefits Pro-rata basis depreciation expense Fair value gain from investment property -- ( ) -- (81.258) Valuation difference of financial assets and liabilities Differences arising on business combinations and intangible assets ( ) (77.371) Deferred tax related to assets held for sale -- ( ) -- (8.098) Other temporary differences (28.096) (31.372) Subtotal ( ) ( ) Tax losses carried forward Total deferred tax assets/(liabilities) ( ) ( ) Set off of tax (84.269) ( ) Deferred tax assets/(liabilities), net ( ) ( ) According to the Tax Procedural Law in Turkey, statutory losses can be carried forward maximum for five years. Consequently, 2019 is the latest year for recovering the deferred tax assets arising from such tax losses carried forward. The Group management forecasted to generate taxable income during 2015 and the years thereafter and based on this forecast, it has been assessed as probable that the deferred tax assets resulting from tax losses carried forward in the amount of TL thousand (31 December 2013: TL thousand) will be realisable; hence, such realisable deferred tax assets in the amount of TL thousand (31 December 2013: TL thousand) are recognised in the consolidated financial statements.

195 DOĞUŞ GROUP 2014 ANNUAL REPORT 195 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 22 Taxation (continued) 22.3 Deferred tax assets and liabilities (continued) Movements in temporary differences during the year Movements in deferred tax assets / (liabilities) were as follows: Balance at 1 January 2014 Recognised in profit or loss Recognised in other comprehensive income Sale of subsidiary Acquired through business combinations Other Balance at 31 December 2014 Revaluation on land and buildings (61.350) -- (17.949) (73.036) Provisions (10.582) Effect of percentage of completion method (3.945) Employee severance indemnity (689) Fair value gain from investment property (81.258) (28.639) ( ) Pro-rata basis depreciation expense Valuation difference on financial assets and liabilities Differences arising on business combinations and intangible assets (67.834) (69.860) (8.644) ( ) Deferred tax related to assets held for sale (8.098) ( ) ( ) Other temporary differences (11.196) (3.856) (6.216) (18.660) Tax losses carried forward Total deferred tax assets/(liabilities) ( ) (14.038) (69.860) (14.860) ( ) Balance at 1 January 2013 Recognised in profit or loss Recognised in other comprehensive income Sale of subsidiary Acquired through business combinations Other Balance at 31 December 2013 Revaluation on land and buildings (54.382) -- (6.968) (61.350) Provisions Effect of percentage of completion method (5.951) Employee severance indemnity Fair value gain from investment property ( ) (81.258) Pro-rata basis depreciation expense Valuation difference on financial assets and liabilities Differences arising on business combinations and intangible assets (7.961) (1.354) (49.577) (10.046) (8.211) -- (67.834) Deferred tax related to assets held for sale -- (8.098) (8.098) Other temporary differences (26.092) (11.196) Tax losses carried forward Total deferred tax assets/(liabilities) (85.003) (7.837) -- (8.211)

196 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 23 Assets held for sale As at 31 December, assets held for sale comprised the following: Garanti Bankası (*) LPD Holding (**) Assets held for sale (***) Others (****) (*) The Group and BBVA have entered into a share purchase agreement dated 19 November 2014 for the sale of shares of the Bank representing 14,23% of the paid-up share capital with a total face value of TL The parties agreed that the purchase price for the shares being sold would be TL thousand with a purchase price per share of TL 8,79. In addition, the parties have agreed that the Group would be entitled to receive up to TL 0,11 of the dividend distributed per share sold with respect to distributable profit for the year Following the completion of the share transfers, Group s stake in Garanti Bank will be 10%. The transfer of title for the shares sold from the Group to BBVA will be finalized once the transaction is approved by the relevant authorities in and outside of Turkey including the BRSA, the Capital Markets Board and the Competition Board. The shareholders agreement dated 1 November 2010 relating to governance and management of Garanti Bank signed between the Group and BBVA has been also amended on 19 November The revised shareholders agreement shall become effective simultaneously with the consummation of the share transfers referred to above, following the approval of all necessary regulators. Under the revised shareholders agreement the Group and BBVA have agreed that: (i) the board of directors of Garanti Bank would comprise of ten members; (ii) seven of the board members would be nominated by BBVA at the general assembly of two of these seven members would also be the members of the audit committee of the Bank whom, in line with the applicable regulations, shall be deemed as independent board members; (iii) two member would be nominated by the Group at the general assembly and (iw) the last independent member would be jointly nominated by the shareholders at the general assembly. The call option previously granted by the Group to BBVA with respect to acquisition of further shares of Garanti Bank by BBVA representing 1% of the share capital has been revoked. (**) TL thousands of non-current asset which is classified as asset held for sale consists of carrying value, of LPG Holding A.Ş., which has been decided to dispose by Group, as of 31 December Following that the Group, which has %49 of share capital of LPD Holding A.Ş., and LeasePlan Corporation N.V. have signed a share sale agreement dated 5 November 2014, necessary regulatory approvals have been received and share transfer has been completed as of 16 February (***) As at 22 November 2011, the Group and Diana Otel Yatırımları ve İşletmeciliği A.Ş. ( Diana Otel ) signed a preliminary sales agreement. According to this agreement, the Group decided to sell its shares in Datmar, a subsidiary in tourism segment to Diana Otel. As at 12 March 2014, Datmar shares of the Group have been sold to Diana Hotel. As at 31 December 2014, property and equipment classified as held for sale comprise airplanes amounting to TL thousand (31 December 2013: TL thousand). (****) Other comprised of the apartments, villas and flats obtained through barter transactions with construction companies in exchange for advertising service provided from Doğuş Yayın Grubu. Cumulative income recognised in other comprehensive income As at 31 December 2014, in the accompanying condensed consolidated interim financial statements, revaluation surplus, net of tax amounting to TL thousand related with disposal group related with Datmar classified as held for sale have been reclassified to retained earnings.

197 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Due from/due to customers for contract work As at 31 December, the details of uncompleted contracts were as follows: Total costs incurred on uncompleted contracts Estimated earnings/(costs) Total estimated revenue on uncompleted contracts Less: Billings to date ( ) ( ) Net amounts due from customers for contract work Due from customers for contract work and due to customers for contract work were included in the accompanying consolidated statement of financial position under the following captions: Due from customers for contract work (Note 17) Due to customers for contract work (Note 17) (2.102) (2.221) Loans and borrowings As at 31 December, loans and borrowings comprised the following: Non-current liabilities Long-term bank borrowings Finance lease liabilities Current liabilities Short-term portion of long term bank borrowings Short-term bank borrowings Finance lease liabilities As at 31 December, the Group s total bank borrowings and finance lease liabilities are as follows: Bank borrowings Finance lease liabilities

198 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 25 Loans and borrowings (continued) Terms and debt repayment schedule As at 31 December, the terms and conditions of outstanding loans and borrowings were as follows: 2014 Nominal Year of Face Carrying Currency interest rate maturity value amount Secured bank borrowings USD (Libor + 0,65-5,50) - 2,19-7, Secured bank borrowings Euro (Euribor + 3,00-5,50) - 4-6, Secured bank borrowings Other 3,75-14, Unsecured bank borrowings USD (Libor + 2,00-5,50) - 2,44-5, Unsecured bank borrowings Euro (Euribor + 2,90-4,75) - 3,07-10, Unsecured bank borrowings Other 2,73-14, Finance lease liabilities USD 3,68-6, Finance lease liabilities Euro 1,64-17, Finance lease liabilities Other 10,01-18, Currency Nominal interest rate Year of maturity Face value Carrying amount Secured bank borrowings USD (Libor + 1,21% - 6,50%) - 3,00-7, Secured bank borrowings Euro (Euribor + 3,00% - 5,50%) - 2,37-9, Secured bank borrowings Other 4,84-14, Unsecured bank borrowings USD (Libor + 1,95% - 5,50%) - 1,94-4, Unsecured bank borrowings Euro (Euribor + 2,90% - 4,75%) - 1,79-11, Unsecured bank borrowings Other 2,73-6, Finance lease liabilities USD 4,02-7, Finance lease liabilities Euro 1,64-11, Finance lease liabilities Other 4,5-18,

199 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Loans and borrowings (continued) Redemption schedules of the Group s bank borrowings and finance lease liabilities according to original maturities as at 31 December are as follows: and over Finance lease liabilities As at 31 December 2014, finance lease liabilities are payable as follows: 2014 Minimum lease payments Interest Present value of minimum lease payments Less than one year (5.460) Between one and five years (7.635) (13.095) As at 31 December 2013, finance lease liabilities are payable as follows: 2013 Minimum lease payments Interest Present value of minimum lease payments Less than one year (9.917) Between one and five years (11.115) (21.032) Commitments and contingencies Commitments and contingent liabilities arising in the ordinary course of company comprised the following items as at 31 December: Letters of guarantee Obtained from banks and given to government organisations Given to suppliers Given to banks Given to customs administrations Given to others Total letters of guarantee Sureties given The Group, as a guarantor, has given its equity holdings in some group companies with a total nominal amount of TL thousand (31 December 2013: TL thousand) and property equipment at an amount of TL thousand (equivalent of USD thousand, EUR thousand and TL thousand) (31 December 2013: TL thousand, equivalent of USD thousand and EUR thousand and TL thousand) as collateral. In terms of the related borrowing agreements, one of the tourism segment consolidated subsidiaries profit from hotels has been attached.

200 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 26 Commitments and contingencies (continued) Litigation and claims On 27 April 2010 Alstom Marubeni- Doğuş Consortium (Consortium) terminated the Marmaray CR1 contract signed with DLH General Management which is connected to Ministry of Transport. The Group incurred a loss amounting to TL thousand for the aforementioned contract in On 13 July 2010 Consortium carried the dispute to International Chamber of Commerce Secreteriet for recovery of the losses related with the termination of the contract. In the Partial Award received on 19 December 2014 even if some of the claims of the Consortium has been accepted, Tribunal founded the termination of Consortium wrongful and parties have been invited to calculate their material damages in second phase (Quantum Phase) of the arbitration. As of the date of this report, parties have not yet submitted their monetary claims to the Tribunal. No provision has been recognised in the consolidated financial statements as at 31 December 2014, since the ultimate outcome of this litigation cannot presently be determined and the monetary claims which may be raised by the Ministry cannot be estimated reliably and reasonably. ICC Tribunal declared its decision on 6 September 2013 and distributed Final Award (ICC Award) related with the case about the Doğuş Insaat s bridge project in Kiev. ICC Tribunal decided Respondent South West Railways (SWR) to pay Dogus Insaat USD thousand remuneration and USD thousand arbitration costs in total USD thousand. In addition for the balance of USD thousand Tribunal decided to impose %3 interest from the date of award until full payment. SWR appealed this decision in Swiss Federal Court (SCC) and Swiss Federal Court approved ICC decision and dismissed SWR s appeal. Enforcement procedure for the decision continues in Ukraine, Russia and England Commitments and contingent liabilities As at 31 December 2014, commitment for uncalled capital of subsidiaries amounting to TL thousand (31 December 2013: TL thousand). 27 Provisions Short-term provisions As at 31 December, short-term provisions comprised the following items: Provision for litigation Warranty provision Vacation pay liability Other short-term provisions Long-term provisions As at 31 December, long-term provisions comprised the following items: Long-term provisions related to employee benefits Reserve for severance payments Provision for litigation Other long-term provisions

201 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Provisions (continued) 27.1 Reserve for severance payments In accordance with the existing labour law in Turkey, the Group entities operating in Turkey are required to make lump-sum payments to employees who have completed one year of service and whose employment is terminated without cause or who retire (age of 58 for women, age of 60 for men) or completed service years of 20 for women or 25 for men, are called up for military service or die. According to change of regulation, dated 8 September 1999, there are additional liabilities for the integration articles. For the years ended 31 December, the movements in the reserve for severance payments were as follows: Balance at the beginning of the year Provision for the year Interest cost Cost of services Paid during the year (8.014) (11.011) Acquired through business combinations Termination costs Actuarial difference (3.447) Balance at the end of the year The reserve has been calculated by estimating the present value of future probable obligation of the Group arising from the retirement of the employees. Statistical valuation methods were developed to estimate the Group s obligation under defined benefit plans. Accordingly, the following statistical assumptions were used in the calculation of the total liability: % % Discount rate 4,14 3,98 Interest rate 5,2-9,4 6,2-9,1 Expected rate of salary/limit increase 1,5-8,0 1,5-8,0 The range of turnover rate to estimate the probability retirement 1,0-8,0 1,0-8,0 The computation of the liability is predicated upon retirement pay ceiling announced by the Government. As at 31 December 2014, the ceiling amount was TL (full TL) (31 December 2013: TL (full TL). 28 Other current assets and prepayments As at 31 December, other current assets comprised the following: Value Added Tax ( VAT ) receivables Accrued income Deposits and guarantees given Prepaid taxes Others (*) (*) As at 31 December 2014, others comprised restricted cash and cash equivalents amounting to TL thousand (31 December 2013: TL thousand)

202 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 28 Other current assets and prepayments (continued) As of 31 December, short-term prepayments consist of the following: Advances given for inventory Prepaid expenses Others Other non-current assets and prepayments As at 31 December, other non-current assets comprised the following: VAT receivables Prepaid taxes Deposits and guarantees given Others (*) (*) As at 31 December 2014, others comprised restricted cash and cash equivalents amounting to TL thousand (31 December 2013: TL thousand). As at 31 December, long-term prepayments comprised the following: Advances given for property and equipment Prepaid expenses Other advances given Other current liabilities As at 31 December, other current liabilities comprised the following: Taxes and duties payable other than on income Deposits and guarantees received Accrued expenses Deferred income Other (*) (**) (*) According to the decision of the extraordinary general meeting dated 17 December 2014, the Company decided to distribute dividends to its shareholders amounting to TL thousand. (**) The balance includes the payable amounting to TL thousand in relation to the purchase of Günaydın Group shares. 31 Other non-current liabilities As at 31 December, other non-current liabilities comprised the following: Advances received Deffered income Deposits and guarantees received Other(*) (*) The Group s share of losses in Boyabat, a joint venture of the Group, exceeds its interest in Boyabat, the carrying amount of the investment is reduced below to zero as at 31 December 2014 and the total carrying value of the investment and share of losses in Boyabat has been reclassified as other non-current liability amounting to TL thousand.

203 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Capital and reserves 32.1 Share capital As at 31 December 2014, the share capital of Doğuş Holding amounted to TL thousand (31 December 2013: TL thousand). The paid-in capital of Doğuş Holding comprises shares (31 December 2013: shares) of TL 1 each. At 31 December, the shareholding structure of Doğuş Holding based on the number of shares is presented below: Thousands of shares % Thousands of shares % Ferit Şahenk , ,52 Filiz Şahenk , ,44 Deniz Şahenk , ,30 Doğuş Arge , ,27 Garanti Turizm , ,68 DOAŞ , ,69 Doğuş Sigorta , ,54 Antur , ,45 Doğuş Turizm 770 0, ,09 Others 275 0, , , , Restricted reserves The details of the restricted reserves are as follows: Legal reserves Special reserves According to article 519 of Turkish Commercial Code, exceptions are defined for holding companies which aims to invest in other entities regarding the legal reserves. Accordingly, the legal reserves are generated by annual appropriations amounting to 5 percent of income disclosed in the Group s statutory accounts until it reaches 20 percent of paid-in share capital (first legal reserve). Within the scope of the Exemption for Sale of Participation Shares, the 75% portion of gains in statutory financial statements arising from the sale of investments held in the past at least for two years was classified under Restricted Reserves Dividend In 2014, the Company distributed dividends to the shareholders amounting to TL thousand (2013: TL thousand). According to the decision of the extraordinary general meeting dated 17 October 2014, the Company decided to distribute dividends to its shareholders amounting to TL thousand. As of 31 December 2014 related dividend has not been paid yet and recognised under other current liabilities in the consolidated financial statements.

204 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 32 Capital and reserves (continued) 32.4 Revaluation surplus For the years ended 31 December, the movements of revaluation surplus were as follows: Balance at the beginning of the year Revaluation increase in land and building Deferred taxes on revaluation surplus (8.384) (8.272) Non-controlling interest portion of revaluation changes (26.647) (326) Sale of subsidiary, gross of taxes (31.318) -- Depreciation effect on revaluation surplus (32.540) (25.141) Balance at the end of the year Remeasurements of defined benefit liability As a result of the adoption of IAS 19 (2011), all actuarial differences are recognised immediately in other comprehensive income Non-controlling interests For the year ended 31 December, movements of the non-controlling interests were as follows: Balance at the beginning of the year Acquisition of non-controlling interests through business combinations (Note 36) Effect of share capital increase New establishments Changes of non controlling interest in a consolidated subsidiaries Actuarial differences (1.029) -- Release of non-controlling interests through dividend distribution (61.938) (72.294) Sale of subsidiary (470) -- Non-controlling interest of changes in revaluation surplus Update of provisionally accounted goodwill Non-controlling interest of profit for the year Balance at the end of the year Translation reserve The translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of foreign operations into TL Capital stock held by subsidiaries Capital stock held by subsidiaries is used to present share capital at the amount of statutory records of the Company due to the purchase of shares of the Company by a subsidiary (Note 32.1).

