THE PAST, THE PRESENT AND FOREVER

Transcription

1 2013 ANNUAL REPORT THE PAST, THE PRESENT AND FOREVER 1969>2014>

2 Contents At a Glance 2 Key Indicators in Major Developments in Tepe İnşaat in Brief 12 Vision, Mission and Corporate Values 14 Key Financial Indicators 16 Subsidiaries and Affiliates 18 Bilkent Holding 22 A 45-Year History Dedicated to Creating Long-Term Value 48 Message from the Management 50 Board of Directors, Senior Management and Board of Auditors Operations in Business Development and Operation Map 54 Contracting Projects (Domestic) 61 Contracting Projects (Overseas) 66 Investment Projects 70 TAV Havalimanları (TAV Airports) 90 TAV İnşaat (TAV Construction) 96 İDO (Istanbul Sea Buses) Sustainability 104 Human Resources Policy 108 Occupational Safety, Environmental and Quality Policy 110 Bilkent University Financial Statements 115 Independent Auditors Report, Financial Statements and Footnotes

3 The Past... We commenced our operations in 1969 in a workshop under the name Tepe Ağaç Metal where we performed various modifications and remodeling related work. We started out only with big dreams and a drive to succeed. Upon completion of the restructuring of Tepe Group in 1986, we continued on our journey of success as a subsidiary of Bilkent Holding. The Present As the flagship company of Bilkent Holding, we are also widely recognized as one of the pioneering and innovative enterprises in the construction industry both in Turkey and the world, thanks to our strong financial structure, long-established experience and sound corporate reputation. We continue to build exemplary structures and add significant value to life. And Forever Backed by all the buildings we pass on to future generations and our well-skilled human capital, we look toward the future with hope. With the objective of creating lasting value, we leave our mark on every area of modern life. We are working and producing continuously as time passes by to build the future of tomorrow, today.

4 Key Indicators in th Place on the ENR Top 250 List Having strong brand value with development projects completed both domestically and abroad, Tepe İnşaat ranked 188th on the 2013 ENR Top 250 list of the world s leading international construction companies. 1,285,282 Equity Size (TL Thousand) Having gained prominence with its successful financial performance in parallel to its long-established corporate culture, Tepe İnşaat increased its equity to TL 1,285,282 thousand in A-(Trk) Long-term National Rating of Bilkent Holding On May 29, 2013, JCR Eurasia Rating confirmed the long-term national rating of Bilkent Holding as A-(Trk). 1,752,592 Total Assets (TL Thousand) With a sustainable performance, Tepe İnşaat assets totalled TL 1,752,592 thousand. Investment Project Indicators 609 As the Company s second residence development project in the Istanbul- Maltepe region, Narlife consists of 609 housing units built on a tract with 60% designated greenspace. Construction work is currently ongoing and the Company expects to deliver the units in 2014 and Tepe İnşaat entered into a cooperation agreement with Mesa Mesken for the Park Mozaik development project, which consists of 885 residential units to be built on a 76,000 m2 tract in Yaşamkent, Ankara, The Company plans to commence construction on Park Mozaik in Tepe İnşaat 2013 Annual Report

5 Major Developments in 2013 Tepe İnşaat continued on its journey of success Ranking 188 th on the 2013 ENR Top 250 list of the world s largest construction and contracting companies, Tepe İnşaat continued to create significant value for its shareholders, in particular Bilkent University, with the Company s successful projects developed both in Turkey and abroad. With several high-profile developments, including shopping mall, residence and industrial facility projects, completed in Turkey s major cities such as Istanbul and Ankara as well as in the Russian Federation and Turkmenistan, the Company continued to set the quality standards for the construction sector. At a Glance 3

6 Major Developments in 2013 Narlife Project is nearly complete In 2013, construction work for the Narlife development, built on the last and most valuable tract in the Maltepe region of Istanbul, next to the Narcity and Narkule projects, was carried out at a fast pace. Work on the project commenced in September 2012 and the Company plans to complete and deliver Block C in March 2014, one year before the scheduled completion date; meanwhile, the housing units in Block A and B are planned to be 4 Tepe İnşaat 2013 Annual Report

7 delivered to clients in March Surrounded by natural pinewoods and enjoying a view of the Princes Islands, Narlife is distinguished by its vast green area, which covers 60% of the total development, and its proximity to major highways. Located 3 km from the E5 highway, 5 km from the coastal road, 6 km from the TEM Highway and 20 km from Sabiha Gökçen Airport, thus offering easy access to the city s main arteries, Narlife is aimed at the B+ residence customers group. At a Glance 5

8 Major Developments in 2013 First Project in Turkmenistan Completed As of end-2013, Tepe İnşaat s silo reinforcement work contracted in various provinces of Turkmenistan was complete. Having successfully completed numerous construction and contracting projects over the years in a broad geographic area, extending from the Russian Federation to the Gulf countries, the Company carried out silo construction and rehabilitation in 2013 in eight Turkmenistan provinces (Altınsahra, Tejen, Babadayan, Karakum, Garıssızlık, Sparmyrat, Boldumsaz, Beyik). With the completion of the bakery oven, pasta production and packaging production facilities in Turkmenistan s Turkmenabad, Ruhabad, Serdar, Mary and Daşoğuz provinces during the year, the Company aims to complete construction of eight different silos with total capacity of 360,000 tons, located in eight of the country s provinces (Altınsahra, Tejen, Babadayan, Karakum, Garıssızlık, Sparmyrat, Boldumsaz, Beyik) in President of Turkmenistan attended the opening ceremony... The Mary and Turkmenabad flour plants, important components of the silo reinforcement project completed by Tepe İnşaat in Turkmenistan during 2013, became operational on September 5, 2013 following a celebrated opening ceremony. Turkmenistani President Gurbanguli Berdimuhamedov, along with other leading government officials attended the inauguration of Mary Flour Plant, which has a 150 thousand ton wheat storage capacity and annual flour production capacity of 130 thousand tons. 6 Tepe İnşaat 2013 Annual Report

9 2013 Best Investment in Russia Award Presented to Coşkunöz LLC Plant The Coşkunöz Alabuga LLC Plant investment, for which Tepe İnşaat performed the contracting design and construction, was awarded the 2013 Best Investment in Russia prize from the Russian Automotive Forum. With this plant investment, constructed on a 12,000 m 2 tract in the city of Yelebuga, Tartarstan Republic, Russian Federation, Coşkunöz Alabuga LLC plans to commence production operations for the automotive sector. This project, which received widespread recognition across Russia for its high quality standards, once again demonstrated the Company s experience and know-how in the construction of and contracting for industrial facilities. At a Glance 7

10 Tepe İnşaat in Brief Shareholding Structure (%) Bilkent Holding A.Ş. 85.9% Tepe Emlak Yatırım İnş. A.Ş. 13.3% Other 0.8% 8 Tepe İnşaat 2013 Annual Report Tepe İnşaat has conducted its operations for 45 years in the construction industry, a leading sector that plays a key role in the development of the nation s economy, directly through value creation and indirectly through support to sub-sectors. The Company completed various projects in 2013, all befitting its strong brand and market reputation. Focused on creating significant value for all stakeholders, and especially for its major shareholder Bilkent Holding A.Ş., the Company has bolstered its pioneering position in the construction industry thanks to domestic and overseas projects that are designed to meet the rapidly changing needs of the modern world. Tepe İnşaat abides by Bilkent University founder Prof. Dr. İhsan Doğramacı s philosophy Further, toward the best. To this end, the Company s portfolio of high-profile projects include housing developments; shopping malls; office complexes; healthcare facilities; educational facilities and campuses; sports and recreational facilities; hotels; military facilities; power plants and industrial facilities; transportation infrastructure and roads; religious facilities; urban infrastructure; pipelines and water supply infrastructure; renovation and pre-engineered projects. The Company plans to develop further in the coming period and continue setting the standards for quality in the sector. Driven by its well-skilled human resources and wellestablished brand reputation, Tepe İnşaat reported registered capital of TL 780,000,000 as of December 31, Company Shareholders Tepe İnşaat Sanayi Anonim Şirketi Share Class TL Participating Share (%) Bilkent Holding A.Ş. A 1 0 Bilkent Holding A.Ş. B 669,765, Tepe Emlak Yat. İnş. A.Ş. B 104,000, Tepe Savunma ve Güv. Sis. A.Ş. B 5,672, Tepe Home Mob. Dek. Ürün San. ve Tic. A.Ş. B 562,

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14 Vision, Mission and Corporate Values Vision To provide resources to Bilkent University, the principal shareholder, and make a tangible contribution to national education; To provide added value to the national economy by producing and generating employment; To pursue its activities with respect for ethical values, in order to survive, and be trustworthy, in accordance with its mission and vision of becoming a leading company across different business lines, and on a global scale, and of establishing a presence in diverse geographical regions. Mission To create the necessary resources for Bilkent University to continue developing and growing; To make a contribution to Turkey s future by transferring the values and resources it created at the establishment of Bilkent University, Turkey s first foundation university and one of the country s most distinguished educational institutions; To focus on success in each project undertaken for each new client, whether it is an institution or an individual, without compromising on quality, with complete confidence in its human resources, by considering environmental sustainability and by incorporating global technological developments and contemporary demands; To introduce innovations to the industry while developing a variety of construction projects in both Turkey and abroad. 12 Tepe İnşaat 2013 Annual Report

15 Corporate Values Possessing a Sense of Responsibility To be aware of its responsibilities towards customers, employees and suppliers, as well as to the environment and the wider community. To undertake only the services it is capable of offering under turnkey infrastructure projects, as well as investment projects, from concept design to final delivery, including land, funding, design, construction and marketing phases, and to execute all contracts comprehensively. Adhering to Ethical Values and Laws To adhere to ethical rules and laws to the fullest extent in striving towards best service and product quality in its field of activity, observing competition, efficiency and profitability. To comply with all laws and regulations applicable in the national, as well as overseas regions where projects are implemented. Being Customer Satisfaction Oriented To ensure continuous customer satisfaction by taking into consideration evolving and growing customer expectations. To establish clear and transparent communication with customers, while providing services in a timely manner according to its commitments. Creating Global Value To contribute to the environmental, economic, social and communal development of each region where the Company s projects are realized. Sharing the Success To share the successes attained with its employees, customers, business associates and the community. At a Glance 13

16 Key Financial Indicators Balance Sheet Figures (TL Thousand)(*) A-Current Assets 872, ,423 B-Fixed Assets 920, ,169 Total Assets 1,793,143 1,752,592 A-Short-term Foreign Liabilities 296, ,205 B-Long-term Foreign Liabilities 221, ,104 C-Shareholders Equity 1,274,792 1,285,282 (*) Prepared according to the stand-alone financial statements. Income Statement Figures (*) Net Sales 116,325, ,158,998 Cost of Sales (-) 88,476, ,501,477 Gross Sales Profit or Loss 27,848,860 5,657,521 Operating Expenses (-) 16,383,829 5,528,507 Operating Profit or Loss 11,465, ,015 Revenues and Profits from Other Operations 95,855,325 94,693,747 Expenses and Losses from Other Operations (-) 37,680,414 24,708,426 Financial Expenses (-) 30,987,494 13,895,693 Ordinary Profit or Loss 38,652,448 56,218,643 (*) Prepared according to the stand-alone financial statements. 32% Net Sales (TL thousand) Tepe İnşaat posted net sales of TL 157,158 thousand in , , Tepe İnşaat 2013 Annual Report