205 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Accounting in net investment hedge Group, designated some portion of its EUR and CHF denominated bank borrowings as a hedging instrument in order to hedge its foreign currency risk arising from the translation of net assets of its subsidiaries, joint ventures and joint operations operating in foreign countries from EUR and CHF to Turkish Lira. As at 31 December 2014, bank borrowings amounting to EUR 219 million and CHF 9 million were designated as a net investment hedging instrument. Net foreign exchange gains before tax recognised in the statement of profit or loss and other comprehensive income for the year ended 31 December 2014 is TL thousand related to the net investment hedging transactions (31 December 2013 Net foreign exchange losses: TL thousand). 33 Financial instruments Fair values and risk management (a) Financial risk management Overview The Group has exposure to the following risks from its use of financial instruments: credit risk liquidity risk market risk This note presents information about the Group s exposure to each of the above risks, the Group s objectives, policies and processes for measuring and managing risks, and the Group s management of capital. Further quantitative disclosures are included throughout these consolidated financial statements. (i) Risk Management Framework Enterprise Risk Management ( ERM ) efforts have been initiated by Doğuş Group since 2006 and these efforts have been executed by Doğuş Holding Risk Management Department. Risk Management activities are conducted by a realistic organizational structure and it is fully supported with the commitment of top level management, so that the Group is pioneer in risk management activities in Turkish business environment. Group acts proactively in terms of risk management in order to ensure that its business operations in different industries and regions are not adversely affected as a result of market, operational, liquidity and counterparty risks. Risk Management and Internal Audit departments within each sector and at the Group level provide and maintain awareness for different types of risks, including emerging risks, and ensure that appropriate risk management mechanisms are in place. In 2010, by the Risk and Audit Committee decision, Group companies created their own Risk Management departments. Doğuş Holding Risk Management Department works closely with the Group companies Risk Management departments to establish a standardised ERM system and obtain accurate information to assess and evaluate the risk taking processes. In addition to establishing an independent reporting infrastructure for Group companies, group-wide awareness for different types of risks and risk management strategies is ensured by periodical risk roundtables, workshops, dashboards and reports throughout the organization. Risk Committee meetings are held on regular basis and valuable and relevant risk information is generated discussed and escalated if deemed necessary. ERM is applied in all Group companies so that all risk is managed effectively within the Group in accordance with the defined risk management strategy, framework and the risk model. ERM is implemented based on an internal framework employing internationally accepted standards and best practices from around the world. This framework is customised according to the needs and structure of the Group s businesses. ERM activities are executed throughout the Group in the following fields: Determining risk management standards and policies, Developing group-wide culture and capabilities, Conducting risk analysis of existing and potential investments, Determining risk levels, limits and action plans, Supporting the implementation of these action plans, Enhancing strategic processes with a risk management approach.

206 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 33 Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (i) Risk management framework (continued) Doğuş Holding s CEO has the ultimate responsibility for ERM and Doğuş Holding s Risk Management Department is under the supervision of Doğuş Holding s CEO and the Risk and Audit Committee which functions under the Board of Directors. The Risk and Audit Committee is responsible for assessing the risk appetite of the shareholders and the investors. Additionally, this committee provides guidance to adjust risk levels where needed. Many sectors has its own risk committee. Furthermore, internal audit activities performed by Doğuş Holding Internal Audit Department are also implemented on a risk-based perspective, and the risk management performance is assessed throughout the organization with well defined key performance indicators. Automotive DOAŞ s risk management approach can be defined as minimizing the threats towards the organization, personnel and assets using reasonable, justifiable and clearly documented methods and improving the efficiency of oversight activities. In the frame of this approach, authorised by the Board of Directors, the Committee of Early Identification of Risks ensures that the risk management is handled effectively in a fair, transparent, responsible consistent, and accountable nature and in compliance with the Committee Directive. This group conducts studies towards an effective management of risk by proactively detecting the potential outcomes, which may endanger the presence, development and continuation of the DOAŞ and by putting the necessary precautions and measures into effect. Construction Risk organisation The Board of Doğuş İnşaat has established a Risk Committee in 2009 to have a better view over risks and implement the enterprise-wide risk management process within the construction group. The Risk Committee is accountable to the Board and advises the Board on risk management, aiming to manage risks in a more systematic manner and foster a risk culture within the company. The management of the company has the overall responsibility for the establishment and oversight of the risk management framework. In January 2010, Doğuş İnşaat Risk Management Department has been established and assigned to managing risk management processes. Risk management vision Risk management vision of Doğuş İnşaat is defined as, identifying and monitoring risks and opportunities that will impact the corporate objectives, managing risks and uncertainties in the most effective and efficient manner and in line with the shareholders risk appetite, and proactively implementing the most appropriate response to risk. Risk policies and procedures Doğuş İnşaat s risk management policies and procedures are established to identify and analyse the risks faced by the company, to set up appropriate risk limits and controls, and to monitor risks, responses, and adherence to such limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and Doğuş İnşaat s activities. Risks are identified and managed at three levels: i) corporate level ii) business process level and iii) project level. Risks are discussed at monthly Risk Committee meetings with management and monitored by regular reports. Media The Board of Directors has overall responsibility for establishment and oversight of the Media Group s risk management framework. The Risk Committee is accountable to the Board on risk management, aiming to manage risks in more systematic manner and foster risk culture. In January 2010, Internal Audit and Risk Management Department was established with the decision of the Board. This will strengthen focus on corporate risk management throughout the Media Group by developing methodology as well as centralising risk management operations.

207 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (i) Risk management framework (continued) Tourism Doğuş Tourism Group has started to develop a risk management process to strengthen the internal controls and focus on risk assessment at the strategic level of the business. Within this perspective, Doğuş Tourism Group has selected an internationally accepted internal control model and built a framework to operationalise the selected model in the organisation. The risk management framework consists of five interrelated components derived from the way management runs the business process: control environment, risk assessment, control activities, information and communication and monitoring. Real Estate, Energy, Marina, Food and Beverage, Entertainment and other segment Doğuş Holding s Risk Management Department gives support to ensure the application of risk management processes in the Real Estate, Energy, Marina, Food and Beverage, Entertainment and other businesses. (ii) Credit risk Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Group s receivables from customers and investment securities. Trade receivable The Group s exposure to credit risk is influenced mainly by the individual characteristics of each customer of the segments other than banking and finance. The demographics of the Group s customer base, including the default risk of the industry and country in which customers operate has an influence on credit risk. Since the Group mainly operates in construction, automotive, media, real estate, energy, entertainment and tourism businesses, geographically the concentration of credit risk for the Group s entities operating in the mentioned businesses are mainly in Turkey. Majority of accounts receivable in the automotive business segment is due from dealers. Entities operating under automotive business segment have set an effective control mechanism to follow up and limit the risk for each counter party and obtain letters of guarantee from its dealers against its receivables for vehicle and spare part sales. The companies operating under the segments other than automotive segment have set a credit policy under which each new customer is analysed individually for the creditworthiness before each company s standard payment and delivery terms and conditions are offered. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including whether they are a dealer, tourism agency, retail or end-user customer, geographic location, industry, aging profile, maturity and existence of previous financial difficulties. The Group establishes an allowance for impairment that represents its estimate of incurred losses in respect of accounts receivable. The component of this allowance is a specific loss component that relates to individually significant exposures. The Group establishes an allowance for impairment losses that represent its estimate of incurred losses in its receivables portfolio. The Group sets impairment for its receivables if there is objective evidence that the Group will not be able to collect all amounts due. The amount of the provision is the difference between the carrying amount and the recoverable amount, being the present value of all cash flows, including amounts recoverable from guarantees and collateral discounted based on the original effective interest rate of the originated receivables at inception. Guarantees In general terms, the Group s policy is to provide guarantees to its Group entities in terms of sureties, letters of guarantee in the nature of the businesses that each entity operates.

208 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 33 Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (ii) Credit risk (continued) Exposure to credit risk The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was as follows: Cash and cash equivalents (*) Trade receivables - due from third parties Trade receivables - due from related parties Other current assets (**) Other non-current assets (**) Other investments, including derivatives (*) Cash on hand is excluded from cash and cash equivalents. (**) Non-financial instruments such as advances given, taxes and funds to be refunded, VAT receivables and prepaid expenses and similar items are excluded from other current assets and other non-current assets. The maximum exposure to credit risk for trade receivables at the reporting date by type of customer was as follows: Contract receivables Retailers Advertising agencies End-users Tourism agencies Other The maximum exposure to credit risk for trade receivables at the reporting date by geographic concentration was as follows: Carrying amount Turkey Libya Ukraine Morocco Euro zone Other

209 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (ii) Credit risk (continued) Impairmentlosses The aging of trade receivables at the reporting date was: Gross Impairment Gross Impairment Not past due Past due 0-30 days Past due days Past due days More than one year ( ) ( ) Total ( ) ( ) (iii) Liquidity risk Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Group s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group s reputation. Typically, the Group entities operating under other corporate segments ensure that they have sufficient cash on demand to meet expected operational expenses in terms of the relevant characteristics of the businesses they operate, including the servicing of financial obligations; this excludes the potential impact of extreme circumstances that cannot reasonably be predicted, such as natural disasters. For the entities operating under automotive business segment, risk of funding current and potential requirements is mitigated by ensuring the availability of adequate number of creditworthy lending parties. Entities operating under automotive business segment, in order to minimise liquidity risk, hold adequate cash and available line of credit (including factoring capacity). As at 31 December, the following tables provide an analysis of monetary assets and monetary liabilities of the Group into relevant maturity groupings based on the remaining periods to repayment: Monetary assets Up to 1 month 1 to 3 months 3 to 12 months Over 1 year Total Turkish Lira Other investments, including derivatives Other non-current assets Trade receivables - due from third parties Trade receivables - due from related parties Other current assets Cash and cash equivalents Total TL monetary assets Foreign Currency Other investments, including derivatives Other non-current assets Trade receivables - due from third parties Trade receivables - due from related parties Other current assets Cash and cash equivalents Total foreign currency monetary assets Total monetary assets

210 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 33 Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (iii) Liquidity risk (continued) 2014 Monetary liabilities Up to 1 month 1 to 3 months 3 to 12 months Over 1 year Total Turkish Lira Loans and borrowings Other non-current liabilities Trade payables - due to third parties Trade payables - due to related parties Other current liabilities Total TL monetary liabilities Foreign Currency Loans and borrowings Other non-current liabilities Trade payables - due to third parties Trade payables - due to related parties Other current liabilities Total foreign currency monetary liabilities Total monetary liabilities Liquidity (gap)/position ( ) ( ) ( ) ( ) 2013 Monetary assets Up to 1 month 1 to 3 months 3 to 12 months Over 1 year Total Turkish Lira Other investments, including derivatives Other non-current assets Trade receivables - due from third parties Trade receivables - due from related parties Other current assets Cash and cash equivalents Total TL monetary assets Foreign Currency Other investments, including derivatives Other non-current assets Trade receivables - due from third parties Trade receivables - due from related parties Other current assets Cash and cash equivalents Total foreign currency monetary assets Total monetary assets

211 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (iii) Liquidity risk (continued) 2013 Monetary liabilities Up to 1 month 1 to 3 months 3 to 12 months Over 1 year Total Turkish Lira Loans and borrowings Other non-current liabilities Trade payables - due to third parties Trade payables - due to related parties Other current liabilities Total TL monetary liabilities Foreign Currency Loans and borrowings Other non-current liabilities Trade payables - due to third parties Trade payables - due to related parties Other current liabilities Total foreign currency monetary liabilities Total monetary liabilities Liquidity (gap)/position ( ) ( ) ( ) The following tables are the contractual maturities of financial liabilities, including interest payments and excluding the impact of netting agreements: Non-derivative financial liabilities Carrying amount Contractual cash flows 6 months or less 31 December months 1-2 years 2-5 years More than 5 years Secured bank borrowings Unsecured bank borrowings Finance lease liabilities Trade payables Derivative financial liabilities Forward contracts (*) (3.151) (11.647) December 2013 Carrying amount Contractual cash flows 6 months or less 6-12 months 1-2 years 2-5 years More than 5 years Non-derivative financial liabilities Secured bank borrowings Unsecured bank borrowings Finance lease liabilities Trade payables Derivative financial liabilities Forward contracts (*) (33.189) (15.708) (8.021) (9.460) (*) Carrying amount of forward contracts represents fair value of forward contracts. Contractual cash flows represent net of cash inflows and outflows defined on the contracts.

212 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 33 Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (iv) Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, will affect the Group s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return. Interest rate risk Profile As at 31 December, the interest rate profile of the Group s interest-bearing financial instruments was as follows: Fixed rate instruments Financial assets Financial liabilities Variable rate instruments Financial assets Financial liabilities Cash flow sensitivity analysis for variable rate instruments A change of 100 basis points in interest rates at the reporting date would have increased / (decreased) equity and profit or loss before tax by the amounts shown below. This analysis assumes that all other variables, in particular foreign currency rates, remain constant. This analysis is performed on the same basis for Profit or loss Equity 100 bp 100 bp 31 December 2014 increase decrease increase decrease Variable rate instruments (22.846) (24) Cash flow sensitivity (net) (22.846) (24) Profit or loss Equity 100 bp 100 bp 31 December 2013 increase decrease increase decrease Variable rate instruments (1.529) (50) 52 Cash flow sensitivity (net) (1.529) (50) 52

213 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (iv) Market risk (continued) Currency risk The Group is exposed to currency risk on sales, purchases and borrowings that are denominated in a currency other than the respective functional currencies of Group entities, primarily USD, but also Euro, Swiss Francs ( CHF ), Sterling ( GBP ), Libyan Dinar ( LYD ), Japanese Yen ( JPY ), Croatian Kuna ( HRK ), Romanian Leu ( RON ), Emirati Dirham ( AED ) and Ukranian Hryvnia ( UAH ). The currencies in which these transactions primarily are denominated are TL, Euro and USD. In respect of other monetary assets and liabilities denominated in foreign currencies, the Group ensures that its net exposure is kept to an acceptable level by buying or selling foreign currencies at spot rates when necessary to address short-term imbalances. The Group is exposed to currency risk through the impact of rate changes on the translation of foreign currency denominated payables and bank borrowings from financial institutions. Such risk is monitored by the Board of Directors and limited through taking positions within approved limits as well as using derivative instruments where necessary. To minimise risk arising from foreign currency denominated statement of financial position items, the Group sometimes utilises derivative instruments as well as keeping part of its idle cash in foreign currencies. Due to its funding structure, Group aims to minimise its exposure to changes in interest rates. Derivative financial instruments are used to manage the potential earnings impact of interest rate and foreign currency movement. Several types of derivative financial instruments are used for this purpose, including interest rate swaps and currency swaps, options, futures, forward contracts and other derivative instruments. At 31 December, the currency risk exposures of the Group in TL thousand equivalents are as follows: Foreign currency monetary assets 2014 USD EURO Others Total Other investments, including derivatives Other non-current assets Trade receivables - due from third parties Trade receivables - due from related parties Other current assets Cash and cash equivalents Total foreign currency monetary assets Foreign currency monetary liabilities Loans and borrowings Other non-current liabilities Trade payables - due to third parties Trade payables - due to related parties Other current liabilities Total foreign currency monetary liabilities Gross statement of financial position exposure ( ) ( ) ( ) ( ) Off balance sheet exposure -- (90.124) -- (90.124) Net exposure ( ) ( ) ( ) ( )

214 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 33 Financial instruments Fair values and risk management (continued) (a) Financial risk management (continued) (iv) Market risk (continued) Currency risk (continued) 2013 USD EURO Others Total Foreign currency monetary assets Other investments, including derivatives Other non-current assets Trade receivables - due from third parties Trade receivables - due from related parties Other current assets Cash and cash equivalents Total foreign currency monetary assets Foreign currency monetary liabilities Loans and borrowings Other non-current liabilities Trade payables - due to third parties Trade payables - due to related parties Other current liabilities Total foreign currency monetary liabilities Gross statement of financial position exposure ( ) ( ) ( ) Off balance sheet exposure (20.711) ( ) -- ( ) Net exposure ( ) ( ) ( ) For the purposes of the evaluation of the table above, the figures represent the TL equivalent of the related hard currencies. Sensitivity analysis A 10 percent weakening of TL against the following currencies at 31 December 2014 would have increased / (decreased) profit or loss before tax and equity by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis for December 2014 Equity Profit or loss USD (1.396) ( ) EURO (62.033) ( ) Others -- (24.532) 31 December 2013 USD 761 ( ) EURO (51.799) ( ) Others A 10 percent of strengthening of TL against the above currencies at 31 December would have had the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.

215 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Financial instruments Fair values and risk management (continued) (b) Fair value information 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 of liquidation, and is best evidenced by a quoted market price. The estimated fair values of financial instruments have been determined using available market information by the Group, and where it exists, using appropriate valuation methodologies. However, judgment is necessarily required to interpret market data to determine the estimated fair value. While the management of the Group has used available market information in estimating the fair values of financial instruments, the market information may not be fully reflective of the value that could be realised in the current circumstances. The following methods and assumptions are used to estimate the fair values of financial instruments. Financial assets Carrying values of significant portion of cash and cash equivalents and trade receivables are assumed to reflect their fair values due to their short-term nature. Financial liabilities Fair values of short term borrowings and trade payables are assumed to approximate their carrying values due to their short-term nature. The table below analyses financial instruments carried at fair value as at 31 December, by valuation method: 2014 Level 1 Level 2 Level 3 Total Financial assets at fair value through profit or loss Financial assets available-for-sale Financial assets at fair value Derivative financial liabilities Financial liabilities at fair value Level 1 Level 2 Level 3 Total Financial assets at fair value through profit or loss Financial assets available-for-sale Financial assets at fair value Derivative financial liabilities Financial liabilities at fair value Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices) Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

216 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 34 Group enterprises 34.1 List of subsidiaries The table below sets out all consolidated subsidiaries and shows shareholding structure of the subsidiaries at 31 December: Direct and indirect ownership interest held by Doğuş Holding and its subsidiaries Ownership interest through shares held by Şahenk Family Proportion of ownership interest Proportion of effective interest of Doğuş Holding and its subsidiaries A Yapım 100,00 100, ,00 100,00 99,96 99,96 AD Yiyecek 60, , ,00 -- A.L.E. Gıda 100,00 100, ,00 100,00 74,25 74,25 Afiyet Olsun 75,00 75, ,00 75,00 75,00 75,00 Alantur 100,00 100, ,00 100,00 99,82 99,82 Altınhan 100,00 100, ,00 100,00 100,00 100,00 Alperen 100,00 100, ,00 100,00 100,00 100,00 Antur 99,99 99, ,99 99,99 99,82 99,82 Arena 100,00 100, ,00 100,00 99,03 99,04 Aresta 60,00 60, ,00 60,00 59,97 59,95 Argos in Cappadocia 80, , ,00 -- Arjantin Et 100, , ,00 -- Ataşehir Restoran 100, , ,00 -- Ayson 70,00 70, ,00 70,00 70,00 70,00 Ayson Sondaj 100,00 100, ,00 100,00 70,00 70,00 Bal Turizm 100,00 100, ,00 100,00 74,25 74,25 Başkent 100, , ,97 -- BMK (1) 100,00 100, ,00 100,00 60,00 60,00 Bomonti 100, , ,20 -- Büke Turizm 100,00 100, ,00 100,00 74,25 74,25 Çankaya Grup 100, , ,00 -- Çukurambar Lokanta 100, , ,00 -- D-Auto Suisse SA 100,00 100, ,00 100,00 73,00 72,12 D Eğlence 100,00 100, ,00 100,00 100,00 100,00 D Enerji 100,00 100, ,00 100,00 100,00 100,00 D Et 51,00 51, ,00 51,00 51,00 51,00 D Koruma 100,00 100, ,00 100,00 100,00 100,00 D Marina 100,00 100, ,00 100,00 100,00 100,00 D Marin Göcek 100,00 100, ,00 100,00 99,99 99,99 D Marine Investment Holding B.V. 100,00 100, ,00 100,00 99,99 99,99 D Marine Investment Holding Coöperatief U.A 100,00 100, ,00 100,00 99,99 99,99 D Otel 100,00 100, ,00 100,00 100,00 100,00 D Otel Bodrum 100,00 100, ,00 100,00 99,99 99,97 D Otel Göcek 100,00 100, ,00 100,00 99,78 99,73 D Saat 100,00 100, ,00 100,00 100,00 100,00 Dafne Yayıncılık 100,00 100, ,00 100,00 74,25 74,25 Datmar -- 99, , , ,33 Darüşşafaka Sportif 100,00 100, ,00 100,00 100,00 100,00 DMS 100,00 100, ,00 100,00 100,00 100,00 DOAŞ 75,20 74, ,20 74,32 73,00 72,11

217 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Group enterprises (continued) 34.1 List of subsidiaries (continued) Direct and indirect ownership interest held by Doğuş Holding and its subsidiaries Ownership interest through shares held by Şahenk Family Proportion of ownership interest Proportion of effective interest of Doğuş Holding and its subsidiaries Dogus Marine 100,00 100, ,00 100,00 100,00 100,00 Doğuş Arge 92,72 92,72 7,28 7,28 100,00 100,00 92,72 92,72 Doğuş Auto Mısr JS 100,00 100, ,00 100,00 73,01 72,12 Doğuş Auto Mısr LLC 99,00 99, ,00 99,00 72,28 71,40 Doğuş Auto Iraq 100,00 100, ,00 100,00 73,00 72,11 Dogus Avenue BV 100,00 100, ,00 100,00 98,12 98,12 Dogus Avenue Coop 98,12 98, ,12 98,12 98,12 98,12 Dogus Avenue LLC 100,00 100, ,00 100,00 98,12 98,12 Dogus Avenue 99,39 51, ,39 51,00 99,39 51,00 Doğuş Bilgi İşlem 100,00 100, ,00 100,00 87,58 87,17 Doğuş Cennet Koyu 80,00 80, ,00 80,00 80,00 80,00 Dogus Construction LLC 49,00 49, ,00 49,00 49,00 49,00 Doğuş Dalaman 100,00 100, ,00 100,00 100,00 100,00 Doğuş Didim 100,00 100, ,00 100,00 99,65 100,00 Doğuş Enerji 100,00 100, ,00 100,00 100,00 100,00 Doğuş Enerji Toptan 100,00 100, ,00 100,00 99,98 99,97 Doğuş EOOD 100,00 100, ,00 100,00 100,00 100,00 Doğuş Finance Ukraine 99,00 99, ,00 99,00 99,00 99,00 Doğuş GYO 97,97 95, ,46 97,97 96,51 96,25 93,34 Doğuş Gayrimenkul 100,00 97, ,48 100,00 100,00 100,00 97,52 Doğuş Hoteli d.o.o. 100,00 100, ,00 100,00 100,00 100,00 Doğuş Hoteli Sibenik 100,00 100, ,00 100,00 100,00 100,00 Doğuş İnşaat 100,00 100, ,00 100,00 100,00 100,00 Doğuş İnşaat Limited 100,00 100, ,00 100,00 100,00 100,00 Doğuş International 100,00 100, ,00 100,00 92,72 92,72 Doğuş Management 100,00 100, ,00 100,00 100,00 100,00 Doğuş Marina Hoteli 100,00 100, ,00 100,00 100,00 100,00 Doğus Maroc SARL 100,00 100, ,00 100,00 100,00 100,00 Doğuş Media 100,00 100, ,00 100,00 99,96 99,96 Dogus Montenegro B.V. 100, , ,99 -- Dogus Montenegro Coöperatif U.A. 100, , ,99 -- Doğuş Nakliyat 90,50 90, ,50 90,50 90,46 90,46 Dogus Oman LLC 70,00 70, ,00 70,00 70,00 70,00 Doğuş Otel İşletmeciliği 100,00 100, ,00 100,00 99,77 99,76 Doğuş Otel Yatırımları 100,00 100, ,00 100,00 100,00 100,00 Doğuş Oto Pazarlama 100,00 100, ,00 100,00 74,02 73,17 Doğuş Perakende 100,00 100, ,00 100,00 100,00 100,00 Doğuş Razvitak 100,00 100, ,00 100,00 100,00 100,00 Doğuş Sağlıklı Yaşam 100,00 100, ,00 100,00 100,00 100,00 Doğuş SA 100,00 100, ,00 100,00 95,30 95,30 Doğuş Sigorta 100,00 100, ,00 100,00 88,66 88,29 Doğuş Spor 100,00 100, ,00 100,00 100,00 100,00 Doğuş Sportif 100,00 100, ,00 100,00 100,00 100,00 Doğuş Tarım 100,00 100, ,00 100,00 100,00 100,00

218 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 34 Group enterprises (continued) 34.1 List of subsidiaries (continued) Direct and indirect ownership interest held by Doğuş Holding and its subsidiaries Ownership interest through shares held by Şahenk Family Proportion of ownership interest Proportion of effective interest of Doğuş Holding and its subsidiaries Doğuş Telekom 100,00 100, ,00 100,00 100,00 100,00 Doğuş Turgutreis 100,00 100, ,00 100,00 98,28 98,27 Doğuş Turizm 100,00 100, ,00 100,00 100,00 100,00 Doğuş Varlık 100, , ,00 -- Doğuş Video 100,00 100, ,00 100,00 99,96 99,95 Doğuş Yayın Grubu 100,00 100, ,00 100,00 99,96 99,96 Doors Akademi 100,00 100, ,00 100,00 74,25 74,25 Doors Holding 74,25 74, ,25 74,25 74,25 74,25 Doors Uluslararası Yönetim 100,00 100, ,00 100,00 74,25 74,25 Dream International B.V. 100,00 100, ,00 100,00 100,00 100,00 Dream International Coöperatif U.A. 100,00 100, ,00 100,00 100,00 100,00 E Elektronik 100,00 100, ,00 100,00 99,96 99,96 Enformasyon 100,00 100, ,00 100,00 99,96 99,96 Etiler Turizm 75,00 75, ,00 75,00 75,00 75,00 Garanti Turizm 100,00 100, ,00 100,00 99,22 98,81 Genoto 100,00 100, ,00 100,00 100,00 100,00 Göktrans Turizm 100,00 100, ,00 100,00 99,77 99,76 Günaydın Et Sanayi 70, , ,00 -- Günaydın Et Şarküteri 70, , ,00 -- Günaydın İdealtepe 70, , ,00 -- Günaydın İstanbul 70, , ,00 -- Havana Doors 100, , ,25 -- Havana Yayıncılık 100,00 100, ,00 100,00 74,25 74,25 Havana International B.V. 100, , ,25 -- Havana International Coöperatif U.A. 100, , ,25 -- HD Yayıncılık 100,00 100, ,00 100,00 99,96 99,96 İstinye Park Gayrimenkul 100,00 100, ,00 100,00 100,00 100,00 Itsumi 50, , ,00 -- Kadıköy Tepe 100, , ,00 -- Kivahan 51,00 51, ,00 51,00 50,96 50,96 Köprü 100,00 100, ,00 100,00 50,96 50,96 Körfez Hava 100,00 100, ,00 100,00 100,00 100,00 Kral Pop 100,00 100, ,00 100,00 99,96 99,96 Kral Pop Avrupa 100,00 100, ,00 100,00 99,96 99,96 Kral TV Radyo 100,00 100, ,00 100,00 99,96 99,96 Lacivert 75,00 75, ,00 75,00 75,00 75,00 London Doors Restaurant Group 79,00 79, ,00 79,00 58,66 58,66 Marina Borik 100,00 100, ,00 100,00 100,00 100,00 Marina Dalmacija 100,00 100, ,00 100,00 100,00 100,00 Marina Sibenik 100,00 100, ,00 100,00 100,00 100,00 Meto Turizm 75,00 75, ,00 75,00 75,00 75,00 Mezzaluna 70,00 70, ,00 70,00 70,00 70,00 MK Holding 60,00 60, ,00 60,00 60,00 60,00 MK Mykonos 100, , ,99 --

219 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Group enterprises (continued) 34.1 List of subsidiaries (continued) Direct and indirect ownership interest held by Doğuş Holding and its subsidiaries Ownership interest through shares held by Şahenk Family Proportion of ownership interest Proportion of effective interest of Doğuş Holding and its subsidiaries Nahita 100,00 100, ,00 100,00 100,00 100,00 NTV Batı 100,00 100, ,00 100,00 99,96 99,96 NTV Radyo 100,00 100, ,00 100,00 99,96 99,96 Nusret Dubai 49, , ,99 -- Nusret Limited 100, , ,00 -- Oran Gurme 100, , ,00 -- Panther Marina 100, , ,99 -- Populist 60, , ,00 -- Pozitif Arena 80,00 80, ,00 80,00 80,00 80,00 Pozitif Müzik A.Ş. 80,00 80, ,00 80,00 80,00 80,00 Pozitif Müzik Yapım A.Ş. 80,00 80, ,00 80,00 80,00 80,00 Sait 60,00 60, ,00 60,00 60,00 60,00 Salıpazarı 81, , ,00 -- Sibenik Upravljanje 100,00 100, ,00 100,00 100,00 100,00 Sititur 100,00 100, ,00 100,00 100,00 100,00 Soya 100,00 100, ,00 100,00 100,00 100,00 Sportif Radyo 100,00 100, ,00 100,00 99,96 99,96 Star Avrupa 100,00 100, ,00 100,00 99,96 99,96 Star TV 100,00 100, ,00 100,00 99,96 99,96 Şahintur 100,00 100, ,00 100,00 100,00 100,00 Tag Restaurants Holdings Ltd 100,00 100, ,00 100,00 58,66 58,66 Tansaş Gıda 99,87 99, ,87 99,87 99,87 99,87 Teknik Mühendislik 99,90 99, ,90 99,90 99,90 99,90 Tenos 60, , ,00 -- Tenos Turizm 100, , ,00 -- The Tom Aikens Group Ltd 100,00 100, ,00 100,00 58,66 58,66 Tiendes 74, , ,47 -- Tom Aikens Ltd 100,00 100, ,00 100,00 58,66 58,66 Tom s Kitchen Ltd 100,00 100, ,00 100,00 58,66 58,66 Uydu Dijital 100,00 100, ,00 100,00 99,96 98,77 Villa Dubrovnik 86, , ,80 -- Vitapark 70,00 70, ,00 70,00 70,00 70,00 Voyager 100,00 100, ,00 100,00 100,00 100,00 Yonca Radyo 100,00 100, ,00 100,00 99,96 99,96 Well Body Holding B.V. 100, , ,99 -- Well Body Holding Coöperatief U.A. 100, , ,99 -- (1) Consolidated under MK Holding.

220 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 34 Group enterprises (continued) 34.2 List of associates The table below sets out the associates and shows the shareholding structure of the associates at 31 December: Direct and indirect ownership interest held by Doğuş Holding and its subsidiaries Ownership interest through shares held by Şahenk Family Proportion of ownership interest Proportion of effective interest of Doğuş Holding and its subsidiaries Altın Mecralar (1) 99,00 99, ,00 99,00 39,60 39,60 Coya Dubai 28, , ,00 -- Coya London 15, , ,00 -- Coya Miami 20, , ,00 -- Enmoda (3) -- 25, , ,99 Euromessage Deutschland (1) 100,00 100, ,00 100,00 40,00 40,00 Hedef Medya 40,00 40, ,00 40,00 40,00 40,00 İstinye Yönetim Hizmetleri 42,00 42, ,00 42,00 42,00 42,00 Leaseplan 100,00 100, ,00 100,00 38,68 38,35 LPD Holding 49,00 49, ,00 49,00 38,68 38,35 Portakal Yazılım 60, , ,00 -- Reidin 30,00 30, ,00 30,00 30,00 30,00 VDF Faktoring (2) 100,00 100, ,00 100,00 38,68 38,35 VDF Tüketici 49,00 49, ,00 49,00 36,04 35,61 VDF Servis 49,00 49, ,00 49,00 38,68 38,35 VDF Sigorta (2) 100,00 100, ,00 100,00 38,69 38,35 World Wide 30,00 30, ,00 30,00 29,99 29,63 Yüce Auto 50,00 50, ,00 50,00 36,50 36,06 (1) Consolidated under Hedef Medya. (2) Consolidated under VDF Servis Holding. (3) Shares of Enmoda has been sold during the year.