17 Liquidity Ratios (*) Current Ratio Acid Test Ratio Cash Ratio Operating Ratios (*) Accounts Receivable Turnover Rate Debt Collection Period Current Assets Turnover Ratio Net Working Capital (TL) 575,730, ,217,971 Net Working Capital Turnover Ratio Tangible Fixed Assets Turnover Ratio Total Assets Turnover Ratio Equity Turnover Ratio Financial Leverage Ratios (*) Financial Leverage Ratio Financing Ratio Ratio of Equity to Total Assets Ratio of Short-term Debts to Total Liabilities Ratio of Short-term Debts to Total Debts Ratio of Long-term Debts to Total Liabilities Ratio Analysis Pursuant to the Public Procurement Law (*) Current Ratio Ratio of Equity to Total Assets Ratio of Short-term Financial Liabilities to Total Equity (*) Prepared according to the stand-alone financial statements. At a Glance 15

18 Subsidiaries and Affiliates (as of ) Company Name Total Capital Participation Participation Amount Share Ankara Teknoloji A.Ş. 9,600,000 1,106, Antepe Sağlık ve Turz. Hizm. Tic. Danş. A.Ş. 3,000,000 2,975, Artı Döviz A.Ş.(*) 2,500,000 1,225, Azerkörpü Tepe M.M.C.- Azerbaijan Batı Karadeniz Elektrik Dağıtım A.Ş. 1,400, , Bilenerji A.Ş. 30,550,000 4,530, Bilan Bilkent Ankara Tepe Otel A.Ş. 5,500,000 2,694, Bilbak Bilkent Bak. A.Ş. 500, , Bilintur A.Ş. 57,500,000 21,500, Bilintur Kültür Turizm Yat. ve Tic. A.Ş. 100,000 49, Bilen Bilkent Enerji Yat. A.Ş. 1,150, Bilsigorta A.Ş. 1,000, Bitu Turizm ve İnşaat Yatırım A.Ş. 50,000 2, C.B. Spolka Zograniczona Odp.-Poland 7,843,277 2,221, Dafne Ege Döviz Ticareti A.Ş. 1,000, Dilek İnşaat A.Ş. 22,000,000 2,968, Esenboğa Ankara Döviz Ticareti A.Ş. 1,000, Hyper Foreign Trade - Holland 137,019 73, Kirazlı Konutları Adi Ortaklığı 10,000 2, Knauf İnşaat ve Yapı Elm. A.Ş. 208,719,293 4, Meteksan Matbacılık A.Ş. 90,000,000 5,864, Tepe İnşaat 2013 Annual Report

19 Meteksan Savunma A.Ş. 10,000, , Optisis İletişim ve Bilgi Teknolojileri A.Ş. 300,000 3, Park Villa İnşaat ve Turizm A.Ş. 500, , Pft Sıva Sistemleri A.Ş. 15, Sports International A.Ş. 26,000,000 21,888, İdo İst. Deniz Otobüsleri San. ve Tic. A.Ş. 210,900,000 63,270, Tav Esenboğa Yatırım Yapım ve İşl. A.Ş. 241,650, Tav Havalimanları Holding A.Ş. 363,281,250 29,273, Tav Yatırım Holding A.Ş. 100,500,000 24,346, Tepe Betopan A.Ş. 26,000,000 19,200, Tepe Emlak Yatırım İnş. ve Tic. A.Ş. 225,000, ,047, Tepe Home A.Ş. 80,000,000 64,497, Tepe İnşaat ve Ticaret (Kıbrıs) Limited 145, , Tepe Mesa Adi Ortaklığı 1,000, , Tepe Metag Adi Ortaklığı 50,000 25, Tepe Nacap İş Ortaklığı Tepe Prefabrik İnşaat Sanayi ve Tic. A.Ş. 12,000,000 10,213, Tepe Savunma ve Güv. Sist. A.Ş. 30,000,000 18,779, Tepe Servis ve Yönetim A.Ş. 6,000,000 1,039, Tepe Tesan Adi Ortaklığı 100,000 60, Tepe Türkmen A.Ş. 1,000, , (*) On March 27, 2014, the Company completed the transfer of all of its Group A shares in affiliate Artı Döviz Ticaret A.Ş. with a value of TL 912,500 to Travelex Group Investment Ltd. for the amount of USD 19,345,000. At a Glance 17

20 Bilkent Holding Bilkent Holding companies are leaders in their respective industries, in terms of turnover and market share, thanks to their innovative management approach. 18 Tepe İnşaat 2013 Annual Report Bilkent Holding s foundation began with Dilek İnşaat, established by İhsan Doğramacı in 1968 to operate in the construction industry; one year later, Tepe Ağaç Metal ve Makina Sanayi and Meteksan were founded. During a fundamental restructuring in 1986, these companies were gathered under the roof of Bilkent Holding. Focused on creating significant value for partners and stakeholders since its inception, Bilkent Holding has always prioritized customer satisfaction, profitability and excellence in quality in all industries in which it operates. Conducting operations within a broad range of industries that include construction, furniture retailing, printing and paper production, real estate and airport management services, Bilkent Holding has extended its deep-rooted experience and know-how to international markets, with operations in the Middle East, North Africa, Turkic Republics, Eastern Europe and Russia. While working to further expand its operating area and geographic reach, Bilkent Holding currently ranks among the 50 largest corporate groups in Turkey, according to both domestic and international business information sources. Bilkent Holding companies are leaders in their respective industries, in terms of turnover and market share, thanks to their innovative management approach. Tepe İnşaat, Bilkent Holding s flagship company in the construction industry, continues to undertake projects both in Turkey and abroad, introducing innovations without compromising on quality. In addition, the high quality standards and strong brand image attained by the Tepe brand in construction were transferred to the furniture and retail industries, expanding the Holding s field of operations. While Tepe Mobilya produces tailor-made designs to achieve high levels of customer satisfaction, Tepe Home undertakes the marketing/sales efforts for Tepe Mobilya products. Tepe Home also introduced the mass merchandising concept to the Turkish furniture market, and is the innovative force in the sector.

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22 Bilkent Holding Tepe Emlak continues to create venues that become centers of attraction thanks to the experience and know-how it has gained since institutionalization started in the shopping center sector. 50 Among Turkey s 50 Largest Corporate Groups Bilkent Holding ranks among the 50 largest corporate groups in Turkey according to domestic and international business information sources. Bilkent Holding is rapidly expanding its operations in the furniture and retail industries, transferring the high quality standards and powerful brand image gained with the Tepe brand in the construction industry. Tepe Home Mobilya produces and sells tailor-made designs to achieve high-level customer satisfaction. As the leading innovative brand in the industry, Tepe Home Mobilya has introduced the megastore furniture retailing concept to Turkey. Meanwhile, Meteksan Matbaa is a significant player in the printing-paper industry with an annual production capacity of nearly 100,000 tons; the company is widely known for its product range and diversity. Tepe Emlak has been involved in the construction of seven shopping centers in Turkey and the operation of the Ankara Bilkent Center as well as the Istanbul Tepe Nautilus shopping malls. The company continues to create retail venues that become centers of attraction thanks to the experience and know-how it has gained since the shopping center sector became more institutionalized. Tepe Savunma is another company that has achieved stable growth under the Bilkent Holding roof. Bilintur, founded by the Holding to operate in hotel management and catering, also continues to steadily increase its market share with customer-focused business processes and high quality standards. As Turkey s largest cement board manufacturer, Tepe Betopan ranks among the three largest cement-bonded particleboard producers in the world and exports its products to regions around the globe. 20 Tepe İnşaat 2013 Annual Report

23 The primary factor that ensures the success of Bilkent Holding s operations is the Group companies ability to form new subsidiaries and to support the Holding s total profitability without compromising on corporate values and principles. The most prominent example of this business model that has provided substantial added-value for Bilkent Holding is TAV Havalimanları ve Yatırım Holding, which was founded under a Tepe-Akfen partnership. Other key factors that have moved the Holding forward during its corporate development, known as the Journey toward Excellence, are its professional approach to human resource management, which is based on finding the right person for the right job, and the implementation of environmentally friendly practices. Shaping its operations in terms of five-year strategic plans, Bilkent Holding is highly successful in achieving both its financial and operational objectives. The Holding focuses on bolstering its market leadership in its operating sectors. In addition, the Holding closely monitors collaborative projects undertaken by public and private sectors, privatizations, overseas investment opportunities and investment projects with the help of advanced technology applications and its specialized staff. Gaining increasing strength during its more than 45 years of experience, Bilkent Holding has made significant contributions to the development of Turkey s private sector. The Holding remains committed to carrying out projects that will continue moving its sustainable and profitable financial structure and strong brand image forward into the future. At a Glance 21

24 A 45-year history dedicated to creating long-term value s 1982 Bilkent University Campus Turkey s first foundation university was established in October 1984 by the İhsan Doğramacı Foundation. Classes started with 386 students in 1986; today, the University has 12,000 students in nine faculties, two professional schools, three vocational schools and six institutes. Bilkent graduates are among Turkey s most valued human capital. The Bilkent Campus lies within the boundaries of Bilkent, a city created over the course of 15 years on the plains of Ankara. On 612 hectares, Bilkent is a City of Science that meets every need with its campus, residences, business and shopping centers, sports complex, concert halls, hotel and movie theaters, dam, power plant, forest and symphony orchestra. 22 Tepe İnşaat 2013 Annual Report

25 1990s 1999 Atatürk Airport (Build-Operate-Transfer) Built by the joint venture of the Tepe and Akfen groups (TAV), the International Terminal of the Istanbul Atatürk Airport was completed and started operating within two years. A company specialized in airport construction, operation and financing, today, TAV is an international power house, an industry leader in Turkey and is among the most prominent companies in the Middle East, North Africa and the Caucasus. The New International Terminal of the Atatürk Airport commenced operations on December 22, With an additional facility launched in 2004, the capacity of the terminal increased from 14 million passengers to 20 million annually. In July 2005, TAV also undertook operations at the Atatürk Airport Domestic Terminal. With an area of 62,500 m 2, the Domestic Terminal has been modernized to accommodate an average of 7.5 million passengers each year. The Development and Expansion Project at the Domestic Terminal entered its final phase in 2010 and yielded a total additional covered space of 18,770 m 2. At a Glance 23

26 A 45-year history dedicated to creating long-term value s 2000 Turkish Armed Forces Rehabilitation Center Built on a total area of 102,500 m 2, with a 400-bed capacity, this facility was established to provide rehabilitation services to military veterans. The facility design was selected as a result of an architectural competition. 24 Tepe İnşaat 2013 Annual Report

27 İş Bankası Headquarters Complex Turkey s first smart building, the İş Bankası Headquarters Complex is one of the most magnificent high-rises in Istanbul. Located in the urban heart of industry, commerce and culture, it represents a significant example of a smart building, not only in Turkey but also in Europe and the Middle East. İş Bankası Headquarters Complex is the highest skyscraper between Dubai and Frankfurt with its two towers, 52 and 36 stories, respectively. At a Glance 25

28 A 45-year history dedicated to creating long-term value Beykoz Mansions Built on 100 hectares in the Saip Molla Pasha Woods in Beykoz, Istanbul, Beykoz Mansions is one of Tepe İnşaat s most prestigious developments. The 401 mansions are in perfect harmony with their natural surroundings. Concurrently nostalgic and modern, the development s environs harken back to a time two-centuries prior. The historical Hunting Lodge, which was renovated true to its original form, serves residents with a library, billiards tables, gaming and event lounges, a spacious garden designed for large receptions and a kitchen. Beykoz Mansions ranks among the most exclusive residences in Istanbul. 26 Tepe İnşaat 2013 Annual Report

29 Tepe Nautilus Shopping Center Nautilus or Lighthouse Shopping Center was inspired by the seaside around Kadıköy, on the Asian side of Istanbul, one of the most historic coastal cities in the world. Nautilus is the largest retail center on Istanbul s Asian side. With its luminous design, Nautilus offers visitors a comfortable shopping environment throughout the day. At a Glance 27

30 A 45-year history dedicated to creating long-term value Kemer Rose Residence The housing estate, built in Kemerburgaz on a 35,000 m² tract among unique rose gardens, comprises 70 blocks and offers a tranquil lifestyle in touch with nature. The sports facilities of Kemer Rose Residence also provide residents a wide range of fitness and exercise options. 28 Tepe İnşaat 2013 Annual Report

31 2004 The Eczacıbaşı Kanyon Project Kanyon is a modern open-air shopping center built by Tepe İnşaat in Istanbul. Kanyon houses 160 stores, a gourmet supermarket, street market, movie theaters, restaurants, cafeterias, bars, a sports and health center, indoor and outdoor swimming pools and open-air performance venues, residential and office buildings and shopping and entertainment centers. Kanyon was built by the partnership of Eczacıbaşı and İş Gayrimenkul on an area of 250,000 m 2 in compliance with domestic and international earthquake regulations. At a Glance 29

32 A 45-year history dedicated to creating long-term value Baku-Tbilisi-Ceyhan Crude Oil Pipeline Tepe İnşaat participated in the construction of the 277-kilometer section of the BTC pipeline and pumping stations between Posof and Erzurum. Other projects carried out in 2005 include: İmranlı-Kayseri Natural Gas Pipeline, Kütahya-Bilecik-Uşak Natural Gas Pipeline. 30 Tepe İnşaat 2013 Annual Report

33 2006 Narcity Housing Development Built on approximately 147,000 m 2 in Maltepe, Istanbul, the Narcity complex is landscaped primarily with pomegranate trees, reflecting the name nar, Turkish for pomegranate. Built in compliance with the latest earthquake regulations, Narcity Housing Development consists of 1,306 units with state-of-the-art soundproofing, heating and water insulation systems. With high-quality materials and workmanship as well as its extensive social facilities and security systems, Narcity Housing Development is a strong candidate as one of Istanbul s favorite residential destinations. The Development project, launched in January 2006, is now being populated. At a Glance 31

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36 A 45-year history dedicated to creating long-term value Esenboğa Airport Esenboğa Airport provided Ankara with a facility that suits the capital city. With an annual capacity of 10 million passengers, Esenboğa Airport is the only airport in Turkey that combines domestic and international terminals under one roof. Completed one year ahead of schedule, it has become the modern face of Turkey s capital. 34 Tepe İnşaat 2013 Annual Report

37 2007 Bilkent Garden Homes Bilkent Garden Homes consists of 124 twin-villas built on 123,000 m 2. Set amid superb natural beauty, the villas are 500 m 2 each and equipped with state-of-the-art technology. The complex includes two playgrounds for children, an observation deck, jogging tracks, swimming pool, game room, fitness center with sauna, cafeteria, tennis, basketball and volleyball courts. Bilkent Garden Homes has been designed to meet the social needs of its residents. Situated in an urban location far from the hustle and bustle of the city and combining the beauty of nature with the amenities of contemporary living, Bilkent Garden Homes has generated great interest. The development project was launched end of 2005 and was completed at the end All units were sold before the construction was actually completed. At a Glance 35

38 A 45-year history dedicated to creating long-term value Hacettepe University Hospitals: The Morphology Building and Seventh and Eighth Block Retrofits Completed in December 2008, the hospital project has a total construction area of 28,500 m 2. As part of this project, among the most important undertaken by Tepe İnşaat for Hacettepe University, the seventh and eighth blocks and the Morphology Building were reinforced against earthquakes. Departments such as Internal Medicine, Urology, Neurology, General Surgery, Brain Surgery and Gastrology were renovated at the seventh block. In addition, departments of Biochemistry, Microbiology, Endocrinology, Geriatrics, Nephrology, Infection, Rheumatology, Hematology, Gastrology, Coronary Intensive Care and the Emergency Room laboratories as well as the inpatient floor were refurbished in the Morphology Building. The project was completed and delivered as of December Tepe İnşaat 2013 Annual Report

39 2009 Tepe Prime Tepe Prime Business, Tepe Prime Residence and Tepe Prime Avenue with an indoor area of 92,800 m 2, aim to provide absolute comfort to its residents and guests. The development project was completed in At a Glance 37

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42 A 45-year history dedicated to creating long-term value Narkule Istanbul Built in Maltepe, Istanbul on a tract adjacent to Narcity, the Narkule development was designed as a boutique project targeting the joys of living in a high-rise with modern architecture. With the slogan, Some Like It High, Narkule combines contemporary architecture with a youthful, dynamic, dignified and colorful style coupled with highquality living standards and breathtaking scenery. Most of the 108 residential units in the 27-story Narkule development project have a splendid view of the forest, sea and the islands. 40 Tepe İnşaat 2013 Annual Report

43 2011 Privatization of Istanbul Sea Buses İstanbul Deniz Otobüsleri Sanayi ve Ticaret A.Ş. (İDO) was established in 1987 in an effort to help resolve traffic congestion in Istanbul. Now considered one of the largest maritime transport fleets in the world, it was taken over for US$ 861 million by the Tepe-Akfen-Souter-Sera (TASS) consortium. This company, of which Tepe İnşaat has a 30% share, has undertaken important initiatives to expand its transportation network and infrastructure. At a Glance 41

44 A 45-year history dedicated to creating long-term value TAV Havalimanları A.Ş. Share Sale In 2012, Tepe İnşaat transferred an 18% stake in TAV Havalimanları A.Ş. to Aéroports de Paris Management, one of the world s leading airport operators, for US$ 414 million. Upon successfully closing this sales transaction, realized in a period when global markets suffered serious fragility, JCR Eurasia Rating affirmed the long-term domestic rating of Bilkent Holding, the Company s principal shareholder, as A-(Trk), and its outlook as stable. Subsequent to this sale transaction, which considerably fortified the financial performance and market efficiency of both Tepe İnşaat and Bilkent Holding, the Company s stake in TAV Havalimanları A.Ş. amounted to 8.1%. 42 Tepe İnşaat 2013 Annual Report

45 Narlife Project In 2006, Tepe İnşaat entered the housing sector at a brisk pace with its Narcity and Narkule developments completed in the Maltepe region of Istanbul, and commenced the construction works of the Narlife project in the same region. Located on a total area of 29,500 m 2 with Princes Islands views, the development project offers 609 flats with one, two, three or four bedroom and duplex apartment options, together with social facilities of 2,000 m 2 made available to residents, comprising outdoor and indoor swimming pools and a children s pool, as well as a playground, sauna, fitness hall, market and café, together reflecting the Tepe İnşaat blend of quality and aesthetics. Bringing a fresh perspective to the housing sector, the Narlife development is planned for completion in March At a Glance 43

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48 A 45-year history dedicated to creating long-term value Park Mozaik Project Tepe İnşaat entered into a cooperation agreement with Mesa Mesken to develop the Park Mozaik development project, which consists of 885 residential units on a 74,000 m 2 tract in Yaşamkent, Ankara. Construction is scheduled to commence in Tepe İnşaat 2013 Annual Report

49 Construction of Silos with a Total Capacity of 360,000 Tons in Eight Different Regions of Turkmenistan Tepe İnşaat plans to complete the silo design and construction project, with total capacity of 360,000 tons and located in eight provinces of Turkmenistan (Altınsahra, Tejen, Babadayan, Karakum, Garıssızlık, Sparmyrat, Boldumsaz, Beyik), in May The project also includes rehabilitation of adjacent areas. At a Glance 47

50 Message from the Management Tepe İnşaat further enhanced stakeholder confidence in the 2013 operating year, by enriching its construction portfolio with high profile projects. Having achieved many firsts in the country, Tepe İnşaat continues to enhance the reputation of Turkey as well as the sector thanks to its innovative, entrepreneurial and ethical approach. Having successfully completed construction, contracting and investment projects both in Turkey and abroad, the Company ranked 188 th on the 2013 ENR Top 250 list of the world s largest construction and contracting companies. As a result, Tepe İnşaat proved once again that it is a strong representative of the Turkish construction industry in the international arena. In line with the overseas business development strategy and the Localization in Target Countries objective, the Company conducts operations via its offices and construction sites in Russia, Azerbaijan, Kazakhistan, Iraq and Turkmenistan. We continue to adapt our business approach to achieve success. We believe that managing effectively is specific to local cultures in target countries. We work to achieve diversification on a sector basis. We improve our human resources infrastructure through research and analytical studies in sector standardization and systematization. We increase sector diversification by conducting different types of business with qualified clients in different geographic regions. With this approach, we move our corporate culture forward. Currently, a new world is being formed, an environment characterized by borderless movement of goods, services and capital. In addition, the world is undergoing a process where regional geopolitical positions are changing at any moment, centers of power are being re-shaped and global financial markets are deeply impacting real economies. Construction has become one of those sectors where gaining a competitive edge is a difficult task; the contracting business, too, is gradually changing in terms of definition and manner. All of this results in a competitive environment in which different ways of doing business, innovation and technology are becoming increasingly important. Today s construction companies need to diversify the main line of business, through innovation, differentiation, different ways of doing business, different risk sharing models and different financing models. As the management, we strive to achieve all of the above while maintaining the Company s strong and well-earned reputation, and working continuously to better manage operational and financial risks. Accordingly, we will continue to conduct our operations in the future in line with our forward-looking vision and management strategies, which are based on the principles of transparency, honesty, rationality and ethical values, as we have since our founding. 48 Tepe İnşaat 2013 Annual Report

51 We are one of the most respected companies in the construction sector, which is one of the most dynamic sectors of Turkey s economy. Tepe İnşaat will continue its operations on the founding principles of being trustworthy and being an enduring entity. The Company is committed to fulfilling its mission and vision of first and foremost creating resources for Bilkent University as an affiliate institution and contributing to the development of Turkish education. In addition, Tepe İnşaat will provide significant added value to the national economy by engaging in production and creating jobs, competing in different business lines and on a global scale, becoming localized in different geographic areas, becoming a world leader in different business lines and maintaining a presence in different locations. We will not allow fear to keep us from pursuing our dreams. We will firmly embrace our business, our stakeholders, our families, our health, our friends and our values. We would like to express our gratitude to our shareholders, customers and employees for their support of our operations in 2013 which we carried out guided by Prof. Dr. İhsan Doğramacı s philosophy, Further, toward the best. We extend our wishes of a prosperous future to our country and our people who deserve the best of everything... Ali Haydar KURTDARCAN Chairman Abdullah Bahadır GÜNGENCİ Executive Member Atila Kemal OĞUZ General Manager At a Glance 49

52 Board of Directors, Senior Management and Board of Auditors Board of Directors Ali Haydar Kurtdarcan Chairman Abdullah Bahadır Güngenci Board of Directors Executive Member Abdurrahman Kürşat Aydoğan Board of Directors Member Önder Sezgi Board of Directors Member Senior Management Abdullah Bahadır Güngenci Board of Directors, Executive Member Abdullah Bahadır Güngenci was born in Ankara in 1951 and received his BSc in Civil Engineering at Middle East Technical University in Mr. Güngenci worked on the Iraq-Turkey Crude Oil Pipeline Project between 1976 and 1977 then took part in the construction of the Petkim Aliağa Facilities Water Treatment and Demineralization Units between 1979 and He was employed in Bahrain at the AISCO Iron Enrichment Plant Project and worked in marine dredging and the construction of the pier and plant from 1980 until He continued his career at Günkay İnşaat in Turkey until joining Tepe İnşaat Sanayi A.Ş. in 1994, where he worked as Group Coordinator for Hospital Projects. In the following years, he was Assistant General Manager for Foreign Affairs and for Infrastructure Projects. Mr. Güngenci was appointed as an executive member to the Board of Directors on April 14, 2010 and also serves on the Boards of Tepe Türkmen İnşaat ve Ticaret A.Ş., Park Villa İnşaat ve Turizm A.Ş. as a Vice Chairman, and also Board Member at İDO İstanbul Deniz Otobüsleri San. ve Tic. A.Ş., Dilek İnşaat ve Tic. A.Ş., and Antepe Sağlık ve Turizm Hizmetleri Tic. Danışmanlık A.Ş. 50 Tepe İnşaat 2013 Annual Report