221 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Group enterprises (continued) 34.3 List of joint ventures / joint operations The table below sets out the joint ventures and joint operations and shows the shareholding structure of the joint ventures and joint operations as at 31 December: Direct and indirect ownership interest held by Doğuş Holding and its subsidiaries Ownership interest through shares held by Şahenk Family Proportion of ownership interest Proportion of effective interest of Doğuş Holding and its subsidiaries Abu Dhabi 44,00 44, ,00 44,00 22,00 22,00 Acropolis S.P.A 51,00 51, ,00 51,00 51,00 51,00 Aslancık 33,33 33, ,33 33,33 33,33 33,33 Azumi Limited 50,01 50, ,01 50,01 50,01 50,01 Borsa (5) 51,00 51, ,00 51,00 51,00 51,00 Boyabat 34,00 34, ,00 34,00 33,97 33,97 Corpera 50, , ,00 -- Darphane (5) 51,00 51, ,00 51,00 51,00 51,00 Doğuş Alarko (3) 37,50 37, ,50 37,50 37,50 37,50 Doğuş Gülsan (Kazakhistan) 50, , ,00 -- Doğuş Gülsan (Kömürhan) 50, , ,00 -- Doğuş SK Girişim 50,00 50, ,00 50,00 50,00 50,00 Doğuş Planet 50,00 50, ,00 50,00 50,00 50,00 Doğuş Polat (3) 50,00 50, ,00 50,00 50,00 50,00 Doğuş Prestige (3) 60,00 60, ,00 60,00 60,00 60,00 Doğuş YDA (3) 50,00 50, ,00 50,00 50,00 50,00 Domenia , , ,95 Ege Turizm 50, , ,00 -- Garanti Bankası 24,23 24,23 0,66 0,66 24,89 24,89 23,95 23,95 Garanti Bank SA 100,00 100, ,00 100,00 23,95 23,95 Garanti Bilişim 100,00 100, ,00 100,00 23,95 23,95 Garanti Faktoring 81,84 81, ,84 81,84 19,60 19,60 Garanti Filo 100,00 100, ,00 100,00 23,95 23,98 Garanti Holding B.V. 100,00 100, ,00 100,00 23,95 23,95 Garanti Hizmet 99,40 99, ,40 99,40 23,80 26,09 Garanti Konut 100,00 100, ,00 100,00 23,95 23,95 Garanti Kültür 100,00 100, ,00 100,00 23,95 23,95 Garanti Leasing 100,00 100, ,00 100,00 23,95 23,98 Garanti Portföy 100,00 100, ,00 100,00 23,95 23,95 Garanti Yatırım 100,00 100, ,00 100,00 23,95 23,95 Garanti Yatırım Ortaklığı (1) 3,30 3, ,30 3,30 0,79 0,83 G Netherlands 100,00 100, ,00 100,00 23,95 23,95 GBI 100,00 100, ,00 100,00 23,95 23,95 GB Moscow 100,00 100, ,00 100,00 23,95 23,95 GEHAŞ 84,91 84, ,91 84,91 20,33 20,33 Golden Clover Stichting Custody 100,00 100, ,00 100,00 23,95 23,95 Gouvia Marina S.A. (2) 100,00 50, ,00 50,58 68, Gülermak Doğuş (3) 50,00 50, ,00 50,00 50,00 50,00 GÖSAŞ 100,00 100, ,00 100,00 23,95 23,98 IMG Doğuş Spor 50,00 50, ,00 50,00 50,00 50,00 Kanlıca Turizm 49,00 49, ,00 49,00 36,38 36,38 K&G Medmarinas Management S.A. 68,24 68, ,24 68,24 68,24 68,24

222 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 34 Group enterprises (continued) 34.3 List of joint ventures / joint operations (continued) Direct and indirect ownership interest held by Doğuş Holding and its subsidiaries Ownership interest through shares held by Şahenk Family Proportion of ownership interest Proportion of effective interest of Doğuş Holding and its subsidiaries Krone Doğuş 49,00 49, ,00 49,00 36,04 35,61 Lamda Dogus 50,00 50, ,00 50,00 50,00 50,00 Lamda Flisvos (4) 70,00 70, ,00 70,00 35,00 35,00 Lamda Marina (4) 77,23 77, ,23 77,23 27,03 27,03 Lefkas Marina S.A. (2) 100,00 26, ,00 26,64 68,24 18,18 LPM Istanbul A.Ş. 52,78 47, ,78 47,22 52,78 47,22 Masa (5) 51,00 51, ,00 51,00 51,00 51,00 Meiller Doğuş 49,00 49, ,00 49,00 35,77 35,34 Mora (5) 51,01 51, ,01 51,01 51,01 51,01 Motoractive 100,00 100, ,00 100,00 23,95 23,95 Ortakonak Gayrimenkul 50,00 50, ,00 50,00 50,00 48,76 Ralfi 100,00 100, ,00 100,00 23,95 23,95 Robata Rest Ltd 90,00 90, ,00 90,00 50,01 50,01 Roka Mayfair Ltd 85,00 85, ,00 85,00 42,51 42,51 Roka Aldwych Ltd 100,00 100, ,00 100,00 50,01 50,01 Stichting Safekeeping 100,00 100, ,00 100,00 23,95 23,95 Taddeo Trading Ltd 100,00 100, ,00 100,00 50,01 50,01 Taraneete International Ltd 73,76 73, ,76 73,76 50,01 50,01 Time Result International Ltd 62,51 62, ,51 62,51 50,01 50,01 Turnwise Enterprices Ltd 30,00 30, ,00 30,00 15,00 15,00 TÜVTURK İstanbul 100,00 100, ,00 100,00 24,34 24,04 TÜVTURK Kuzey 33,33 33, ,33 33,33 24,34 24,04 Tüv Süd Doğuş Ekspertiz 49,95 49, ,95 49,95 49,95 49,95 United Custodian 100,00 100, ,00 100,00 23,95 23,95 Trifoi Real Estate Company 100,00 100, ,00 100,00 23,95 23,95 TÜVTURK Güney 33,33 33, ,33 33,33 24,34 24,04 Wildfire Entertainment Ltd. 40,00 40, ,00 40,00 20,00 20,00 YMDYYB (3) 26,00 26, ,00 26,00 26,00 26,00 Zea Marina S.A. (2) 56,25 45, ,25 45,84 38,38 31,28 Zuma Bangkok Ltd 49,00 49, ,00 49,00 24,50 24,50 Zuma Club LLC 75,01 75, ,01 75,01 50,01 50,01 Zuma Japanese Restaurant INC 100,00 100, ,00 100,00 50,01 50,01 Zuma Japanese Restaurant Miami LLC 90,00 90, ,00 90,00 50,01 50,01 Zuma NY LLC 90,00 90, ,00 90,00 45,01 45,00 Zuma Turizm 90,00 90, ,00 90,00 57,13 57,13 Zuma USA Inc 100,00 100, ,00 100,00 50,01 50,01 (1) Although the ownership rate of Garanti Bank in this company is less than 50 percent, Garanti Bank has the controlling power on the operations and financial policies of this company. (2) Consolidated under K&G Medmarinas Management S.A. (3) The joint operations are proportionately consolidated under the Group in accordance with IFRS 11 Joint Arrangements. (4) Consolidated under Lamda Dogus. (5) Disclosed under Sele Restaurant Group in Note 16.

223 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Group enterprises (continued) The major changes in Group enterprises for the year ended 31 December 2014 are summarised in the following paragraphs: 34.4 Establishment and acquisition of new entities On 8 January 2014, D Marine Invesments Holding Coöperatif U.A has established MK Mykonos Hotel Company SA. On 16 January 2014, Doğuş Turizm Sağlık has acquired 50 percent of shares of Ege Turizm ve Gayrimenkul Yatırımları A.Ş. On 22 January 2014, Nahita has acquired 50 percent of shares of Itsumi. On 7 February 2014, Doğuş Holding has established Salıpazarı Liman İşletmeciliği ve Yatırımları A.Ş.. The nature of operation of the entity is to manage Salıpazarı port area. 81 percent of the shares belongs to Doğuş Holding. On 14 March 2014, Nahita has established Ad Yiyecek İçeçek Ticaret Sanayi A.Ş.. The nature of operation of the entity is to establish and manage of restaurants and cafes. 60 percent of the shares belongs to Nahita. On 18 March 2014, Doğuş Holding and Doğuş Arge have established Dogus Montenegro Investment Holding Coöperatif U.A.. The nature of operation of the entity is to manage investments. On 18 March 2014, Dogus Montenegro Coöperatif U.A has established Dogus Montenegro Investment Holding BV. The nature of operation of the entity is to manage investments. 100 percent of the share belongs to Dogus Montenegro Coöperatif U.A.. According to share purchase agreement signed on 12 March 2014, Doğuş Marine has acquired 86,8 percent of shares of Villa Dubrovnik d.o.o. on 11 April The Group has established three new subsidiaries named Havana International Coop, Havana International BV and Havana Doors in 2014 to establish and manage restaurants and cafes in the Netherlands and in United Kingdom, respectively. In April and June 2014, Nahita has established Coya Dubai and Coya Miami. The area of operation of the entity is management of restaurants and cafes. On 12 May 2014, Dogus Marine Croatia d.o.o has signed share purchase agreement and has acquired 60 percent of shares of Tenos d.o.o.. The are of operation of the entity is hotel management. On 13 May 2014, Doğuş Otel Yatırımları A.Ş. has acquired 70 percent of shares of Argos Turizm Yatırım ve Ticaret A.Ş. On 19 June 2014, the Group has established Başkent Yiyecek İçecek A.Ş. The area of operation of the entity is establishment and management of restaurants and cafes. On 30 June 2014, Doğuş Holding has established Doğuş Varlık Kiralama A.Ş. The nature of operation of the entity is asset leasing. On 3 July 2014, K&G Medmarinas Management S.A. has purchased remaining shares in Lefkas Marina S.A. and Gouvia Marina S.A., increasing its shareholding to 100%. On 10 July 2014, the Group has established Well Body Holding Coöperatief U.A.The area of operation of the entity is investment company. On 11 July 2014, Well Body Holding Coöperatief U.A. has established Well Body Holding B.V. The area of operation of the entity is investment company. On 11 July 2014, Volkswagen Doğuş Finansman A.Ş., an associate of the Group, has purchased all shares of Scania Finansman A.Ş. Transaction regarding the merger of Scania Finansman A.Ş. with Volkswagen Doğuş Finansman A.Ş has been completed. On 11 August 2014, Nahita has established Nusret Limited. The area of operation of the entity is restaurant establishment. On 13 August 2014, Nusret Limited has established Nusret Dubai. The area of operation of the entity is establishment and management of restaurant and cafes. On 13 August 2014, Nahita has acquired 70% of the shares of Günaydın Et, Günaydın Et Şarküteri, Günaydın İdealtepe, Günaydın İstanbul, Kadıköy Tepe, Oran Gurme, Tiendes, Arjentin Et, Ataşehir Restoran, Çankaya Grup and Çukurambar Lokanta. On 3 November 2014 and 24 November 2014 Populist Yiyecek İçecek Sanayi ve Tic. A.Ş. and Bomonti Kültür ve Eğlence Merkezi Yönetim A.Ş. have been established, respectively. The area of operation of the entities is establishment and management of restaurant and cafes. On 18 November 2014 tarihinde, Doğuş Holding has acquired 50% of the shares of Corpera Turizm Yatırımları A.Ş. On 19 December 2014, Hedef Medya has acquired 60% of the shares of Portakal Yazılım Danışmanlık Reklamcılık ve Yayıncılık Sanayi ve Ticaret A.Ş.

224 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 34 Group enterprises (continued) 34.5 Change in structure / title On 13 January 2014, Arena Giyim Sanayi ve Ticaret A.Ş has changed its legal name as Arena Otel Lokanta ve Eğlence Yerleri İşletmeciliği ve Turizm Yatırım A.Ş. On 5 February 2014, Karadeniz Otel Yatırımları ve Turizm İşletme A.Ş. has changed its legal name as Doğuş Otel Yatırımları ve Turizm İşletme A.Ş. On 11 November 2014, Doğuş Yeni İnternet Reklam Pazarlama ve Turizm Hizmetleri A.Ş. has changed its legal name as Doğuş Müşteri Sistemleri A.Ş Sale of entities On 12 March 2014, Datmar has been sold to Diana Otel. 25% of the shares of Enmoda E Alışveriş ve Ticaret A.Ş. has been transferred to Vipindirim Elektronik Hizmetler ve Ticaret A.Ş. in accordance with share sales and purchase agreement dated 11 November Liquidation of entities Doğuş Auto Mısr LLC, Doğuş Auto Mısır JS, Doğuş Finance Ukraine and Doğuş Prestige are under liquidation as at 31 December On 14 November 2014, merger of Domenia Credit IFN SA with Garanti Bank SA was finalised. 35 Significant events The Group and BBVA have entered into a share purchase agreement dated 19 November 2014 for the sale of shares of the Bank representing 14,23% of the paid-up share capital with a total face value of TL The parties agreed that the purchase price for the shares being sold would be TL thousand with a purchase price per share of TL 8,79. In addition, the parties have agreed that the Group would be entitled to receive up to TL 0,11 of the dividend distributed per share sold with respect to distributable profit for the year Following the completion of the share transfers, Group s stake in Garanti Bank will be 10%. The transfer of title for the shares sold from the Group to BBVA will be finalized once the transaction is approved by the relevant authorities in and outside of Turkey including the BRSA, the Capital Markets Board and the Competition Board.

225 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Acquisition of subsidiaries Acquisition in Acquisition of Itsumi With the share transfer agreement dated 22 January 2014, the Group purchased 50 percent of shares of Ryo-Tei Itsme Gıda Ürünleri Turizm ve Ticaret A.Ş. ( Itsumi ) and the Group obtained the control and 50 percent voting rights in Itsumi. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values and have been determined on a provisional basis. Under IFRS 3, brand name, Itsumi, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Itsumi. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment 161 Intangible assets Inventories 59 Trade receivables 41 Due from related parties 6 Other current assets 2 Cash and cash equivalents 200 Trade payables (139) Loans and borrowings (1) Other current liabilities (208) Deferred tax liabilities (532) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets (2.247) Goodwill Cash consideration transferred Cash and cash equivalents acquired (200) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Group s ambition to penetrate a promising domestic market and acquire strong brand names which are engaged in offering high-end fine dining services to A class customers.

226 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 36 Acquisition of subsidiaries (continued) 36.2 Acquisition of Villa Dubrovnik With the share transfer agreement dated 12 March 2014, the Group purchased 86,8 percent of shares of Villa Dubrovnik d.d. and on 11 April 2014 the Group obtained the control and 86,8 percent voting rights in Villa Dubrovnik. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values and have been determined on a provisional basis. Under IFRS 3, brand name, Villa Dubrovnik, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Villa Dubrovnik. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Intangible assets Inventories 323 Trade receivables Due from related parties 4 Other current assets 58 Cash and cash equivalents 474 Trade payables (512) Loans and borrowings (22.679) Other current liabilities (2.829) Due to related parties (10.980) Deferred tax liabilities (13.855) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets (73.392) Goodwill Cash consideration transferred Cash and cash equivalents acquired (474) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Doğuş Tourism Group s ambition to penetrate a promising domestic market and acquire strong brand names which are engaged in offering high-end fine accommodation services to A class customers.

227 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Acquisition of subsidiaries (continued) 36.3 Acquisition of Argos in Cappadocia With the share transfer agreement dated 26 March 2014, the Group purchased 80 percent of shares of Argos Turizm Yatırım ve Ticaret A.Ş. ( Argos in Cappadocia ) and on 13 May 2014 the Group obtained the control and 80 percent voting rights in Argos in Cappadocia. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values and have been determined on a provisional basis. Under IFRS 3, brand name, Argos in Cappadocia, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Argos in Cappadocia. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Intangible assets Inventories Trade receivables Other current assets 713 Cash and cash equivalents Trade payables (562) Loans and borrowings (10.260) Other current liabilities (772) Deferred tax liabilities (13.211) Total net identifiable assets Bargain Purchase Gain Bargain purchase gain has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets (70.016) Bargain purchase gain (18.311) Cash consideration transferred Cash and cash equivalents acquired (4.857) Net cash outflow arising on acquisition The bargain purchase gain arising from the difference between consideration transferred and the recognised amounts of identifiable assets acquired and liabilities assumed at the acquisition date is recognised under other operating income in profit or loss.