53 Atila Kemal Oğuz General Manager He graduated from Kuleli Military High School in 1982, and Yıldız Technical University Faculty of Civil Engineering in He later completed the Executive MBA Program at Bilkent University Faculty of Business Administration and Global Competition Strategies Program at the University of Michigan. He started working for the well-known companies in the industry as a Site Engineer, and continued his career in different positions as a Planning Engineer, Site Manager, Project Manager, Project Coordinator and General Manager. He is in charge of developing the corporate culture of the Company and of managing strategies of change, and investment and contract projects. He defines Tepe İnşaat as a human and customer oriented Company that trains its employees. He supports the Turkish construction industry in order to increase its share in the international contracting market. Experienced particularly in investment projects in Turkey besides superstructures and industrial structures in the contracting industry outside Turkey in countries such as Croatia, Russia, Azerbaijan, Kazakhstan, Georgia, Germany, Iraq, Afghanistan, and Turkmenistan, Atila Kemal Oğuz has been working as the General Manager of Tepe İnşaat since Mustafa Kalender Deputy General Manager, Financial and Administrative Affairs Mustafa Kalender was born in Mengen, Bolu in 1964 and earned his BA in Business Administration at Anadolu University in He began his professional career at Tepe İnşaat in 1988 as Finance Supervisor. He was later appointed Head of Finance and then Finance Manager and currently serves as Deputy General Manager of Financial and Administrative Affairs. Between 2005 and 2010, Mr. Kalender also served as a member on the Board of Directors at Tepe İnşaat. He also serves on the Board at TAV Group s various companies, Dilek İnşaat ve Ticaret A.Ş., and Antepe Sağlık ve Turizm Hizmetleri Tic. Danışmanlık A.Ş., Bilbak A.Ş. and Bildes A.Ş. Ali Karaca Deputy General Manager, Domestic Projects Having a degree in Civil Engineering from the Mediterranean University, Faculty of Engineering (Isparta) Karaca started working for Tepe İnşaat Sanayi A.Ş. in 1992 as a Site Engineer and continued his career as a Site Manager, Project Manager and Domestic Projects Coordinator. He has been working as the Deputy General Manager in charge of Domestic Projects since Şafak Kolay Deputy General Manager, Overseas Projects Born in 1964 in Ankara, Şafak Kolay graduated from Middle East Technical University, Department of Civil Engineering in Subsequently, he has worked in an executive capacity on both domestic and overseas projects completed by Turkey s leading contracting companies and as a manager at different levels. Mr. Kolay has served on airport, highway, housing and social facilities and business center development projects in Russia, Ukraine, Kazakhstan, Azerbaijan and Croatia. In Turkey, he took on several tasks for hospital, pipeline, dam and HEPP projects. Mr. Kolay started working at Tepe Group in 1995; since July 2013, he has served as Deputy General Manager responsible for Overseas Projects at Tepe İnşaat. At a Glance 51

54 Business Development and Operation Map Enhancing the Company s international experience with successful projects completed in various regions of the world, Tepe İnşaat continued work on projects in Turkmenistan and the Tatarstan Republic of the Russian Federation in Istanbul Kozyatağı Anadolu Gayrimenkul Plaza Ankara Construction of Ankara Taurus Balgat Shopping Mall, Construction of Hacettepe University Hospitals Modification and Major Repair Work, Reinforcement Works for Hacettepe University Gynecology Clinics, Construction of Gazi University HematologyOphthalmology Clinics, Dolphin Söğütözü Office Building Istanbul Narlife Project Azerbaijan Ankara Park Mozaik Tepe&Mesa Elazığ Fırat University Training & Research Hospital, Fırat University Indoor Sports Hall and Annexes Iraq Construction of Sulaimania University Campus 52 Tepe İnşaat 2013 Annual Report

55 Russia-Tatarstan Trakya Glass Russian Zao Float Plant, Construction of Alabuga LLC Yelabuga Plant Kazakhstan Turkmenistan Turkmenistan Completion Work for Five Silos, Turkmenistan Construction of Eight Silos Saparmurat Boldumsaz Garagum Babadayhan Altınsahra Garıssızlık Beyliktürkmenbaşı Tejen Domestic Investment Projects Domestic Contracting Projects Overseas Contracting Projects Target Investment Operations in

56 Contracting Projects (Domestic) Thanks to its well-skilled human capital and adherence to international quality standards, Tepe İnşaat has also acquired deep experience and know-how in public contracting projects. Reinforcement Work for Hacettepe University Gynecology Clinics Start Date 2011 Delivery Date 2013 Client Hacettepe University, Office of Strategy Development Construction of Gazi University Hematology- Ophthalmology Clinics Start Date 2012 Delivery Date December 30, 2013 Client Gazi University Started in 2011, the project was completed and delivered. Started in 2012, the project was completed and delivered. 54 Tepe İnşaat 2013 Annual Report

57 Construction of Ankara Taurus Balgat Shopping Mall Start Date May 4, 2011 Total Building Area (m 2 ) 140,000 Taurus Mall is located on 26,000 m 2 situated on the main north-south axis in Ankara (Konya road). The shopping center, which is connected to an office tower with a 28,000 m 2 construction area, has a total construction area of 140,000 m 2 of which 41,000 m 2 are leasable. The project was completed and delivered to the client in Delivery Date August 29, 2013 Client Taurus Balgat AVM Yatırım A.Ş. Operations in

58 Contracting Projects (Domestic) Hacettepe University Hospitals Modification and Major Repair Work Start Date October 9, 2009 Total Building Area (m 2 ) 80,000 Delivery Date December 31, 2014 Client Hacettepe University, Office of Strategy Development One of the most significant projects Tepe İnşaat has undertaken for Hacettepe University, this project started in It encompasses the construction, production and renovation of inpatient floors, meeting halls, polyclinics and a cafeteria, as well as additional construction, installation and electricity work, air conditioning, automation, production of joint installations and electricity systems, all to be carried out with world class materials and workmanship. The aim is to complete the modification and repair works that commenced in 2009 at the end the end of Tepe İnşaat 2013 Annual Report

59 Fırat University Teaching and Research Hospital Start Date April 1, 2009 Total Building Area (m 2 ) 140,000 Delivery Date December 31, 2013 Client Presidency of Fırat University A 600-bed research hospital is currently under construction in Elazığ as part of the project by Fırat University. In accordance with Article 44 of the State Tender Law No. 2886, four tenders were held in 1985, 1993, 1997 and The project area, designated as 108,000 m 2 during the first tender, was revised and increased to 140,000 m 2 to meet additional needs in A total of 90,000 m 2, which includes blocks S1 to S16 (three stories), block S9 (8 stories), blocks P1, P2 and P3 (12 stories) and transition blocks P2 to O (10 stories), have been completed and are currently in service. Block O with covered area of 40,000 m 2 was part of the project completed and delivered to the Presidency of Fırat University in Operations in

60 Contracting Projects (Domestic) Dolphin Söğütözü Office Building Start Date January 24, 2012 Total Building Area (m 2 ) 19,649 Delivery Date May 30, 2015 Client Dolphin Gayrimenkul Yatırım ve Geliştirme Ltd. Tendered by Dolphin Gayrimenkul Yatırım ve Geliştirme Limited Şirketi on a Build and Lump Sum Fixed Price basis, and located on city block plot 2 in the Çankaya district of Ankara, the project comprises the turnkey delivery of a Class A office building, including the construction, power and mechanical, as well as related infrastructure and landscape works. The office building, a focal point erected on a tract of 184 m 2 located on the east/west axis (Eskişehir road) of Ankara, consists of four underground floors, a ground floor, 11 standard floors, a plant floor and penthouse. Completion and delivery of the project, including landscaping work, is scheduled for early Tepe İnşaat 2013 Annual Report

61 Fırat University Indoor Sports Hall and Annexes Project s completion and delivery is scheduled in Reinforcement Work for Fırat University Indoor Sports Hall Start Date November 6, 2013 The contract for the Fırat University Indoor Sports Hall and Annexes Project, including the architectural and fine work, executed as reinforcement work, was signed in 2013; the project is scheduled for completion and delivery in Total Building Area (m 2 ) 15,884 Delivery Date August 17, 2015 Client Presidency of Fırat University Operations in

62 Contracting Projects (Domestic) Kozyatağı Anadolu Gayrimenkul Plaza Start Date March 3, 2014 Total Building Area (m²) 73,000 Delivery Date July 1, 2015 The Kozyatağı Anadolu Plaza project, which will be developed in Kozyatağı, Istanbul in collaboration with AEH Gayrimenkul Yatırımları A.Ş., will be built on a 73,000 m 2 tract. The total project value is US$ 51.5 million. Scheduled for completion in July 2015, the project consists of two office towers of 26 and 27 floors each and two podiums to be erected on four basements. Client AEH Anadolu Gayrimenkul Yatırım A.Ş. 60 Tepe İnşaat 2013 Annual Report

63 Contracting Projects (Overseas) Trakya Glass Rus Zao Float Autoglass Plant Start Date November 25, 2011 Total Building Area (m²) 107,340 Delivery Date 2014 Client Automotive Glass Alliance Rus ZAO The plant, which is constructed at the Industrial Zone in Yelabuga in the Republic of Tatarstan, part of the Russian Federation, is comprised of glass production buildings (furnace, bath, annealing, batching, galleries, on 35,000 m 2 ), the mirror and coating building (16,000 m 2 ), a warehouse (46,000 m 2 ) and additional buildings including a recreation building, heat boiler, LPG, generator room, etc. (9,000 m 2 ). The Automotive Glass contract includes the autoglass production plant and administrative office building, about 42,000 m 2 in total, and is scheduled for completion in Operations in

64 Contracting Projects (Overseas) Construction of Coşkunöz Alabuga LLC Yelabuga Plant Start Date 2013 Completion and delivery of the project, which includes 12,000 m 2 of construction work and which started in 2013 in the Special Industrial Zone in the city of Yelabuga in Republic of Tatarstan-Russian Federation, is scheduled for May Total Building Area (m 2 ) 12,000 Delivery Date June 30, 2014 Client Coşkunöz Metal Form 62 Tepe İnşaat 2013 Annual Report

65 Turkmenistan Reinforcement Work for Five Silos Start Date November 9, 2012 The plants constructed in five different provinces of Turkmenistan (Türkmenabad, Ruhabad, Serdar, Mary, Daşoğuz) included bakery oven, pasta and packaging production units and the work was completed in Delivery Date December 31, 2013 Client Turkmenistan Union of Cereal Products Operations in

66 Contracting Projects (Overseas) Construction of Silos with a Total Capacity of 360,000 Tons in Eight Different Regions of Turkmenistan Start Date December 1, 2012 The Company plans to complete the project, which includes the design and construction of silos with total capacity of 360,000 tons, located in eight provinces of Turkmenistan (Altınsahra, Tejen, Babadayan, Karakum, Garıssızlık, Sparmyrat, Boldumsaz, Beyik), together with the rehabilitation of adjacent areas, in May Delivery Date May 31, 2014 Client Turkmenistan Union of Cereal Products 64 Tepe İnşaat 2013 Annual Report

67 Taq Taq Operating Company Permanent Encampment Facilities Project Start Date 2013 Total Building Area (m 2 ) 10,835 Delivery Date 2015 With the contract signed with Taq Taq Operating Company of Iraq, Tepe İnşaat has undertaken the 10,835 m 2 permanent encampment facilities project which has a total value of USD 20 million. Consisting of two parts - a residential area and an industrial zone - the project includes two residence buildings, an office building, restaurant, an infirmary, main reception building, a main entrance structure, maintenance & repair building, fire department facility and gasoline station. The project is scheduled for completion in Client Taq Taq Operating Company Limited Operations in

68 Investment Projects Narlife Residences Start Date September 1, 2012 Total Building Area (m 2 ) 122,668 Delivery Date June 1, 2015 Total Number of Units 609 The project, being built on the last tract of valuable land in the Maltepe region of Istanbul, and adjacent to the Narcity and Narkule projects, consists of a total of 609 units with studio, one, two, three and four bedroom, and duplex apartment options in three blocks erected on a construction area of 72,000 m 2. The project also includes the construction of indoor social premises of approximately 2,000 m 2, an indoor and outdoor swimming pool, outdoor sports facilities and walking trails. Additionally, there are ongoing private school and housing projects within the same region. 66 Tepe İnşaat 2013 Annual Report

69 Located within natural pinewood with views of the Princes Islands, the project is distinguished by its proximity to main roads, as well as by the green area covering 60% of the total land area. Located next to the Yeditepe and Maltepe University campuses, and 3 km from the E5 highway, 5 km from the coastal road, 6 km from the TEM Highway and 20 km from Sabiha Gökçen Airport, the project offers easy access to main arterial roads. Targeting the B+ residence customer profile, the project is also adjacent to the Süreyya Paşa Chest Disease Hospital, the only local hospital specialized in this branch of medicine. The project, also boasting standards normally found in the A segment, has been nominated for LEED Gold Certification, awarded by the US Green Buildings Council (USGBC). Commencing in September 2012, the project s units were offered for sale in October of the same year. Block C from among blocks A, B and C, will be completed and delivered in March 2014, one year ahead of schedule. Units in Blocks A and B will be delivered in March 2015, as planned. Operations in

70 Investment Projects Park Mozaik Tepe&Mesa Start Date 2014 Total Building Area (m 2 ) 216,000 Total Number of Units Tepe İnşaat 2013 Annual Report Park Mozaik Tepe&Mesa project, which will be conducted by Tepe İnşaat and Mesa Mesken joint venture, is a residential development consisting of 885 units to be built on a 74,000 m 2 tract in Yaşamkent, Ankara. Three high-rises, one of which is 40 floors, contain 473 apartments while seven horizontal blocks house 412 apartment units in total. The development project offers various sizes of apartments, from two up to six bedrooms. Nominated for LEED Certification, which is awarded by the US Green Buildings Council (USGBC), Park Mozaik offers a lifestyle that differs from similar developments thanks to its social recreational facilities for all types of activities, impressive and functional landscaped areas and apartment floor plans that offer various alternatives beyond the routine. The project has a 216,000 m 2 total building area including parking garages. The construction and sales activities for Phase 1 and 2 will commence during 2014 and the phases will be delivered to new owners in 2016 and 2017, respectively.

71 Narlife Nominated for LEED Gold Certification The Company s 609-unit, TL 230 million Narlife development, built on a 29,500 m 2 tract in Maltepe, Istanbul, has been nominated for LEED Gold Certification. Planned, designed and constructed using an integrated environmentally friendly approach, Narlife aims to minimize environmental impact and optimize natural resource consumption. The development is currently undergoing an assessment by USBC and applications for two certification designations were filed separately for both the building and grounds (green areas, parking areas, pedestrian walkways and lighting elements). Structuring all its business activities within the framework of environmental sustainability, Tepe İnşaat s Narlife and Park Mozaik developments have been nominated for LEED Certification by the US Green Buildings Council (USGBC). Operations in

72 Tav Havalimanları (Tav Airports) 1997 TAV was founded. ATÜ, which provides duty-free shopping, together with BTA, which provides catering services, were established under the TAV umbrella ATÜ, which provides duty-free shopping under TAV Havalimanları, and which joined the TAV organization and BTA, which provides catering services, was established. 70 Tepe İnşaat 2013 Annual Report

73 2000 TAV began operating at the Istanbul Atatürk Airport International Terminal Primeclass CIP service was launched. Operations in

74 Tav Havalimanları (Tav Airports) 2004 BTA began operating the Istanbul International Airport Hotel. TAV undertook the construction and operation of the Esenboğa Airport Domestic and International Terminal. TAV Esenboğa Yatırım Yapım ve İşletme A.Ş. was founded. TAV İşletme Hizmetleri A.Ş. was founded. 72 Tepe İnşaat 2013 Annual Report

75 2005 TAV won the tender for the lease of operating rights of the Atatürk Airport International and Domestic Terminal Buildings, Parking Garage and the General Aviation Terminal for 15.5 years. TAV Istanbul Terminal İşletmeciliği A.Ş. was founded. TAV began operating Atatürk Airport Domestic Terminal. 60% shareholding in Havaş was purchased. Construction and operation of the Izmir Adnan Menderes International Terminal was transferred to TAV. TAV Izmir Terminal İşletmeciliği A.Ş. was founded. TAV Bilişim Hizmetleri A.Ş. was founded. TAV won the tender for Tbilisi International Airport in Georgia. Operations in

76 Tav Havalimanları (Tav Airports) 2006 Operation and construction services were restructured under two separate companies, TAV Havalimanları Holding A.Ş. and TAV İnşaat. Izmir Adnan Menderes Airport International Terminal commenced operation. Esenboğa Airport Domestic and International Terminal commenced operation. TAV Özel Güvenlik Hizmetleri A.Ş. was founded. 74 Tepe İnşaat 2013 Annual Report

77 2007 TAV Havalimanları Holding stock was offered to the public. The new passenger terminal at the Tbilisi International Airport commenced service. Batumi International Airport commenced operation. TAV Batumi Operations LLC. was founded. TAV Havalimanları won the tender for the Monastir Habib Bourguiba and Enfidha Zine El Abidine Ben Ali International Airports in Tunisia. TAV Tunisie SA was founded. Groundbreaking ceremony for the Tunisia Enfidha Zine El Abidine Ben Ali International Airport was held. A 40% minority stake in Havaş was purchased; Havaş then became a whollyowned subsidiary of TAV Havalimanları Holding. TAV Havalimanları Holding became the sole owner of TAV Izmir and TAV Esenboğa. TAV Havalimanları won the tender for the operation of Antalya Gazipaşa Airport. The Hopa Terminal operated by Havaş commenced service. Operations in

78 Tav Havalimanları (Tav Airports) 2008 TAV Havalimanları took over the operation of the Monastir Habib Bourguiba International Airport in Tunisia. TAV Gazipaşa Yatırım, Yapım ve İşletme A.Ş. was founded to operate Antalya Gazipaşa Airport. TAV Havalimanları won the tender for the operation of Alexander the Great International Airport in Skopje, Macedonia s capital, and St. Paul the Apostle International Airport in Ohrid, as well as the construction of the New Cargo Airport in Shtip, of which TAV Havalimanları Holding also had the optional rights to operate; related concession contracts were signed. Havaş won the tender to become a shareholder with a 50% stake in TGS (Turkish Ground Services Co.), an affiliate of Turkish Airlines. 76 Tepe İnşaat 2013 Annual Report

79 2009 The capital of TAV Havalimanları Holding A.Ş. was raised from TL 242,187,500 to TL 363,281,250 in cash. A contract was signed for the transfer of the 15% of the minority stake in TAV Tunisie SA, previously wholly-owned by TAV Havalimanları Holding A.Ş., to International Finance Corporation (IFC), a World Bank affiliate, for 27,999,825 on June 30, As of July 13, 2009, operations commenced at Antalya Gazipaşa Airport, the four which operation rights for 25 years are held by TAV Gazipaşa Yatırım Yapım ve İşletme A.Ş., a company wholly-owned by TAV Havalimanları Holding A.Ş. TAV Havalimanları Holding A.Ş. and the AL-RAJHI Holding Group, established and operating in the Kingdom of Saudi Arabia, signed a joint venture contract on November 9, TAV Tunise SA, 85% of which is owned by TAV Havalimanları Holding, began operating the Enfidha Zine El Abidine Ben Ali International Airport. The Company helds the operation rights of the airport until May Operations in

80 Tav Havalimanları (Tav Airports) 2010 TAV Havalimanları Holding took over the operation of in Skopje and Ohrid airports in Macedonia for 20 years. Sale of Havaş shares closed. The sale of the 18% minority stake in of TAV Tunisie SA to the Pan African Infrastructure Development Fund was completed. The expansion project of the Istanbul Atatürk Airport s Domestic and International Terminals was completed. Havaalanları Yer Hizmetleri A.Ş. (Havaş) acquired 50% of the shares of the North Hub Services (NHS), a provider of ground handling services at Riga Airport, Latvia. A memorandum of understanding was signed for the construction and operation of the new terminal building at Riga Airport, Latvia. TAV Havalimanları and Air Baltic, Latvia s leading airline company, decided to become partners in this joint venture. TAV İşletme Hizmetleri A.Ş. launched the TAV Passport card that offers various services and privileges at airports operated by TAV. 78 Tepe İnşaat 2013 Annual Report

81 Antalya Gazipaşa Airport was upgraded from category 2C to 3C. TAV signed a Global Training Center agreement with Airports Council International (ACI), a group with more than 1,600 member airports worldwide. TAV Havalimanları won the tender for the operation of duty free, catering and other commercial venues at the Riga Airport, Latvia. A memorandum of understanding was signed with the Indonesia-based Sigma Group/PT Wira Cipta Sukses and the Indonesian Government for cooperation on potential airport projects in the country. BTA took over the operation of five service points (Kantin, Beerport, Kokpit Cafe, Kokpit Brasserie and Botanik Café in the Istanbul Atatürk Airport Domestic Terminal as of July 1, The corporate governance rating Score of TAV Havalimanları Holding was raised from 83.3 (8.5) in 2009 to 90.0 (9) in Operations in

82 Tav Havalimanları (Tav Airports) 2011 Following the takeover of commercial venues, operations commenced at Riga Airport, Latvia. TAV Havalimanları Holding raised its shareholding in TAV Özel Güvenlik Hizmetleri A.Ş. from 66.67% to 100%. TAV Havalimanları Holding raised its share holding in TAV Urban Georgia from 66 to 76%. TAV Havalimanları Holding raised its share holding in TAV Batumi Operations LLC from 60 to 76%. BTA Denizyolları was founded by the joint venture between BTA and TASS; BTA commenced operations at İDO. The construction of the new terminal at Skopje Airport was completed and put into service. Together with its partners Al Rajhi and Saudi Oger, TAV Havalimanları signed a contract with the General Authority of Civil Aviation of Saudi Arabia for the build-operatetransfer project of Medina Airport, the first airport privatization to take place in Saudi Arabia. 80 Tepe İnşaat 2013 Annual Report

83 TAV Havalimanları launched TAV Mobile which enables access to real time information at the airports it operates. Giving the best offer, on November 17, 2011, TAV Havalimanları Holding won the tender for the lease of operating rights of the International Terminal, CIP, Domestic Terminal and their components at the Izmir Adnan Menderes Airport. A subsidiary of TAV Havalimanları Holding with a 65% share, Havaalanları Yer Hizmetleri A.Ş. (Havaş) raised its share capital in North Hub Services (NHS). NHS provides ground handling services at the Riga International Airport in Latvia, Stockholm International Airport in Sweden and Helsinki International Airport in Finland. Havaş increased its stake from 50% to 66.7% as of December 20, NHS will be provide services as Havaş Europe at these airports. Operations in