228 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 36 Acquisition of subsidiaries (continued) 36.4 Acquisition of Tenos d.o.o With the share transfer agreement dated 12 May 2014, the Group purchased 60 percent of shares of Tenos d.o.o ( Tenos ) and on 12 May 2014 the Group obtained the control and 60 percent voting rights in Tenos. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values and have been determined on a provisional basis. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Other current liabilities (225) Other current assets 81 Trade payables (789) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquiree Less: Value of net identifiable assets (43.539) Goodwill Cash consideration transferred Cash and cash equivalents acquired -- Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Doğuş Tourism Group s ambition to penetrate a promising domestic market and acquire strong brand names which are engaged in offering high-end fine accommodation services to A class customers in Croatia Zadar.

229 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Acquisition of subsidiaries (continued) 36.5 Acquisition of Günaydın Group With the share transfer agreement dated 13 August 2014, the Group purchased 70 percent of shares of Günaydın İstanbul, Günaydın İdealtepe, Günaydın Et Şarküteri and Günaydın Et. Günaydın İstanbul currently owns 100 percent of shares of Arjantin Et, Ataşehir Restoran, Çukurambar Lokanta, Çankaya Grup, Kadıköy Tepe, Oran Gurme and 75 percent of shares of Tiendes. Group obtained the control and 70 percent voting rights in Günaydın Group. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values and have been determined on a provisional basis. Under IFRS 3, brand name, Günaydın, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Günaydın. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Purchase price paid by other shareholders Purchase price payable Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Intangible assets Inventories Trade receivables Other current assets Due from related parties Financial investment Cash and cash equivalents Deferred tax asset 343 Trade payables (4.180) Loans and borrowings (3.895) Due to related parties (29.828) Other current liabilities (30.201) Deferred tax liabilities (42.605) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets ( ) Goodwill Cash consideration transferred Cash and cash equivalents acquired (15.007) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Group s ambition to penetrate a promising domestic market and acquire strong brand names which are engaged in offering high-end fine dining and after dinner entertainment services to A class customers.

230 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 36 Acquisition of subsidiaries (continued) Acquisition in Acquisition of Mezzaluna With the share transfer agreement dated 21 March 2013, the Group purchased 70 percent of shares of Mezzaluna Gıda İşletmecilik Sanayi ve Ticaret A.Ş. ( Mezzaluna ) and the Group obtained the control and 70 percent voting rights in Mezzaluna. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values. Under IFRS 3, brand name, Mezzaluna, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Mezzaluna. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Intangible assets Inventories Trade receivables 32 Due from related parties 123 Other current assets 240 Cash and cash equivalents Trade payables (1.220) Loans and borrowings (809) Other current liabilities (718) Deferred tax liabilities (1.179) Total net identifiable assets Bargain purchase gain Bargain purchase gain has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquiree Less: Value of net identifiable assets (11.019) Bargain purchase gain (289) Cash consideration transferred Cash and cash equivalents acquired (5.192) Net cash outflow arising on acquisition The bargain purchase gain arising from the difference between consideration transferred and the recognised amounts of identifiable assets acquired and liabilities assumed at the acquisition date is recognised under other operating income in profit or loss.

231 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Acquisition of subsidiaries (continued) 36.7 Acquisition of Vitapark With the share transfer agreement dated 3 April 2013, the Group purchased 70 percent of shares of Vitapark Spor Turizm Hizmet İnşaat ve Ticaret A.Ş. ( Vitapark ) and the Group obtained the control and 70 percent voting rights in Vitapark. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Consideration payable Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Other non-current assets 245 Inventories 12 Trade receivables 4 Other current assets Cash and cash equivalents 2 Trade payables (7.006) Loans and borrowings (5.497) Other current liabilities (31) Total net identifiable assets Bargain purchase gain Bargain purchase gain has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquiree Less: Value of net identifiable assets ( ) Bargain purchase gain (20.740) Cash consideration transferred Cash and cash equivalents acquired (2) Net cash outflow arising on acquisition The bargain purchase gain arising from the difference between consideration transferred and the recognised amounts of identifiable assets acquired and liabilities assumed at the acquisition date is recognised under other operating income in profit or loss.

232 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 36 Acquisition of subsidiaries (continued) 36.8 Acquisition of Lacivert With the share transfer agreement dated 2 May 2013, the Group purchased 75 percent of shares of Lacivert Turizm A.Ş. ( Lacivert ) and the Group obtained the control and 75 percent voting rights in Lacivert. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values. Under IFRS 3, brand name, Lacivert, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Lacivert. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Intangible assets Inventories 228 Trade receivables 22 Due from related parties 1 Other current assets 58 Cash and cash equivalents 119 Trade payables (1.217) Loans and borrowings (1.146) Other current liabilities (127) Deferred tax liabilities (1.477) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets (5.971) Goodwill Cash consideration transferred Cash and cash equivalents acquired (119) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Group s ambition to penetrate a promising domestic market and acquire strong brand names which are engaged in offering high-end fine dining services to class A customers.

233 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Acquisition of subsidiaries (continued) 36.9 Acquisition of Meto Turizm With the share transfer agreement dated 2 August 2013, the Group purchased 75 percent of shares of Meto Turizm İşletmeciliği ve Tasarım Dekorasyon Ticaret A.Ş. ( Meto Turizm ) and the Group obtained the control and 75 percent voting rights in Meto Turizm. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values. Under IFRS 3, brand name, Çubuklu 29, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Meto Turizm. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment 688 Intangible assets Inventories 120 Trade receivables 761 Due from related parties 4 Other current assets 106 Cash and cash equivalents 993 Trade payables (685) Due to related parties (327) Loans and borrowings (55) Other current liabilities (239) Deferred tax liabilities (843) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets (4.898) Goodwill Cash consideration transferred Cash and cash equivalents acquired (993) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Group s ambition to penetrate a promising domestic market and acquire strong brand names which are engaged in offering high-end fine dining and after dinner entertainment services to A class customers.

234 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 36 Acquisition of subsidiaries (continued) Acquisition of Etiler Turistik With the share transfer agreement dated 2 August 2013, the Group purchased 75 percent of shares of Etiler Turistik Tesisler İşletmeciliği Ticaret A.Ş. ( Etiler Turistik ) and the Group obtained the control and 75 percent voting rights in Etiler Turistik. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values. Under IFRS 3, brand name, Ulus 29, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Etiler Turistik. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment 777 Intangible assets Inventories 841 Trade receivables 619 Due from related parties 28 Other current assets 343 Cash and cash equivalents Trade payables (2.434) Loans and borrowings (23) Other current liabilities (737) Deferred tax liabilities (2.595) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interests based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets (15.182) Goodwill Cash consideration transferred Cash and cash equivalents acquired (3.745) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Group s ambition to penetrate a promising domestic market and acquire strong brand names which are engaged in offering high-end fine dining and after dinner entertainment services to A class customers.

235 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Acquisition of subsidiaries (continued) Acquisition of Afiyet Olsun With the share transfer agreement dated 2 August 2013, the Group purchased 75 percent of shares of Afiyet Olsun Turizm İşletmeleri A.Ş. ( Afiyet Olsun ) and the Group obtained the control and 75 percent voting rights in Afiyet Olsun. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values. Under IFRS 3, brand names, Maki 29 and Alaçatı 29, amounting to TL thousand have been recognised as intangible assets arising from the acquisition of Afiyet Olsun. The fair value of the brand names acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid 574 Total consideration 574 Identifiable assets acquired and liabilities assumed Property and equipment 78 Intangible assets Inventories 412 Trade receivables 745 Other current assets 93 Cash and cash equivalents 230 Trade payables (156) Other current liabilities (168) Deferred tax liabilities (568) Total net identifiable assets Bargain purchase gain Bargain purchase gain has been recognised as a result of the acquisition as follows: Total consideration transferred 574 Non-controlling interests based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire 881 Less: Value of net identifiable assets (3.523) Bargain purchase gain (2.068) Cash consideration transferred 574 Cash and cash equivalents acquired (230) Net cash outflow arising on acquisition 344 The bargain purchase gain arising from the difference between consideration transferred and the recognised amounts of identifiable assets acquired and liabilities assumed at the acquisition date is recognised under other operating income in profit or loss.

236 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 36 Acquisition of subsidiaries (continued) Acquisition of Pozitif Companies With the share transfer agreement dated 28 August 2013, the Group purchased 80 percent of shares of Pozitif Müzik A.Ş. ( Pozitif Müzik ), Pozitif Müzik Yapım A.Ş. ( Pozitif Yapım ) and Pozitif Arena Konser Salon İşletmeleri A.Ş. ( Pozitif Arena ). The Group obtained the control and 80 percent voting rights in each entity, Pozitif Müzik, Pozitif Yapım and Pozitif Arena. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition.under IFRS, intangible assets, amounting to TL thousand have been recognised arising from the acquisition of Pozitif The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Consideration payable 340 Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Intangible assets Other non-current assets 48 Inventories Trade receivables Due from related parties Other current assets Cash and cash equivalents Other non-current liabilities (584) Deferred Tax Liability (8.644) Trade payables (5.999) Loans and borrowings (4.239) Due to related parties (8.161) Other current liabilities (19.552) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquiree Less: Value of net identifiable assets (22.173) Goodwill Cash consideration transferred Cash and cash equivalents acquired (6.851) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Group s ambition to increase investment in entertainment and restaurant business and change dynamics of the industry in order to realize the targets of the Group.

237 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Acquisition of subsidiaries (continued) Acquisition of Sait Balıkçılık With the share transfer agreement dated 11 December 2013, the Group purchased 60 percent of shares of Sait Restoran Turizm İşletmeciliği İnşaat Emlak ve Ticaret A.Ş. ( Sait Balıkçılık ) and the Group obtained the control and 60 percent voting rights in Sait Balıkçılık. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values. Under IFRS 3, brand name, Sait Balıkçılık, amounting to TL thousand has been recognised as an intangible asset arising from the acquisition of Sait Balıkçılık. The fair value of the brand name acquired is based on the Multi-period Excess Earnings Method. The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Intangible assets Inventories 280 Other current assets 236 Cash and cash equivalents Trade payables (2.805) Loans and borrowings (41) Other current liabilities (50) Deferred tax liabilities (811) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interest based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets (5.060) Goodwill Cash and cash equivalents acquired (2.470) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Group s ambition to penetrate a promising domestic market and acquire strong brand names which are engaged in offering high-end fine dining services to class A customers.

238 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 36 Acquisition of subsidiaries (continued) Acquisition of MK Holding With the share transfer agreement dated 7 November 2013, the Group purchased 60 percent of shares of MK Holding A.Ş. ( Maça Kızı ) and the Group obtained the control and 60 percent voting rights in Maça Kızı. Pre-acquisition carrying amounts were determined based on the applicable IFRSs immediately before the acquisition. The values of assets, liabilities and contingent liabilities recognised on acquisition are their estimated fair values. Under IFRS 3, intangible assets recognised arising from the acquisition of MK Holding A.Ş. are stated below: Brand name Maça Kızı Customer relationship 734 Total intangible assets recognised on acquisition The following table summarises the major classes of consideration transferred and the recognised amounts of assets acquired and liabilities assumed at the acquisition date: Consideration transferred Cash paid Total consideration Identifiable assets acquired and liabilities assumed Property and equipment Intangible assets Inventories 952 Other current assets Cash and cash equivalents Trade payables (135) Loans and borrowings (1.237) Other current liabilities (2.302) Deferred tax liabilities (738) Total net identifiable assets Goodwill Goodwill has been recognised as a result of the acquisition as follows: Total consideration transferred Non-controlling interests based on their proportionate interest in the recognised amounts of the assets and liabilities of the acquire Less: Value of net identifiable assets (15.926) Goodwill Cash consideration transferred Cash and cash equivalents acquired (1.255) Net cash outflow arising on acquisition The goodwill is mainly attributable to the deal rationale of the Group s ambition to penetrate a promising domestic market and acquire strong brand name which is engaged in offering high-end hospitality services to class A customers, considered with investments in marinas and tourism portfolio.

239 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Interests in other entities Information regarding the DOAŞ in which the Group has major non-controlling interests is as follows: Subsidiary Non-controlling interest Net profit attributable to non-controlling interests Accumulated non-controlling interests Dividend paid to non-controlling interests 31 December 2014 %27, December 2013 %27, Consolidated financial information of DOAŞ before consolidation adjustments and eliminations are as follows: Assets 31 December December 2013 Cash and cash equivalents Current trade receivables Other current assets Non-current assets Total assets Short-term loans and borrowings Current trade payables Other current liabilities Long-term loans and borrowings Other non-current liabilities Total liabilities Total equity Total liabilities and equity Revenue Cost of sales ( ) ( ) Operating profit Profit before tax Profit for the year

240 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 38 Related party disclosures For the purpose of the consolidated financial statements, the shareholders, key management personnel and the Board members, and in each case, together with their families and companies controlled by/affiliated with them; and associates, investments and joint ventures are considered and referred to as the related parties. A number of transactions are entered into with the related parties in the normal course of business. Most of the related party activity is eliminated at consolidation and the remaining activity is not material to the Group. As disclosed in detail in Note 42, the Joint Ventures of the Group have been accounted for using the equity method in the consolidated financial statements. Accordingly, the transactions of Group s Subsidiaries with Joint Ventures and the balances from Joint Ventures are not subject to elimination Related party balances As at 31 December, the Group had the following balances outstanding from its related parties: 2014 Joint Ventures Other Total Trade receivables - due from related parties Cash and cash equivalents Long-term loans and borrowings Short-term loans and borrowings Trade payables - due to related parties Other current liabilities Letters of guarantees Joint Ventures Other Total Trade receivables - due from related parties Other non-current assets Cash and cash equivalents Long-term loans and borrowings Short-term loans and borrowings Trade payables - due to related parties Letters of guarantees

241 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Related party disclosures (continued) 38.1 Related party balances (continued) As at 31 December 2014, cash and cash equivalents and loans and borrowings include balances of the Group s Subsidiaries with Garanti Bank. TL thousand of trade receivables (31 December 2013: TL thousand) is composed of balances due to the factoring receivables of DOAŞ from VDF factoring. TL 970 thousand of trade payables (31 December 2013: ) is composed of balances due to vehicle purchases of Krone from DOAŞ. No impairment losses have been recognised against balances outstanding as at 31 December 2014 (31 December 2013: None) and no specific allowance has been made for impairment losses on balances with the related parties Related party transactions For the years ended 31 December, the revenues earned and expenses incurred by the Group in relation to transactions with its related parties as summarised below: 2014 Joint Ventures Other Total Revenue Cost of sales (36.968) -- (36.968) Administrative expenses (517) -- (517) Selling, marketing and distribution expenses (159) -- (159) Net finance income / (expenses) Other operating income Other operating expenses (555) -- (555) 2013 Joint Ventures Other Total Revenue Cost of sales (54.301) -- (54.301) Administrative expenses (622) -- (622) Selling, marketing and distribution expenses (78) -- (78) Net finance income / (expenses) Other operating income Other operating expenses For the years ended 31 December, majority of transactions of the Group with its related parties comprises electricity sales income and expenses. For the years ended 31 December, the total amount of finance income and expenses are composed of interest expense of loans and borrowings between the Group s subsidiaries and Garanti Bank Transactions with key management personnel On a consolidated basis, key management costs included in administrative expenses for the year ended 31 December 2014 amounted to TL thousand (31 December 2013: TL thousand).

242 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 39 Subsequent events 39.1 Sale of shares of LPD Holding representing 49% of the paid-in share capital of the Company in accordance with the share purchase agreement signed between Doğuş Group and LeasePlan Corporation N.V. dated 5 November 2014 has been finalized Negotiations with shareholders of Man Finansman A.Ş. in relation to the acquisition of 100% of the shares of the Company by Volkswagen Doğuş Finansman A.Ş. have commenced A share purchase agreement dated 29 January 2015 has been signed with Fahrzeugwerk Bernard Krone GmbH in relation to the sale of 49% of shares of Krone Doğuş Treyler Sanayi ve Ticaret A.Ş. owned by Doğuş Group companies. Share transfer will be completed after the approval of Competition Board of Turkey. In addition to this, the distributorship agreement between Doğuş Otomotiv Servis ve Ticaret A.Ş. and Fahrzeugwerk Bernard Krone GmbH in relation to the marketing, sales and distribution of Krone products in Turkey has been terminated Group has purchased an additional 22% shares of K&G Medmarinas Management S.A., increasing its shareholding to 90% On 12 March 2015, E-Elektronik Bahis Oyunları A.Ş., which operates in digital media sector named as Oley.com, applied to Spor Toto Teşkılat Başkanlığı for the approval of sales transactions Enformasyon Reklamcılık ve Filmcilik Sanayi ve Ticaret A.Ş. shared an intent letter with CNBC Europe in order to announce that it will not use the right for extention of the contract On 15 Februray 2015, Nahita has purchased remaining shares of LPM İstanbul A.Ş., increasing its shareholding to 100% Doğuş Holding has purchased an additional 20% shares of Hedef Medya Tanıtım İnteraktif Medya Pazarlama A.Ş Doğuş İnşaat has signed or in the process of signing contracts for the construction of the following projects: RTE University (Rize) Customer : Doğuş Holding A.Ş. Contract Value : TL 50 million Contract Date : 26 January 2015 Doğuş Share : 100 % Type : Construction of RTE University s Faculty of Theologhy Duration : 15 months Soma Residences (Manisa) Customer : Doğuş GYO Contract Value : TL 60 million Contract Date : 28 February 2015 Doğuş Share : 100 % Type : Construction of 301 Residences Duration : 15 months

243 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Subsequent events (continued) Star Oil Rafinery Dock (İzmir) Customer: TSGI Mühendislik ve İnşaat Ltd. (Tecnicas Reunidas, Saipem, GS Engineering, Itochu JV) Contract Value : USD 200 million Contract Date : 25 March 2015 Doğuş Share : 50 % Type : Construction of Onshore Structures Duration : 24 months The Group, has purchased an additional 10% of Tenos d.o.o, increasing its shareholding to 70 percent. 40 Basis of measurement The consolidated financial statements have been prepared on the historical cost basis as adjusted for the effects of inflation that lasted until 31 December 2005, except for the following material items in the consolidated statement of financial position: derivative financial instruments are measured at fair value, available-for-sale financial assets are measured at fair value, non-derivative financial instruments at fair value through profit and loss are measured at fair value, investment property is measured at fair value, certain classes of property and equipment are measured at fair value. The methods used to measure the fair values are discussed further in note Changes in accounting policies and reclassifications The accounting policies applied by the Group in these consolidated financial statements are the same as those applied by the Group in its consolidated financial statements as at and for the year ended 31 December Certain comparative amounts have been reclassified to conform with the current period s presentation. At 31 December 2013, long term provisions amounting to TL thousand, previously recognised under other long term liabilities, have been reclassified to long term provisions. At 31 December 2013, other comprehensive income items that will never be classified to profit or loss, other comprehensive income items that are or may be classified to profit or loss, retained earnings and share of profit of equity accounted investees have decreased by TL thousand, increased by TL thousand, decreased by TL thousand and TL thousand respectively with no change on total shareholders equity in relation to a change in the remeasurements of defined benefit liability of DOAŞ and foreign currency valuation differences of the subsidiaries of Garanti Bank, one of the Group s joint ventures.

244 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements, and have been applied consistently by Group entities. (a) Basis of consolidation The accompanying consolidated financial statements include the accounts of the parent company, Doğuş Holding, its subsidiaries, joint arrangements and associates on the basis set out in sections below. The financial statements of the entities included in the consolidation have been prepared as at the date of the consolidated financial statements. (i) Business combinations The Group accounts for business combinations using the acquisition method when control is transferred to the Group (see (a)(iii)). The consideration transferred in the acquisition is generally measured at fair value, as are the identifiable net assets acquired. Any goodwill that arises is tested annually for impairment (see (i)). Any gain on a bargain purchase is recognised in profit or loss immediately. Transaction costs are expensed as incurred, except if related to the issue of debt or equity securities. The consideration transferred does not include amounts related to the settlement of pre-existing relationships. Such amounts are generally recognised in profit or loss. Any contingent consideration is measured at fair value at the date of acquisition. If an obligation to pay contingent consideration that meets the definition of a financial instrument is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, subsequent changes in the fair value of the contingent consideration are recognised in profit or loss. (ii) Non-controlling interests ( NCI ) Non-controlling interests are measured at their proportionate share of the acquiree s identifiable net assets at the acquisition date. Changes in the Group s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions. (iii) Subsidiaries Subsidiaries are entities controlled by the Group. The Group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control commences until the date on which control ceases. (iv) Loss of control When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any related NCI and other components of equity. Any resulting gain or loss is recognised in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control is lost. (v) Acquisitions from entities under common control: Business combinations arising from transfers of interests in entities that are under the control of the shareholder that controls the Group are accounted for as if the acquisition had occurred at the beginning of the earliest comparative period presented or, if later, at the date that common control was established; for this purpose comparatives are restated. The assets and liabilities acquired are recognised at the carrying amounts recognised previously in the controlling shareholder s consolidated financial statements. The components of equity of the acquired entities are added to the same components within the Group equity and any gain / loss arising is recognised directly in equity.

245 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (a) Basis of consolidation (continued) (vi) Associates (Equity-accounted investees) Associates are those entities in which the Group has significant influence, but not control, over the financial and operating policies. Significant influence is presumed to exist when the Group holds between 20 and 50 percent of the voting power of another entity. Investments in associates are accounted for using the equity method and are initially recognised at cost. The cost of investments includes transaction costs. The consolidated financial statements include the Group s share of profit and loss and other comprehensive income of associates, after adjustments to align the accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases. When the Group s share of losses exceeds its interest in an associates, the carrying amount of that interest, including any long-term interests that form part thereof, is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee. (vii) Joint arrangements Joint arrangements are arrangements of which the Group has joint control, established by contracts requiring unanimous consent for decisions about the activities that significantly affect the arrangements returns. They are classified and accounted for as follows: Joint operation when the Group has rights to the assets, and obligations for the liabilities, relating to an arrangement, it accounts for each of its assets, liabilities and transactions, including its share of those held or incurred jointly, in relation to the joint operation. Joint venture when the Group has rights only to the net assets of the arrangements, it accounts for its interest using the equity method. The consolidated financial statements include the Group s share of the profit or loss and other comprehensive income of equity-accounted investees, after adjustments to align the accounting policies with those of the Group, from the date that significant influence commences until the date that significant influence ceases. When the Group s share of losses exceeds its interest in an equity-accounted investee, the carrying amount of the investment, including any long-term interests that form part thereof, is reduced to zero, and the recognition of further losses is discontinued except to the extent that the Group has an obligation or has made payments on behalf of the investee. (viii) Special purpose entities Special purpose entities are entities that are created to accomplish a narrow and well defined objective such as the securitisation of particular assets, or the execution of a specific borrowing or lending transaction. Special purpose entities are consolidated when the substance of the relationship between Garanti Bank and the special purpose entity indicates that the special purpose entity is controlled by Garanti Bank. Garanti DPR and RPV Company are special purpose entities established for Garanti Bank s securitisation transactions. The Group does not have any shareholding interest in these companies. (ix) Transactions eliminated on consolidation Intra-group balances and transactions and any unrealised income and expenses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealised gains arising from transactions with investments in equity accounted investees are eliminated against the investment to the extent of the Group s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of impairment.

246 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (b) Foreign currency (i) Foreign currency transactions Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the reporting date are retranslated to the functional currency at the exchange rate at that date. The foreign currency gain or loss on monetary items is the difference between the amortised cost in the functional currency at the beginning of the year, adjusted for effective interest and payments during the year, and the amortised cost in foreign currency translated at the exchange rate at the end of the year. Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency at the exchange rate at the date that the fair value was determined. Non-monetary items in a foreign currency that are measured in terms of historical cost are translated using the exchange rate at the date of the transaction. Foreign currency differences arising on retranslation are recognised in profit or loss, except for differences arising on the retranslation of available-for-sale equity instruments (except on impairment in which case foreign currency differences that have been recognised in other comprehensive income are reclassified to profit or loss), a financial liability designated as a hedge of the net investment in a foreign operation to the extent that the hedge is effective; or qualifying cash flow hedges to the extent the hedge is effective. The foreign currency exchange rates of EURO / TL and US Dollar / TL as of the related periods are as follows: 31 December December 2013 EURO / TL 2,8207 2,9365 US Dollar / TL 2,3189 2,1343 (ii) Foreign operations The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on acquisition, are translated to TL at exchange rates at the reporting date. The income and expenses of foreign operations are translated to TL at average exchange rates at the dates of the transactions. Foreign currency differences are recognised in other comprehensive income, and presented in the foreign currency translation reserve (translation reserve) in equity. However, if the foreign operation is a non-wholly-owned subsidiary, then the relevant proportion of the translation difference is allocated to the non-controlling interests. When a foreign operation is disposed of such that control, significant influence or joint control is lost, the cumulative amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the gain or loss on disposal. When the Group disposes of only part of its interest in a subsidiary that includes a foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to non-controlling interests. When the Group disposes of only part of its investment in an associate or joint venture that includes a foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative amount is reclassified to profit or loss. When the settlement of a monetary item receivable from or payable to a foreign operations is neither planned nor likely in the foreseeable future, foreign exchange gains and losses arising from such a monetary item are considered to form part of a net investment in a foreign operation and are recognised in other comprehensive income, and presented within equity in the translation reserve.

247 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (b) Foreign currency (continued) (iii) Hedge of net investment in foreign operation The Group applies hedge accounting to foreign currency differences arising between the functional currency of the foreign operation and the parent entity s functional currency (TL), regardless of whether the net investment is held directly or through an intermediate parent. Foreign currency differences arising on the retranslation of a financial liability designated as a hedge of a net investment in a foreign operation are recognised in other comprehensive income to the extent that the hedge is effective, and are presented within equity in the hedging reserve. To the extent that the hedge is ineffective, such differences are recognised in profit or loss. When the hedged part of net investment is disposed of, the relevant amount in the translation reserve is transferred to profit or loss as a part of the profit or loss on disposal. (c) Financial instruments The Group classifies non-derivative financial assets into the following categories: financial assets at fair value through profit or loss, held-to-maturity financial assets, loans and receivables and available-for-sale financial assets. The Group classifies non-derivative financial liabilities into the other financial liabilities category. (i) Non-derivative financial assets and financial liabilities Recognition and derecognition The Group initially recognises loans and receivables on the date that they are originated. All other financial assets (including assets designated as at fair value through profit or loss) are recognised initially on the trade date at which the Group becomes a party to the contractual provisions of the instrument. All financial liabilities are recognised initially on the trade date. The Group derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred. Any interest in such transferred financial assets that is created or retained by the Group is recognised as a separate asset or liability.

248 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (c) Financial instruments (continued) (i) Non-derivative financial assets and financial liabilities Recognition and derecognition (continued) The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or expire. Financial assets and liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Group has a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously. (ii) Non-derivative financial assets- measurement (continued) Financial assets at fair value through profit or loss A financial asset is classified as at fair value through profit or loss if it is classified as held-for-trading or is designated as such on initial recognition. Directly attributable transaction costs are recognised in profit or loss as incurred. Financial assets at fair value through profit or loss are measured at fair value and changes therein, including any interest or dividend income, are recognised in profit or loss. Held to maturity financial assets If the Group has the positive intent and ability to hold debt securities to maturity, then such financial assets are classified as held-to-maturity. Heldto-maturity financial assets are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition, held to maturity financial assets are measured at amortised cost using the effective interest method less and impairment losses. The Company and its subsidiaries do not have any held to maturity financial assets as at 31 December 2014 and Loans and receivables Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition loans and receivables are measured at amortised cost using the effective interest method, less any impairment losses. Loans and receivables comprise cash and cash equivalents, trade and other receivables, including service concession receivables, and due from related parties. Cash and cash equivalents Cash and cash equivalents comprise cash balances, bank deposits and other liquid assets with original maturities of three months or less from the acquisition date that are subject to an insignificant risk of changes in their fair value. Available-for-sale financial assets Available-for-sale financial assets are non-derivative financial assets that are designated as available-for-sale and that are not classified in any of the previous categories of financial assets. The Group s investments in certain debt and equity instruments are classified as available-for-sale financial assets. Subsequent to initial recognition, they are measured at fair value and changes therein, other than impairment losses (see note 42(i)) and foreign currency differences on available-for-sale equity instruments (see note 42(b)(i)), are recognised in other comprehensive income and presented within equity in the fair value reserve. When an instrument is derecognised, the gain or loss accumulated in equity is reclassified to profit or loss. Accounting for interest income and expenses is discussed in note 42 (o).

249 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (c) Financial instruments (continued) (ii) Non-derivative financial assets- measurement (continued) Service concession arrangements The Group recognises a financial asset arising from a service concession arrangement when it has an unconditional contractual right to receive cash or another financial asset from or at the direction of the grantor for the construction or upgrade services provided. Such financial assets are measured at fair value upon initial recognition. Subsequent to initial recognition the financial assets are measured at amortised cost. If the Group is paid for the construction services partly by a financial asset and partly by an intangible asset, then each component of the consideration received or receivable is accounted for separately and is recognised initially at the fair value of the consideration received or receivable (see also note 42(e) (ii)). Other Other non derivative financial instruments are measured at amortised cost using the effective interest rate method, less any impairment losses (see accounting policy 42(i)). (iii) Non-derivative financial liabilities-measuremenet The Group has the following non-derivative financial liabilities: loans and borrowings, trade and other payables, and due to related parties. Such financial liabilities are recognised initially at fair value less any directly attributable transaction costs. Subsequent to initial recognition these financial liabilities are measured at amortised cost using the effective interest method. (iv) Derivative financial instruments including hedge accounting The Group holds derivative financial instruments to hedge its foreign currency and interest rate risk exposures. Derivatives are initially recognised at fair value; any directly attributable transaction costs are recognised in profit or loss as incurred. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are generally recognised in profit or loss. Cash flow hedges When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognised asset or liability or a highly probable forecast transaction that could affect profit or loss, the effective portion of changes in the fair value of the derivative is recognised in other comprehensive income and presented in the hedging reserve in equity. Any ineffective portion of changes in the fair value of the derivative is recognised immediately in profit or loss. When the hedged item is a non-financial asset, the amount accumulated in equity is included in the carrying amount of the asset when the asset is recognised. In other cases, the amount accumulated in equity is reclassified to profit or loss in the same period that the hedged item affects profit or loss. If the hedging instrument no longer meets the criteria for hedge accounting, expires or is sold, terminated or exercised, or the designation is revoked, then hedge accounting is discontinued prospectively. If the forecast transaction is no longer expected to occur, then the balance in equity is reclassified in profit or loss and other comprehensive income.

250 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (c) Financial instruments (continued) (iv) Derivative financial instruments, including hedge accounting (continued) Fair value hedge A hedge of the foreign currency risk of the firm commitments are accounted for as a fair value hedge by the Group. When an unrecognised firm commitment is designated as a hedged item, the subsequent cumulative change in the fair value of the firm commitment attributable to the hedged risk is recognised as an asset or liability with the corresponding gain or loss recognised in profit or loss. The changes in the fair value of the hedging instrument are also recognised in profit or loss. When the Group enters into a firm commitment to acquire an asset or assume a liability that is a hedged item in a fair value hedge, the initial carrying amount of the asset or liability that results from the entity meeting the firm commitment is adjusted to include the cumulative change in the fair value of the firm commitment attributable to the hedged risk that was recognised in the statement of financial position. Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognized in in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. The change in the fair value of the hedging instrument and the change in the hedged item attributable to the hedged risk are recognized in profit or loss relating to the hedged item. Hedge accounting is discontinued when the Group revokes the hedging relationship, the hedging instrument expires or is sold, terminated, or exercised, or no longer qualifies for hedge accounting. The fair value adjustment to the carrying amount of the hedged item arising from the hedged risk is amortised in profit or loss from that date. Other non-trading derivatives When a derivative financial instrument is not designated in a hedge relationship that qualifies for hedge accounting, all changes in its fair value are recognised immediately in profit or loss. (v) Share capital Ordinary shares Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity, net of any tax effects. Repurchase, disposal and reissue of share capital (Treasury shares) When share capital recognised as equity is repurchased, the amount of the consideration paid, which includes directly attributable costs, net of any tax effects, is recognised as a deduction from equity. Repurchased shares are classified as treasury shares and are presented as a deduction from total equity. When treasury shares are sold or reissued subsequently, the amount received is recognised as an increase in equity, and the resulting surplus or deficit on the transaction is presented in share premium. (d) Property and equipment (i) Recognition and measurement The costs of items of property and equipment purchased before 31 December 2005 are restated for the effects of inflation in TL units current at 31 December 2005 pursuant to IAS 29. Property and equipment purchased after this date are recorded at their historical costs. Accordingly, items of property and equipment are measured at cost less accumulated depreciation and accumulated impairment losses, if any (see accounting policy 42(i)), except as explained below: In 2001, the Group started to reflect the land and buildings at their fair values as appraised by independent third party appraisers. Any increase arising on the revaluation of such land and buildings is credited to other comprehensive income, and presented in revaluation surplus in equity, except to the extent that it reverses a revaluation decrease for the same asset previously recognised as an expense, in which case the increase is credited to profit or loss to the extent of the decrease previously charged. A decrease in the carrying amount arising on the revaluation of such land and buildings is charged as an expense to the extent that it exceeds the balance, if any, held in the revaluation surplus relating to a previous revaluation of that asset.