84 Tav Havalimanları (Tav Airports) 2012 The agreement on the sale of a 38% stake in TAV Havalimanları to Aéroports de Paris Group for US$ 874 million was signed on March 11, Upon the meeting of prerequisites as per the share purchase agreement, the transfer of shares was realized on May 16, In June, TAV Havalimanları laid the foundation of the Izmir Domestic Terminal, a project with a total value of 250 million. TAV Havalimanları assumed the operation of Medina International Airport, currently in operation, wherein it holds equal shares (33%) with Al Rajhi Holding group and Saudi Oger Ltd., as of end June. Primeclass CIP services, launched in 2001 by TAV İşletme Hizmetleri (Operating Services) at the Istanbul Atatürk Airport, became available at 77 points throughout the world, at prices starting from 60, in cooperation with overseas establishments. TAV Havalimanları received the Corporation with the Highest Score award at the 3 rd Corporate Governance Awards organized by the Corporate Governance Association of Turkey (TKYD). TAV Bilişim received ISO 27001:2005 Information Security Administration System Certification, granted to very few companies in Turkey. TAV Havalimanları launched a common phone number for its call centers at the airports it operates in Turkey with the purpose of effectively responding to passenger complaints and requests. Aiming to reduce announcement density and offer a practical solution to passengers, the Meeting Point application, developed by TAV Bilişim entered use on the arrival floor at the International terminal of Istanbul Atatürk Airport, enabling arriving passengers to conveniently meet those awaiting them. TAV Tunisia hosted the 47 th ACI Board of Directors Meeting held April with the participation of 59 members operating 249 airports in 47 countries. Atatürk Airport was awarded Airport without Obstacles certification. TAV Bilişim collected the second prize at the IT Summit 12 for its resources utilization system project respectively implemented at King Khalid and King Fahd Airports in Riyadh and Dammam, Saudi Arabia. TAV Havalimanları ranked first in the European Investor Relations Survey, conducted annually by Thomson Reuters Extel Surveys throughout European countries, as Turkey s Best Company in Investor Relations (ranked third in the peer group in Europe) and Turkey s Best Investor Relations Executive (ranked second in the peer group in Europe). 82 Tepe İnşaat 2013 Annual Report

85 TAV Istanbul received ISO Certification, one of the standards of Customer Satisfaction Management. Pursuant to the acquisition agreement signed for the remaining 35% stake in Havaş, the share transfer transaction was completed. TAV Istanbul received Environmental Management System (ISO 14001:2004) and Occupational Health and Safety management System (OHSAS 18001:2007) Certification. At the record breaking attempt organized by the Danskeyfi Dance Academy at Atatürk Airport with the support TAV Havalimanları, 198 couples performing a Bachata dance for five minutes successfully became the highest number of couples to dance faultlessly and synchronously, in a performance that entered the Guinness Book of Records. The cash dividend distributed by TAV Havalimanları among its shareholders amounted to a gross TL 90,820,312, where a gross TL 0.25 was paid for each share with a nominal value of TL 1.0 Operations in

86 Tav Havalimanları (Tav Airports) 2013 TAV Havalimanları s corporate governance rating was raised from (9.24 out of 10) as of August 24, 2012 to (9.39 out of 10) as of August 23, 2013 as a result of the company s ongoing improvement efforts to implement corporate governance principles. TAV Havalimanları ranked third in the European Investor Relations Survey as Turkey s Best Company in investor relations. The survey is conducted annually by Thomson Reuters Extel of 15,000 employees of buy-side firms, brokerage firms, research houses and quoted European companies. Istanbul Atatürk Airport received the Europe s Fastest Growing Airport award at the 2013 Euro Annies Awards held by anna. aero. Medina Airport Project, carried out by TAV in conjunction with Saudi Oger and Al Rajhi Holding, was named the Infrastructure Deal of the Year in the Middle East and Africa by Project Finance International. Aéroports de Paris (ADP) Management, Goldman Sachs (GS Global Infrastructure Partners II, LP and GS International Infrastructure Partners II, LP), Tutor Perini Corporation, Ove Arup & Partners 84 Tepe İnşaat 2013 Annual Report

87 PC, Kohn Pederson Fox Associates PC, Suffolk Construction Company and TAV Havalimanları are prequalified bidders for the tender held for the LaGuardia Airport Central Terminal Building Replacement Project in New York, USA. Carrying out the construction of the new domestic airport terminal in Izmir, TAV received an award for its Innovative Sustainability Practices presented by SKD for the first time, for the company s recycling program. TAV Havalimanları hosted the General Assembly meetings of ACI World, the global organization of airport operators, and of ACI Europe, its European branch, in Istanbul. More than 800 top executives representing 1,751 airports in 174 countries discussed the future of aviation and airports over a five day period. Operations in

88 Tav Havalimanları (Tav Airports) TAV Havalimanları has a strong shareholding structure that combines technical know-how, deep sector experience and financial strength. Shareholding Structure As of December 31, 2013 Name Shares Capital Share (%) Aéroports de Paris Group* 138,046, Tepe İnşaat Sanayi Anonim Şirketi 29,273, Akfen Holding Anonim Şirketi 29,495, Sera Yapı Endüstrisi ve Ticaret A.Ş. 7,379, Non-floating Part (Other) 12,775, Floating Part (Other) 146,310, Total 363,281, *TANK ÖWA alpha GmbH, a wholly-owned subsidiary of Aéroports de Paris. Service Companies 2013 Indicators Turnover ( Million) Number of Employees ATÜ ,376 BTA 127 2,894 HAVAŞ ,670 Others Tepe İnşaat 2013 Annual Report

89 Operations in

90 Tav Havalimanları (Tav Airports) TAV Havalimanları (TAV Airports) Indicators in 2013* TAV ISTANBUL /12 Change Number of Passengers (million) % Number of Flights (thousand) % Turnover ( million) % EBITDA ( million) % EBITDA Margin (%) Number of Personnel 2,413 2,640 2,724 3% TAV İZMİR /12 Change Number of Passengers (million) % Number of Flights (thousand) % Turnover ( million) % EBITDA ( million) % EBITDA Margin (%) Number of Personnel % TAV TUNISIA /12 Change Number of Passengers (million) % Number of Flights (thousand) % Turnover ( million) % EBITDA ( million) % EBITDA Margin (%) Number of Personnel % TAV MACEDONIA /12 Change Number of Passengers (million) % Number of Flights (thousand) % Turnover ( million) % EBITDA ( million) % EBITDA Margin (%) Number of Personnel % *Calculated through adjustment by reversing the effects of TFRS 11 and TFRS Remark 12 standards; construction revenues and expenses are excluded and guaranteed passenger revenues generated at airports operated in Ankara and İzmir are included. 88 Tepe İnşaat 2013 Annual Report

91 TAV ESENBOĞA /12 Change Number of Passengers (million) % Number of Flights (thousand) % Turnover ( million) % EBITDA ( million) % EBITDA Margin (%) Number of Personnel % TAV GAZİPAŞA /12 Change Number of Passengers (thousand) N/A Number of Flights ,577 N/A Turnover ( million) % EBITDA ( million) N/A EBITDA Margin (%) N/A N/A N/A N/A Number of Personnel % TAV GEORGIA /12 Change Number of Passengers (million) % Number of Flights (thousand) % Turnover ( million) % EBITDA ( million) % EBITDA Margin (%) Number of Personnel % TAV MEDINA /12 Change Number of Passengers (million) % Number of Flights (thousand) % Turnover ( million) % EBITDA ( million) % EBITDA Margin (%) N/A Number of Personnel % Operations in

92 Tav İnşaat (TAV Construction) At the 2013 Qatar Contractors Forum, TAV İnşaat was named the Best Contractor of the Year for its Hamad International Airport project. Thanks to its forward-looking investments and strong financial position, TAV İnşaat has achieved remarkable success internationally. TAV İnşaat was established with the vision to become a pioneering brand in airport construction; in less than a decade, it has become one of the fastest-growing and most distinguished companies in Turkey. Over USD 16 billion Contract Value Having completed Istanbul Atatürk and Ankara Esenboğa Airports, Izmir Adnan Menderes International Flights Terminal and Antalya Gazipaşa Airport in Turkey, TAV İnşaat is currently carrying out the construction work of the New Domestic Flights Terminal at Izmir Airport. Internationally, the company has completed the Passenger Terminals of Tbilisi and Batumi Airports in Georgia, Enfidha-Hammamet Airport in Tunis, Skopje and Ohrid Airports in Macedonia and Cairo Airport in Egypt. TAV İnşaat s ongoing projects include Hamad Airport Passenger Terminal Complex in Doha, Medina Airport New Passenger Terminal Building in Saudi Arabia, Terminal 5 of Riyadh Airport, Aircraft Maintenance Hangar at Jeddah Airport, Muscat Airport Infrastructure Work in Oman and Abu Dhabi Airport Midfield Terminal Complex in the UAE. Contracting for skyscraper, high-rise buildings and similar real estate developments in addition to airport construction projects, TAV İnşaat has recently expanded its portfolio by winning the contract for Damac Towers by Paramount in Dubai. 90 Tepe İnşaat 2013 Annual Report

93 Operations in

94 Tav İnşaat (TAV Construction) World s Number Two Airport Construction Contractor TAV İnşaat ranked as the second largest airport construction company on Engineering News Record (ENR) s annual list, which includes the world s biggest international contracting companies. Turkey s Number Two Favorite Company in the Construction Sector According to the results of a Capital magazine survey conducted September 2 to November 5, 2013, TAV İnşaat placed second in the construction sector. Contractor of the Year At the 2013 Qatar Contractors Forum, TAV İnşaat was named Contractor of the Year for its Hamad International Airport project. Thanks to its forward-looking investments and strong financial position, TAV İnşaat has achieved remarkable success internationally. 92 Tepe İnşaat 2013 Annual Report

95 TAV İnşaat Shareholding Structure Trade name of Shareholder Share (%) Aéroports de Paris Grubu 49 Tepe İnşaat Sanayi A.Ş Tepe Savunma ve Güvenlik Sistemleri - Sanayi A.Ş. Tepe Mobilya Sanayi ve Ticaret A.Ş. - Akfen İnşaat Turizm ve Ticaret A.Ş. - Akfen Holding A.Ş Akfen Holding A.Ş nd TAV İnşaat ranked as the second largest airport construction company on Engineering News Record (ENR) s annual list, which includes the world s biggest international contracting companies. Operations in

96 Tav İnşaat (TAV Construction) Thanks to its forward-looking investments and strong financial position, TAV İnşaat has achieved remarkable success internationally. TAV İnşaat s projects completed in 2013 and ongoing projects include the following: Completed Projects Title and Subject of Project Location Project Project Size (US$ Million) TAV s Share (US$ Million) Emirates Airlines A380 Maintenance Hangars Steel Roof Construction project Dubai-BAE Al Sharaf Shopping Mall Dubai-BAE Towheed Iranian School Dubai-BAE 9 9 Ankara Esenboğa Airport Türkiye Domestic and International Flight Terminals Turkey Istanbul Atatürk Airport Terminal Building and Multi-Storey Car Park Project Turkey Istanbul Atatürk Airport Renovation Project Turkey İzmir Adnan Menderes Airport International Flights Terminal Building Project Turkey İzmir Adnan Menderes Domestic Flights Terminal (Additional Work) Project Turkey Batumi Airport Georgia Tbilisi Airport Georgia Cairo Airport TB3 Tunus Passenger Terminal Building Project Egypt New Enfidha Airport Tunisia Istanbul Atatürk Airport Expansion and Improvement Project Turkey Majestic Tower Sharjah-BAE Antalya Gazipaşa Airport Turkey Sulafa Tower Dubai BAE Skopje and Ohrid Airports Macedonia Emirates Finance Towers Project Dubai-BAE Abu Dhabi Airport Midfield Terminal-Pilehead Manufacturing Abu Dhabi-BAE Istanbul Atatürk Airport Investments Turkey Total 2,832 2, Tepe İnşaat 2013 Annual Report