251 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (d) Property and equipment (continued) (i) Recognition and measurement (continued) Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the following: the cost of materials and direct labour, any other costs directly attributable to bringing the asset to a working condition for its intended use, when the Group has an obligation to remove the asset or restore the site, an estimate of the costs of dismantling and removing the items and restoring the site on which they are located, and capitalised borrowing costs. Cost also includes transfers from equity of any gain or loss on qualifying cash flow hedges of foreign currency purchases of property and equipment. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment. When parts of an item of property and equipment have different useful lives, they are accounted for as separate items (major components) of property and equipment. Any gain or loss on disposal of an item of property and equipment (calculated as the difference between the net proceeds from disposals and the carrying amount of the item) is recognised, net in profit or loss in gains from investing activities or losses from investing activities. When revalued assets are sold, the amounts included in the revaluation surplus reserve are transferred to retained earnings. (ii) Reclassification to investment property When the use of a property changes from owner-occupied to investment property, the property is remeasured to fair value and reclassified as investment property. Property that is being constructed for future use as investment property is accounted for at fair value. Any gain arising on remeasurement is recognised in profit or loss to the extent that it reverses a previous impairment loss on the specific property, with any remaining gain recognised in other comprehensive income and presented in the revaluation surplus in equity. Any loss is recognised immediately in profit or loss. (iii) Subsequent expenditures Subsequent expenditure is capitalised only when it is probable that the future economic benefits associated with the expenditure will flow to the Group. Ongoing repairs and maintenance is expensed as incurred. (iv) Depreciation Items of property and equipment are depreciated on a straight-line basis in profit or loss over the estimated useful lives of each component. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Group will obtain ownership by the end of the lease term. Land is not depreciated. Items of property and equipment are depreciated from the date that they are installed and are ready for use, or in respect of internally constructed assets, from the date that the assets are complete and ready for use.

252 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (d) Property and equipment (continued) (iv) Depreciation (continued) The estimated useful lives for the current and comparative years of significant items of property and equipment are as follows: Description Year Buildings Furniture and equipment 4-20 Motor vehicles 5-10 Leasehold improvements are amortised over shorter of useful lives or the periods of the respective leases, also on a straight-line basis. Depreciation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate. (e) Intangible assets and goodwill (i) Goodwill Goodwill that arises upon the acquisition of subsidiaries is presented in intangible assets and goodwill account. For the measurement of goodwill at initial recognition, see note 42(a)(i). Subsequent measurement Goodwill is measured at cost less accumulated impairment losses (see accounting policy 42(i) (ii)). In respect of associates / joint ventures, the carrying amount of goodwill is included in the carrying amount of the investment, and any impairment loss is allocated to the carrying amount of the associates as a whole. (ii) Service concession arrangements Concession rights acquired by the Group have finite useful lives of 38 years ( D Marin Göcek ), 36 years ( Dalmacija ), 18 years ( Borik ) and 20 years ( Pozitif Arena ) starting from 7 December 2010, 30 April 2012, 30 April 2012 and 28 August 2013, respectively, and are measured at cost less accumulated amortisation. Cost includes borrowing costs directly attributable to the acquisition of the concession rights. The Group capitalises the borrowing costs directly attributable to the acquisition, or construction of a qualifying asset as part of the cost of that asset. (iii) Broadcasting rights Broadcasting rights represent terrestrial broadcasting licence of Kral TV and Kral FM which are the intangible assets recognised during the acquisition of commercial and economic assets of Kral TV and Kral FM in 2008 and terrestrial broadcasting licence of Star TV which are the intangible assets recognised during the acquisition of Işıl Televizyon Yayıncılık Anonim Şirketi in Terrestrial broadcast rights have indefinite useful lives. These rights are tested for impairment annually. (iv) Brand name Brand name represents brand names of Itsumi, Argos in Cappadocia, Villa Dubrovnik and Günaydın in 2014, Mezzaluna, Lacivert, Ulus 29, Çubuklu 29, Maki 29, Alaçatı 29, Babylon, Maçakızı and Sait acquired in 2013, Anjelique, Da Mario, Gina, Go Mongo, Kivahan, Kitchenette, Nusr-et, Tom s Kitchen and Vogue which are related to the intangible assets recognised during the acquisitions in 2012, and Star TV which is related to the intangible asset recognised during the acquisition in Brand names have indefinite useful lives and are tested for impairment annually.

253 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (e) Intangible assets and goodwill (continued) (v) Content library The content library of series and movies are related to the intangible assets recognised during the acquisition of Star TV in Ownership right of these items in the content library belongs to Star TV with unlimited transmission. The fair value of the content library on the acquisition date has been determined by an independent external expert. The content library is measured at cost less accumulated amortisation and any accumulated impairment losses. Useful lives of content library are five years period when content library is ready to screen on TV starting. (vi) Other intangible assets Other intangible assets that are acquired by the Group, which have finite useful lives, are measured at cost less accumulated amortisation and any accumulated impairment losses, if any (see accounting policy 42(i)). (vii) Subsequent expenditures Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, is recognised in profit or loss as incurred. (viii) Amortisation Except for goodwill, broadcasting rights and brand name recognised in business combinations, intangible assets are amortised on a straight-line basis in profit or loss over their estimated useful lives, from the date that they are available for use. Amortisation of service concession rights acquired by the Group is recognised in profit or loss on a straight line basis over their respective concession periods. Amortisation of content library is based on the fair value of the asset which is acquired through business combination under scope of IFRS 3 Business Combinations. The amortisation period for all items in content library are five years period when content library is ready to screen on TV. Amortisation methods and useful lives are reviewed at each reporting date and adjusted if appropriate. Amortisation of franchise network is based on the fair value of the asset which is acquired through business combination under scope of IFRS 3 Business Combinations. The amortisation period for franchise network is ten years period. Amortisation methods and useful lives are reviewed at each reporting date and adjusted if appropriate. Amortisation of sponsorship is based on the fair value of the asset which is acquired through business combination under scope of IFRS 3 Business Combinations. The amortisation period for sponsorship is ten years period. Amortisation methods and useful lives are reviewed at each reporting date and adjusted if appropriate. (f) Investment property Investment property is property held either to earn rental income or for capital appreciation or for both but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes. Investment property is measured at fair value with any change therein recognised in profit or loss.

254 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (f) Investment property (continued) Cost includes expenditure that is directly attributable to the acquisition of the investment property. The cost of self-constructed investment property includes the cost of materials and direct labour, any other costs directly attributable to bringing the investment property to a working condition for their intended use and capitalised borrowing costs. Investment property under construction is measured at cost. Any gain or loss on disposal of an investment property (calculated as the difference between the net proceeds from disposal and the carrying amount of the item) is recognised in profit or loss. When an investment property that was previously classified as property and equipment is sold, any related amount included in the revaluation surplus is transferred to retained earnings. When the use of a property changes such that it is reclassified as property and equipment, its fair value at the date of reclassification becomes its cost for subsequent accounting. (g) Inventories Inventories are measured at the lower of cost and net realisable value. Except as discussed in the following paragraphs, the cost of inventories is mainly based on the weighted average, and includes expenditure incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. Cost of trading goods and trading properties are determined on specific identification basis by the entities operating in automotive and construction businesses. Trading properties comprise land and buildings that are held for trading purposes. Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses. (h) Construction contracts in progress Construction contracts in progress represent the gross unbilled amount expected to be collected from customers for contract work performed to date. It is measured at cost plus profit recognised to date (see note 42 (l)(i)) less progress billings and recognised losses. Cost includes all expenditures related directly to specific projects and an allocation of fixed and variable overheads incurred in the Group s contract activities based on normal operating capacity. Construction contracts in progress is presented as part of trade receivables in the consolidated statement of financial position for all contracts in which costs incurred plus recognised profits exceed progress billings. If progress billings exceed cost incurred plus recognised profits, then the difference is presented as deferred income in the consolidated statement of financial position. The asset, Due from customers for contract work represents revenue recognised in excess of amounts billed. The liability, Due to customers for contract work represents billings in excess of revenue recognised.

255 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (i) Impairment (i) Non-derivative financial assets A financial asset not classified as at fair value through profit or loss is assessed at each reporting date to determine whether there is objective evidence that it is impaired. A financial asset is impaired if objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset, and that the loss event(s) had an impact on the estimated future cash flows of that asset that can be estimated reliably. Objective evidence that financial assets are impaired can include default or delinquency by a debtor, restructuring of an amount due to the Group on terms that the Group would not consider otherwise, indications that a debtor or issuer will enter bankruptcy, adverse changes in the payment status of borrowers or issuers in the Group, economic conditions that correlate with defaults or the disappearance of an active market for a security. In addition, for an investment in an equity security, a significant or prolonged decline in its fair value below its cost is objective evidence of impairment. Available-for sale financial assets Impairment losses on available-for-sale investment securities are recognised by reclassifying the cumulative loss that has been recognised in other comprehensive income, and presented in the fair value reserve in equity, to profit or loss. The cumulative loss that is reclassified from other comprehensive income and recognised in profit or loss is the difference between the acquisition cost, net of any principal repayment and amortisation, and the current fair value, less any impairment loss previously recognised in profit or loss. Changes in cumulative impairment losses attributable to application of the effective interest method are reflected as a component of interest income. If, in a subsequent period, the fair value of an impaired available-for-sale debt security increases and the increase can be related objectively to an event occurring after the impairment loss was recognised, then the impairment loss is reversed, with the amount of the reversal recognised in profit or loss. However, any subsequent recovery in the fair value of an impaired available-for-sale equity security is recognised in other comprehensive income. For an investment in unquoted equity instruments carried at cost because their fair value cannot be measured reliably, impairment losses is not reversed. Financial assets measured at amortised cost The Group considers evidence of impairment for financial assets measured at amortised cost (Loans and receivables and held to maturity investments) at both an individual asset and a collective level. All individually significant assets are individually assessed for impairment. Those found not to be impaired are then collectively assessed for any impairment that has been incurred but not yet individually identified. Assets that are not individually significant are collectively assessed for impairment. Collective assessment is carried out by grouping together assets with similar risk characteristics An impairment loss is calculated as the difference between an asset s carrying amount and the present value of the estimated future cash flows discounted at the asset s original effective interest rate. Losses are recognised in profit or loss and reflected in an allowance account. If the amount of impairment loss subsequently decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, then the previously recognised impairment loss is reversed through profit or loss.

256 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (i) Impairment (continued) (ii) Non-financial assets The carrying amounts of the Group s non-financial assets, other than investment property, inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset s recoverable amount is estimated. Goodwill and intangible assets with indefinite lives are tested annually for impairment. An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit ( CGU ) exceeds its recoverable amount. The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU. For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGUs. Subject to an operating segment ceiling test, CGUs to which goodwill has been allocated are aggregated so that the level at which impairment testing is performed reflects the lowest level at which goodwill is monitored for internal reporting purposes. Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to benefit from the synergies of the combination. Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the CGU (group of CGUs), and then to reduce the carrying amounts of the other assets in the CGU (group of CGUs) on a pro rata basis. An impairment loss in respect of goodwill is not reversed. For the other assets, impairment loss is reversed when there is a change in the estimates used in the calculation of recoverable amount. For other assets, an impairment loss is reversed only to the extent that the asset s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

257 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT 257 (j) Employee benefits (i) Reserve for employee severance indemnity Reserve for employee severance indemnity represents the present value of the estimated future probable obligation of the Group arising from the retirement of the employees and calculated in accordance with the Turkish Labour Law. It is computed and reflected in the consolidated financial statements on an accrual basis as it is earned by serving employees. The computation of the liabilities is based upon the retirement pay ceiling announced by the Government. The ceiling amounts applicable for each year of employment were TL 3,43 thousand and TL 3,25 thousand at 31 December 2014 and 2013, respectively. IFRSs require actuarial valuation methods to be developed to estimate the entity s obligation under defined benefit plans. The principal statistical assumptions used in the calculation of the total liability in the accompanying consolidated financial statements at 31 December were as follows: % % Discount rate 4,14 3,98 Turnover rate to estimate the probability of retirement 1,0-8,00 1,0-8,00 Actuarial gains/losses are comprised of adjustment of difference between actuarial assumptions and realised and change in actuarial assumptions. According to IAS 19, the Group recognised all actuarial differences in other comprehensive income. (ii) Defined benefit plan The Group is obliged to transfer certain amount of benefit on behalf of employees to Social Security Foundation (Public Institution). Except the benefit payments made by the Group, the Group does not have any other liability. These benefits are recognised directly in profit or loss in personnel expenses as they accrue. (iii) Vacation liability Liabilities from unused vacation days are recognised a liability when the right is qualified. (k) Provisions A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. 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 the risks specific to the liability. The unwinding of the discount is recognised as finance cost. (i) Warranties A provision for warranties is recognised when the underlying products or services are sold. The provision is based on historical warranty data and a weighting of all possible outcomes against their associated probabilities.

258 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (k) Provisions (continued) (i) Warranties (continued) The warranties on vehicles sold by the Group are issued by the main producers where the Group acts as an intermediary between the customers and the producer. The claims of customers to the Group are recognised as warranty expense in profit or loss. The Group recognises the amount claims from the producers as warranty income and offset against warranty expense. The Group incurs the cost that is not paid by the manufacturers. Accordingly, the Group recognises the estimated liability for the difference between possible warranty claims of customers and possible warranty claims from producers based on historical service statistics. (ii) Onerous contracts A provision for onerous contracts is recognised when the expected benefits to be derived by the Group from a contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before a provision is established, the Group recognises any impairment loss on the assets associated with that contract (see note 42 (i)(ii)). (l) Revenue and cost recognition (i) Construction contracts Contract revenue includes the initial amount agreed in the contract plus any variations in contract work, claims and incentive payments to the extent that it is probable that they will result in revenue and can be measured reliably. As soon as the outcome of a construction contract can be estimated reliably, contract revenue is recognised in profit or loss in proportion to the stage of completion of the contract. Contract expenses are recognised as incurred unless they create an asset related to future contract activity. The stage of completion is assessed by reference to the proportion of contract costs incurred for work performed to date to the estimated total contract costs. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised only to the extent of contract costs incurred that are likely to be recoverable. An expected loss on a contract is recognised immediately in profit or loss. (ii) Commissions When the Group acts in the capacity of an agent rather than as the principal in a transaction, the revenue recognised is the net amount of commission made by the Group. (iii) Rental income Rental income from investment property is recognised as revenue on a straight-line basis over the term of the lease. Lease incentives granted are recognised as an integral part of the total rental income, over the term of the lease. Rental income from other property is recognised as other operating income. (iv) Advertisement revenue under movie sales and service revenue Movie revenue is recognised in profit or loss when the movies or advertisements are broadcasted. The revenue is recognised as the fair value of the amount received or receivable for core business activity, after deduction of discounts, returns, sales premiums and return premium given to agents.