97 ONGOING PROJECTS as of ( ) Project Name Dream Dubai Marina Hotel and Residences Tripoli Airport Sebha Airport Hamad Airport Passenger Terminal Complex Muscat Airport Infrastructure Work İzmir Adnan Menderes Airport Domestic Flights Terminal Project TAV İnşaat Client Share % Contract Amount Total (US$ million) Contract Amount TAV İnşaat Share (US$ million) Actual Progress % ( ) Backlog (US$ million) M/S Sheffield Holdings Limited Libyan Civil Aviation Authority 25 2, Libyan Civil Aviation Authority Government of the State of Qatar 35 4,063 1, Sultanate of Oman Ministry of Transport and Communication 50 1, TAV Ege Terminal Yatırım Yapım ve İşletme A.Ş. 85.9* Medina Prince Mohammad Bin Abdulaziz Airport Tibah JV Jeddah King Abdulaziz Airport Aircraft Maintenance Hangars Abu Dhabi Midfield Terminal Complex Saudia Aerospace Engineering Industries Abu Dhabi Airports Company , Riyad King Khaled Airport Terminal 5 Project GACA Damac Towers by Paramount DAMAC Emaar Square Northern Region Structural Works EMAAR TOTAL 13,506 Total Overseas Projects 13,083 5,084 Total Domestic Projects * Although the contract for the Izmir Airport Project is fully executed by TAV İnşaat, all imports within the scope of the contract are made by TAV Ege Terminal Yatırım Yapım ve İşletme A.Ş. Therefore, TAV İnşaat s share is indicated as that share excluding the import value. Operations in

98 İDO Istanbul Deniz Otobüsleri (Istanbul Sea Buses) With its modern fleet comprised of 55 vessels (25 sea buses, 18 car ferries, nine fast ferries, one passenger ferry and two service vessels), İDO is one of the world s leading maritime passenger and vehicle transportation companies. Istanbul Deniz Otobüsleri Sanayi ve Ticaret A.Ş. (İDO) was established by the Istanbul Metropolitan Municipality in 1987 to provide solutions for transportation in Istanbul and help reduce the flow of traffic on the highways. Turkey s Largest Sea Transport Company 36,801 Number of Summer Season Passengers As of December 2013, İDO had a passenger capacity of 36,801 in summer season and 30,179 in winter season. The company s vehicle capacity was 2,688 for both seasons at year s end. Following the privatization of 100% of the shares of İDO in accordance with the Privatization Law Nr. 4046, the company was transferred to TASS Denizcilik ve Ulaştırma Hizmetleri Turizm Sanayi ve Ticaret A.Ş. (TASS) on June 16, 2011, a company founded by the joint venture with the highest offer at the tender. With the General Assemblies for merger held in accordance with the Turkish Commercial Code and related legal regulations, TASS (Tepe Akfen Souter Sera Ortak Girişim Grubu) was transferred to İDO on December 16, 2011 with all its rights and obligations. The shareholders of İDO are Akfen Holding (30%), Tepe İnşaat (30%), Souter Investment (30%) and Sera Gayrimenkul Yatırım (10%) (TASS). With its modern fleet comprised of 55 vessels (25 sea buses, 18 car ferries, nine fast ferries, one passenger ferry and two service vessels), İDO is one of the world s leading sea transportation companies providing services for passengers and vehicles. As of December 2013, İDO had a passenger capacity of 36,801 in summer season and 30,179 in winter season. The company s vehicle capacity was 2,688 for both seasons at year s end. İDO operated 19 lines in total, six intracity and 13 long distance. İDO provides sea transportation to important points in Istanbul and around the Marmara Sea. It holds the operating rights for up to 30 years for most of the 35 ports in which it operates. 96 Tepe İnşaat 2013 Annual Report

99 Operations in

100 İDO Istanbul Deniz Otobüsleri (Istanbul Sea Buses) Post-privatisation, İDO has focused primarily on the Ro-Ro Project, which has remained on the public agenda for a long time and which concerns heavy vehicle traffic. Investments In order to further improve its quality of service, İDO continued to make significant capital investments in The company s investments included vehicle storing areas, energy monitoring system, pier reinforcement, fire-fighting system and setups supporting disabled people as well as new structuring, repair and configuration work at terminals. İDO s major capital investments in 2013 included: Bakırköy Terminal Protective Paint Work Bandırma Pier Reinforcement Project Bandırma Terminal Building Renovation Project Bandırma Terminal Vehicle Storage Area Asphalt Coating Work Terminal Buildings Energy Monitoring System Installation Project Configuration Work at Terminals for Disabled Persons Eskihisar Workshop Buildings Renovation Project Eskihisar and Topçular Ports Open/ Covered Digital Board Procurement Project Eskihisar Port Fire Fighting System Setup Project Güzelyalı Terminal Vehicle Storage Area Asphalt Coating Work Harem Terminal Building Renovation Project Kabataş Terminal Building Renovation Project Kadıköy Terminal Building Renovation Work Marmara Island Guard Rail Manufacturing Works Sirkeci and Harem Terminals Fire Fighting System Setup Project Sirkeci Terminal Arrangement Project Sirkeci and Topçular Ports Fuel Tank Removal Work Topçular Port Vehicle Storage Area Asphalt Coating Work Topçular Port Fire Fighting System Setup Project Yalova Terminal WC Repair Work Yenikapı Terminal Construction of Training Room Project Yenikapı Terminal WC Repair Work Yenikapı Terminal Fire Fighting System Repair Work 98 Tepe İnşaat 2013 Annual Report

101 Additionally, the company successfully completed the SAP BPC (Budget, Planning and Consolidation) project, one of the capital investments planned and implemented under the Strategic Planning Department. SAP BO project related work is ongoing. Business Development and Strategy Post-privatisation, İDO has focused primarily on the Ro-Ro Project, which has remained on the public agenda for a long time and which concerns heavy vehicle traffic. In addition, İDO s efforts to employ the land at Ambarlı, Istanbul, one of the company s most valuable assets, for use by the transport sector and to achieve corporate development objectives continued in At this point, the company aims to initiate detailed project design work on possible uses for the land, following completion of ongoing technical concept work. İDO plans to continue its feasibility studies under the project, which is considered to be of great importance for traffic in both the Marmara Region and Istanbul, in the coming year. The company is also conducting research studies on the marina, integrated transportation initiatives and international projects as part of its various business development activities. Operations in

102 İDO Istanbul Deniz Otobüsleri (Istanbul Sea Buses) İDO Financial and Operational Indicators 2013 Turnover* (Net Sales) TL 507,483,939 EBITDA TL 161,455,714 Number of Passengers 50,527,752 Number of Vehicles 7,820,323 Number of Trips 190,790 Number of Employees 1,001 Number of Subcontractors Employees 813 *Turnover and EBITDA data are obtained from the Capital Market Board Report dated Tepe İnşaat 2013 Annual Report

103 Fleet Information 2013 Sea Bus 25 Fast Ferry 9 Ferryboat 18 Passenger Ferry 1 Service Craft 2 Total 55 İDO is conducting studies on the marina, integrated transportation initiatives and international projects as part of its various business development activities. Operations in

104 İDO Istanbul Deniz Otobüsleri (Istanbul Sea Buses) İDO ranked 254 th on the Fortune Turkey 500 list of the country s largest companies. Corporate Development of İDO 1987 The first two sea buses, each with a capacity of 449 passengers, commenced service. Three more sea buses were purchased and put into service during the year Five new vessels were purchased by İDO, increasing to ten its number of sea buses Kartal and Kadıköy ports were put into service With the purchase of two Monohulls each with a capacity for 155 passengers, the number of vessels at İDO increased to With the addition of two more sea buses each with a 450 passenger capacity, the number of sea buses reached The total ships in the fleet reached 20 with the addition of three 350-passenger sea buses, two fast ferries with a capacity to hold 450 passengers and 94 vehicles and a 400-passenger sea bus that was manufactured domestically for the first time at the Pendik Shipyard of Türkiye Gemi Sanayi. A new line was launched between Yalova and Yenikapı during the same year that Istanbul s first fast ferry service got underway Two fast ferries each with a capacity to carry 800 passengers and 200 vehicles were built and joined the fleet. The sea bus, Temel Reis II, built at the Pendik Shipyard was put into service Barbaros Hayrettin Paşa and Sokullu Mehmet Paşa, two 400-passenger sea buses built at the Pendik Shipyard, commenced service İDO launched an online reservation and sale system for its intercity (ticketbased) fast ferry and sea bus lines and began ticket sales via credit cards Two fast ferries, each with a capacity for 588 passengers and 112 vehicles, were purchased and put into service on the Pendik-Yalova line Two 155-passenger Monohulls were turned over to the Izmit Municipality. The management of the city lines, which was previously operated by Türkiye Denizcilik İşletmeleri (TDİ, Turkish Maritime Organization), was turned over to İDO along with the vessels and ports Five new sea buses built in Singapore and the Osman Gazi 1 and Orhan Gazi 1 fast ferries, each with a holding capacity of 225 vehicles and 1,200 passengers, built by Austal, joined the İDO fleet. The domestically-manufactured car ferry Suhulet joined the İDO fleet Sahilbent, Suhulet s sister vessel, joined the İDO fleet. Sultan Ahmet and Sadabat car ferries commenced service. 102 Tepe İnşaat 2013 Annual Report

105 Two double-ended fast ferries, Yavuz Sultan Selim and Kanuni Sultan Süleyman, built by DAMEN in China, joined the İDO fleet. Fatih, the first of the Model 4 boats chosen by the citizens of Istanbul, was put in service Kadıköy, Beyoğlu, Beykoz and Sarıyer, the other Model 4 boats, commenced service. Yeni Haliç (New Golden Horn) boats joined the İDO fleet Thirty-four passenger boats and 49 intracity ports were turned over to Istanbul Şehir Hatları Turizm Sanayi ve Ticaret. A.Ş., a subsidiary of Istanbul Metropolitan Municipality İDO Sanayi ve Ticaret A.Ş. was turned over to the TASS (Tepe-Akfen-Souter- Sera) Joint Venture Group. Bozcada 1 joined the İDO fleet. A flexible pricing policy was adopted, starting with the Bandırma line and was extended to all intercity lines by August The İDOBÜS sales system was completed and commenced trips in March. The SAP Restructuring Project was completed. İDO received the Privatization of the Year award for project finance in the competition organized by the Project Finance, a Euromoney Publishing Group magazine. İDO ranked 254 the among the largest 500 companies in Turkey on the Fortune Turkey 500 list In 2013, İDO initiated İDO TV (closed circuit TV) broadcasting on the vessels of its fleet. As of March 1, Kabataş- Kadıköy-Bursa bus (land transportation) services on İDOBÜS line were discontinued. Turgut Reis-I vessel was sold and taken off the İDO Fleet. Total Number of Passengers Transported 50,527,752 Total Number of Vehicles Transported 7,820,323 Total Passenger Transportation Capacity Summer Season 36,801 Winter Season 30,179 Total Number of Trips 190,790 Operations in

106 Human Resources Policy Tepe İnşaat s human resources policy focuses on making the Company s competitive edge sustainable through recruitment, planning and management related activities. The Company encourages the adoption of employee-oriented approaches and applications that support its strategic objectives and performance as well as the recruitment of successful, dynamic, careerminded and motivated persons by the Tepe İnşaat family. The Company considers human resources as a critical component of its operations that requires continuous development. As a result, Tepe İnşaat maximizes the performance of its human capital by bringing employee qualifications and skills to the forefront and by fostering teamwork. Seeing investment in human resources as a means to achieve longterm corporate objectives, the Company considers ongoing improvement in employee satisfaction as one of its main priorities. In today s business environment, efficient use of human capital is as important as investing in technology and ensuring financial strength. Achieving efficiency in human resources operations is critical in effectively leveraging corporate strength. Tepe İnşaat s Human Resources Department is committed to performing its duties and responsibilities in line the Company s growth strategies, objectives and business plans. With the aim to create human capital that will meet the requirements of the rapidly developing construction sector, Tepe İnşaat continuously provides training opportunities for its employees while organizing various activities to improve the quality of life of personnel. Focused on increasing employee motivation through business analysis and design, as well as appreciation and reward systems, the Company places special importance on occupational health and safety, which is critically important in the construction business. 104 Tepe İnşaat 2013 Annual Report

107 Sustainability 105

108 Human Resources Policy Conducting operations globally, Tepe İnşaat provides domestic as well as international training opportunities. Training Policy Considering the satisfaction of employees organizational, functional and personal development training needs one of the most important factors ensuring sustainable corporate development, Tepe İnşaat establishes an annual training plan based on training requests received from company departments at the end of every year. As a company operating in the global arena, Tepe İnşaat provides domestic, as well as international training opportunities. All courses are followed up with Personal Training Assessments and Training Activity Assessments along with data gathered from these assessments and are used for the annual training plan for the following year. The Company s training program is based on the performance objectives that are specified at the beginning of each year. Accordingly, performance targets set for 2013 and actual performance realized are presented below: The target to complete 50% of the planned training topics was realized at 55%. Age Profile (%) % % % 55 and above 8% % The target training time per employee was 8.0 hours and the actual realized was 6.6 hours. The effective scheduling of employee workload with the date of training sessions conducted by training companies is the most important factor in reaching these targets. 106 Tepe İnşaat 2013 Annual Report

109 Breakdown by Personnel Type (%) Educational Level (%) Technical 40% Administrative 60% Undergraduate 42% Elementary School 30% Graduate 4% Associate degree 5% Secondary School 19% Gender Profile (%) Breakdown by Workplace (%) Female 17% Male 83% Support Units 13% Head Office 27% Domestic Contracting Projects 19% Domestic Investment Projects 23% International Contracting Projects 18% Sustainability 107

110 Occupational Safety, Environmental and Quality Policy Tepe İnşaat structures all its business processes using the quality management system, in compliance with legal and regulatory requirements and at international standards. Tepe İnşaat ISO 9001 Quality Management System Tepe İnşaat structures all its business processes using the quality management system, in compliance with legal and regulatory requirements and at international standards. Steadily raising the bar in accordance with the continuous improvement approach, the Company observes the following key priorities when carrying out 2013 operations which it describes as The Quality Journey : Tepe İnşaat has set quantifiable targets and processes to achieve results that meet customer requirements. These conditions are in line with the Company s Quality Policy and were determined for all operations within each process, the input for the process, suppliers and necessary results as well as domestic/international clients and defined the relationship between the processes. To achieve efficiency in all processes, the methods, directives and regulations have been defined and the job descriptions of the process owners and employees have been made as well as the area of their authority and capabilities. Regarding management system practices at construction sites, Project Management plans have been made for each site and work has been undertaken to maintain responsibility sharing and communication. In line with the continuous improvement approach, the Company carries out planned internal audits by trained internal auditors twice a year; subsequently, senior management reviewed achievement rate for performance goals, the outcome of corrective and preventive operations, customer feedback, training efficiency and similar processes and the results of other analyses and measurements. The Company assessed the capacity, suitability and efficiency of the system, made available necessary additional resources and implemented precautionary measures as needed. Tepe İnşaat OHSAS Occupational Health and Safety Management System Having defined occupational health and safety implementations in accordance with OHSAS Management System standards, Tepe İnşaat strives to improve its infrastructure in line with current needs and future expectations. With its OHSAS Management System certification Tepe İnşaat effectively controls the occupational health and safety risk of its employees and stakeholders in its influence area and carries out updates in line with current needs. During the integration of the Occupational Health and Safety Management 108 Tepe İnşaat 2013 Annual Report

111 System into the corporate structure of the Company, the PDCA Cycle (Plan-Do-Check- Act) developed in part by Edward Deming has been utilized. During the System s planning stage, hazards related to the Company activities are first identified and an effective risk assessment is performed. During the assessment process, preparations are made to prevent possible hazards with a proactive approach using quantifiable and concrete approaches as well as the previous experiences and foresight gained within the Company. Following the risk assessments, occupational health and safety goals for various processes are set in accordance with the current technological facilities and operating conditions stipulated by the law as well as by the Company itself. Action plans formed in relation to these goals are then implemented and continuously updated in light of recent developments. Employees, including subcontractors, at the construction sites and at units with similar operational activities, receive constant training about compliance with methods defined in relation to occupational health and safety, sharing responsibility, potential risk, and emergencies and using protective equipment. The effectiveness of the implementation of documented methods is also evaluated throughout the process. The criteria for operational control is established by taking activities, equipment, site-based directives, process-based regulations, practical checklists and monitoring and measurement plans into consideration; maximum effort is invested in order to prevent deviations. All accidents, incidents and near-miss events are analyzed multilaterally and permanent improvements are made in the system through statistical analyses and corrective and preventive actions. Construction Site Occupational Health and Safety supervisors constantly monitor field work and periodical controls, measurements, analyses and maintenance work regarding each process is undertaken by process owners in accordance with the plans. System overhaul needs are identified and implemented through preplanned internal audits and detailed review meetings. Enjoying a strong brand reputation thanks to a corporate structure closely linked with innovation, Tepe İnşaat aims to continue implementing best practices in occupational health and safety for stakeholders in the coming period. Sustainability 109

112 Bilkent University Graduates of Bilkent University successfully represent their university both in the business community and in well-established educational institutions around the world. Bilkent University was founded on October 20, 1984 with the joint resolution of the İhsan Doğramacı Education Foundation, İhsan Doğramacı Health Foundation and İhsan Doğramacı Science and Research Foundation. As the first foundation university in Turkey, Bilkent aims to become one of the world s leading universities, in science, culture and the arts, renowned for its quality of education, scientific research and academic publications. The name of the university itself is inspired by this objective: Bilkent is the abbreviation of bilim kenti in Turkish, which means City of Science. Preparations to establish Bilkent University began in 1967 with the purchase of a large tract to the west of Ankara and continued with the construction of the campus buildings in the late 1970s and early 1980s. The first structures on the site now house the Faculty of Engineering and the University Library. In parallel with Bilkent s steady institutional development, the university built cafeterias, dormitories, a concert hall, sport facilities, new faculty and college buildings as well as pre-school, elementary and high schools, two health centers, a computer center building and scientific research facilities in the campus area. Having opened its doors in 1986 with 386 enrolled students, Bilkent University has become today a globally recognized educational institution with nine faculties, two colleges and three vocational schools offering 34 undergraduate, six associate and 47 graduate degree programs, with 13,000 enrolled students and a faculty of academics from 40 different countries. The University provides its students a global vision and raises the quality of education to the level of the world s most successful and distinguished universities via exchange program agreements with other international universities, including various institutions in North America, Europe and Asia. Graduates of Bilkent University successfully represent their university both in the business community and in well-established educational institutions around the world. Established in 1988 to guide students in post-graduation career planning, the Career Center maintains strong ties with students, alumni and the professional world. The Career Center at Bilkent is the first facility opened by a Turkish university for such a purpose. 110 Tepe İnşaat 2013 Annual Report

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114 Bilkent University Bilkent ranked 28 th on the Asia s 100 Best Universities list published by the Times Higher Education and Thomson Reuters. As the leading university in Turkey in terms of the number of international academic publications per faculty member almost every year since its founding, Bilkent University maintains its pioneering role in higher education in the country. Bilkent University in Figures Established in 1984 as Turkey s first foundation university, Bilkent opened its doors to students in The campus sits on a 5,000 acre tract, of which 3,000 acres are forested. Bilkent alumni number more than 35,000. Almost 40% of the 13,000 students enrolled at the University are on a scholarship. Nine faculties and two colleges offer 32 and 47 postgraduate degree programs, respectively. Bilkent has an academic staff of more than 1,000 scholars altogether, from 40 different countries. Faculty members were supported with a budget of more than TL 320,000,000 between 2005 and 2013 via 289 TÜBİTAK projects, 83 European Union projects and 224 private and public sector company projects. Student exchange programs are organized with more than 240 universities worldwide. Visited by 860,000 researchers and students every year, the University Library is open 362 days a year and offers world-class services with a collection of 446,000 books, 226,000 electronic journals, 136,000 electronic books, 1,650 printed journals and 140 interactive databases. More than 100 student clubs are active at the University. With the initiatives they have developed since 1999, Bilkent students have provided support to elementary schools, senior citizens and others in need throughout Turkey. Student run and operated Radio Bilkent broadcasts at FM The University s dormitories house 4,000 students. The Health Center serves students 24/7 and the University covers some 80% of student medical expenses. Bilkent Symphony Orchestra (BSO), composed of musical artists from 13 different countries, performs more than 70 concerts every year at the Bilkent Concert Hall, which seats 800 people. Approximately 700 established institutions visit Bilkent University each year to promote their organizations and to reach out to potential employees. 112 Tepe İnşaat 2013 Annual Report

115 Established in 2002, Bilkent Cyberpark is one of Turkey s largest technology parks. With its 209 companies and nine research centers, the Cyberpark provides employment opportunities for some 3,500 persons. According to 2012 data from the Times Higher Education and Thomson Reuters, Bilkent University ranks 32 nd among the best global universities founded within the past 50 years. The rankings are based on such criteria as quality of education, diversity of international students and faculty members, contributions to industry, scientific research and citations made to their academic publications. Bilkent University ranked 32 nd on the World s Best 100 Young Universities list published by Times Higher Education (UK), one of the world s pioneering publications in the higher education field, and Thomson Reuters (USA), a leader in sector data analysis. Bilkent University is the only university in Turkey that appears on this list, which evaluates universities founded in the past 50 years. Bilkent ranked 28 th on the Asia s 100 Best Universities list published by the Times Higher Education and Thomson Reuters. Sustainability 113

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117 Contact Information Tepe İnşaat Sanayi Anonim Şirketi Tepe İnşaat Sanayi Anonim Şirketi Head Office Beytepe Köyü Yolu No: 5, Bilkent, Ankara, Turkey Phone: +90 (312) (13 Lines) Fax: +90 (312) Business Development: Human Resources: Istanbul Office Başıbüyük Mahallesi Emek Cad. No: 281/B Narcity Konutları, Maltepe, Istanbul, Turkey Phone: +90 (216) Fax: +90 (216) Iraq Country Office-Erbil Gulan Street English Villages, No: 250, Erbil, Iraq GPS: N E GSM: [email protected] Iraq-Sulaymaniyah Office Sulaymaniyah New University Campus Qilyasan, Sulaymaniyah, Iraq GSM: , [email protected] Russia Country Representative Office , Bolshoy Savvinskiy Per. 9, Building 2, Moscow, Russia Phone: +7 (495) Fax: +7 (495) [email protected] Web: Azerbaijan Office Hakverdiyev Küçesi Ev No: 21, Baku, Azerbaijan Phone: Fax: [email protected] Albania Office Gjergji Business Center Floor 5 No: 1-2, Tirana, Albania Phone: Fax: [email protected] Turkmenistan Office Tepe Türkmen İnşaat ve Tic. A.Ş. Yimpaş Business Center 54, Turkmenbashi Avenue, Office Number: 701 B Ashgabat/Turkmenistan Phone: +993 (12) , +993 (12) Fax: +993 (12) [email protected] Web:

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