259 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (l) Revenue and cost recognition (continued) (v) Return premium Advertising sales made in accordance with the contract signed risturn advertising agencies depend on the volume of sales premiums covered by the advertising agency risturn premium is paid. Risturn premiums are recorded by deducting from revenue items as incurred. Revenues are recorded at fair value can be obtained or to be obtained first amount if the amount of revenue is able to be reliably measured and the economic benefits arising from the transactions. If the sales transaction is including a financing transaction, the fair value of the sales price, the amount to be obtained in the receivables is calculated by discounting the effective interest method. The interest rate used in discounting, is the interest that discounts the nominal amount of the relevant goods or services to the cash sale price ratio. (vi) Barter transactions Revenue from barter transactions is recognised at the fair value of the goods or services received, adjusted for any cash involved in the transaction. When goods or services are exchanged or swapped for goods or services which are of a similar nature and value, the exchange is not regarded as a transaction which generates revenue. When goods are sold or services are rendered in exchange for dissimilar goods or services, the exchange is regarded as a transaction which generates revenue. Revenue is measured at the fair value of the consideration received or receivable. When the fair value of the services received cannot be measured reliably, the revenue is measured at the fair value of the services provided, adjusted by the amount of any cash or cash equivalents transferred. When the outcome of a transaction involving the rendering of services cannot be estimated reliably (e.g. the amount of revenue cannot be measured reliably), revenue should be recognised only to the extent of the expenses recognised that are recoverable. Revenue is recognised only to the extent of costs incurred that are expected to be recoverable and, as the outcome of the transactions cannot be estimated reliably, no profit is recognised. As a consequence, due to the dissimilarity among the services and goods exchanged within barter transaction and the difference in settlement term of transaction even if they are the advertisements, these exchanges were regarded as different transactions which generates revenue by the Group. (vii) Revenue from magazine and book sales Revenue from the sales of magazine and books in the course of ordinary activities is measured at the fair value of the consideration received or receivable, net of returns, trade discounts and volume rebates. Revenue is recognised on an accrual basis when persuasive evidence exists that goods are delivered and services are rendered, that the significant risks and rewards of ownership have been transferred to the buyer; recovery of the consideration is probable; there is no continuing management involvement with the goods; and the amount of revenue can be measured reliably. If the discount can be measured reliably and probable, the discount is recognised net of revenue. (viii) Revenue from sales of cars and spare parts Revenue from the sales of cars, spare parts and services in the course of ordinary activities is measured at the fair value of the consideration received or receivable, net of returns, trade discounts and volume rebates. Revenue is recognised on an accrual basis when persuasive evidence exists that goods are delivered and services are rendered, that the significant risks and rewards of ownership have been transferred to the buyer; recovery of the consideration is probable; there is no continuing management involvement with the goods; and the amount of revenue can be measured reliably. Significant risks and rewards are transferred to the buyer when the goods or ownership of goods passed to the buyer.

260 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (l) Revenue and cost recognition (continued) (viii) Revenue from sales of cars and spare parts (continued) When the arrangement effectively constitutes a financing transaction, the fair value of the consideration is determined by discounting all future receipts using an imputed rate of interest. The difference between nominal value and fair value of sales amount is recognised in other operating income. (ix) Other businesses Revenue from the sale of goods in the course of ordinary activities is measured at the fair value of the consideration received or receivable, net of returns and allowances, trade discounts and volume rebates. Revenue is recognised when persuasive evidence exists, usually in the form of an executed sales agreement, that the significant risks and rewards of ownership have been transferred to the buyer, recovery of the consideration is probable, the associated costs and possible return of goods can be estimated reliably, and there is no continuing management involvement with the goods and the amount of revenue can be measured reliably. If it is probable that discounts will be granted and the amount can be measured reliably, then the discount is recognised as a reduction of revenue as the sale is recognised. Transfers of risks and rewards vary depending on the individual terms of the contract of sale. Revenue from services rendered is recognised in profit or loss on an accrual basis at the reporting date. (x) Research and development costs Expenditure on research activities is recognised in profit or loss when incurred. (xi) Dividend income Dividend income is recognised on the date that the Group s right to receive payment is established. Dividend payables are recognised after the dividend distribution approval in the General Assembly. (m) Government grants Government grants are recognised initially as deferred income at fair value when there is reasonable assurance that they will be received and that the Group will comply with the conditions associated with the grant and are then recognised in profit or loss as other operating income on a systematic basis over the useful life of the asset. Grants that compensate the Group for expenses incurred are recognised in profit or loss as other operating income on a systematic basis in the same periods in which the expenses are recognised. (n) Leases (i) Leased assets Assets held by the Group under financial leasing contract which transfer to the Group substantially all of the risks and rewards of ownership are classified as finance leases. At initial recognition, the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset. Assets held under other leases are classified as operating leases and are not recognised in the Group s consolidated statement of financial position. (ii) Lease payments Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised as an integral part of the total lease expense, over the term of the lease.

261 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (n) Leases (continued) (ii) Lease payments (continued) Lease payments within the contract of financial leasing made under finance leases are apportioned between the finance cost and the reduction of the outstanding liability. The finance cost is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability. (iii) Determining whether an arrangement contains a lease At inception of an arrangement, the Group determines whether such an arrangement is or contains a lease. The following two criteria must be met for a lease : the fulfilment of the arrangement is dependent on the use of a specific asset or assets; and the arrangement contains a right to use the asset(s). At inception or upon reassessment of the arrangement, the Group separates payments and other consideration required by such an arrangement into those for the lease and those for other elements on the basis of their relative fair values. If the Group concludes for a finance lease that it is impracticable to separate the payments reliably, an asset and a liability are recognised at an amount equal to the fair value of the underlying asset. Subsequently the liability is reduced as payments are made and an imputed finance charge on the liability is recognised using the Group s incremental borrowing rate. (o) Finance income and finance cost Finance income comprises interest income on funds invested, foreign currency gains (excluding those on trade receivables and payables), and gains on derivative instruments that are recognised in profit or loss. Interest income is recognised as it accrues, using the effective interest method. Finance cost comprise interest expense on borrowings, foreign currency losses (excluding those on trade receivables and payables), and losses on derivative instruments that are recognised in profit or loss. Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying asset are recognised in profit or loss using the effective interest method. Borrowing costs that are directly attributable to construction of investment property is in included in the cost base of related assets. Foreign currency gains and losses are reported on a net basis as either finance income or finance cost depending on whether foreign currency movements are in a net gain or net loss position. (p) Income tax Income tax expense comprises current tax and deferred tax. Current tax and deferred tax are recognised in profit or loss except to the extent that it relates to a business combination, or items recognised directly in equity or in other comprehensive income. Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

262 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) 42 Significant accounting policies (continued) (p) Income tax (continued) Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss, and differences relating to investments in subsidiaries, jointly arrangements and associates to the extent that it is probable that they will not reverse in the foreseeable future. In addition, deferred tax is not recognised for taxable temporary differences arising on the initial recognition of goodwill. Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity. A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences, to the extent that it is probable that future taxable profits will be available against which the temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Deferred taxes related to fair value measurement of available for sale assets and cash flow hedges are charged or credited to equity and subsequently recognised in profit or loss together with the deferred gains that are realised. Deferred taxes related to revaluation surplus reserve are recognised in other comprehensive income in revaluation surplus in equity on a net basis. Deferred tax asset is recognised and only limited with below mentioned conditions are met both for taxable temporary differences of Doğuş Holding and its subsidiaries: Temporary differences will reverse in a foreseable future period and there would be enough taxable income in order to utilise temporary differences. Deferred tax liability is recognised except below mentioned conditions are met both for taxable temporary differences of Doğuş Holding and its subsidiaries: Owners of the Company are able to control timing of reversal of temporary differences and temporary differences would not be reversed probably in a foreseable future period. (r) Assets held for sale or distribution Non-current assets, or disposal groups comprising assets and liabilities, that are expected to be recovered primarily through sale or distribution rather than through continuing use, are classified as held for sale or distribution. Immediately before classification as held for sale or distribution, the assets, or components of a disposal group, are remeasured in accordance with the Group s accounting policies. Thereafter generally the assets, or disposal group, are measured at the lower of their carrying amount and fair value less costs to sell. Any impairment loss on a disposal group is allocated first to goodwill, and then to the remaining assets and liabilities on pro rata basis, except that no loss is allocated to inventories, financial assets, deferred tax assets and investment property, which continue to be measured in accordance with the Group s accounting policies. Impairment losses on initial classification as held for sale or distribution and subsequent gains and losses on remeasurement are recognised in profit or loss. Gains are not recognised in excess of any cumulative impairment loss. Intangible assets and property and equipment once classified as held for sale or distribution are not amortised or depreciated. In addition, equity accounting of associates ceases once classified as held for sale or distribution.

263 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS SUBSIDIARIES Notes to Consolidated Financial Statements As at and for the Year Ended 31 December 2014 (Amounts expressed in thousands of Turkish Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT Significant accounting policies (continued) (s) Indemnification assets Initial recognition Indemnification assets are an exception to the recognition and measurement principles of IFRS 3. An acquirer recognises indemnification assets at the same time and measures them on the same basis as the indemnified item, subject to contractual limitations and adjustments for collectibility, if applicable. The Group has the right to reimburse the provision for litigation and claims brought through the acquisition of Star TV to Alkım İletişim A.Ş. (formerly named as Alp Görsel İletişim A.Ş.), the previous shareholder of Star TV, when such legal cases end against the favor of the Group and create a possible cash outflow. Subsequent measurement Subsequent to initial recognition, the acquirer continues to measure an indemnification asset on the same basis as the related indemnified asset or liability and the revision in measurement of the provision due to the subsequent information will be recognised through the profit or loss in contrary of the effect leading the net effect on the profit or loss be equal to zero whereas the decreasing effect on the asset and liability side on the consolidated statement of financial position will be the same. The initial and subsequent accounting for indemnification assets recognised at the acquisition date applies equally to indemnified assets and liabilities that are recognised and measured under the principles of IFRS 3 and those that are subject to exceptions to the recognition or measurement principles of IFRS 3. If the amounts recognised by an acquirer for an indemnified liability and a related indemnification asset recognised at the acquisition date do not change subsequent to the acquisition and ultimately are settled at the amounts recognised in the acquisition accounting, then there will be no net effect on profit or loss providing that those amounts are the same. (t) Segment reporting An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Group s other components. All operating segments operating results are reviewed regularly by the CEO ( Chief Executive Officer ) and BOD members to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available. (u) De-merger/ Spin off Economically a de-merger represents a division of an entity into separate parts. The result of a de-merger is that the same shareholders own the same group of businesses; the shareholders structure and their ownership interests are identical both before and after the de-merger. In the absence of further guidance in IFRS, the Group has accounted the de-merger via book values. (v) New standards and interpretations not yet adopted A number of new standards, amendments to standards and interpretations are not yet effective for the year ended 31 December 2014, and have not been applied in preparing these consolidated financial statements. Effective for the years ending 31 December 2016 IFRS 14 Regulatory Deferral Accounts Amendments to IFRS 11 Accounting for Acquisitions of Interests in Joint Operations Amendments to IAS 16 and IAS 38 Clarification of Acceptable Methods of Depreciation and Amortisation Amendments to IAS 27 Equity Method in Separate Financial Statements Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets between an Investor and its Associate or Joint Venture Amendments to IAS 1 Disclosure Initiative Annual Improvements to IFRSs Cycle various standards Effective for the years ending 31 December 2017 IFRS 15 Revenue from Contracts with Customers Effective for the years ending 31 December 2018 IFRS 9 Financial Instruments The Group does not plan to adopt these standards early and the extent of the impact has not been determined yet.

264 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND AND ITS ITS SUBSIDIARIES Notes Supplementary to Consolidated Information Financial Statements As Convenience at and for the Translation Year Ended to 31 US December Dollar (Amounts December expressed 2014in thousands of Turkish Lira ( TL ) unless otherwise stated.) Appendix I The US Dollar ( USD ) amounts shown in the consolidated statement of financial position and consolidated statement of profit or loss and other comprehensive income on the following pages have been included solely for the convenience of the reader. For the current year s consolidated financial statements, USD amounts are translated from TL consolidated financial statements using the official TL exchange rate of 2,3189 TL/USD prevailing on 31 December For the prior year s consolidated financial statements, USD amounts are translated from TL consolidated financial statements using the official TL exchange rate of 2,1343 TL/USD prevailing on 31 December Such translation should not be construed as a representation that the TL amounts have been converted into USD pursuant to the requirements of IFRSs or Generally Accepted Accounting Principles in the United States of America or in any other country.

265 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND AND ITS ITS SUBSIDIARIES Notes As at 31 to December Consolidated 2014 Financial Statements As Consolidated and for the Statement Year Ended of 31 Financial December Position 2014 (Amounts expressed in in thousands of Turkish of USD) Lira ( TL ) unless otherwise stated.) DOĞUŞ GROUP 2014 ANNUAL REPORT 265 Appendix I.1 31 December December 2013 ASSETS Current Assets: Cash and cash equivalents Other investments, including derivatives Trade receivables Due from related parties Due from third parties Inventories Prepayments Other current assets Subtotal Assets held for sale Total current assets Non-Current Assets: Trade receivables Due from related parties Due from third parties Other investments, including derivatives Investments in equity accounted investees Investment property Property and equipment Intangible assets Goodwill Intangible assets Prepayments Deferred tax assets Other non-current assets Total non-current assets TOTAL ASSETS

266 DOĞUŞ HOLDİNG ANONİM ŞİRKETİ AND ITS ITS SUBSIDIARIES Notes As at 31 to December Consolidated 2014 Financial Statements As Consolidated and for the Statement Year Ended of 31 Financial December Position 2014 (Continued) (Amounts expressed in in thousands of of Turkish USD) Lira ( TL ) unless otherwise stated.) Appendix I.1 31 December December 2013 LIABILITIES Current Liabilities: Short term loans and borrowings Short term portion of long term loans and borrowings Other financial liabilities Trade payables Due to related parties Due to third parties Current tax liabilities Provisions Employee benefits Other provisions Other current liabilities Total current liabilities Non-Current Liabilities: Loans and borrowings Other financial liabilities Trade payables Due to related parties Due to third parties Provisions Employee benefits Other provisions Deferred tax liabilities Other non-current liabilities Total non-current liabilities TOTAL LIABLITIES EQUITY Equity attributable to owners of the Company: Share capital Adjustments to share capital Capital stock held by subsidiaries (-) (40.765) (44.291) Share premium Other comprehensive income items that will never be classified to profit or loss Other comprehensive income items that are or may be classified to profit or loss Restricted reserves Retained earnings Profit for the year Total equity attributable to owners of the Company Non-controlling interests Şahenk family Other Total non-controlling interests TOTAL EQUITY TOTAL LIABILITIES AND EQUITY

267 Doğuş DOĞUŞ Holding HOLDİNG Anonim ANONİM Şirketi ŞİRKETİ and its AND Subsidiaries ITS SUBSIDIARIES As Consolidated 31 December Statement 2014 of Consolidated Profit or Loss Statement and Other of Comprehensive Financial Position Income For (Amounts the Year expressed Ended 31 in December thousands 2014 of Turkish Lira ( TL ) unless otherwise stated.) (Amounts expressed in thousands of USD) DOĞUŞ GROUP 2014 ANNUAL REPORT 267 Appendix I.2 31 December December 2013 PROFIT OR LOSS Revenue Cost of sales (-) ( ) ( ) Gross profit Administrative expenses (-) ( ) ( ) Selling, marketing and distribution expenses (-) ( ) ( ) Other operating income Other operating expenses (-) ( ) (77.111) Share of profit of equity accounted investees, net of tax Operating profit Gains from investing activities Losses from investing activities (-) (2.996) (753) Profit before net finance cost Finance income Finance cost (-) ( ) ( ) Profit before tax Tax income / (expense) from continuing operations - Current tax expense (21.511) (41.950) - Deferred tax income (52.562) Continuing operations profit for the year Discontinued operations profit for the year Profit for the period Profit attributable to: Non-controlling interests Şahenk family Other Owners of the Company Earnings per share (full USD) 0,03 0,07

268 Doğuş DOĞUŞ Holding HOLDİNG Anonim ANONİM Şirketi ŞİRKETİ and its AND Subsidiaries ITS SUBSIDIARIES As Consolidated 31 December Statement 2014 of Consolidated Profit or Loss Statement and Other of Comprehensive Financial Position Income (Continued) For (Amounts the Year expressed Ended 31 in December thousands 2014 of Turkish Lira ( TL ) unless otherwise stated.) (Amounts expressed in thousands of USD) Appendix I.2 31 December December 2013 OTHER COMPREHENSIVE INCOME Items that will not be reclassified to profit or loss: Revaluation of property and equipment Remeasurements of defined benefit liability (1.136) Tax on items that will not be reclassified to profit or loss: - Deferred tax (6.913) (3.038) Other comprehensive income from equity accounted investees, net of tax Items that are or may be reclassified to profit or loss: ( ) Foreign currency translation differences for foreign operations Changes in fair value of available for sale financial assets Effective portion of changes in fair value of cash flow hedges (4.296) Net investment hedge for foreign operations (42.167) Tax on items that are or may be reclassified to profit or loss: - Current tax (2.226) Deferred tax 859 (634) Other comprehensive income from equity accounted investees, net of tax ( ) OTHER COMPREHENSIVE INCOME (25.867) TOTAL COMPREHENSIVE INCOME Total comprehensive income attributable to: Non-controlling interests Şahenk Family Other Owners of the Company

269 Please scan image with your QR Code Reader equipped smartphone to access Doğuş Group website at for additional information on Doğuş Group. This annual report is printed on recycled paper. CONTENT MANAGEMENT DESIGN & PRODUCTION

270 DOĞUŞ HOLDİNG A.Ş. MASLAK AYAZAĞA CADDESİ, NO:2, 34396, SARIYER, İSTANBUL / TURKEY PHONE: +90 (212) FAX: +90 (212)